GATX Accepts Leucadia Offer

Directors of GATX Corp. have ended a bidding war for the company by agreeing to a $544.8-million merger offer from Leucadia National Corp.

Leucadia, a New York-based holding company with interests in consumer finance and real estate, and GATX, one of the nation’s largest lessors of aircraft and rail cars, were working toward a definitive agreement Monday that would seal the deal.

The proposal, one of three offers for GATX in the last two months, would bring $40 cash for each of the 13.6 million shares that Leucadia doesn’t already own.

“The board determined that Leucadia’s proposal was the best offer made,” James J. Glasser, chairman and chief executive of GATX, said Sunday in announcing the decision.

The merger is subject to Leucadia obtaining financing, approval by GATX’s shareholders and negotiation of a definitive merger agreement by midnight tonight.

In making its bid, Leucadia provided a letter saying that Merrill Lynch Capital Markets was “highly confident” that the company could obtain the necessary financing.

Earlier this month, Gabelli & Co., a New York investment company, offered $42 a share in cash and notes for GATX. Last month, a group headed by Adler & Shaykin, a New York investment company, offered $40 a share but did not renew the offer after completing an evaluation of GATX’s finances.

Several other companies also discussed merging with GATX, the company said, but none came up with an offer.