Greenbrier Companies Enters Material Definitive Agreement

TL;DR

GBR inked a new deal, expect financial moves.

AI Summary

On September 6, 2024, The Greenbrier Companies, Inc. entered into a material definitive agreement related to a direct financial obligation. The company, incorporated in Oregon with IRS number 93-0816972, is headquartered in Lake Oswego, OR.

Why It Matters

This filing indicates a significant new financial commitment or obligation for Greenbrier Companies, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent risks.

Key Players & Entities

• The Greenbrier Companies, Inc. (company) — Registrant
• Oregon (location) — State of incorporation
• 93-0816972 (identifier) — IRS Employer Identification No.
• September 6, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $350,000,000 — ommitment under the Loan Agreement from $350,000,000 to $315,000,000 and (iii) reduce Wells
• $315,000,000 — the Loan Agreement from $350,000,000 to $315,000,000 and (iii) reduce Wells Fargo's commitme
• $150,000,000 — ommitment under the Loan Agreement from $150,000,000 to $135,000,000 (resulting in a decreas
• $135,000,000 — the Loan Agreement from $150,000,000 to $135,000,000 (resulting in a decrease of the total c
• $550,000,000 — ed amount under the Loan Agreement from $550,000,000 to $450,000,000). The foregoing descr
• $450,000,000 — the Loan Agreement from $550,000,000 to $450,000,000). The foregoing description of the Fi

Filing Documents

• d806147d8k.htm (8-K) — 24KB
• 0001193125-24-215194.txt ( ) — 143KB
• gbx-20240906.xsd (EX-101.SCH) — 3KB
• gbx-20240906_lab.xml (EX-101.LAB) — 18KB
• gbx-20240906_pre.xml (EX-101.PRE) — 11KB
• d806147d8k_htm.xml (XML) — 4KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 THE GREENBRIER COMPANIES, INC. (Exact name of registrant as specified in its charter) Oregon 001-13146 93-0816972 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) One Centerpointe Drive , Suite 200 Lake Oswego , OR 97035 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (503) 684-7000 Former name or former address, if changed since last report: N/A Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock without par value GBX New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item1.01 Entry into a Material Definitive Agreement. On September 6, 2024, GBXL I, LLC (the "Borrower"), a Delaware limited liability company and a wholly owned subsidiary of The Greenbrier Companies, Inc. ("Greenbrier"), GBXL I (Canada) Ltd., a Canadian limited company and wholly owned subsidiary of Greenbrier (the "Canadian Subsidiary"), Wilmington Trust Company, as collateral agent and depositary, Bank of America, N.A. ("Bank of America"), as a lender and as agent, Wells Fargo Bank, N.A. ("Wells Fargo"), as a lender and Credit Agricole Corporate and Investment Bank ("CA-CIB"), as an exiting lender, entered into Amendment No. 5 (the "Fifth Amendment") to the Warehouse Loan Agreement, dated as of April 1, 2021, by and among the Borrower, the Canadian Subsidiary, the lenders party thereto, Bank of America, as agent, and Wilmington Trust Company, as collateral agent and depositary (as amended, modified and supplemented, the "Loan Agreement"). Pursuant to the Fifth Amendment, the parties thereto agreed to amend the Loan Agreement to (i) end CA-CIB's commitment under the Loan Agreement, (ii) reduce Bank of America's commitment under the Loan Agreement from $350,000,000 to $315,000,000 and (iii) reduce Wells Fargo's commitment under the Loan Agreement from $150,000,000 to $135,000,000 (resulting in a decrease of the total committed amount under the Loan Agreement from $550,000,000 to $450,000,000). The foregoing description of the Fifth Amendment is a summary and does not purport to be complete. The Fifth Amendment is subject to, and qualified in its entirety by, the full text of the Fifth Amendment. Item2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant The disclosure required by this item and contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE GREENBRIER COMPANIES, INC. Date: September 6, 2024 By: /s/ Michael Donfris Michael Donfris Senior Vice President, Chief Financial Officer

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