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In a filing with the SEC this morning, Carl Icahn-owned American Railcar Industries Inc. (NASDAQ: ARII) revealed that it has had “conversations” with The Greenbrier Companies (NYSE: GBX) that could result in American Railcar’s acquisition of Greenbrier at a price of $20 a share in cash. The offer represents a premium of 5.4% to Greenbrier’s closing price last night.

Icahn raised his stake in Greenbrier to about 10% in mid-November and the stock got a 20% price boost, which had grown to a 40% share price jump by last week. The relatively paltry premium Icahn appears to be offering is more than made up for in Greenbrier’s highest stock price since early April.

American Railcar primarily builds hopper and tanker railroad cars, while American Railcar’s manufacturing is much more diverse. Both companies have prospered recently, however, in tanker cars to haul crude oil out of the relatively export-poor regions like the Bakken shale play.

American Railcar’s shares are up more than 47% in the past 12 months, while Greenbrier’s shares are actually down about 7% following a big miss on earnings in the first half of this year. Shares of Greenbrier were off nearly 40% in mid-May and again in early November, before Icahn upped his stake.

Shares of Greenbrier are up 6.2% at $20.15 in a 52-week range of $13.10 to $26.66.

Shares of American Railcar are also up, more than 8%, at $34.83 after posting a new 52-week high of $34.96 earlier this morning. The prior 52-week range was $20.26 to $33.00.

Paul Ausick