Document_and_Entity_Informatio
Document and Entity Information Document | 3 Months Ended | |
Mar. 31, 2015 | 1-May-15 | |
Document Information [Line Items] | ||
Entity Registrant Name | GENESEE & WYOMING INC. | |
Entity Central Index Key | 1012620 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Class A common shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 53,076,597 | |
Class B common shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 945,485 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ||
Cash and cash equivalents | $112,420 | $59,727 |
Accounts receivable, net | 394,132 | 357,278 |
Materials and supplies | 43,183 | 30,251 |
Prepaid expenses and other | 51,294 | 24,176 |
Deferred income tax assets, net | 76,721 | 76,994 |
Total current assets | 677,750 | 548,426 |
PROPERTY AND EQUIPMENT, net | 4,014,856 | 3,788,482 |
GOODWILL | 907,440 | 628,815 |
INTANGIBLE ASSETS, net | 1,112,740 | 587,663 |
DEFERRED INCOME TAX ASSETS, net | 2,205 | 2,500 |
OTHER ASSETS, net | 42,634 | 39,867 |
Total assets | 6,757,625 | 5,595,753 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 35,963 | 67,398 |
Accounts payable | 318,219 | 290,746 |
Accrued expenses | 153,762 | 106,094 |
Total current liabilities | 507,944 | 464,238 |
LONG-TERM DEBT, less current portion | 2,410,340 | 1,548,051 |
DEFERRED INCOME TAX LIABILITIES, net | 1,096,457 | 908,852 |
DEFERRED ITEMS - grants from outside parties | 276,950 | 279,286 |
OTHER LONG-TERM LIABILITIES | 132,414 | 37,346 |
COMMITMENTS AND CONTINGENCIES | ||
EQUITY: | ||
Additional paid-in capital | 1,341,960 | 1,334,474 |
Retained earnings | 1,343,543 | 1,319,639 |
Accumulated other comprehensive loss | -125,257 | -72,252 |
Treasury stock, at cost | -227,393 | -224,547 |
Total equity | 2,333,520 | 2,357,980 |
Total liabilities and equity | 6,757,625 | 5,595,753 |
Class A Common Stock, $0.01 par value, one vote per share; 180,000,000 shares authorized at March 31, 2015 and December 31, 2014; 65,797,851 and 65,632,309 shares issued and 53,075,305 and 52,938,267 shares outstanding (net of 12,722,546 and 12,694,042 shares in treasury) on March 31, 2015 and December 31, 2014, respectively | ||
EQUITY: | ||
Common Stock | 658 | 656 |
Class B Common Stock, $0.01 par value, ten votes per share; 30,000,000 shares authorized at March 31, 2015 and December 31, 2014; 945,485 and 1,020,485 shares issued and outstanding on March 31, 2015 and December 31, 2014, respectively | ||
EQUITY: | ||
Common Stock | $9 | $10 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets Parentheticals (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Class A Common Stock, $0.01 par value, one vote per share; 180,000,000 shares authorized at March 31, 2015 and December 31, 2014; 65,797,851 and 65,632,309 shares issued and 53,075,305 and 52,938,267 shares outstanding (net of 12,722,546 and 12,694,042 shares in treasury) on March 31, 2015 and December 31, 2014, respectively | ||
Common Stock, Par or Stated Value Per Share | $0.01 | $0.01 |
Common Stock, Shares Authorized | 180,000,000 | 180,000,000 |
Common Stock, Shares, Issued | 65,797,851 | 65,632,309 |
Common Stock, Shares, Outstanding | 53,075,305 | 52,938,267 |
Treasury Stock, Shares | 12,722,546 | 12,694,042 |
Class B Common Stock, $0.01 par value, ten votes per share; 30,000,000 shares authorized at March 31, 2015 and December 31, 2014; 945,485 and 1,020,485 shares issued and outstanding on March 31, 2015 and December 31, 2014, respectively | ||
Common Stock, Par or Stated Value Per Share | $0.01 | $0.01 |
Common Stock, Shares Authorized | 30,000,000 | 30,000,000 |
Common Stock, Shares, Issued | 945,485 | 1,020,485 |
Common Stock, Shares, Outstanding | 945,485 | 1,020,485 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |
Share data in Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
OPERATING REVENUES | $397,030,000 | $376,279,000 |
OPERATING EXPENSES: | ||
Labor and benefits | 128,550,000 | 116,676,000 |
Equipment rents | 20,317,000 | 19,075,000 |
Purchased services | 19,731,000 | 27,816,000 |
Depreciation and amortization | 41,813,000 | 37,641,000 |
Diesel fuel used in operations | 28,051,000 | 41,935,000 |
Casualties and insurance | 8,369,000 | 9,633,000 |
Materials | 18,463,000 | 16,168,000 |
Trackage rights | 12,082,000 | 12,266,000 |
Net gain on sale of assets | -317,000 | -838,000 |
Other expenses | 33,352,000 | 21,032,000 |
Freightliner operating expenses | 13,999,000 | 0 |
Total operating expenses | 324,410,000 | 301,404,000 |
INCOME FROM OPERATIONS | 72,620,000 | 74,875,000 |
Interest income | 26,000 | 1,034,000 |
Interest expense | -13,508,000 | -13,641,000 |
Loss on settlement of foreign currency forward purchase contracts | -18,686,000 | 0 |
Other income, net | 314,000 | 636,000 |
Income before income taxes | 40,766,000 | 62,904,000 |
Provision for income taxes | -16,862,000 | -22,900,000 |
Net income | $23,904,000 | $40,004,000 |
Basic earnings per common share | $0.43 | $0.73 |
Weighted average shares - Basic | 55,826 | 54,841 |
Diluted earnings per common share | $0.42 | $0.70 |
Weighted average shares - Diluted | 57,121 | 56,905 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive (Loss)/Income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
NET INCOME | $23,904 | $40,004 |
OTHER COMPREHENSIVE (LOSS)/INCOME: | ||
Foreign currency translation adjustment | -46,747 | 3,754 |
Net unrealized loss on qualifying cash flow hedges, net of tax | -6,311 | -6,959 |
Changes in pension and other postretirement benefits, net of tax | 53 | 67 |
Other comprehensive loss | -53,005 | -3,138 |
COMPREHENSIVE (LOSS)/INCOME | ($29,101) | $36,866 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive (Loss)/Income Parentheticals (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Net unrealized loss on qualifying cash flow hedges, tax benefit | $4,207 | $4,639 |
Changes in pension and other postretirement benefits, tax provision | ($30) | ($38) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $23,904,000 | $40,004,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 41,813,000 | 37,641,000 |
Stock-based compensation | 3,881,000 | 3,314,000 |
Excess tax benefit from share-based compensation | -834,000 | -3,580,000 |
Deferred income taxes | 10,236,000 | 16,118,000 |
Net gain on sale of assets | -317,000 | -838,000 |
Loss on settlement of foreign currency forward purchase contracts | 18,686,000 | 0 |
Changes in assets and liabilities which provided/(used) cash, net of effect of acquisitions: | ||
Accounts receivable, net | 20,547,000 | -8,559,000 |
Materials and supplies | 543,000 | 131,000 |
Prepaid expenses and other | -3,410,000 | 2,181,000 |
Accounts payable and accrued expenses | -32,133,000 | -15,582,000 |
Other assets and liabilities, net | 1,078,000 | 830,000 |
Net cash provided by operating activities | 83,994,000 | 71,660,000 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | -66,267,000 | -71,618,000 |
Grant proceeds from outside parties | 16,369,000 | 12,800,000 |
Cash paid for acquisitions, net of cash acquired | -723,944,000 | 0 |
Net payment from settlement of foreign currency forward purchases contracts related to an acquisition | -18,686,000 | 0 |
Insurance proceeds for the replacement of assets | 1,421,000 | 300,000 |
Proceeds from disposition of property and equipment | 1,082,000 | 1,555,000 |
Net cash used in investing activities | -790,025,000 | -56,963,000 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Principal payments on long-term borrowings, including capital leases | -125,307,000 | -96,287,000 |
Proceeds from issuance of long-term debt | 892,805,000 | 46,546,000 |
Debt amendment/issuance costs | -5,933,000 | 0 |
Proceeds from employee stock purchases | 2,727,000 | 4,647,000 |
Treasury stock purchases | -2,847,000 | -3,374,000 |
Excess tax benefit from share-based compensation | 834,000 | 3,580,000 |
Net cash provided by/(used in) financing activities | 762,279,000 | -44,888,000 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | -3,555,000 | -498,000 |
INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS | 52,693,000 | -30,689,000 |
CASH AND CASH EQUIVALENTS, beginning of period | 59,727,000 | 62,876,000 |
CASH AND CASH EQUIVALENTS, end of period | $112,420,000 | $32,187,000 |
Principles_of_Consolidation_an
Principles of Consolidation and Basis of Presentation | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation and Basis of Presentation [Text Block] | PRINCIPLES OF CONSOLIDATION AND BASIS OF PRESENTATION: |
The interim consolidated financial statements presented herein include the accounts of Genesee & Wyoming Inc. and its subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. These interim consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and are unaudited. They do not contain all disclosures which would be required in a full set of financial statements prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). In the opinion of management, the unaudited financial statements for the three months ended March 31, 2015 and 2014 are presented on a basis consistent with the audited financial statements and contain all adjustments, consisting only of normal recurring adjustments, necessary to provide a fair statement of the results for the interim periods presented. The results of operations for interim periods are not necessarily indicative of results of operations for the full year. The consolidated balance sheet data for 2014 was derived from the audited financial statements in the Company's 2014 Annual Report on Form 10-K but does not include all disclosures required by U.S. GAAP. | |
The interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2014 included in the Company's 2014 Annual Report on Form 10-K. |
Changes_in_Operations
Changes in Operations | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Significant Changes in Operations [Abstract] | |||||||||
Changes in Operations [Text Block] | CHANGES IN OPERATIONS: | ||||||||
Europe | |||||||||
Freightliner Group Limited: On March 25, 2015, the Company completed the acquisition of all of the outstanding share capital of RailInvest Holding Company Limited, the parent company of London-based Freightliner Group Limited (Freightliner), pursuant to the terms of a Share Purchase Agreement, dated February 24, 2015. Certain former management shareholders of Freightliner (Management Shareholders) retained an approximate 6% economic interest in the form of deferred consideration. The Company expects to settle the deferred consideration by the end of 2020. | |||||||||
The Company funded the acquisition with borrowings under the Company's Second Amended and Restated Senior Secured Syndicated Credit Facility Agreement (the Credit Agreement) (see Note 5, Long-Term Debt) and available cash. The foreign exchange rate used to translate the total consideration to United States dollars was $1.49 for one British pound (GBP). The calculation of the total consideration for the Freightliner acquisition is presented below (in thousands): | |||||||||
GBP | USD | ||||||||
Cash consideration | £ | 492,083 | $ | 733,006 | |||||
Deferred consideration | 23,957 | 35,687 | |||||||
Total consideration | £ | 516,040 | $ | 768,693 | |||||
As of March 25, 2015, the Company recorded a contingent liability within other long-term liabilities of £24.0 million (or $35.7 million at the exchange rate on March 25, 2015). This contingent liability represents the aggregate fair value of the shares transferred to the Company by the Management Shareholders on the acquisition date at the Freightliner acquisition price per share, in exchange for the right to receive deferred consideration. Each of the Management Shareholders may elect to receive one third of their respective deferred consideration valued as of March 31, 2018, 2019 and 2020. The remaining portion of the deferred consideration will be valued as of March 31, 2020, and paid by the end of 2020. As of March 31, 2015, the fair value of the deferred consideration liability was estimated by discounting, to present value, contingent payments expected to be made (see Note 7, Fair Value of Financial Instruments) using a contractual formula that provided a value essentially consistent with that used to derive the Freightliner acquisition price per share on the acquisition date, resulting in no change to the contingent liability. The Company will recalculate the estimated fair value of the deferred consideration each reporting period until it is paid in full. The Company expects to recognize future changes in the estimated fair value of the deferred consideration in other expenses within the Company's consolidated statement of operations. A change in the fair value of the deferred consideration, which has a minimum of zero and no maximum, could have a material effect on the Company's results of operations for the period in which the change in estimate occurs. | |||||||||
Headquartered in London, England, Freightliner is an international freight rail operator with operations in the United Kingdom (U.K.), Poland, Germany, the Netherlands and Australia. Freightliner's principal business is located in the U.K. where it is the second largest freight rail operator, providing intermodal and heavy haul service throughout England, Scotland and Wales. In Continental Europe, Freightliner Poland primarily serves aggregates and coal customers in Poland. In addition, Freightliner's ERS subsidiary, based in Rotterdam, provides cross-border intermodal services connecting the northern European ports of Rotterdam, Bremerhaven and Hamburg to key cities in Germany, Poland, Italy and beyond. In Australia, Freightliner currently transports coal and containerized agricultural products for its customers in New South Wales. As of the acquisition date, Freightliner's fleet of primarily leased equipment included approximately 250 standard gauge locomotives (mostly diesel-electric) and 5,500 wagons. Freightliner employs approximately 2,500 people worldwide. | |||||||||
The results of operations from Freightliner have been included in the Company's consolidated statement of operations since the March 25, 2015 acquisition date. Total revenues from Freightliner of $15.1 million and total operating expenses of $14.0 million, in each case for the five business days in March 2015, were included within operating revenues and Freightliner operating expenses, respectively, for the three months ended March 31, 2015. The Company incurred $12.6 million of acquisition-related costs associated with Freightliner during the three months ended March 31, 2015, which were included within other expenses in the Company's consolidated statement of operations. In addition, the Company incurred a loss of $18.7 million on the settlement of foreign currency forward purchase contracts during the three months ended March 31, 2015, which were entered into in contemplation of the Freightliner acquisition (see Note 6, Derivative Financial Instruments). | |||||||||
The Company accounted for the acquisition as a business combination using the acquisition method of accounting under U.S. GAAP. The acquired assets and liabilities of Freightliner were recorded at their preliminary acquisition-date fair values and were consolidated with those of the Company as of the acquisition date. The final determination of these preliminary fair values is subject to completion of an assessment of the acquisition-date fair values of acquired non-current assets and non-current liabilities and deferred taxes. The foreign exchange rate used to translate the preliminary balance sheet to United States dollars was $1.49 for one British pound. | |||||||||
The following preliminary acquisition-date fair values were assigned to the acquired net assets (dollars in thousands): | |||||||||
GBP | USD | ||||||||
Cash and cash equivalents | £ | 33,815 | $ | 50,371 | |||||
Accounts receivable | 50,531 | 75,271 | |||||||
Materials and supplies | 9,740 | 14,509 | |||||||
Prepaid expenses and other | 15,318 | 22,818 | |||||||
Property and equipment | 160,500 | 239,081 | |||||||
Goodwill | 193,281 | 287,911 | |||||||
Intangible assets | 360,100 | 536,405 | |||||||
Other assets | 351 | 523 | |||||||
Total assets | 823,636 | 1,226,889 | |||||||
Current portion of long-term debt | 13,946 | 20,774 | |||||||
Accounts payable and accrued expenses | 91,241 | 135,913 | |||||||
Long-term debt, less current portion | 39,738 | 59,194 | |||||||
Deferred income tax liabilities, net | 128,664 | 191,658 | |||||||
Deferred items-grants from outside parties | 838 | 1,248 | |||||||
Other long-term liabilities | 33,169 | 49,409 | |||||||
Net assets | £ | 516,040 | $ | 768,693 | |||||
The Company assigned £360.1 million (or $536.4 million at the exchange rate on March 25, 2015) to amortizable intangible assets with a weighted average amortization period of approximately 85 years. In addition, the Company assigned £193.3 million (or $287.9 million at the exchange rate on March 25, 2015) to goodwill in its preliminary allocation. The goodwill will not be deductible for tax purposes. | |||||||||
Included in the £33.2 million (or $49.4 million at the exchange rate on March 25, 2015) of assumed other long-term liabilities was a £24.7 million (or $36.8 million at the exchange rate on March 25, 2015) pension liability assumed by the Company. | |||||||||
Pro Forma Financial Results (Unaudited) | |||||||||
The following table summarizes the Company's unaudited pro forma operating results for the three months ended March 31, 2015 and 2014 as if the acquisition of Freightliner had been consummated as of January 1, 2014. The following pro forma financial information does not include the impact of any costs to integrate the operations or the impact of derivative instruments that the Company has entered into or may enter into to mitigate interest rate risk (dollars in thousands, except per share amounts): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Operating revenues | $ | 553,649 | $ | 576,060 | |||||
Net income | $ | 47,789 | $ | 24,981 | |||||
Basic earnings per common share | $ | 0.86 | $ | 0.46 | |||||
Diluted earnings per common share | $ | 0.84 | $ | 0.44 | |||||
The unaudited pro forma operating results included the acquisition of Freightliner adjusted, net of tax, for depreciation and amortization expense resulting from the determination of preliminary fair values of the acquired property and equipment and amortizable intangible assets, the inclusion of interest expense related to borrowings used to fund the acquisition, the amortization of debt issuance costs related to the Company's entry into the Credit Agreement and the elimination of Freightliner's interest expense related to debt not assumed in the acquisition. Since the pro forma financial results assume the acquisition was consummated on January 1, 2014, the 2015 unaudited pro forma operating results excluded $12.6 million ($9.5 million, net of tax) of costs incurred by the Company related to the acquisition of Freightliner, $12.2 million ($9.1 million, net of tax) of transaction-related costs incurred by Freightliner and $18.7 million ($11.6 million, net of tax) loss on settlement of foreign currency forward purchase contracts directly attributable to the acquisition of Freightliner. The 2014 unaudited pro forma operating results included $12.6 million ($9.5 million, net of tax) of costs incurred by the Company related to the acquisition of Freightliner and $15.9 million ($11.9 million, net of tax) of transaction-related costs incurred by Freightliner. | |||||||||
Freightliner's fiscal year is based on a 52/53 week period ending on the nearest Saturday on or before March 31. Since Freightliner and the Company have different fiscal year end dates, the unaudited pro forma operating results were prepared based on comparable periods. The unaudited pro forma operating results for the three months ended March 31, 2015 were based upon the Company's consolidated statement of operations for the three months ended March 31, 2015, which included five business days of Freightliner's results, and the sum of Freightliner's historical operating results for the 12 weeks ended March 28, 2015, adjusted for the days already included in the Company's results. The foreign exchange rate used to translate Freightliner's statement of operations to United States dollars was $1.51 for one British pound for the three months ended March 31, 2015 (which was calculated based on average daily exchange rates during that period). The unaudited pro forma operating results for the three months ended March 31, 2014 were based upon the Company's consolidated statement of operations for the three months ended March 31, 2014 and the sum of Freightliner's historical operating results for the 12 weeks ended March 29, 2014. The foreign exchange rate used to translate Freightliner's operating results to United States dollars was $1.66 for one British pound for the three months ended March 31, 2014 (which was calculated based on average daily exchange rates during that period). | |||||||||
The pro forma financial information does not purport to be indicative of the results that actually would have been obtained had the transactions been completed as of January 1, 2014 and for the periods presented and are not intended to be a projection of future results or trends. | |||||||||
United States | |||||||||
Pinsly's Arkansas Division: On January 5, 2015, the Company completed the acquisition of certain subsidiaries of Pinsly Railroad Company (Pinsly) that constituted Pinsly's Arkansas Division (Pinsly Arkansas) for $41.3 million in cash, subject to adjustment for final working capital. The Company funded the acquisition with borrowings under the Company's Amended and Restated Senior Secured Syndicated Credit Facility Agreement (Prior Credit Agreement). The results of operations from Pinsly Arkansas have been included in the Company's consolidated statement of operations since the acquisition date within the Company's North American & European Operations segment. | |||||||||
Headquartered in Jones Mills, Arkansas, Pinsly Arkansas serves the Hot Springs and Little Rock areas, as well as the southwestern and southeastern portions of Arkansas and includes: (1) Arkansas Midland Railroad Company, Inc. (AKMD), which is comprised of seven non-contiguous branch lines; (2) The Prescott and Northwestern Railroad Company (PNW); (3) Warren & Saline River Railroad Company (WSR); and (4) the two Arkansas transload operations of Pinsly's former Railroad Distribution Services, Inc. subsidiary. Operations are comprised of 137 miles of owned and leased track, 77 employees and 16 locomotives. The railroads currently haul approximately 35,000 carloads per year and serve a diverse customer base in industries, including aluminum, forest products, aggregates, energy and carton board. | |||||||||
Rapid City, Pierre & Eastern Railroad, Inc.: On May 30, 2014, the Company's new subsidiary, Rapid City, Pierre & Eastern Railroad, Inc. (RCP&E), purchased the assets comprising the western end of Canadian Pacific Railway Limited's (CP) Dakota, Minnesota & Eastern Railroad Corporation (DM&E) rail line for a cash purchase price of $218.6 million, including the purchase of materials and supplies, railcars, equipment and vehicles. RCP&E commenced freight service on the line on June 1, 2014. The results of operations from RCP&E have been included in the Company's consolidated statements of operations since the acquisition date within the Company's North American & European Operations segment. | |||||||||
RCP&E operates approximately 670 miles of rail line between Tracy, Minnesota and Rapid City, South Dakota; north of Rapid City to Colony, Wyoming; south of Rapid City to Dakota Junction, Nebraska; and connecting branch lines as well as trackage from Dakota Junction to Crawford, Nebraska, currently leased to the Nebraska Northwestern Railroad Inc. (NNW). Customers on the RCP&E ship approximately 63,000 carloads annually of grain, bentonite clay, ethanol, fertilizer and other products. RCP&E has the ability to interchange with CP, Union Pacific Railroad, BNSF Railway Company and NNW. RCP&E has approximately 180 employees, most of whom were hired from the DM&E operations. | |||||||||
The Company accounted for the acquisition as a business combination using the acquisition method of accounting under U.S. GAAP. The following acquisition-date fair values were assigned to the acquired net assets (dollars in thousands): | |||||||||
Materials and supplies | $ | 3,621 | |||||||
Prepaid expenses and other | 116 | ||||||||
Property and equipment | 217,032 | ||||||||
Deferred income tax assets | 325 | ||||||||
Total assets | 221,094 | ||||||||
Current portion of long-term debt | 1,121 | ||||||||
Accounts payable and accrued expenses | 108 | ||||||||
Long-term debt, less current portion | 1,260 | ||||||||
Net assets | $ | 218,605 | |||||||
Results from Operations | |||||||||
When comparing the Company's results from operations from one reporting period to another, it is important to consider that the Company has historically experienced fluctuations in revenues and expenses due to acquisitions, changing economic conditions, commodity prices, competitive forces, changes in foreign currency exchange rates, rail network congestion, one-time freight moves, fuel price fluctuations, customer plant expansions and shutdowns, sales of property and equipment, derailments and weather-related conditions, such as hurricanes, cyclones, tornadoes, droughts, heavy snowfall, unseasonably hot or cold weather, freezing and flooding. In periods when these events occur, the Company's results of operations are not easily comparable from one period to another. Finally, certain of the Company's railroads have commodity shipments that are sensitive to general economic conditions and commodity prices, such as steel products, iron ore, paper products and lumber and forest products, as well as product specific market conditions, such as the availability of lower priced alternative sources of power generation (coal) and energy commodity price differentials (crude oil). Other shipments are relatively less affected by economic conditions and are more closely affected by other factors, such as winter weather (salt) and seasonal rainfall (agricultural products). As a result of these and other factors, the Company's results of operations in any reporting period may not be directly comparable to the Company's results of operations in other reporting periods. |
Earnings_per_Share
Earnings per Share | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Earnings Per Share [Text Block] | EARNINGS PER COMMON SHARE: | |||||||
The following table sets forth the computation of basic and diluted earnings per common share for the three months ended March 31, 2015 and 2014 (in thousands, except per share amounts): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Numerator: | ||||||||
Net income | $ | 23,904 | $ | 40,004 | ||||
Denominators: | ||||||||
Weighted average Class A common shares outstanding - Basic | 55,826 | 54,841 | ||||||
Weighted average Class B common shares outstanding | 1,002 | 1,609 | ||||||
Dilutive effect of employee stock-based awards | 293 | 455 | ||||||
Weighted average shares - Diluted | 57,121 | 56,905 | ||||||
Basic earnings per common share | $ | 0.43 | $ | 0.73 | ||||
Diluted earnings per common share | $ | 0.42 | $ | 0.7 | ||||
The Company's basic and diluted earnings per common share calculations reflect the weighted average shares issuable upon settlement of the prepaid stock purchase contract component of the Company's Tangible Equity Units (TEUs). For purposes of determining the number of shares included in these calculations, the Company used the market price of its Class A Common Stock at the period end date. | ||||||||
The following total number of Class A Common Stock shares issuable under the assumed exercise of stock-based awards computed based on the treasury stock method were excluded from the calculation of diluted earnings per common share, as the effect of including these shares would have been antidilutive (in thousands): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Antidilutive shares | 503 | 186 | ||||||
Accounts_Receivable
Accounts Receivable | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Accounts Receivable, Net [Abstract] | ||||||||
Accounts Receivable [Text Block] | ACCOUNTS RECEIVABLE: | |||||||
Accounts receivable consisted of the following as of March 31, 2015 and December 31, 2014 (dollars in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Accounts receivable - trade | $ | 358,580 | $ | 304,087 | ||||
Accounts receivable - grants from outside parties | 20,271 | 32,076 | ||||||
Accounts receivable - insurance and other third-party claims | 22,576 | 26,941 | ||||||
Total accounts receivable | 401,427 | 363,104 | ||||||
Less: Allowance for doubtful accounts | (7,295 | ) | (5,826 | ) | ||||
Accounts receivable, net | $ | 394,132 | $ | 357,278 | ||||
Accounts receivable as of March 31, 2015 included $75.3 million, representing the net realizable value, of accounts receivable acquired in the Freightliner acquisition. | ||||||||
Grants from Outside Parties | ||||||||
The Company periodically receives grants for the upgrade and construction of rail lines and the upgrade of locomotives from federal, provincial, state and local agencies in the United States, Australia and provinces in Canada in which the Company operates. These grants typically reimburse the Company for 50% to 100% of the actual cost of specific projects. In total, the Company received grant proceeds of $16.4 million and $12.8 million in the three months ended March 31, 2015 and 2014, respectively, from such grant programs. The proceeds were presented as cash inflows from investing activities within each of the applicable periods. | ||||||||
None of the Company's grants represent a future liability of the Company unless the Company abandons the rehabilitated or new track structure within a specified period of time or fails to maintain the upgraded or new track to certain standards, fails to make certain minimum capital improvements or ceases use of the locomotives within the specified geographic area and time period, in each case as required in the applicable grant agreement. As the Company intends to comply with the requirements of these agreements, the Company has recorded additions to track property and locomotives and has deferred the amount of the grants. The amortization of deferred grants is a non-cash offset to depreciation expense over the useful lives of the related assets. During the three months ended March 31, 2015 and 2014, the Company recorded offsets to depreciation expense from grant amortization of $2.8 million and $2.7 million, respectively. | ||||||||
Insurance and Third-Party Claims | ||||||||
Accounts receivable from insurance and other third-party claims at March 31, 2015 included $13.5 million from the Company's North American & European Operations and $9.0 million from the Company's Australian Operations. The balance from the Company's North American & European Operations resulted predominately from the Company's anticipated insurance recoveries associated with a derailment in Alabama (the Aliceville Derailment) in November 2013. The balance from the Company's Australian Operations resulted primarily from the Company's anticipated insurance recoveries associated with derailments in Australia in 2012. The Company received proceeds from insurance totaling $1.4 million and $0.3 million for the three months ended March 31, 2015 and 2014, respectively. |
LongTerm_Debt_LongTerm_Debt
Long-Term Debt Long-Term Debt | 3 Months Ended | ||||||
Mar. 31, 2015 | |||||||
Long-term Debt, Unclassified [Abstract] | |||||||
Long-term Debt [Text Block] | LONG-TERM DEBT: | ||||||
Credit Agreement | |||||||
In anticipation of its acquisition of Freightliner, the Company entered into Amendment No. 1 to the Amended and Restated Senior Secured Syndicated Credit Facility Agreement (the Credit Agreement) on March 20, 2015. In connection with entering into the Credit Agreement, the Company wrote-off $2.0 million of unamortized deferred financing fees and capitalized an additional $5.5 million of new fees. Deferred financing costs are amortized as additional interest expense over the terms of the related debt using the effective-interest method for the term loan debt and the straight-line method for the revolving credit facility. | |||||||
The credit facilities under the Credit Agreement are comprised of a $1,782.0 million United States term loan, an A$324.6 million (or $252.5 million at the exchange rate on March 20, 2015) Australian term loan, a £101.7 million (or $152.2 million at the exchange rate on March 20, 2015) U.K. term loan and a $625.0 million revolving credit facility. The Credit Agreement also extended the maturity date of each of the Company's credit facilities to March 31, 2020. The revolving credit facility includes borrowing capacity for letters of credit and swingline loans. | |||||||
The $625.0 million revolving credit facility under the Credit Agreement includes flexible sub-limits for revolving loans denominated in United States dollars, Australian dollars, Canadian dollars, British pounds and Euros and provides for the ability to reallocate commitments among the sub-limits, provided that the total amount of all Australian dollar, Canadian dollar, British pound, Euro or other designated currencies sub-limits cannot exceed a combined $500.0 million. | |||||||
At the Company's election, at the time of entering into specific borrowings, interest on borrowings is calculated under a "Base Rate" or "LIBOR/BBSW Rate." LIBOR is the London Interbank Offered Rate. BBSW is the Bank Bill Swap Reference Rate within Australia, which the Company believes is generally considered the Australian equivalent to LIBOR. The applicable borrowing spread for the Base Rate loans will initially be 1.0% over the base rate, and, following the Company's first quarterly compliance certificate, will range from 0.0% to 1.0% depending upon the Company's total leverage ratio. The applicable borrowing spread for LIBOR/BBSW Rate loans, will initially be 2.0% over the LIBOR or BBSW, and, following the Company's first quarterly compliance certificate, will range from 1.0% to 2.0% depending upon the Company's total leverage ratio as defined in the Credit Agreement. | |||||||
In addition to paying interest on any outstanding borrowings under the Credit Agreement, the Company is required to pay a commitment fee related to the unutilized portion of the commitments under the revolving credit facility. The commitment fee rate will initially be 0.3%, and, following the Company's first quarterly compliance certificate, will range from 0.2% to 0.3% depending upon the Company's total leverage ratio as defined in the Credit Agreement. | |||||||
Since entering into the Credit Agreement, the Company made a prepayment on its Australian term loan of A$6.0 million (or $4.6 million at the exchange rate on the date the payment was made). As of March 31, 2015, the Company had outstanding term loans of $1,782.0 million with an interest rate of 2.18%, A$318.6 million (or $242.7 million at the exchange rate on March 31, 2015) with an interest rate of 4.28% and £101.7 million (or $150.9 million at the exchange rate on March 31, 2015) with an interest rate of 2.50%. | |||||||
The United States dollar-denominated, Australian dollar-denominated and the British pound-denominated term loans will amortize in quarterly installments commencing with the quarter ending September 30, 2016, with the remaining principal balance payable upon maturity, as set forth below (dollars in thousands): | |||||||
Quarterly Payment Date | Principal Amount of Each Quarterly Installment | ||||||
United States dollar: | September 30, 2016 through June 30, 2018 | $ | 22,275 | ||||
September 30, 2018 through December 31, 2019 | $ | 44,550 | |||||
Maturity date - March 31, 2020 | $ | 1,336,500 | |||||
Australian dollar: | September 30, 2016 through June 30, 2018 | A$ | 4,058 | ||||
September 30, 2018 through December 31, 2019 | A$ | 8,116 | |||||
Maturity date - March 31, 2020 | A$ | 237,470 | |||||
British pound: | September 30, 2016 through June 30, 2018 | £ | 1,271 | ||||
September 30, 2018 through December 31, 2019 | £ | 2,542 | |||||
Maturity date - March 31, 2020 | £ | 76,261 | |||||
As of March 31, 2015, out of the Company's $625.0 million of available capacity under its revolving credit facility, the Company had $171.2 million in borrowings, $2.5 million in letter of credit guarantees and $451.4 million of unused borrowing capacity. As of March 31, 2015, the Company had outstanding revolving loans of $141.0 million in United States dollar-denominated borrowings with an interest rate of 2.18%, £2.5 million in a British pound-denominated swingline loan (or $3.7 million at the exchange rate on March 31, 2015) with an interest rate of 2.48%, C$28.5 million in Canadian dollar-denominated borrowings (or $22.5 million at the exchange rate on March 31, 2015) with an interest rate of 3.00% and €3.7 million in Euro-denominated borrowings (or $4.0 million at the exchange rate on March 31, 2015) with an interest rate of 1.98%. | |||||||
The Credit Agreement contains a number of customary affirmative and negative covenants with respect to which the Company must maintain compliance. Those covenants, among other things, limit or prohibit the Company's ability, subject to certain exceptions, to incur additional indebtedness; create liens; make investments; pay dividends on capital stock or redeem, repurchase or retire capital stock; consolidate or merge or make acquisitions or dispose of assets; enter into sale and leaseback transactions; engage in any business unrelated to the business currently conducted by the Company; sell or issue capital stock of certain of the Company's restricted subsidiaries; change the Company's fiscal year; enter into certain agreements containing negative pledges and upstream limitations and engage in certain transactions with affiliates. Under the Credit Agreement, the Company may not exceed specified maximum total leverage ratios as described in the following table: | |||||||
Quarterly Periods Ending | Maximum Total Leverage Ratio | ||||||
March 31, 2015 through March 31, 2016 | 4.50 to 1.00 | ||||||
June 30, 2016 through June 30, 2017 | 3.75 to 1.00 | ||||||
September 30, 2017 through March 31, 2020 | 3.50 to 1.00 | ||||||
As of March 31, 2015, the Company was in compliance with the covenants under the Credit Agreement, including the maximum total leverage ratio covenant noted above. | |||||||
The existing term loans and revolving loans under the Credit Agreement are guaranteed by substantially all of the Company's United States subsidiaries and by substantially all of its foreign subsidiaries solely in respect of the foreign guaranteed obligations subject, in each case, to certain exceptions. The Credit Agreement is collateralized by certain real and personal property assets of the Company's domestic subsidiaries that have guaranteed the Company's obligations under the Credit Agreement and certain personal property assets of its foreign subsidiaries that have guaranteed the foreign obligations under the Credit Agreement. | |||||||
In May 2014, the Company entered into the Amended and Restated Senior Secured Syndicated Credit Facility Agreement (the Prior Credit Agreement), which included a $1,520.0 million United States term loan, an A$216.8 million (or $200.3 million at the exchange rate on May 27, 2014) Australian term loan and a $625.0 million revolving credit facility. Each of the credit facilities under the Prior Credit Agreement had a maturity date of May 31, 2019. As of December 31, 2014, the Company had outstanding revolving loans of $11.0 million in United States dollar-denominated borrowings with an interest rate of 1.67%, A$8.0 million in an Australian dollar-denominated swingline loan (or $6.5 million at the exchange rate on December 31, 2014) with an interest rate of 6.44%, C$24.0 million in Canadian dollar-denominated borrowings (or $20.7 million at the exchange rate on December 31, 2014) with an interest rate of 2.79% and €4.1 million in Euro-denominated borrowings (or $5.0 million at the exchange rate on December 31, 2014) with an interest rate of 1.51%. As of December 31, 2014, out of the Company's $625.0 million of available capacity under its revolving credit facility, the Company had $43.2 million in borrowings, $2.6 million in letter of credit guarantees and $579.2 million of unused borrowing capacity. |
Derivative_Financial_Instrumen
Derivative Financial Instruments | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Summary of Derivative Instruments [Abstract] | |||||||||||||
Derivative Financial Instruments [Text Block] | DERIVATIVE FINANCIAL INSTRUMENTS: | ||||||||||||
The Company actively monitors its exposure to interest rate and foreign currency exchange rate risks and uses derivative financial instruments to manage the impact of these risks. The Company uses derivatives only for purposes of managing risk associated with underlying exposures. The Company does not trade or use derivative instruments with the objective of earning financial gains on the interest rate or exchange rate fluctuations alone, nor does the Company use derivative instruments where it does not have underlying exposures. Complex instruments involving leverage or multipliers are not used. The Company manages its hedging position and monitors the credit ratings of counterparties and does not anticipate losses due to counterparty nonperformance. Management believes its use of derivative instruments to manage risk is in the Company's best interest. However, the Company's use of derivative financial instruments may result in short-term gains or losses and increased earnings volatility. The Company's instruments are recorded in the consolidated balance sheets at fair value in prepaid expenses and other, other assets, net, accrued expenses or other long-term liabilities. | |||||||||||||
The Company may designate derivatives as a hedge of a forecasted transaction or a hedge of the variability of the cash flows to be received or paid in the future related to a recognized asset or liability (cash flow hedge). The portion of the changes in the fair value of the derivative used as a cash flow hedge that is offset by changes in the expected cash flows related to a recognized asset or liability (the effective portion) is recorded in other comprehensive income/(loss). As the hedged item is realized, the gain or loss included in accumulated other comprehensive income/(loss) is reported in the consolidated statements of operations on the same line item as the hedged item. The portion of the changes in the fair value of derivatives used as cash flow hedges that is not offset by changes in the expected cash flows related to a recognized asset or liability (the ineffective portion) is immediately recognized in earnings on the same line item as the hedged item. | |||||||||||||
The Company matches the hedge instrument to the underlying hedged item (assets, liabilities, firm commitments or forecasted transactions). At inception of the hedge and at least quarterly thereafter, the Company assesses whether the derivatives used to hedge transactions are highly effective in offsetting changes in either the fair value or cash flows of the hedged item. When it is determined that a derivative ceases to be a highly effective hedge, the Company discontinues hedge accounting, and any gains or losses on the derivative instrument thereafter are recognized in earnings during the period in which it no longer qualifies for hedge accounting. | |||||||||||||
From time to time, the Company may enter into certain derivative instruments that may not be designated as hedges for accounting purposes. For example, to mitigate currency exposures related to intercompany debt, cross-currency swap contracts may be entered into for periods consistent with the underlying debt. The Company believes such instruments are closely correlated with the underlying exposure, thus reducing the associated risk. The gains or losses from the changes in the fair value of derivative instruments not accounted for using hedge accounting are recognized in current period earnings within other income/(loss), net. Derivative instruments entered into in conjunction with contemplated acquisitions also do not qualify as hedges for accounting purposes. | |||||||||||||
Interest Rate Risk Management | |||||||||||||
The Company uses interest rate swap agreements to manage its exposure to the changes in interest rates on the Company's variable rate debt. These swap agreements are recorded in the consolidated balance sheets at fair value. Changes in the fair value of the swap agreements are recorded in net income or other comprehensive income/(loss), based on whether the agreements are designated as part of a hedge transaction and whether the agreements are effective in offsetting the change in the value of the future interest payments attributable to the underlying portion of the Company's variable rate debt. Interest payments accrued each reporting period for these interest rate swaps are recognized in interest expense. The Company formally documents its hedge relationships, including identifying the hedge instruments and hedged items, as well as its risk management objectives and strategies for entering into the hedge transaction. | |||||||||||||
The following table summarizes the terms of the Company's outstanding interest rate swap agreements entered into to manage the Company's exposure to changes in interest rates on its variable rate debt (dollars in thousands): | |||||||||||||
Notional Amount | |||||||||||||
Effective Date | Expiration Date | Date | Amount | Pay Fixed Rate | Receive Variable Rate | ||||||||
9/30/14 | 9/30/15 | 9/30/14 | $ | 1,150,000 | 0.54% | 1-month LIBOR | |||||||
12/31/14 | $ | 1,100,000 | 0.54% | 1-month LIBOR | |||||||||
3/31/15 | $ | 1,050,000 | 0.54% | 1-month LIBOR | |||||||||
6/30/15 | $ | 1,000,000 | 0.54% | 1-month LIBOR | |||||||||
9/30/15 | 9/30/16 | 9/30/15 | $ | 350,000 | 0.93% | 1-month LIBOR | |||||||
9/30/16 | 9/30/26 | 9/30/26 | $ | 100,000 | 2.79% | 3-month LIBOR | |||||||
9/30/16 | 9/30/26 | 9/30/26 | $ | 100,000 | 2.79% | 3-month LIBOR | |||||||
9/30/16 | 9/30/26 | 9/30/26 | $ | 100,000 | 2.80% | 3-month LIBOR | |||||||
On November 9, 2012, the Company entered into multiple 10-year forward starting interest rate swap agreements to manage the exposure to changes in interest rates on the Company's variable rate debt. It remains probable that the Company will either issue $300.0 million of fixed-rate debt or have $300.0 million of variable-rate debt under the Company's commercial banking lines. The forward starting interest rate swap agreements are expected to settle in cash on September 30, 2016. The Company expects any gains or losses on settlement will be amortized over the life of the respective swaps. | |||||||||||||
The fair values of the Company's interest rate swap agreements were estimated based on Level 2 inputs. The Company's effectiveness testing during the three months ended March 31, 2015 and 2014 resulted in no amount of gain or loss reclassified from accumulated other comprehensive loss into earnings due to ineffectiveness. During the three months ended March 31, 2015 and 2014, $0.8 million and $0.4 million, respectively, of existing net losses were realized and recorded as interest expense in the consolidated statements of operations. Based on the Company's fair value assumptions as of March 31, 2015, it expects to realize $2.2 million of existing net losses that are reported in accumulated other comprehensive loss into earnings within the next 12 months. See Note 10, Accumulated Other Comprehensive (Loss)/Income, for additional information regarding the Company's cash flow hedges. | |||||||||||||
Foreign Currency Exchange Rate Risk | |||||||||||||
As of March 31, 2015, the Company's foreign subsidiaries had $502.3 million of third-party debt, including capital leases, denominated in the local currencies in which the Company's foreign subsidiaries operate, including the Australian dollar, Canadian dollar, British pound and the Euro. The debt service obligations associated with this foreign currency debt are generally funded directly from those foreign operations. As a result, foreign currency risk related to this portion of the Company's debt service payments is limited. However, in the event the foreign currency debt service is not paid by the Company's foreign subsidiaries and is paid by United States subsidiaries, the Company may face exchange rate risk if the Australian dollar, Canadian dollar, British pound or the Euro were to appreciate relative to the United States dollar and require higher United States dollar equivalent cash. | |||||||||||||
The Company is also exposed to foreign currency exchange rate risk related to its foreign subsidiaries, including non-functional currency intercompany debt, typically as a result of intercompany debt from the Company's United States subsidiaries to its foreign subsidiaries associated with acquisitions and any timing difference between announcement and closing of an acquisition of a foreign business. To mitigate currency exposures related to non-functional currency denominated intercompany debt, cross-currency swap contracts or forward exchange forward contracts may be entered into for periods consistent with the underlying debt. In determining the fair value of the derivative contract, the significant inputs to valuation models are quoted market prices of similar instruments in active markets. To mitigate currency exposures of non-United States dollar-denominated acquisitions, the Company may enter into foreign currency forward purchase contracts. However, cross-currency swap contracts and foreign currency forward purchase contracts used to mitigate exposures on foreign currency intercompany debt may not qualify for hedge accounting. In cases where the cross-currency swap contracts and foreign currency forward purchase contracts do not qualify for hedge accounting, the Company believes that such instruments are closely correlated with the underlying exposure, thus reducing the associated risk. The gains or losses from changes in the fair value of derivative instruments that do not qualify for hedge accounting are recognized in current period earnings within other income/(loss), net. | |||||||||||||
On February 25, 2015, the Company announced its entry into an agreement to acquire all of the outstanding share capital of RailInvest Holding Company Limited, the parent company of Freightliner, for cash consideration of approximately £490 million (or approximately $755 million at the exchange rate on February 25, 2015). Shortly after the announcement of the acquisition, the Company entered into British pound forward purchase contracts to fix £307.1 million of the purchase price to US$475.0 million and £84.7 million of the purchase price to A$163.8 million. The subsequent decrease in value of the British pound versus the United States and Australian dollars between the dates the British pound forward purchase contracts were entered into and March 23, 2015, the date the £391.8 million in funds were delivered, resulted in a loss on settlement of foreign currency forward purchase contracts of $18.7 million for the three months ended March 31, 2015. | |||||||||||||
On March 25, 2015, the Company closed on the Freightliner transaction and paid cash consideration for the acquisition of £492.1 million (or $733.0 million at the exchange rate on March 25, 2015). The Company financed the acquisition through a combination of available cash and borrowings under the Credit Agreement. A portion of the funds were transferred from the United States to the U.K. through an intercompany loan with a notional amount of £120.0 million (or $179.2 million at the exchange rate on the date the funds were transferred). To mitigate the foreign currency exchange rate risk related to this non-functional currency intercompany loan, the Company entered into two British pound forward purchase contracts, which are accounted for as cash flow hedges. The fair values of the Company's British pound forward purchase contracts were estimated based on Level 2 inputs. The Company's effectiveness testing during the three months ended March 31, 2015 resulted in no amount of gain or loss reclassified from accumulated other comprehensive loss into earnings due to ineffectiveness. | |||||||||||||
The following table summarizes the Company's outstanding British pound forward purchase contracts (British pounds in thousands): | |||||||||||||
Effective Date | Settlement Date | Notional Amount | Exchange Rate | ||||||||||
3/25/15 | 3/25/20 | £60,000 | 1.5 | ||||||||||
3/25/15 | 3/25/20 | £60,000 | 1.51 | ||||||||||
On December 3, 2012, the Company entered into two Australian dollar/United States dollar floating to floating cross-currency swap agreements (the Swaps), to mitigate the foreign currency exchange rate risk related to a non-functional currency intercompany loan between the United States and Australian entities, originally set to expire on December 1, 2014, which did not qualify as hedges for accounting purposes. On May 23, 2014, the intercompany loan was repaid and the Company terminated the Swaps. In connection with the termination, the Company paid A$105 million and received $108.9 million. The Swaps required the Company to pay Australian dollar BBSW plus 3.25% based on a notional amount of A$105.0 million and allowed the Company to receive United States LIBOR plus 2.82% based on a notional amount of $109.6 million on a quarterly basis. As a result of the quarterly net settlement payments, the Company realized interest expense of $0.6 million for the three months ended March 31, 2014. In addition, for the three months ended March 31, 2014, the Company recognized a net expense of $0.2 million within other income, net related to the settlement of the derivative agreement and the mark-to-market of the underlying intercompany debt instrument to the exchange rate. | |||||||||||||
The following table summarizes the fair value of the Company's derivative instruments recorded in the consolidated balance sheets as of March 31, 2015 and December 31, 2014 (dollars in thousands): | |||||||||||||
Fair Value | |||||||||||||
Balance Sheet Location | March 31, | December 31, 2014 | |||||||||||
2015 | |||||||||||||
Asset Derivatives: | |||||||||||||
Derivatives designated as hedges: | |||||||||||||
Interest rate swap agreements | Prepaid expenses and other | $ | — | $ | 35 | ||||||||
Interest rate swap agreements | Other assets, net | — | 101 | ||||||||||
Total derivatives designated as hedges | $ | — | $ | 136 | |||||||||
Liability Derivatives: | |||||||||||||
Derivatives designated as hedges: | |||||||||||||
Interest rate swap agreements | Accrued expenses | $ | 2,159 | $ | 2,249 | ||||||||
Interest rate swap agreements | Other long-term liabilities | 12,148 | 2,462 | ||||||||||
British pound forward purchase contracts | Other long-term liabilities | 787 | — | ||||||||||
Total liability derivatives designated as hedges | $ | 15,094 | $ | 4,711 | |||||||||
The following table shows the effect of the Company's derivative instruments designated as cash flow hedges for the three months ended March 31, 2015 and 2014 in other comprehensive (loss)/income (OCI) (dollars in thousands): | |||||||||||||
Total Cash Flow Hedge OCI Activity, Net of Tax | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2015 | 2014 | ||||||||||||
Derivatives Designated as Cash Flow Hedges: | |||||||||||||
Effective portion of changes in fair value recognized in OCI: | |||||||||||||
Interest rate swap agreements | $ | (5,839 | ) | $ | (6,959 | ) | |||||||
British pound forward purchase contracts | (472 | ) | — | ||||||||||
$ | (6,311 | ) | $ | (6,959 | ) | ||||||||
The following table shows the effect of the Company's derivative instruments not designated as hedges for the three months ended March 31, 2015 and 2014 in the consolidated statements of operations (dollars in thousands): | |||||||||||||
Amount Recognized in Earnings | |||||||||||||
Three Months Ended | |||||||||||||
Location of Amount Recognized in Earnings | March 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Derivative Instruments Not Designated as Hedges: | |||||||||||||
Cross-currency swap agreements | Interest expense | $ | — | $ | (554 | ) | |||||||
Cross-currency swap agreements | Other income, net | — | 176 | ||||||||||
British pound forward purchase contracts | Loss on settlement of foreign currency forward purchase contracts | (18,686 | ) | — | |||||||||
$ | (18,686 | ) | $ | (378 | ) |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value of Financial Instruments [Text Block] | FAIR VALUE OF FINANCIAL INSTRUMENTS: | ||||||||||||||||
The Company applies the following three-level hierarchy of valuation inputs for measuring fair value: | |||||||||||||||||
• | Level 1 - Quoted prices for identical assets or liabilities in active markets that the Company has the ability to access at the measurement date. | ||||||||||||||||
• | Level 2 - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations in which all significant inputs are observable market data. | ||||||||||||||||
• | Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable. | ||||||||||||||||
The following methods and assumptions were used to estimate the fair value of each class of financial instruments held by the Company: | |||||||||||||||||
• | Financial Instruments Carried at Fair Value: Derivative instruments are recorded on the consolidated balance sheets as either assets or liabilities measured at fair value. During the reporting period, the Company's derivative financial instruments consisted of interest rate swap agreements and British pound forward purchase contracts. The Company estimated the fair value of its interest rate swap agreements based on Level 2 valuation inputs, including fixed interest rates, LIBOR implied forward interest rates and the remaining time to maturity. The Company estimated the fair value of its British pound forward purchase contracts based on Level 2 valuation inputs, including LIBOR implied forward interest rates, British pound LIBOR implied forward interest rates and the remaining time to maturity. | ||||||||||||||||
The Company's recurring fair value measurements using significant unobservable inputs (Level 3) relate solely to the Company's deferred consideration from the Freightliner acquisition. The fair value of the deferred consideration liability, which equals the representative share value on the acquisition date, was estimated by discounting, to present value, contingent payments expected to be made (see Note 2, Changes in Operations). | |||||||||||||||||
• | Financial Instruments Carried at Historical Cost: The fair value of the Company's long-term debt was estimated using a discounted cash flow analysis based on Level 2 valuation inputs, including borrowing rates the Company believes are currently available to it for loans with similar terms and maturities. | ||||||||||||||||
The following table presents the Company's financial instruments carried at fair value using Level 2 inputs as of March 31, 2015 and December 31, 2014 (dollars in thousands): | |||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Financial instruments carried at fair value using Level 2 inputs: | |||||||||||||||||
Financial assets carried at fair value: | |||||||||||||||||
Interest rate swap agreements | $ | — | $ | 136 | |||||||||||||
Financial liabilities carried at fair value: | |||||||||||||||||
Interest rate swap agreements | $ | 14,307 | $ | 4,711 | |||||||||||||
British pound forward purchase contracts | 787 | — | |||||||||||||||
Total financial liabilities carried at fair value | $ | 15,094 | $ | 4,711 | |||||||||||||
The following table presents the Company's financial instrument carried at fair value using Level 3 inputs as of March 31, 2015 (dollars in thousands): | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
GBP | USD | ||||||||||||||||
Financial instruments carried at fair value using Level 3 inputs: | |||||||||||||||||
Financial liabilities carried at fair value: | |||||||||||||||||
Accrued deferred consideration | £ | 23,957 | $ | 35,563 | |||||||||||||
The Company's recurring fair value measurements using significant unobservable inputs (Level 3) relate solely to the Company's deferred consideration from the Freightliner acquisition (see Note 2, Changes in Operations). | |||||||||||||||||
The following table presents the carrying value and fair value using Level 2 inputs of the Company's financial instruments carried at historical cost as of March 31, 2015 and December 31, 2014 (dollars in thousands): | |||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||||
Financial liabilities carried at historical cost: | |||||||||||||||||
United States term loan | $ | 1,782,000 | $ | 1,775,845 | $ | 1,407,000 | $ | 1,402,950 | |||||||||
Australian term loan | 242,730 | 232,102 | 133,857 | 133,900 | |||||||||||||
U.K. term loan | 150,935 | 150,021 | — | — | |||||||||||||
Revolving credit facility | 171,158 | 170,913 | 43,187 | 43,304 | |||||||||||||
Amortizing notes component of tangible equity units | 8,434 | 8,481 | 11,184 | 11,233 | |||||||||||||
Other debt | 3,465 | 3,438 | 8,544 | 8,523 | |||||||||||||
Total | $ | 2,358,722 | $ | 2,340,800 | $ | 1,603,772 | $ | 1,599,910 | |||||||||
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | INCOME TAXES: |
The Company's effective income tax rate in the three months ended March 31, 2015 was 41.4%, compared with 36.4% in the three months ended March 31, 2014. The higher effective income tax rate for the three months ended March 31, 2015 was driven primarily by certain costs related to the Freightliner acquisition that are not tax deductible. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies [Text Block] | COMMITMENTS AND CONTINGENCIES: |
From time to time, the Company is a defendant in certain lawsuits resulting from the Company's operations in the ordinary course as the nature of the Company's business exposes it to the potential for various claims and litigation, including those related to property damage, personal injury, freight loss, labor and employment, environmental and other matters. The Company maintains insurance policies to mitigate the financial risk associated with such claims. | |
Any material changes to current litigation trends or a catastrophic rail accident or series of accidents involving material freight loss or property damage, personal injury and environmental liability or other claims against the Company that are not covered by insurance could have a material adverse effect on the Company's results of operations, financial condition and liquidity. | |
Management believes there are adequate provisions in the financial statements for any probable liabilities that may result from disposition of the pending lawsuits. Based upon currently available information, the Company does not believe it is reasonably possible that any such lawsuit or related lawsuits would be material to the Company's results of operations or have a material adverse effect on the Company's financial position or liquidity. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive (Loss)/Income | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||||||||||||
Accumulated Other Comprehensive (Loss) Income [Text Block] | ACCUMULATED OTHER COMPREHENSIVE (LOSS)/INCOME: | |||||||||||||||
The following tables set forth accumulated other comprehensive (loss)/income included in the consolidated balance sheets (dollars in thousands): | ||||||||||||||||
Foreign Currency Translation Adjustment | Defined Benefit Plans | Net Unrealized Gain/(Loss) on Cash Flow Hedges | Accumulated Other Comprehensive Income/(Loss) | |||||||||||||
Balance, December 31, 2014 | $ | (70,746 | ) | $ | 1,405 | $ | (2,911 | ) | $ | (72,252 | ) | |||||
Other comprehensive loss before reclassifications | (46,747 | ) | — | (5,859 | ) | (52,606 | ) | |||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (provision)/benefit of ($30) and $301, respectively | — | 53 | (452 | ) | (a) | (399 | ) | |||||||||
Current period change | (46,747 | ) | 53 | (6,311 | ) | (53,005 | ) | |||||||||
Balance, March 31, 2015 | $ | (117,493 | ) | $ | 1,458 | $ | (9,222 | ) | $ | (125,257 | ) | |||||
Foreign Currency Translation Adjustment | Defined Benefit Plans | Net Unrealized Gain/(Loss) on Cash Flow Hedges | Accumulated Other Comprehensive Income/(Loss) | |||||||||||||
Balance, December 31, 2013 | $ | (14,687 | ) | $ | 214 | $ | 20,562 | $ | 6,089 | |||||||
Other comprehensive income/(loss) before reclassifications | 3,754 | — | (6,694 | ) | (2,940 | ) | ||||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (provision)/benefit of ($38) and $176, respectively | — | 67 | (265 | ) | (a) | (198 | ) | |||||||||
Current period change | 3,754 | 67 | (6,959 | ) | (3,138 | ) | ||||||||||
Balance, March 31, 2014 | $ | (10,933 | ) | $ | 281 | $ | 13,603 | $ | 2,951 | |||||||
(a) Existing net losses realized are recorded in interest expense on the consolidated statements of operations (see Note 6, Derivative Financial Instruments). | ||||||||||||||||
The financial statements of the Company's foreign subsidiaries were prepared in the local currency of the respective subsidiary and translated into United States dollars based on the exchange rate at the end of the period for balance sheet items and, for the statements of operations, at the average rate for the statement period. The currency translation adjustments for the period ended March 31, 2015 were due to the weakening of the Australian and Canadian dollars relative to the United States dollar. |
Significant_NonCash_Investing_
Significant Non-Cash Investing Activities | 3 Months Ended |
Mar. 31, 2015 | |
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] | |
Significant Non-Cash Investing and Financing Activities [Text Block] | SIGNIFICANT NON-CASH INVESTING AND FINANCING ACTIVITIES: |
As of March 31, 2015 and 2014, the Company had outstanding receivables from outside parties for the funding of capital expenditures of $20.3 million and $23.1 million, respectively. At March 31, 2015 and 2014, the Company also had $27.2 million and $12.8 million, respectively, of purchases of property and equipment that were not paid and, accordingly, were accrued in accounts payable in the normal course of business. |
Segment_Information
Segment Information | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Segment Reporting Disclosure [Text Block] | SEGMENT AND GEOGRAPHIC AREA INFORMATION: | |||||||||||||||
Segment Information | ||||||||||||||||
The Company's various railroad lines are divided into 11 operating regions. All of the regions have similar characteristics; however, the Company presents its financial information as two reportable segments, North American & European Operations and Australian Operations. | ||||||||||||||||
The Company acquired Freightliner on March 25, 2015. The results of operations from Freightliner and the acquired assets and liabilities have been included in the Company's consolidated statement of operations and consolidated balance sheet, respectively, since the acquisition date. Given the close proximity of the acquisition date to the Company's March 31, 2015 quarter end date, the Company is in the process of evaluating its reportable segments and has presented Freightliner's results for the period of March 25, 2015 through March 31, 2015 separately in the disclosures below. | ||||||||||||||||
The results of operations of the foreign entities are maintained in the respective local currency (the Australian dollar, the Canadian dollar, the British pound, the Euro and the Polish zloty) and then translated into United States dollars at the applicable exchange rates for inclusion in the consolidated financial statements. As a result, any appreciation or depreciation of these currencies against the United States dollar will impact the Company's results of operations. | ||||||||||||||||
The following tables set forth the Company's operating segments for the three months ended March 31, 2015 and 2014 (dollars in thousands): | ||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||
North American & European Operations | Australian Operations | Freightliner | Total Operations | |||||||||||||
(5 business days) | ||||||||||||||||
Operating revenues | $ | 322,744 | $ | 59,151 | $ | 15,135 | $ | 397,030 | ||||||||
Income from operations | $ | 56,896 | $ | 14,588 | $ | 1,136 | $ | 72,620 | ||||||||
Depreciation and amortization | $ | 35,651 | $ | 6,162 | $ | — | $ | 41,813 | ||||||||
Interest expense | $ | 11,017 | $ | 2,345 | $ | 146 | $ | 13,508 | ||||||||
Loss on settlement of foreign currency forward purchase contracts | $ | 16,374 | $ | 2,312 | $ | — | $ | 18,686 | ||||||||
Interest income | $ | 13 | $ | 8 | $ | 5 | $ | 26 | ||||||||
Provision for income taxes | $ | 13,685 | $ | 2,928 | $ | 249 | $ | 16,862 | ||||||||
Expenditures for additions to property & equipment, net of grants from outside parties | $ | 45,283 | $ | 4,615 | $ | — | $ | 49,898 | ||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||
North American & European Operations | Australian Operations | Total Operations | ||||||||||||||
Operating revenues | $ | 299,987 | $ | 76,292 | $ | 376,279 | ||||||||||
Income from operations | $ | 55,690 | $ | 19,185 | $ | 74,875 | ||||||||||
Depreciation and amortization | $ | 30,579 | $ | 7,062 | $ | 37,641 | ||||||||||
Interest expense | $ | 9,445 | $ | 4,196 | $ | 13,641 | ||||||||||
Interest income | $ | 902 | $ | 132 | $ | 1,034 | ||||||||||
Provision for income taxes | $ | 18,457 | $ | 4,443 | $ | 22,900 | ||||||||||
Expenditures for additions to property & equipment, net of grants from outside parties | $ | 53,985 | $ | 4,833 | $ | 58,818 | ||||||||||
The following tables set forth the property and equipment recorded in the consolidated balance sheets for the Company's operating segments as of March 31, 2015 and December 31, 2014 (dollars in thousands): | ||||||||||||||||
March 31, 2015 | ||||||||||||||||
North American & European Operations | Australian Operations | Freightliner | Total Operations | |||||||||||||
Property and equipment, net | $ | 3,307,854 | $ | 468,963 | $ | 238,039 | $ | 4,014,856 | ||||||||
December 31, 2014 | ||||||||||||||||
North American & European Operations | Australian Operations | Total Operations | ||||||||||||||
Property and equipment, net | $ | 3,282,328 | $ | 506,154 | $ | 3,788,482 | ||||||||||
Geographic Area Information | ||||||||||||||||
Operating revenues for each geographic area for three months ended March 31, 2015 and 2014 were as follows (dollars in thousands): | ||||||||||||||||
Three Months Ended March 31, 2015 | Three Months Ended March 31, 2014 | |||||||||||||||
Amount | % of Total | Amount | % of Total | |||||||||||||
Operating revenues: | ||||||||||||||||
United States | $ | 290,419 | 73.1 | % | $ | 267,772 | 71.2 | % | ||||||||
Non-United States: | ||||||||||||||||
Australia | $ | 59,941 | 15.1 | % | $ | 76,292 | 20.3 | % | ||||||||
Canada | 27,205 | 6.9 | % | 27,870 | 7.4 | % | ||||||||||
Europe | 19,465 | 4.9 | % | 4,345 | 1.2 | % | ||||||||||
Total Non-United States | $ | 106,611 | 26.9 | % | $ | 108,507 | 28.8 | % | ||||||||
Total operating revenues | $ | 397,030 | 100 | % | $ | 376,279 | 100 | % | ||||||||
Property and equipment for each geographic area as of March 31, 2015 and December 31, 2014 were as follows (dollars in thousands): | ||||||||||||||||
March 31, 2015 | December 31, 2014 | |||||||||||||||
Amount | % of Total | Amount | % of Total | |||||||||||||
Property and equipment located in: | ||||||||||||||||
United States | $ | 3,050,803 | 76 | % | $ | 3,003,299 | 79.3 | % | ||||||||
Non-United States: | ||||||||||||||||
Australia | $ | 469,409 | 11.7 | % | $ | 506,154 | 13.4 | % | ||||||||
Canada | 246,018 | 6.1 | % | 266,305 | 7 | % | ||||||||||
Europe | 248,626 | 6.2 | % | 12,724 | 0.3 | % | ||||||||||
Total Non-United States | $ | 964,053 | 24 | % | $ | 785,183 | 20.7 | % | ||||||||
Total property and equipment, net | $ | 4,014,856 | 100 | % | $ | 3,788,482 | 100 | % | ||||||||
Recently_Issued_Accounting_Sta
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Issued Accounting Standards [Text Block] | RECENTLY ISSUED ACCOUNTING STANDARDS: |
Accounting Standards Not Yet Effective | |
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606), which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and includes the specific steps for recognizing revenue and disclosure requirements. The standard is effective for public entities for annual and interim periods beginning after December 15, 2016. Early adoption is not permitted under U.S. GAAP. In April 2015, the FASB voted for a one-year deferral of the effective date of the new revenue recognition standard. If approved, the new standard will become effective for the Company beginning with the first quarter 2018 and can be adopted either retrospectively to each prior reporting period presented or as a cumulative effect adjustment as of the date of adoption. The Company is currently assessing the impact of adopting this guidance on its consolidated financial statements. | |
In June 2014, the FASB issued ASU 2014-12, Compensation — Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period, which requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. This guidance should be applied either prospectively to all awards granted or modified after the effective date or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The amendments in this guidance are effective for annual reporting periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company does not expect the adoption of this guidance to have an impact on its consolidated financial statements. | |
In November 2014, the FASB issued ASU 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity, which clarifies how current U.S. GAAP should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. The amendments in this guidance are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. | |
In February 2015, the FASB issued 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which requires reporting entities to evaluate whether they should consolidate certain legal entities. The amendments in this Update are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. The Company does not expect the adoption of this guidance to have an impact on its consolidated financial statements. | |
In April 2015, the FASB issued 2015-03, Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires debt issuance costs to be recorded as a direct reduction of the debt liability on the balance sheet rather than as an asset. For public business entities, the amendments are effective for the financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The Company plans to adopt this guidance on January 1, 2016. The simplification of the presentation of debt issuance costs is expected to decrease the Company's total assets by less than 1% and decrease total debt by approximately 1%. |
Principles_of_Consolidation_an1
Principles of Consolidation and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation, Policy [Policy Text Block] | The interim consolidated financial statements presented herein include the accounts of Genesee & Wyoming Inc. and its subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. These interim consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and are unaudited. They do not contain all disclosures which would be required in a full set of financial statements prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). In the opinion of management, the unaudited financial statements for the three months ended March 31, 2015 and 2014 are presented on a basis consistent with the audited financial statements and contain all adjustments, consisting only of normal recurring adjustments, necessary to provide a fair statement of the results for the interim periods presented. The results of operations for interim periods are not necessarily indicative of results of operations for the full year. The consolidated balance sheet data for 2014 was derived from the audited financial statements in the Company's 2014 Annual Report on Form 10-K but does not include all disclosures required by U.S. GAAP. |
Changes_in_Operations_Tables
Changes in Operations (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | The following pro forma financial information does not include the impact of any costs to integrate the operations or the impact of derivative instruments that the Company has entered into or may enter into to mitigate interest rate risk (dollars in thousands, except per share amounts): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Operating revenues | $ | 553,649 | $ | 576,060 | |||||
Net income | $ | 47,789 | $ | 24,981 | |||||
Basic earnings per common share | $ | 0.86 | $ | 0.46 | |||||
Diluted earnings per common share | $ | 0.84 | $ | 0.44 | |||||
Freightliner [Member] | |||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following preliminary acquisition-date fair values were assigned to the acquired net assets (dollars in thousands): | ||||||||
GBP | USD | ||||||||
Cash and cash equivalents | £ | 33,815 | $ | 50,371 | |||||
Accounts receivable | 50,531 | 75,271 | |||||||
Materials and supplies | 9,740 | 14,509 | |||||||
Prepaid expenses and other | 15,318 | 22,818 | |||||||
Property and equipment | 160,500 | 239,081 | |||||||
Goodwill | 193,281 | 287,911 | |||||||
Intangible assets | 360,100 | 536,405 | |||||||
Other assets | 351 | 523 | |||||||
Total assets | 823,636 | 1,226,889 | |||||||
Current portion of long-term debt | 13,946 | 20,774 | |||||||
Accounts payable and accrued expenses | 91,241 | 135,913 | |||||||
Long-term debt, less current portion | 39,738 | 59,194 | |||||||
Deferred income tax liabilities, net | 128,664 | 191,658 | |||||||
Deferred items-grants from outside parties | 838 | 1,248 | |||||||
Other long-term liabilities | 33,169 | 49,409 | |||||||
Net assets | £ | 516,040 | $ | 768,693 | |||||
RCP&E [Member] | |||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following acquisition-date fair values were assigned to the acquired net assets (dollars in thousands): | ||||||||
Materials and supplies | $ | 3,621 | |||||||
Prepaid expenses and other | 116 | ||||||||
Property and equipment | 217,032 | ||||||||
Deferred income tax assets | 325 | ||||||||
Total assets | 221,094 | ||||||||
Current portion of long-term debt | 1,121 | ||||||||
Accounts payable and accrued expenses | 108 | ||||||||
Long-term debt, less current portion | 1,260 | ||||||||
Net assets | $ | 218,605 | |||||||
Earnings_per_Share_Tables
Earnings per Share (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table sets forth the computation of basic and diluted earnings per common share for the three months ended March 31, 2015 and 2014 (in thousands, except per share amounts): | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Numerator: | ||||||||
Net income | $ | 23,904 | $ | 40,004 | ||||
Denominators: | ||||||||
Weighted average Class A common shares outstanding - Basic | 55,826 | 54,841 | ||||||
Weighted average Class B common shares outstanding | 1,002 | 1,609 | ||||||
Dilutive effect of employee stock-based awards | 293 | 455 | ||||||
Weighted average shares - Diluted | 57,121 | 56,905 | ||||||
Basic earnings per common share | $ | 0.43 | $ | 0.73 | ||||
Diluted earnings per common share | $ | 0.42 | $ | 0.7 | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The following total number of Class A Common Stock shares issuable under the assumed exercise of stock-based awards computed based on the treasury stock method were excluded from the calculation of diluted earnings per common share, as the effect of including these shares would have been antidilutive (in thousands): | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Antidilutive shares | 503 | 186 | ||||||
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Accounts Receivable, Net [Abstract] | ||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Accounts receivable consisted of the following as of March 31, 2015 and December 31, 2014 (dollars in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Accounts receivable - trade | $ | 358,580 | $ | 304,087 | ||||
Accounts receivable - grants from outside parties | 20,271 | 32,076 | ||||||
Accounts receivable - insurance and other third-party claims | 22,576 | 26,941 | ||||||
Total accounts receivable | 401,427 | 363,104 | ||||||
Less: Allowance for doubtful accounts | (7,295 | ) | (5,826 | ) | ||||
Accounts receivable, net | $ | 394,132 | $ | 357,278 | ||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 3 Months Ended | ||||||
Mar. 31, 2015 | |||||||
Long-term Debt, Unclassified [Abstract] | |||||||
Principal Amount of Each Quarterly Installment | The United States dollar-denominated, Australian dollar-denominated and the British pound-denominated term loans will amortize in quarterly installments commencing with the quarter ending September 30, 2016, with the remaining principal balance payable upon maturity, as set forth below (dollars in thousands): | ||||||
Quarterly Payment Date | Principal Amount of Each Quarterly Installment | ||||||
United States dollar: | September 30, 2016 through June 30, 2018 | $ | 22,275 | ||||
September 30, 2018 through December 31, 2019 | $ | 44,550 | |||||
Maturity date - March 31, 2020 | $ | 1,336,500 | |||||
Australian dollar: | September 30, 2016 through June 30, 2018 | A$ | 4,058 | ||||
September 30, 2018 through December 31, 2019 | A$ | 8,116 | |||||
Maturity date - March 31, 2020 | A$ | 237,470 | |||||
British pound: | September 30, 2016 through June 30, 2018 | £ | 1,271 | ||||
September 30, 2018 through December 31, 2019 | £ | 2,542 | |||||
Maturity date - March 31, 2020 | £ | 76,261 | |||||
Credit Agreement Covenants | The Credit Agreement contains a number of customary affirmative and negative covenants with respect to which the Company must maintain compliance. Those covenants, among other things, limit or prohibit the Company's ability, subject to certain exceptions, to incur additional indebtedness; create liens; make investments; pay dividends on capital stock or redeem, repurchase or retire capital stock; consolidate or merge or make acquisitions or dispose of assets; enter into sale and leaseback transactions; engage in any business unrelated to the business currently conducted by the Company; sell or issue capital stock of certain of the Company's restricted subsidiaries; change the Company's fiscal year; enter into certain agreements containing negative pledges and upstream limitations and engage in certain transactions with affiliates. Under the Credit Agreement, the Company may not exceed specified maximum total leverage ratios as described in the following table: | ||||||
Quarterly Periods Ending | Maximum Total Leverage Ratio | ||||||
March 31, 2015 through March 31, 2016 | 4.50 to 1.00 | ||||||
June 30, 2016 through June 30, 2017 | 3.75 to 1.00 | ||||||
September 30, 2017 through March 31, 2020 | 3.50 to 1.00 |
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Derivative [Line Items] | |||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The following table summarizes the fair value of the Company's derivative instruments recorded in the consolidated balance sheets as of March 31, 2015 and December 31, 2014 (dollars in thousands): | ||||||||||||
Fair Value | |||||||||||||
Balance Sheet Location | March 31, | December 31, 2014 | |||||||||||
2015 | |||||||||||||
Asset Derivatives: | |||||||||||||
Derivatives designated as hedges: | |||||||||||||
Interest rate swap agreements | Prepaid expenses and other | $ | — | $ | 35 | ||||||||
Interest rate swap agreements | Other assets, net | — | 101 | ||||||||||
Total derivatives designated as hedges | $ | — | $ | 136 | |||||||||
Liability Derivatives: | |||||||||||||
Derivatives designated as hedges: | |||||||||||||
Interest rate swap agreements | Accrued expenses | $ | 2,159 | $ | 2,249 | ||||||||
Interest rate swap agreements | Other long-term liabilities | 12,148 | 2,462 | ||||||||||
British pound forward purchase contracts | Other long-term liabilities | 787 | — | ||||||||||
Total liability derivatives designated as hedges | $ | 15,094 | $ | 4,711 | |||||||||
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) [Table Text Block] | The following table shows the effect of the Company's derivative instruments designated as cash flow hedges for the three months ended March 31, 2015 and 2014 in other comprehensive (loss)/income (OCI) (dollars in thousands): | ||||||||||||
Total Cash Flow Hedge OCI Activity, Net of Tax | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2015 | 2014 | ||||||||||||
Derivatives Designated as Cash Flow Hedges: | |||||||||||||
Effective portion of changes in fair value recognized in OCI: | |||||||||||||
Interest rate swap agreements | $ | (5,839 | ) | $ | (6,959 | ) | |||||||
British pound forward purchase contracts | (472 | ) | — | ||||||||||
$ | (6,311 | ) | $ | (6,959 | ) | ||||||||
Schedule of Derivative Instruments, Gain (Loss) in Consolidated Statement of Operations [Table Text Block] | The following table shows the effect of the Company's derivative instruments not designated as hedges for the three months ended March 31, 2015 and 2014 in the consolidated statements of operations (dollars in thousands): | ||||||||||||
Amount Recognized in Earnings | |||||||||||||
Three Months Ended | |||||||||||||
Location of Amount Recognized in Earnings | March 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Derivative Instruments Not Designated as Hedges: | |||||||||||||
Cross-currency swap agreements | Interest expense | $ | — | $ | (554 | ) | |||||||
Cross-currency swap agreements | Other income, net | — | 176 | ||||||||||
British pound forward purchase contracts | Loss on settlement of foreign currency forward purchase contracts | (18,686 | ) | — | |||||||||
$ | (18,686 | ) | $ | (378 | ) | ||||||||
Interest Rate Swap [Member] | |||||||||||||
Derivative [Line Items] | |||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | The following table summarizes the terms of the Company's outstanding interest rate swap agreements entered into to manage the Company's exposure to changes in interest rates on its variable rate debt (dollars in thousands): | ||||||||||||
Notional Amount | |||||||||||||
Effective Date | Expiration Date | Date | Amount | Pay Fixed Rate | Receive Variable Rate | ||||||||
9/30/14 | 9/30/15 | 9/30/14 | $ | 1,150,000 | 0.54% | 1-month LIBOR | |||||||
12/31/14 | $ | 1,100,000 | 0.54% | 1-month LIBOR | |||||||||
3/31/15 | $ | 1,050,000 | 0.54% | 1-month LIBOR | |||||||||
6/30/15 | $ | 1,000,000 | 0.54% | 1-month LIBOR | |||||||||
9/30/15 | 9/30/16 | 9/30/15 | $ | 350,000 | 0.93% | 1-month LIBOR | |||||||
9/30/16 | 9/30/26 | 9/30/26 | $ | 100,000 | 2.79% | 3-month LIBOR | |||||||
9/30/16 | 9/30/26 | 9/30/26 | $ | 100,000 | 2.79% | 3-month LIBOR | |||||||
9/30/16 | 9/30/26 | 9/30/26 | $ | 100,000 | 2.80% | 3-month LIBOR | |||||||
Foreign Exchange Forward [Member] | |||||||||||||
Derivative [Line Items] | |||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | The following table summarizes the Company's outstanding British pound forward purchase contracts (British pounds in thousands): | ||||||||||||
Effective Date | Settlement Date | Notional Amount | Exchange Rate | ||||||||||
3/25/15 | 3/25/20 | £60,000 | 1.5 | ||||||||||
3/25/15 | 3/25/20 | £60,000 | 1.51 |
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Table Text Block Supplement [Abstract] | |||||||||||||||||
Schedule of Financial Instruments Carried at Fair Value [Table Text Block] | The following table presents the Company's financial instruments carried at fair value using Level 2 inputs as of March 31, 2015 and December 31, 2014 (dollars in thousands): | ||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Financial instruments carried at fair value using Level 2 inputs: | |||||||||||||||||
Financial assets carried at fair value: | |||||||||||||||||
Interest rate swap agreements | $ | — | $ | 136 | |||||||||||||
Financial liabilities carried at fair value: | |||||||||||||||||
Interest rate swap agreements | $ | 14,307 | $ | 4,711 | |||||||||||||
British pound forward purchase contracts | 787 | — | |||||||||||||||
Total financial liabilities carried at fair value | $ | 15,094 | $ | 4,711 | |||||||||||||
The following table presents the Company's financial instrument carried at fair value using Level 3 inputs as of March 31, 2015 (dollars in thousands): | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
GBP | USD | ||||||||||||||||
Financial instruments carried at fair value using Level 3 inputs: | |||||||||||||||||
Financial liabilities carried at fair value: | |||||||||||||||||
Accrued deferred consideration | £ | 23,957 | $ | 35,563 | |||||||||||||
Schedule of Financial Instruments Carried at Historical Cost [Table Text Block] | The following table presents the carrying value and fair value using Level 2 inputs of the Company's financial instruments carried at historical cost as of March 31, 2015 and December 31, 2014 (dollars in thousands): | ||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||||
Financial liabilities carried at historical cost: | |||||||||||||||||
United States term loan | $ | 1,782,000 | $ | 1,775,845 | $ | 1,407,000 | $ | 1,402,950 | |||||||||
Australian term loan | 242,730 | 232,102 | 133,857 | 133,900 | |||||||||||||
U.K. term loan | 150,935 | 150,021 | — | — | |||||||||||||
Revolving credit facility | 171,158 | 170,913 | 43,187 | 43,304 | |||||||||||||
Amortizing notes component of tangible equity units | 8,434 | 8,481 | 11,184 | 11,233 | |||||||||||||
Other debt | 3,465 | 3,438 | 8,544 | 8,523 | |||||||||||||
Total | $ | 2,358,722 | $ | 2,340,800 | $ | 1,603,772 | $ | 1,599,910 | |||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive (Loss)/Income (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||||||||||||
Schedule of Accumulated Other Comprehensive (Loss) Income [Table Text Block] | The following tables set forth accumulated other comprehensive (loss)/income included in the consolidated balance sheets (dollars in thousands): | |||||||||||||||
Foreign Currency Translation Adjustment | Defined Benefit Plans | Net Unrealized Gain/(Loss) on Cash Flow Hedges | Accumulated Other Comprehensive Income/(Loss) | |||||||||||||
Balance, December 31, 2014 | $ | (70,746 | ) | $ | 1,405 | $ | (2,911 | ) | $ | (72,252 | ) | |||||
Other comprehensive loss before reclassifications | (46,747 | ) | — | (5,859 | ) | (52,606 | ) | |||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (provision)/benefit of ($30) and $301, respectively | — | 53 | (452 | ) | (a) | (399 | ) | |||||||||
Current period change | (46,747 | ) | 53 | (6,311 | ) | (53,005 | ) | |||||||||
Balance, March 31, 2015 | $ | (117,493 | ) | $ | 1,458 | $ | (9,222 | ) | $ | (125,257 | ) | |||||
Foreign Currency Translation Adjustment | Defined Benefit Plans | Net Unrealized Gain/(Loss) on Cash Flow Hedges | Accumulated Other Comprehensive Income/(Loss) | |||||||||||||
Balance, December 31, 2013 | $ | (14,687 | ) | $ | 214 | $ | 20,562 | $ | 6,089 | |||||||
Other comprehensive income/(loss) before reclassifications | 3,754 | — | (6,694 | ) | (2,940 | ) | ||||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (provision)/benefit of ($38) and $176, respectively | — | 67 | (265 | ) | (a) | (198 | ) | |||||||||
Current period change | 3,754 | 67 | (6,959 | ) | (3,138 | ) | ||||||||||
Balance, March 31, 2014 | $ | (10,933 | ) | $ | 281 | $ | 13,603 | $ | 2,951 | |||||||
(a) Existing net losses realized are recorded in interest expense on the consolidated statements of operations (see Note 6, Derivative Financial Instruments). |
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Schedule of segment reporting information, by segment [Table Text Block] | The following tables set forth the Company's operating segments for the three months ended March 31, 2015 and 2014 (dollars in thousands): | |||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||
North American & European Operations | Australian Operations | Freightliner | Total Operations | |||||||||||||
(5 business days) | ||||||||||||||||
Operating revenues | $ | 322,744 | $ | 59,151 | $ | 15,135 | $ | 397,030 | ||||||||
Income from operations | $ | 56,896 | $ | 14,588 | $ | 1,136 | $ | 72,620 | ||||||||
Depreciation and amortization | $ | 35,651 | $ | 6,162 | $ | — | $ | 41,813 | ||||||||
Interest expense | $ | 11,017 | $ | 2,345 | $ | 146 | $ | 13,508 | ||||||||
Loss on settlement of foreign currency forward purchase contracts | $ | 16,374 | $ | 2,312 | $ | — | $ | 18,686 | ||||||||
Interest income | $ | 13 | $ | 8 | $ | 5 | $ | 26 | ||||||||
Provision for income taxes | $ | 13,685 | $ | 2,928 | $ | 249 | $ | 16,862 | ||||||||
Expenditures for additions to property & equipment, net of grants from outside parties | $ | 45,283 | $ | 4,615 | $ | — | $ | 49,898 | ||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||
North American & European Operations | Australian Operations | Total Operations | ||||||||||||||
Operating revenues | $ | 299,987 | $ | 76,292 | $ | 376,279 | ||||||||||
Income from operations | $ | 55,690 | $ | 19,185 | $ | 74,875 | ||||||||||
Depreciation and amortization | $ | 30,579 | $ | 7,062 | $ | 37,641 | ||||||||||
Interest expense | $ | 9,445 | $ | 4,196 | $ | 13,641 | ||||||||||
Interest income | $ | 902 | $ | 132 | $ | 1,034 | ||||||||||
Provision for income taxes | $ | 18,457 | $ | 4,443 | $ | 22,900 | ||||||||||
Expenditures for additions to property & equipment, net of grants from outside parties | $ | 53,985 | $ | 4,833 | $ | 58,818 | ||||||||||
Property & equipment by segment [Table Text Block] | The following tables set forth the property and equipment recorded in the consolidated balance sheets for the Company's operating segments as of March 31, 2015 and December 31, 2014 (dollars in thousands): | |||||||||||||||
March 31, 2015 | ||||||||||||||||
North American & European Operations | Australian Operations | Freightliner | Total Operations | |||||||||||||
Property and equipment, net | $ | 3,307,854 | $ | 468,963 | $ | 238,039 | $ | 4,014,856 | ||||||||
December 31, 2014 | ||||||||||||||||
North American & European Operations | Australian Operations | Total Operations | ||||||||||||||
Property and equipment, net | $ | 3,282,328 | $ | 506,154 | $ | 3,788,482 | ||||||||||
Revenue from external customers by geographic areas [Table Text Block] | Operating revenues for each geographic area for three months ended March 31, 2015 and 2014 were as follows (dollars in thousands): | |||||||||||||||
Three Months Ended March 31, 2015 | Three Months Ended March 31, 2014 | |||||||||||||||
Amount | % of Total | Amount | % of Total | |||||||||||||
Operating revenues: | ||||||||||||||||
United States | $ | 290,419 | 73.1 | % | $ | 267,772 | 71.2 | % | ||||||||
Non-United States: | ||||||||||||||||
Australia | $ | 59,941 | 15.1 | % | $ | 76,292 | 20.3 | % | ||||||||
Canada | 27,205 | 6.9 | % | 27,870 | 7.4 | % | ||||||||||
Europe | 19,465 | 4.9 | % | 4,345 | 1.2 | % | ||||||||||
Total Non-United States | $ | 106,611 | 26.9 | % | $ | 108,507 | 28.8 | % | ||||||||
Total operating revenues | $ | 397,030 | 100 | % | $ | 376,279 | 100 | % | ||||||||
Long-lived assets by geographic areas [Table Text Block] | Property and equipment for each geographic area as of March 31, 2015 and December 31, 2014 were as follows (dollars in thousands): | |||||||||||||||
March 31, 2015 | December 31, 2014 | |||||||||||||||
Amount | % of Total | Amount | % of Total | |||||||||||||
Property and equipment located in: | ||||||||||||||||
United States | $ | 3,050,803 | 76 | % | $ | 3,003,299 | 79.3 | % | ||||||||
Non-United States: | ||||||||||||||||
Australia | $ | 469,409 | 11.7 | % | $ | 506,154 | 13.4 | % | ||||||||
Canada | 246,018 | 6.1 | % | 266,305 | 7 | % | ||||||||||
Europe | 248,626 | 6.2 | % | 12,724 | 0.3 | % | ||||||||||
Total Non-United States | $ | 964,053 | 24 | % | $ | 785,183 | 20.7 | % | ||||||||
Total property and equipment, net | $ | 4,014,856 | 100 | % | $ | 3,788,482 | 100 | % | ||||||||
Changes_in_Operations_Freightl
Changes in Operations Freightliner (Details) | 3 Months Ended | 0 Months Ended | 3 Months Ended | |||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 25, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 25, 2015 | Mar. 25, 2015 | |
USD ($) | USD ($) | USD ($) | Freightliner [Member] | Freightliner [Member] | Freightliner [Member] | Freightliner [Member] | Freightliner [Member] | |
USD ($) | USD ($) | GBP (£) | USD ($) | GBP (£) | ||||
rail_car | ||||||||
employee | ||||||||
locomotive | ||||||||
Business Acquisition, Effective Date of Acquisition | 25-Mar-15 | 25-Mar-15 | ||||||
Outstanding share capital acquired | 100.00% | 100.00% | ||||||
Business Acquisition, Name of Acquired Entity | Freightliner Group Limited (Freightliner) | Freightliner Group Limited (Freightliner) | ||||||
Percentage of economic interest retained by acquiree's management | 6.00% | 6.00% | ||||||
Foreign currency exchange rate | 1.51 | 1.66 | 1.49 | |||||
Cash consideration | $733,006,000 | £ 492,083,000 | ||||||
Deferred consideration | 35,687,000 | 23,957,000 | ||||||
Total consideration | 768,693,000 | 516,040,000 | ||||||
Contingent liability | 35,700,000 | 24,000,000 | ||||||
Leased locomotives | 250 | 250 | ||||||
Wagons leased | 5,500 | 5,500 | ||||||
Number of employees | 2,500 | 2,500 | ||||||
Revenues from Freightliner included within operating revenues | 15,100,000 | |||||||
Freightliner operating expenses included within operating expenses | 13,999,000 | 0 | 14,000,000 | |||||
Acquisition-related costs | 12,600,000 | |||||||
Loss on settlement of foreign currency forward purchase contracts | ($18,686,000) | $0 | ($18,700,000) |
Changes_in_Operations_Freightl1
Changes in Operations Freightliner Fair Values Assigned to Acquired Net Assets (Details) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 25, 2015 | Mar. 25, 2015 |
USD ($) | USD ($) | Freightliner [Member] | Freightliner [Member] | Freightliner [Member] | |
USD ($) | GBP (£) | ||||
Cash and cash equivalents | $50,371,000 | £ 33,815,000 | |||
Accounts receivable | 75,271,000 | 50,531,000 | |||
Materials and supplies | 14,509,000 | 9,740,000 | |||
Prepaid expenses and other | 22,818,000 | 15,318,000 | |||
Property and equipment | 239,081,000 | 160,500,000 | |||
Goodwill | 907,440,000 | 628,815,000 | 287,911,000 | 193,281,000 | |
Intangible assets | 536,405,000 | 360,100,000 | |||
Other assets | 523,000 | 351,000 | |||
Total assets | 1,226,889,000 | 823,636,000 | |||
Current portion of long-term debt | 20,774,000 | 13,946,000 | |||
Accounts payable and accrued expenses | 135,913,000 | 91,241,000 | |||
Long-term debt, less current portion | 59,194,000 | 39,738,000 | |||
Deferred income tax liabilities, net | 191,658,000 | 128,664,000 | |||
Deferred items-grants from outside parties | 1,248,000 | 838,000 | |||
Other long-term liabilities | 49,409,000 | 33,169,000 | |||
Net assets | 768,693,000 | 516,040,000 | |||
Weighted average amortization period of amortizable intangible assets acquired | 85 years | ||||
Expected tax deductible amount of goodwill | 0 | ||||
Pension liability included with assumed other long-term liabilities | $36,800,000 | £ 24,700,000 |
Changes_in_Operations_Freightl2
Changes in Operations Freightliner Pro Forma (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 25, 2015 | |
Foreign currency exchange rate | 1.51 | 1.66 | 1.49 |
Freightliner [Member] | |||
Operating revenues | $553,649,000 | $576,060,000 | |
Net income | 47,789,000 | 24,981,000 | |
Basic earnings per common share | $0.86 | $0.46 | |
Diluted earnings per common share | $0.84 | $0.44 | |
Pro Forma [Member] | Acquisition-related costs [Member] | Freightliner [Member] | |||
Net income | 9,500,000 | -9,500,000 | |
Pro forma net income (loss) before tax | 12,600,000 | -12,600,000 | |
Pro Forma [Member] | Loss on settlement of foreign currency forward purchase contracts | Freightliner [Member] | |||
Net income | 11,600,000 | ||
Pro forma net income (loss) before tax | 18,700,000 | ||
Freightliner [Member] | Pro Forma [Member] | Acquisition-related costs [Member] | |||
Net income | 9,100,000 | -11,900,000 | |
Pro forma net income (loss) before tax | $12,200,000 | ($15,900,000) |
Changes_in_Operations_Pinsly_D
Changes in Operations Pinsly (Details) (Pinsly [Member], USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Jan. 05, 2015 | Jan. 05, 2015 |
locomotive | carload | |
carload | mile | |
mile | employee | |
employee | ||
Pinsly [Member] | ||
Cash consideration | $41,300 | |
Track miles | 137 | 137 |
Number of employees | 77 | 77 |
Number of locomotives purchased | 16 | |
Carloads shipped annually | 35,000 | 35,000 |
Changes_in_Operations_RCPE_Det
Changes in Operations RCP&E (Details) (RCP&E [Member], USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | 30-May-14 | 30-May-14 |
employee | ||
carload | ||
mile | ||
RCP&E [Member] | ||
Cash purchase price | $218,600 | |
Track miles | 670 | 670 |
Carloads shipped annually | 63,000 | 63,000 |
Number of employees | 180 | 180 |
Purchase Price Allocations [Abstract] | ||
Materials and supplies | 3,621 | 3,621 |
Prepaid expenses and other | 116 | 116 |
Property and equipment | 217,032 | 217,032 |
Deferred income tax assets | 325 | 325 |
Total assets | 221,094 | 221,094 |
Current portion of long-term debt | 1,121 | 1,121 |
Accounts payable and accrued expenses | 108 | 108 |
Long-term debt, less current portion | 1,260 | 1,260 |
Net assets | $218,605 | $218,605 |
Earnings_per_Share_Basic_and_D
Earnings per Share Basic and Diluted EPS (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator: | ||
Net income | $23,904 | $40,004 |
Denominators: | ||
Weighted average Class A common shares outstanding - Basic | 55,826 | 54,841 |
Weighted average Class B common shares outstanding | 1,002 | 1,609 |
Dilutive effect of employee stock-based awards | 293 | 455 |
Weighted average shares - Diluted | 57,121 | 56,905 |
Earnings per common share attributable to Genesee & Wyoming Inc. common stockholders: | ||
Basic earnings per common share | $0.43 | $0.73 |
Diluted earnings per common share | $0.42 | $0.70 |
Class A common shares [Member] | ||
Denominators: | ||
Weighted average Class A common shares outstanding - Basic | 55,826 | 54,841 |
Earnings_per_Share_Antidilutiv
Earnings per Share Antidilutive Shares (Details) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 503 | 186 |
Accounts_Receivable_Details
Accounts Receivable (Details) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 25, 2015 | Mar. 25, 2015 |
In Thousands, unless otherwise specified | USD ($) | USD ($) | Accounts receivable - trade | Accounts receivable - trade | Accounts receivable - grants from outside parties | Accounts receivable - grants from outside parties | Accounts receivable - grants from outside parties | Accounts receivable - insurance and other third-party claims | Accounts receivable - insurance and other third-party claims | Freightliner [Member] | Freightliner [Member] |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||||||
Accounts receivable | $401,427 | $363,104 | $358,580 | $304,087 | $20,271 | $32,076 | $23,100 | $22,576 | $26,941 | ||
Less: Allowance for doubtful accounts | -7,295 | -5,826 | |||||||||
Accounts receivable, net | 394,132 | 357,278 | |||||||||
Net realizable value of accounts receivable acquired | $75,271 | £ 50,531 |
Accounts_Receivable_Grants_fro
Accounts Receivable Grants from Outside Parties (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
GRANTS FROM OUTSIDE PARTIES: [Abstract] | ||
Grant proceeds received from outside parties | $16.40 | $12.80 |
Amortization of deferred grants | $2.80 | $2.70 |
Accounts_Receivable_Insurance_
Accounts Receivable Insurance and Third-Party Claims (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $401,427,000 | $363,104,000 | |
Proceeds from insurance | 1,400,000 | 300,000 | |
Accounts receivable - insurance and other third-party claims | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 22,576,000 | 26,941,000 | |
North American & European Operations [Member] | Accounts receivable - insurance and other third-party claims | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 13,500,000 | ||
Australia Operations [Member] | Accounts receivable - insurance and other third-party claims | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $9,000,000 |
LongTerm_Debt_Details
Long-Term Debt (Details) | 3 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||
Mar. 31, 2015 | Mar. 20, 2015 | Dec. 31, 2014 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 31, 2015 | Mar. 20, 2015 | Dec. 31, 2014 | 27-May-14 | Mar. 20, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | Mar. 20, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | 27-May-14 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 20, 2015 | 27-May-14 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | 27-May-14 | 27-May-14 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 20, 2015 | Mar. 20, 2015 | |
USD ($) | USD ($) | USD ($) | Base Rate [Member] | Base Rate [Member] | Base Rate [Member] | LIBOR/BBSW Rate [Member] | LIBOR/BBSW Rate [Member] | LIBOR/BBSW Rate [Member] | Loans Payable [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Amendment No. 1 to the Amended and Restated Senior Secured Syndicated Credit Facility Agreement [Member] | Amended and Restated Credit Agreement [Member] | United States Term Loan [Member] | United States Term Loan [Member] | United States Term Loan [Member] | United States Term Loan [Member] | United States Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | Australian Term Loan [Member] | U.K. Term Loan [Member] | U.K. Term Loan [Member] | U.K. Term Loan [Member] | U.K. Term Loan [Member] | U.K. Term Loan [Member] | U.K. Term Loan [Member] | |
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | USD ($) | USD ($) | USD ($) | USD ($) | Maximum Sub-limit of Australian Dollar, British Pound, Canadian Dollar and Euro Revolving Loans [Member] | United States Revolving Loan [Member] | United States Revolving Loan [Member] | Swingline Credit Facility [Member] | Swingline Credit Facility [Member] | Swingline Credit Facility [Member] | Swingline Credit Facility [Member] | Canadian Revolving Loan [Member] | Canadian Revolving Loan [Member] | Canadian Revolving Loan [Member] | Canadian Revolving Loan [Member] | European Revolving Loan [Member] | European Revolving Loan [Member] | European Revolving Loan [Member] | European Revolving Loan [Member] | Minimum [Member] | Maximum [Member] | USD ($) | USD ($) | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | USD ($) | USD ($) | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | USD ($) | USD ($) | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | ||||||||||
USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | USD ($) | AUD | USD ($) | CAD | USD ($) | CAD | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | USD ($) | AUD | USD ($) | AUD | USD ($) | AUD | USD ($) | GBP (£) | USD ($) | GBP (£) | ||||||||||||||||||||||||||
Write off of Deferred Debt Issuance Cost | $2,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Deferred Finance Costs, Gross | 5,500,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | 1,782,000,000 | 1,520,000,000 | 252,500,000 | 324,600,000 | 200,300,000 | 216,800,000 | 152,200,000 | 101,700,000 | |||||||||||||||||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 625,000,000 | 625,000,000 | 500,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Maturity Date | 31-Mar-20 | 31-May-19 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | 0.00% | 1.00% | 2.00% | 1.00% | 2.00% | |||||||||||||||||||||||||||||||||||||||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | 0.20% | 0.30% | ||||||||||||||||||||||||||||||||||||||||||||||||||
Prepayments Of Debt | 4,600,000 | 6,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Long-term Debt | 2,358,722,000 | 1,603,772,000 | 171,200,000 | 43,200,000 | 141,000,000 | 11,000,000 | 3,700,000 | 2,500,000 | 6,500,000 | 8,000,000 | 22,500,000 | 28,500,000 | 20,700,000 | 24,000,000 | 4,000,000 | 3,700,000 | 5,000,000 | 4,100,000 | 1,782,000,000 | 1,407,000,000 | 1,782,000,000 | 242,730,000 | 133,857,000 | 242,700,000 | 318,600,000 | 150,935,000 | 0 | 150,900,000 | 101,700,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.18% | 1.67% | 2.48% | 2.48% | 6.44% | 6.44% | 3.00% | 3.00% | 2.79% | 2.79% | 1.98% | 1.98% | 1.51% | 1.51% | 2.18% | 4.28% | 4.28% | 2.50% | 2.50% | ||||||||||||||||||||||||||||||||||
Debt Instrument, Frequency of Periodic Payment | quarterly | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Letters of Credit Outstanding, Amount | 2,500,000 | 2,600,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unused Borrowing Capacity, Amount | $451,400,000 | $579,200,000 |
LongTerm_Debt_Amortization_of_
Long-Term Debt Amortization of Term Loans (Details) (Loans Payable [Member]) | 0 Months Ended | ||||||||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 |
Period 1 [Member] | Period 1 [Member] | Period 1 [Member] | Period 2 [Member] | Period 2 [Member] | Period 2 [Member] | Period 3 [Member] | Period 3 [Member] | Period 3 [Member] | |
United States Term Loan [Member] | Australian Term Loan [Member] | U.K. Term Loan [Member] | United States Term Loan [Member] | Australian Term Loan [Member] | U.K. Term Loan [Member] | United States Term Loan [Member] | Australian Term Loan [Member] | U.K. Term Loan [Member] | |
USD ($) | AUD | GBP (£) | USD ($) | AUD | GBP (£) | USD ($) | AUD | GBP (£) | |
Principal amount of each quarterly installment | $22,275 | 4,058 | £ 1,271 | $44,550 | 8,116 | £ 2,542 | |||
Balloon payment to be paid | $1,336,500 | 237,470 | £ 76,261 |
LongTerm_Debt_Credit_Agreement
Long-Term Debt Credit Agreement Covenants (Details) | 0 Months Ended |
Mar. 31, 2015 | |
Maximum Total Leverage Ratio [Member] | Period 1 [Member] | |
Debt Instrument, Covenant Description | 4.50 to 1.00 |
Maximum Total Leverage Ratio [Member] | Period 2 [Member] | |
Debt Instrument, Covenant Description | 3.75 to 1.00 |
Maximum Total Leverage Ratio [Member] | Period 3 [Member] | |
Debt Instrument, Covenant Description | 3.50 to 1.00 |
Amendment No. 1 to the Amended and Restated Senior Secured Syndicated Credit Facility Agreement [Member] | |
Line of Credit Facility, Covenant Compliance | the Company was in compliance with the covenants under the Credit Agreement |
Derivative_Financial_Instrumen2
Derivative Financial Instruments Outstanding Interest Rate Swap Agreements (Details) (USD $) | 3 Months Ended | 0 Months Ended |
Mar. 31, 2015 | Sep. 30, 2016 | |
Interest Rate Swap 3 [Member] | ||
Derivative [Line Items] | ||
Effective date | 30-Sep-14 | |
Expiration date | 30-Sep-15 | |
Interest Rate Swap 3 [Member] | Notional Period 1 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 1,150,000,000 | |
Pay fixed rate, forward interest rate | 0.54% | |
Interest Rate Swap 3 [Member] | Notional Period 2 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 1,100,000,000 | |
Pay fixed rate, forward interest rate | 0.54% | |
Interest Rate Swap 3 [Member] | Notional Period 3 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 1,050,000,000 | |
Pay fixed rate, forward interest rate | 0.54% | |
Interest Rate Swap 3 [Member] | Notional Period 4 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 1,000,000,000 | |
Pay fixed rate, forward interest rate | 0.54% | |
Interest Rate Swap 4 [Member] | ||
Derivative [Line Items] | ||
Effective date | 30-Sep-15 | |
Expiration date | 30-Sep-16 | |
Interest Rate Swap 4 [Member] | Notional Period 1 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 350,000,000 | |
Pay fixed rate, forward interest rate | 0.93% | |
Interest Rate Swap 5 [Member] | ||
Derivative [Line Items] | ||
Effective date | 30-Sep-16 | |
Expiration date | 30-Sep-26 | |
Interest Rate Swap 5 [Member] | Notional Period 1 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 100,000,000 | |
Pay fixed rate, forward interest rate | 2.79% | |
Interest Rate Swap 6 [Member] | ||
Derivative [Line Items] | ||
Effective date | 30-Sep-16 | |
Expiration date | 30-Sep-26 | |
Interest Rate Swap 6 [Member] | Notional Period 1 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 100,000,000 | |
Pay fixed rate, forward interest rate | 2.79% | |
Interest Rate Swap 7 [Member] | ||
Derivative [Line Items] | ||
Effective date | 30-Sep-16 | |
Expiration date | 30-Sep-26 | |
Interest Rate Swap 7 [Member] | Notional Period 1 [Member] | ||
Derivative [Line Items] | ||
Notional amount | 100,000,000 | |
Pay fixed rate, forward interest rate | 2.80% | |
Scenario, Forecast [Member] | ||
Derivative [Line Items] | ||
Derivative settlement date | 30-Sep-16 | |
Variable rate debt [Member] | Scenario, Forecast [Member] | ||
Derivative [Line Items] | ||
Probable future debt | 300,000,000 | |
Fixed rate debt [Member] | Scenario, Forecast [Member] | ||
Derivative [Line Items] | ||
Probable future debt | 300,000,000 |
Derivative_Financial_Instrumen3
Derivative Financial Instruments Effectiveness Testing (Details) (Interest rate swap agreements [Member], USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2016 | |
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | $0 | $0 | |
Existing net losses realized and recorded as interest expense | 800,000 | 400,000 | |
Scenario, Forecast [Member] | |||
Existing net losses expected to be realized within the next 12 months | $2,200,000 |
Derivative_Financial_Instrumen4
Derivative Financial Instruments Foreign Currency Exchange Rate Risk (Details) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||||||||||||||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 23, 2015 | Feb. 25, 2015 | Feb. 25, 2015 | Feb. 25, 2015 | Feb. 25, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | 23-May-14 | 23-May-14 | Dec. 03, 2012 | Dec. 03, 2012 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Feb. 25, 2015 | Feb. 25, 2015 | |
USD ($) | USD ($) | GBP (£) | USD ($) | British Pound foreign currency forward purchase contract 1 [Member] | British Pound foreign currency forward purchase contract 1 [Member] | British Pound foreign currency forward purchase contract 2 [Member] | British Pound foreign currency forward purchase contract 2 [Member] | British Pound foreign currency forward purchase contract 3 [Member] | British Pound foreign currency forward purchase contract 3 [Member] | British Pound foreign currency forward purchase contract 4 [Member] | Cross-currency swap agreements [Member] | Cross-currency swap agreements [Member] | Cross-currency swap agreements [Member] | Cross-currency swap agreements [Member] | Interest Expense [Member] | Interest Expense [Member] | Other Nonoperating Income (Expense) [Member] | Other Nonoperating Income (Expense) [Member] | Freightliner [Member] | Freightliner [Member] | Scenario, Plan [Member] | Scenario, Plan [Member] | |
USD ($) | GBP (£) | AUD | GBP (£) | USD ($) | GBP (£) | USD ($) | USD ($) | AUD | USD ($) | AUD | Cross-currency swap agreements [Member] | Cross-currency swap agreements [Member] | Cross-currency swap agreements [Member] | Cross-currency swap agreements [Member] | USD ($) | GBP (£) | Freightliner [Member] | Freightliner [Member] | |||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | ||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||||||
Derivative, Inception Date | 25-Mar-15 | 25-Mar-15 | |||||||||||||||||||||
Derivative, Maturity Date | 25-Mar-20 | 25-Mar-20 | |||||||||||||||||||||
Derivative, Forward Exchange Rate | 1.5 | 1.51 | |||||||||||||||||||||
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | $0 | $0 | |||||||||||||||||||||
Foreign subsidiaries third-party debt denominated in local currencies | 502,300,000 | ||||||||||||||||||||||
Estimated Payments to Acquire Businesses, Gross | 755,000,000 | 490,000,000 | |||||||||||||||||||||
Foreign Currency Forward Purchase Contracts Not Designated as Hedging Instruments, Gain (Loss), Net | -18,686,000 | 0 | -18,700,000 | ||||||||||||||||||||
Cash purchase price | 733,006,000 | 492,083,000 | |||||||||||||||||||||
Notional amount of US to UK intercompany loan | 179,200,000 | 120,000,000 | |||||||||||||||||||||
Payments in connection with termination of cross-currency swap | 105,000,000 | ||||||||||||||||||||||
Proceeds in connection with termination of cross-currency swap | 108,900,000 | ||||||||||||||||||||||
Notional amount | 475,000,000 | 307,100,000 | 163,800,000 | 84,700,000 | 60,000,000 | 60,000,000 | 109,600,000 | 105,000,000 | |||||||||||||||
Cash received on settlement of forward currency forward purchase contracts | 391,800,000 | ||||||||||||||||||||||
Net expense realized or recognized on cross-currency swap agreement | ($18,686,000) | ($378,000) | $0 | ($554,000) | $0 | $176,000 |
Derivative_Financial_Instrumen5
Derivative Financial Instruments Fair Value of the Company's Derivative Instruments (Details) (Designated as hedging instrument [Member], USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Derivative Fair Value [Line Items] | ||
Fair value of derivative asset | $0 | $136,000 |
Fair value of derivative liabilities | 15,094,000 | 4,711,000 |
Interest rate swap agreements [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivative Fair Value [Line Items] | ||
Fair value of derivative asset | 0 | 35,000 |
Interest rate swap agreements [Member] | Other assets, net [Member] | ||
Derivative Fair Value [Line Items] | ||
Fair value of derivative asset | 0 | 101,000 |
Interest rate swap agreements [Member] | Accrued expenses [Member] | ||
Derivative Fair Value [Line Items] | ||
Fair value of derivative liabilities | 2,159,000 | 2,249,000 |
Interest rate swap agreements [Member] | Other long-term liabilities [Member] | ||
Derivative Fair Value [Line Items] | ||
Fair value of derivative liabilities | 12,148,000 | 2,462,000 |
British pound forward purchase contracts [Member] | Other long-term liabilities [Member] | ||
Derivative Fair Value [Line Items] | ||
Fair value of derivative liabilities | $787,000 | $0 |
Derivative_Financial_Instrumen6
Derivative Financial Instruments Derivative Instruments Designated as Cash Flow Hedges OCI Activity (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Derivative [Line Items] | ||
Effective portion of changes in fair value recognized in OCI: | ($6,311,000) | ($6,959,000) |
Derivative designated as cash flow hedges [Member] | Interest rate swap agreements [Member] | ||
Derivative [Line Items] | ||
Effective portion of changes in fair value recognized in OCI: | -5,839,000 | -6,959,000 |
Derivative designated as cash flow hedges [Member] | British pound forward purchase contracts [Member] | ||
Derivative [Line Items] | ||
Effective portion of changes in fair value recognized in OCI: | ($472,000) | $0 |
Derivative_Financial_Instrumen7
Derivative Financial Instruments Derivative Instruments Not Designated as Hedges (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effect of derivative instruments not designated as hedging instruments | ($18,686,000) | ($378,000) |
Interest (expense)/income | Cross-currency swap agreements [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effect of derivative instruments not designated as hedging instruments | 0 | -554,000 |
Other income/(loss), net | Cross-currency swap agreements [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effect of derivative instruments not designated as hedging instruments | 0 | 176,000 |
Loss on settlement of foreign currency forward purchase contracts [Member] | British pound forward purchase contracts [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effect of derivative instruments not designated as hedging instruments | ($18,686,000) | $0 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments Financial Instruments Carried at Fair Value-Level 2 (Details) (Fair Value, Inputs, Level 2 [Member], USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities carried at fair value | $15,094,000 | $4,711,000 |
Interest rate swap agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 0 | 136,000 |
Derivative liability | 14,307,000 | 4,711,000 |
British pound forward purchase contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts liability | $787,000 | $0 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments Financial instruments Carried at Fair Value-Level 3 (Details) (Liability [Member], Fair Value, Inputs, Level 3 [Member]) | Mar. 31, 2015 | Mar. 31, 2015 |
In Thousands, unless otherwise specified | USD ($) | GBP (£) |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Accrued deferred consideration | $35,563 | £ 23,957 |
Fair_Value_of_Financial_Instru4
Fair Value of Financial Instruments Financial Instruments Carried at Historical Costs (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | $2,358,722,000 | $1,603,772,000 |
Fair Value | 2,340,800,000 | 1,599,910,000 |
United States term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 1,782,000,000 | 1,407,000,000 |
Fair Value | 1,775,845,000 | 1,402,950,000 |
Australian term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 242,730,000 | 133,857,000 |
Fair Value | 232,102,000 | 133,900,000 |
U.K. term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 150,935,000 | 0 |
Fair Value | 150,021,000 | 0 |
Revolving credit facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 171,158,000 | 43,187,000 |
Fair Value | 170,913,000 | 43,304,000 |
Amortizing notes component of tangible equity units [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 8,434,000 | 11,184,000 |
Fair Value | 8,481,000 | 11,233,000 |
Other debt [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 3,465,000 | 8,544,000 |
Fair Value | $3,438,000 | $8,523,000 |
Income_Taxes_Details
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 41.40% | 36.40% |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive (Loss)/Income (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Accumulated other comprehensive income/(loss), beginning balance | ($72,252,000) | $6,089,000 |
Other comprehensive (loss)/income before reclassifications | -52,606,000 | -2,940,000 |
Amounts reclassified from accumulated other comprehensive income, net of tax | -399,000 | -198,000 |
Current period change | -53,005,000 | -3,138,000 |
Accumulated other comprehensive income/(loss), ending balance | -125,257,000 | 2,951,000 |
Foreign Currency Translation Adjustment [Member] | ||
Accumulated other comprehensive income/(loss), beginning balance | -70,746,000 | -14,687,000 |
Other comprehensive (loss)/income before reclassifications | -46,747,000 | 3,754,000 |
Amounts reclassified from accumulated other comprehensive income, net of tax | 0 | 0 |
Current period change | -46,747,000 | 3,754,000 |
Accumulated other comprehensive income/(loss), ending balance | -117,493,000 | -10,933,000 |
Defined Benefit Plans [Member] | ||
Accumulated other comprehensive income/(loss), beginning balance | 1,405,000 | 214,000 |
Other comprehensive (loss)/income before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income, net of tax | 53,000 | 67,000 |
Current period change | 53,000 | 67,000 |
Accumulated other comprehensive income/(loss), ending balance | 1,458,000 | 281,000 |
Net Unrealized Gain/(Loss) on Cash Flow Hedges [Member] | ||
Accumulated other comprehensive income/(loss), beginning balance | -2,911,000 | 20,562,000 |
Other comprehensive (loss)/income before reclassifications | -5,859,000 | -6,694,000 |
Amounts reclassified from accumulated other comprehensive income, net of tax | -452,000 | -265,000 |
Current period change | -6,311,000 | -6,959,000 |
Accumulated other comprehensive income/(loss), ending balance | -9,222,000 | 13,603,000 |
Tax provision on amounts reclassified from AOCI for defined benefit plans | -30,000 | -38,000 |
Tax benefit on amounts reclassified from AOCI for cash flow hedges | $301,000 | $176,000 |
Significant_NonCash_Investing_1
Significant Non-Cash Investing Activities (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Other Significant Noncash Transactions [Line Items] | |||
Outstanding receivables from outside parties for the funding of capital expenditures | $401,427,000 | $363,104,000 | |
Purchases of property and equipment accrued in accounts payable | 27,200,000 | 12,800,000 | |
Accounts receivable - grants from outside parties | |||
Other Significant Noncash Transactions [Line Items] | |||
Outstanding receivables from outside parties for the funding of capital expenditures | $20,271,000 | $23,100,000 | $32,076,000 |
Segment_Information_Segments_D
Segment Information Segments (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
reportable_segment | ||
region | ||
Segment Reporting Information [Line Items] | ||
Number of operating regions | 11 | |
Number of reportable segments | 2 | |
Operating revenues | $397,030,000 | $376,279,000 |
Income from operations | 72,620,000 | 74,875,000 |
Depreciation and amortization | 41,813,000 | 37,641,000 |
Interest expense | 13,508,000 | 13,641,000 |
Loss on settlement of foreign currency forward purchase contracts | 18,686,000 | 0 |
Interest income | 26,000 | 1,034,000 |
Provision for income taxes | 16,862,000 | 22,900,000 |
Expenditures for additions to property & equipment, net of grants from outside parties | 49,898,000 | 58,818,000 |
North American & European Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Operating revenues | 322,744,000 | 299,987,000 |
Income from operations | 56,896,000 | 55,690,000 |
Depreciation and amortization | 35,651,000 | 30,579,000 |
Interest expense | 11,017,000 | 9,445,000 |
Loss on settlement of foreign currency forward purchase contracts | 16,374,000 | |
Interest income | 13,000 | 902,000 |
Provision for income taxes | 13,685,000 | 18,457,000 |
Expenditures for additions to property & equipment, net of grants from outside parties | 45,283,000 | 53,985,000 |
Australian Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Operating revenues | 59,151,000 | 76,292,000 |
Income from operations | 14,588,000 | 19,185,000 |
Depreciation and amortization | 6,162,000 | 7,062,000 |
Interest expense | 2,345,000 | 4,196,000 |
Loss on settlement of foreign currency forward purchase contracts | 2,312,000 | |
Interest income | 8,000 | 132,000 |
Provision for income taxes | 2,928,000 | 4,443,000 |
Expenditures for additions to property & equipment, net of grants from outside parties | 4,615,000 | 4,833,000 |
Freightliner [Member] | ||
Segment Reporting Information [Line Items] | ||
Operating revenues | 15,135,000 | |
Income from operations | 1,136,000 | |
Depreciation and amortization | 0 | |
Interest expense | 146,000 | |
Loss on settlement of foreign currency forward purchase contracts | 0 | |
Interest income | 5,000 | |
Provision for income taxes | 249,000 | |
Expenditures for additions to property & equipment, net of grants from outside parties | $0 |
Segment_Information_Property_E
Segment Information Property & Equipment (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property & equipment, net | $4,014,856 | $3,788,482 |
North American & European Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property & equipment, net | 3,307,854 | 3,282,328 |
Australian Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property & equipment, net | 468,963 | 506,154 |
Freightliner [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property & equipment, net | $238,039 |
Segment_Information_Geographic
Segment Information Geographic Area (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | $397,030 | $376,279 | |
Percent of operating revenue by geographic area | 100.00% | 100.00% | |
Property & equipment, net | 4,014,856 | 3,788,482 | |
Percent of property and equipment by geographic area | 100.00% | 100.00% | |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 290,419 | 267,772 | |
Percent of operating revenue by geographic area | 73.10% | 71.20% | |
Property & equipment, net | 3,050,803 | 3,003,299 | |
Percent of property and equipment by geographic area | 76.00% | 79.30% | |
Australia [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 59,941 | 76,292 | |
Percent of operating revenue by geographic area | 15.10% | 20.30% | |
Property & equipment, net | 469,409 | 506,154 | |
Percent of property and equipment by geographic area | 11.70% | 13.40% | |
Canada [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 27,205 | 27,870 | |
Percent of operating revenue by geographic area | 6.90% | 7.40% | |
Property & equipment, net | 246,018 | 266,305 | |
Percent of property and equipment by geographic area | 6.10% | 7.00% | |
Europe [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 19,465 | 4,345 | |
Percent of operating revenue by geographic area | 4.90% | 1.20% | |
Property & equipment, net | 248,626 | 12,724 | |
Percent of property and equipment by geographic area | 6.20% | 0.30% | |
Total Non-United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating revenues | 106,611 | 108,507 | |
Percent of operating revenue by geographic area | 26.90% | 28.80% | |
Property & equipment, net | $964,053 | $785,183 | |
Percent of property and equipment by geographic area | 24.00% | 20.70% |
Recently_Issued_Accounting_Sta1
Recently Issued Accounting Standards Accounting Standards Not Yet Effective (Details) (Accounting Standards Update 2015-03 [Member], Scenario, Forecast [Member]) | 3 Months Ended |
Mar. 31, 2016 | |
Impact on total assets [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption | 1.00% |
Impact on total debt [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption | 1.00% |