Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 01, 2016 | |
Document Information [Line Items] | ||
Entity Registrant Name | GENESEE & WYOMING INC. | |
Entity Central Index Key | 1,012,620 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
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 | 57,300,131 | |
Class B Common Shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 786,138 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 26,366 | $ 35,941 |
Accounts receivable, net | 366,121 | 382,458 |
Materials and supplies | 47,626 | 45,790 |
Prepaid expenses and other | 47,018 | 43,197 |
Total current assets | 487,131 | 507,386 |
PROPERTY AND EQUIPMENT, net | 4,209,583 | 4,215,063 |
GOODWILL | 824,957 | 826,575 |
INTANGIBLE ASSETS, net | 1,053,664 | 1,128,952 |
DEFERRED INCOME TAX ASSETS, net | 2,623 | 2,270 |
OTHER ASSETS, net | 37,928 | 22,836 |
Total assets | 6,615,886 | 6,703,082 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 85,841 | 75,966 |
Accounts payable | 246,171 | 282,275 |
Accrued expenses | 163,893 | 169,586 |
Total current liabilities | 495,905 | 527,827 |
LONG-TERM DEBT, less current portion | 1,977,649 | 2,205,785 |
DEFERRED INCOME TAX LIABILITIES, net | 994,670 | 983,136 |
DEFERRED ITEMS - grants from outside parties | 302,223 | 292,198 |
OTHER LONG-TERM LIABILITIES | 185,749 | 174,675 |
COMMITMENTS AND CONTINGENCIES | ||
EQUITY: | ||
Additional paid-in capital | 1,376,805 | 1,355,345 |
Retained earnings | 1,676,879 | 1,544,676 |
Accumulated other comprehensive loss | (163,831) | (153,457) |
Treasury stock, at cost | (230,872) | (227,808) |
Total equity | 2,659,690 | 2,519,461 |
Total liabilities and equity | 6,615,886 | 6,703,082 |
Class A Common Stock, $0.01 par value, one vote per share; 180,000,000 shares authorized at September 30, 2016 and December 31, 2015; 70,071,227 and 69,674,185 shares issued and 57,290,856 and 56,945,384 shares outstanding (net of 12,780,371 and 12,728,801 shares in treasury) on September 30, 2016 and December 31, 2015, respectively | ||
EQUITY: | ||
Common Stock | 701 | 697 |
Class B Common Stock, $0.01 par value, ten votes per share; 30,000,000 shares authorized at September 30, 2016 and December 31, 2015; 793,138 shares issued and outstanding on September 30, 2016 and December 31, 2015 | ||
EQUITY: | ||
Common Stock | $ 8 | $ 8 |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parentheticals - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Class A Common Shares [Member] | ||
Common Stock, par value per share | $ 0.01 | $ 0.01 |
Common Stock, votes per share | 1 | 1 |
Common Stock, shares authorized | 180,000,000 | 180,000,000 |
Common Stock, shares issued | 70,071,227 | 69,674,185 |
Common Stock, shares outstanding | 57,290,856 | 56,945,384 |
Treasury Stock, shares | 12,780,371 | 12,728,801 |
Class B Common Shares [Member] | ||
Common Stock, par value per share | $ 0.01 | $ 0.01 |
Common Stock, votes per share | 10 | 10 |
Common Stock, shares authorized | 30,000,000 | 30,000,000 |
Common Stock, shares issued | 793,138 | 793,138 |
Common Stock, shares outstanding | 793,138 | 793,138 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
OPERATING REVENUES | $ 501,002 | $ 546,299 | $ 1,484,993 | $ 1,485,548 |
OPERATING EXPENSES: | ||||
Labor and benefits | 156,235 | 158,675 | 475,297 | 456,089 |
Equipment rents | 36,778 | 44,630 | 113,634 | 110,145 |
Purchased services | 50,991 | 55,291 | 149,125 | 135,849 |
Depreciation and amortization | 50,841 | 48,303 | 151,095 | 138,568 |
Diesel fuel used in train operations | 30,134 | 34,264 | 83,851 | 101,856 |
Electricity used in train operations | 3,226 | 5,164 | 9,895 | 10,530 |
Casualties and insurance | 9,252 | 11,466 | 28,814 | 30,027 |
Materials | 19,678 | 25,140 | 62,662 | 70,764 |
Trackage rights | 22,781 | 21,765 | 64,509 | 57,270 |
Net (gain)/loss on sale and impairment of assets | (524) | (1,174) | 11,993 | (1,981) |
Restructuring costs | 223 | 0 | 6,320 | 0 |
Other expenses | 29,536 | 25,216 | 91,757 | 86,801 |
Total operating expenses | 409,151 | 428,740 | 1,248,952 | 1,195,918 |
OPERATING INCOME | 91,851 | 117,559 | 236,041 | 289,630 |
Interest income | 416 | 225 | 827 | 375 |
Interest expense | (17,333) | (17,464) | (53,049) | (48,744) |
Loss on settlement of foreign currency forward purchase contracts | 0 | 0 | 0 | (18,686) |
Other income/(loss), net | 1,494 | (103) | 2,947 | 545 |
Income before income taxes | 76,428 | 100,217 | 186,766 | 223,120 |
Provision for income taxes | (19,643) | (36,855) | (54,563) | (83,017) |
Net income | $ 56,785 | $ 63,362 | $ 132,203 | $ 140,103 |
Basic earnings per common share | $ 0.99 | $ 1.12 | $ 2.31 | $ 2.47 |
Weighted average shares - Basic | 57,266 | 56,819 | 57,160 | 56,673 |
Diluted earnings per common share | $ 0.98 | $ 1.10 | $ 2.28 | $ 2.42 |
Weighted average shares - Diluted | 58,180 | 57,846 | 58,083 | 57,833 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
NET INCOME | $ 56,785 | $ 63,362 | $ 132,203 | $ 140,103 |
OTHER COMPREHENSIVE INCOME/(LOSS): | ||||
Foreign currency translation adjustment | 5,108 | (64,147) | 3,618 | (69,990) |
Net unrealized loss on qualifying cash flow hedges, net of tax benefit of $1,417, $2,835, $12,242 and $5,238, respectively | (2,127) | (4,253) | (18,364) | (7,857) |
Changes in pension and other postretirement benefits, net of tax (provision)/benefit of ($392), $910, ($1,376) and $850, respectively | 1,449 | (1,618) | 4,372 | (1,512) |
Other comprehensive income/(loss) | 4,430 | (70,018) | (10,374) | (79,359) |
COMPREHENSIVE INCOME/(LOSS) | $ 61,215 | $ (6,656) | $ 121,829 | $ 60,744 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income Parentheticals - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Tax benefit on net unrealizable loss on qualifying cash flow hedges | $ 1,417 | $ 2,835 | $ 12,242 | $ 5,238 |
Tax (provision)/benefit on changes in pension and other postretirement benefits | $ (392) | $ 910 | $ (1,376) | $ 850 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 132,203 | $ 140,103 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 151,095 | 138,568 |
Stock-based compensation | 13,835 | 10,341 |
Excess tax benefit from share-based compensation | (25) | (1,393) |
Deferred income taxes | 25,088 | 46,795 |
Net loss/(gain) on sale and impairment of assets | 11,993 | (1,981) |
Insurance proceeds received | 0 | 103 |
Loss on settlement of foreign currency forward purchase contracts | 0 | 18,686 |
Changes in assets and liabilities which provided/(used) cash, net of effect of acquisitions: | ||
Accounts receivable, net | (10,731) | 52,847 |
Materials and supplies | (2,642) | (2,325) |
Prepaid expenses and other | (1,930) | 14,929 |
Accounts payable and accrued expenses | (29,484) | (71,446) |
Other assets and liabilities, net | 14,156 | (970) |
Net cash provided by operating activities | 303,558 | 344,257 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (159,523) | (276,150) |
Grant proceeds from outside parties | 29,952 | 31,456 |
Cash paid for acquisitions, net of cash acquired | 0 | (735,556) |
Net payment from settlement of foreign currency forward purchase contracts related to an acquisition | 0 | (18,686) |
Insurance proceeds for the replacement of assets | 10,319 | 9,658 |
Proceeds from disposition of property and equipment | 2,003 | 3,223 |
Net cash used in investing activities | (117,249) | (986,055) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Principal payments on revolving line-of-credit, long-term debt and capital lease obligations | (501,087) | (502,839) |
Proceeds from revolving line-of-credit and long-term borrowings | 300,495 | 1,139,511 |
Debt amendment/issuance costs | 0 | (9,622) |
Proceeds from employee stock purchases | 5,969 | 5,478 |
Treasury stock purchases | (3,065) | (3,245) |
Excess tax benefit from share-based compensation | 25 | 1,393 |
Net cash (used in)/provided by financing activities | (197,663) | 630,676 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 1,779 | (9,632) |
DECREASE IN CASH AND CASH EQUIVALENTS | (9,575) | (20,754) |
CASH AND CASH EQUIVALENTS, beginning of period | 35,941 | 59,727 |
CASH AND CASH EQUIVALENTS, end of period | $ 26,366 | $ 38,973 |
Principles of Consolidation and
Principles of Consolidation and Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation and Basis of Presentation | 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 and nine months ended September 30, 2016 and 2015 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 2015 was derived from the audited financial statements in the Company's 2015 Annual Report on Form 10-K, but does not include all disclosures required by U.S. GAAP. The results of operations of the foreign entities are maintained in the local currency of the respective subsidiary and 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 interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2015 included in the Company's 2015 Annual Report on Form 10-K. Certain reclassifications have been made to prior period balances to conform to the current year presentation, including (1) debt issuance costs, current portion of long-term debt and long-term debt, less current portion (see Note 5 , Long-Term Debt ) and (2) current deferred income tax assets, long-term deferred income tax assets and long-term deferred income tax liabilities (see Note 9 , Income Taxes ). When comparing the Company's results of 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, fluctuations in 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, high winds, droughts, heavy snowfall, unseasonably hot or cold weather, freezing and flooding, among other factors. 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, global commodity prices and foreign exchange rates, such as steel products, iron ore, paper products, lumber and forest products and agricultural 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 and natural gas liquids). 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. |
Changes in Operations
Changes in Operations | 9 Months Ended |
Sep. 30, 2016 | |
Significant Changes in Operations [Abstract] | |
Changes in Operations | CHANGES IN OPERATIONS: Australia Arrium Limited: Between 2011 and 2014, the Company's subsidiary, Genesee & Wyoming Australia Pty Ltd (GWA) invested a total of approximately $78 million to purchase locomotives and railcars, as well as to construct a standard gauge rolling-stock maintenance facility to support iron ore shipments from Arrium Limited's (Arrium) Southern Iron mine and its Whyalla-based operations, which include the Middleback Range iron ore mines and the Whyalla steelworks. Arrium mothballed its Southern Iron mine in April 2015, citing the significant decline in the price of iron ore. During 2015, GWA carried approximately 8,300 carloads of iron ore from the Southern Iron mine and, in total, generated approximately A$83 million in freight and freight-related revenues (or approximately $62 million at the average exchange rate for the year ended December 31, 2015) under the fixed and variable payment structure that is customary in large contracts in Australia. On April 7, 2016, Arrium announced it had entered into voluntary administration. As a result of this announcement, during the three months ended March 31, 2016, the Company recorded a $13.0 million non-cash charge related to the impairment of GWA's now idle rolling-stock maintenance facility and an allowance for doubtful accounts charge of $8.1 million associated with accounts receivable from Arrium. As a result of the voluntary administration, all payments to GWA associated with the Southern Iron rail haulage agreement have ceased. GWA is in the process of redeploying rolling-stock previously used to provide service under the Southern Iron rail haulage agreement to serve other customers. GWA continues to receive payments and provide service under the remaining rail haulage agreement to serve several iron ore mines in the Middleback Range and the Whyalla Steelworks operations, which we expect will represent A$35 million (or approximately $27 million at the exchange rate on September 30, 2016 ) of annual revenue prospectively. Pending the outcome of the voluntary administration process, GWA could lose some or all of the revenue associated with the remaining rail haulage agreement. In the event of an adverse determination regarding the viability of the Middleback Range or the Whyalla Steelworks operations, or a termination of the remaining rail haulage agreement, all or a portion of GWA's assets deployed to provide service under this agreement, which consist largely of narrow gauge locomotives and wagons, could be redeployed elsewhere in Australia. U.K./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 Freightliner in the form of deferred consideration. The Company expects to settle the deferred consideration by the end of 2020. 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 largest maritime intermodal operator and the second largest freight rail operator, providing 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 employed approximately 2,500 people worldwide and had a fleet of primarily leased equipment, which included approximately 250 diesel locomotives, 45 electric locomotives and 5,500 railcars. The Company funded the acquisition with borrowings under the Company's Second Amended and Restated Senior Secured Syndicated Credit Facility Agreement, as amended (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 (amounts in thousands): GBP USD Cash consideration £ 492,083 $ 733,006 Deferred consideration 24,200 36,048 Total consideration £ 516,283 $ 769,054 As of March 25, 2015, the Company recorded a contingent liability within other long-term liabilities of £24.2 million (or $36.0 million at the exchange rate on March 25, 2015). This contingent liability represented the aggregate fair value of the shares transferred to the Company by the Management Shareholders representing an economic interest of approximately 6% on the acquisition date at the Freightliner acquisition price per share, in exchange for the right to receive cash consideration for the representative economic interest in the future (deferred consideration). The Company will recalculate the estimated fair value of the deferred consideration in each reporting period until it is paid in full by using a contractual formula designed to estimate the economic value of the Management Shareholders' retained interest in a manner consistent with that used to derive the Freightliner acquisition price per share on the acquisition date. Accordingly, a change in the fair value of the deferred consideration could have a material effect on the Company's results of operations for the period in which a change in estimate occurs. The fair value of the contingent liability has not materially changed since the March 25, 2015 acquisition date (see Note 7 , Fair Value of Financial Instruments ). The results of operations from Freightliner have been included in the Company's consolidated statements of operations since the March 25, 2015 acquisition date. U.K. and Continental Europe operations are included in the Company's U.K./European Operations segment and the results of Freightliner's Australia operations are included in the Company's Australian Operations segment (see Note 13 , Segment Information ). Freightliner contributed $363.5 million of total revenues and $21.4 million of operating income to the Company's consolidated results during the nine months ended September 30, 2015 . The Company incurred $0.7 million and $14.0 million of acquisition and integration costs associated with Freightliner during the three and nine months ended September 30, 2015 , respectively, which were included within other expenses in the Company's consolidated statements of operations. In addition, the Company recorded a loss of $18.7 million on the settlement of foreign currency forward purchase contracts during the nine months ended September 30, 2015 , which were entered into in contemplation of the Freightliner acquisition (see Note 6 , Derivative Financial Instruments ). Pro Forma Financial Results (Unaudited) The following table summarizes the Company's unaudited pro forma operating results for the nine months ended September 30, 2015 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): Nine Months Ended September 30, 2015 Operating revenues $ 1,642,167 Net income $ 163,988 Basic earnings per common share $ 2.89 Diluted earnings per common share $ 2.84 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 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 for the nine months ended September 30, 2015 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 an $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. Prior to the acquisition, Freightliner's fiscal year was based on a 52/53 week period ending on the nearest Saturday on or before March 31. Since Freightliner and the Company had 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 nine months ended September 30, 2015 were based upon the Company's consolidated statement of operations for the nine months ended September 30, 2015 and the sum of Freightliner's historical operating results for the 12 weeks ended March 28, 2015, adjusted for the five days already included in the Company's first quarter results. The foreign exchange rate used to translate Freightliner's historical operating results to United States dollars was $1.51 for one British pound (which was calculated based on average daily exchange rates during the three month period ended March 31, 2015). 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. North America 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. The Company funded the acquisition with borrowings under the Company's Amended and Restated Senior Secured Syndicated Credit Facility Agreement (the Prior Credit Agreement). The results of operations from Pinsly Arkansas have been included in the Company's consolidated statements of operations since the acquisition date within the Company's North American Operations segment. Headquartered in Jones Mill, 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) two Arkansas transload operations. Operations are comprised of 137 miles of owned and leased track, 77 employees and 16 locomotives. The railroads currently haul approximately 30,000 carloads per year and serve a diverse customer base in industries including aluminum, forest products, aggregates, energy and carton board. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER COMMON SHARE: The following table sets forth the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2016 and 2015 (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Numerator: Net income $ 56,785 $ 63,362 $ 132,203 $ 140,103 Denominators: Weighted average Class A common shares outstanding – Basic 57,266 56,819 57,160 56,673 Weighted average Class B common shares outstanding 793 828 793 915 Dilutive effect of employee stock-based awards 121 199 130 245 Weighted average shares – Diluted 58,180 57,846 58,083 57,833 Basic earnings per common share $ 0.99 $ 1.12 $ 2.31 $ 2.47 Diluted earnings per common share $ 0.98 $ 1.10 $ 2.28 $ 2.42 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 Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Antidilutive shares 1,174 772 1,292 652 |
Accounts Receivable
Accounts Receivable | 9 Months Ended |
Sep. 30, 2016 | |
Accounts Receivable, Net [Abstract] | |
Accounts Receivable | ACCOUNTS RECEIVABLE: Accounts receivable consisted of the following as of September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, December 31, Accounts receivable –trade $ 355,289 $ 339,100 Accounts receivable – grants from outside parties 10,750 22,997 Accounts receivable – insurance and other third-party claims 17,981 26,574 Total accounts receivable 384,020 388,671 Less: Allowance for doubtful accounts (17,899 ) (6,213 ) Accounts receivable, net $ 366,121 $ 382,458 As of September 30, 2016 , A$10.9 million (or $8.3 million at the exchange rate on September 30, 2016 ) was included in the allowance for doubtful accounts associated with an Australian iron ore customer that entered into voluntary administration in April 2016 (see Note 2 , Changes in Operations for additional information). 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 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 $30.0 million and $31.5 million for the nine months ended September 30, 2016 and 2015 , 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, or fails to comply with other grant provisions in each case, as set forth 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. The following table sets forth the offset to depreciation expense from the amortization of deferred grants recorded by the Company during the three and nine months ended September 30, 2016 and 2015 (dollars in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Amortization of deferred grants $ 4,652 $ 2,501 $ 10,513 $ 8,025 Insurance and Third-Party Claims Accounts receivable from insurance and other third-party claims at September 30, 2016 included $6.9 million from the Company's North American Operations, $5.1 million from the Company's Australian Operations and $6.0 million from the Company's U.K./European Operations. The balance from the Company's North American Operations resulted predominately from the Company's anticipated insurance recoveries associated with a trestle fire in 2015 and a derailment in 2014 due to a washout. The balance from the Company's Australian Operations resulted primarily from the Company's anticipated insurance recoveries associated with derailments in Australia in 2012 and 2015. The balance from the Company's U.K./European Operations resulted primarily from the Company's anticipated insurance recoveries associated with a rail-related collision in Germany in 2014 that occurred prior to the Company's acquisition of Freightliner. The Company received proceeds from insurance totaling $10.3 million and $9.8 million for the nine months ended September 30, 2016 and 2015 , respectively. |
Long-Term Debt Long-Term Debt
Long-Term Debt Long-Term Debt | 9 Months Ended |
Sep. 30, 2016 | |
Long-term Debt, Unclassified [Abstract] | |
Long-term Debt | LONG-TERM DEBT: Credit Agreement In anticipation of its acquisition of Freightliner, the Company entered into the Credit Agreement on March 20, 2015. 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 revolving credit facility includes borrowing capacity for letters of credit and swingline loans. In connection with entering into the Credit Agreement, the Company wrote-off $2.0 million of unamortized deferred financing fees and deferred $5.8 million of new fees. The maturity date of each of the Company's credit facilities under the Credit Agreement is March 31, 2020 . On January 1, 2016, the Company adopted the Financial Accounting Standards Board's (FASB) Accounting Standards Update (ASU) 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. The Company applied this guidance to all of its outstanding debt issuance costs retrospectively to all periods presented. The December 31, 2015 consolidated balance sheet and related disclosures were adjusted to reflect the reclassification of $23.5 million of debt issuance costs from other assets to a reduction in current portion of long-term debt of $6.0 million and a reduction in long-term debt, less current portion, of $17.5 million . There was no other impact on the consolidated financial statements from the adoption of this guidance. During the nine months ended September 30, 2016 , the Company made prepayments on its United States term loan of $194.0 million , Australian term loan of A$30.4 million (or $22.8 million at the exchange rates on the dates the payments were made) and United Kingdom term loan of £0.7 million (or $0.9 million at the exchange rates on the dates the payments were made). The Company also made scheduled quarterly principal payments of $14.2 million on the United States term loan, A$4.1 million (or $3.1 million at the exchange rates on the dates the payments were made) on the Australian term loan and £1.3 million (or $1.6 million at the exchange rates on the dates the payments were made) on the United Kingdom term loan. The United States dollar-denominated, Australian dollar-denominated and the British pound-denominated term loans began to amortize in quarterly installments during the three months ended 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: December 31, 2016 through June 30, 2018 $ 12,711 September 30, 2018 through December 31, 2019 $ 25,421 Maturity date - March 31, 2020 $ 1,336,500 Australian dollar: December 31, 2016 through June 30, 2018 A$ 4,058 September 30, 2018 through December 31, 2019 A$ 8,116 Maturity date - March 31, 2020 A$ 178,028 British pound: December 31, 2016 through June 30, 2018 £ 1,271 September 30, 2018 through December 31, 2019 £ 2,542 Maturity date - March 31, 2020 £ 75,532 As of September 30, 2016 , the Company had the following outstanding term loans (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate United States dollar $ 1,578,000 $ 1,578,000 2.52 % Australian dollar A$ 255,127 $ 195,478 3.67 % British pound £ 99,681 $ 129,296 2.27 % The Company's availability to draw from the unused borrowing capacity is subject to covenant limitations. As of September 30, 2016 , the Company had the following unused borrowing capacity under its revolving credit facility (amounts in thousands): September 30, 2016 Total available borrowing capacity $ 625,000 Less: Outstanding revolving loans 84,570 Less: Outstanding letter of credit guarantees 7,146 Total unused borrowing capacity $ 533,284 As of September 30, 2016 , the Company had the following outstanding revolving loans (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate British pound (swingline loan) £ 2,000 $ 2,594 2.48 % British pound £ 37,000 $ 47,993 2.27 % Canadian dollar C$ 13,500 $ 10,292 2.87 % Euro € 21,100 $ 23,691 2.00 % As of September 30, 2016 , the Company was in compliance with the covenants under the Credit Agreement. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Summary of Derivative Instruments [Abstract] | |
Derivative Financial Instruments | 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. In March 2016, the FASB issued ASU 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships, which clarifies that a change in counterparty to a derivative contract in and of itself, does not require the dedesignation of a hedging relationship. ASU 2016-05 is effective for fiscal years beginning after December 15, 2016, including interim periods within those years. Early adoption is permitted and entities have the option of adopting this guidance on a prospective basis to new derivative contracts or on a modified retrospective basis. The Company elected to early adopt ASU 2016-05 on July 1, 2016, on a prospective basis and there was no impact to the Company’s consolidated financial statements. 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 9/30/2016 9/30/2026 9/30/2026 $ 100,000 2.76% 1-month LIBOR 9/30/2016 9/30/2026 9/30/2026 $ 100,000 2.74% 1-month LIBOR 9/30/2016 9/30/2026 9/30/2026 $ 100,000 2.73% 1-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. On September 30, 2016 , the Company amended its forward starting swaps which included moving the mandatory settlement date from September 30, 2016 to September 30, 2020 , changing from 3-month LIBOR to 1-month LIBOR and adjusting the fixed rate. The amended forward starting swaps continue to qualify for hedge accounting. In addition, 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 throughout the term of the outstanding swap agreements. The Company expects to amortize any gains or losses on the settlements over the life of the respective swap. The following table summarizes the Company's interest rate swap agreements that expired during 2016 (dollars in thousands): Notional Amount Effective Date Expiration Date Date Amount Pay Fixed Rate Receive Variable Rate 9/30/2015 9/30/2016 9/30/2015 $ 350,000 0.93% 1-month LIBOR 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 and nine months ended September 30, 2016 and 2015 resulted in no amount of gain or loss reclassified from accumulated other comprehensive loss into earnings due to ineffectiveness. During the three and nine months ended September 30, 2016 , $0.4 million and $1.1 million , respectively, of existing net losses were realized and recorded as interest expense in the consolidated statements of operations. During the three and nine months ended September 30, 2015 , $0.9 million and $2.5 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 September 30, 2016 , it expects to realize $4.1 million of existing net losses that are reported in accumulated other comprehensive loss into earnings within the next 12 months. See Note 11 , Accumulated Other Comprehensive Loss , for additional information regarding the Company's cash flow hedges. Foreign Currency Exchange Rate Risk As of September 30, 2016 , the Company's foreign subsidiaries had $487.3 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, the British pound, the Canadian dollar 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 its United States subsidiaries, the Company may face exchange rate risk if the Australian dollar, the British pound, the Canadian dollar 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 associated with 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 of non-United States dollar-denominated acquisitions, the Company may enter into foreign currency forward purchase contracts. To mitigate currency exposures related to non-functional currency denominated intercompany debt, cross-currency swaps or foreign currency 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. However, cross-currency swap contracts and foreign currency forward 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 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 that 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 nine months ended September 30, 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 Company's 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 $181.0 million at the exchange rate on the effective date of the loan) and accrued interest as of September 30, 2016 of £11.5 million (or $14.9 million at the exchange rate on September 30, 2016 ), each of which are expected to remain until maturity of the loan. To mitigate the foreign currency exchange rate risk related to this non-functional currency intercompany loan and the related interest, the Company entered into British pound forward contracts, which are accounted for as cash flow hedges. The fair values of the Company's British pound forward contracts were estimated based on Level 2 inputs. The Company's effectiveness testing during the three and nine months ended September 30, 2016 and 2015 resulted in no amount of gain or loss reclassified from accumulated other comprehensive loss into earnings due to ineffectiveness. During the three and nine months ended September 30, 2016 , $3.9 million ( $2.3 million , net of tax) and $22.8 million ( $13.7 million , net of tax), respectively, of net gains were recorded as other income in the consolidated statements of operations fully offsetting the corresponding foreign currency losses on the intercompany loan and accrued interest. During the three and nine months ended September 30, 2016 , $0.3 million and $0.5 million , respectively, of net gains were recorded as interest income in the consolidated statements of operations. Based on the Company's fair value assumptions as of September 30, 2016 , it expects to realize $0.6 million of existing net gains that are reported in accumulated other comprehensive loss into earnings within the next 12 months. See Note 11 , Accumulated Other Comprehensive Loss , for additional information regarding the Company's cash flow hedges. The following table summarizes the Company's outstanding British pound forward contracts (British pounds in thousands): Effective Date Settlement Date Notional Amount Exchange Rate 3/25/2015 3/31/2020 £60,000 1.51 3/25/2015 3/31/2020 £60,000 1.50 6/30/2015 3/31/2020 £2,035 1.57 9/30/2015 3/31/2020 £1,846 1.51 12/31/2015 3/31/2020 £1,873 1.48 3/31/2016 3/31/2020 £1,881 1.45 6/30/2016 3/31/2020 £1,909 1.35 9/30/2016 3/31/2020 £1,959 1.33 The following table summarizes the fair value of the Company's derivative instruments recorded in the consolidated balance sheets as of September 30, 2016 and December 31, 2015 (dollars in thousands): Fair Value Balance Sheet Location September 30, December 31, 2015 Asset Derivatives: Derivatives designated as hedges: British pound forward contracts Other assets, net $ 20,260 $ 1,530 Total derivatives designated as hedges $ 20,260 $ 1,530 Liability Derivatives: Derivatives designated as hedges: Interest rate swap agreements Accrued expenses $ 4,142 $ 846 Interest rate swap agreements Other long-term liabilities 34,647 11,655 British pound forward contracts Other long-term liabilities 17 — Total liability derivatives designated as hedges $ 38,806 $ 12,501 The following table shows the effect of the Company's derivative instruments designated as cash flow hedges for the three and nine months ended September 30, 2016 and 2015 in other comprehensive income/(loss) (OCI) (dollars in thousands): Total Cash Flow Hedge OCI Activity, Net of Tax Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Derivatives Designated as Cash Flow Hedges: Effective portion of net changes in fair value recognized in OCI, net of tax: Interest rate swap agreements $ (1,414 ) $ (8,734 ) $ (15,780 ) $ (7,052 ) British pound forward contracts (713 ) 4,481 (2,584 ) (805 ) $ (2,127 ) $ (4,253 ) $ (18,364 ) $ (7,857 ) The following table shows the effect of the Company's derivative instruments not designated as hedges for the three and nine months ended September 30, 2016 and 2015 in the consolidated statements of operations (dollars in thousands): Amount Recognized in Earnings Three Months Ended Nine Months Ended Location of Amount Recognized in Earnings September 30, September 30, 2016 2015 2016 2015 Derivative Instruments Not Designated as Hedges: British pound forward purchase contracts Loss on settlement of foreign currency forward purchase contracts $ — $ — $ — $ (18,686 ) $ — $ — $ — $ (18,686 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 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 foreign currency forward 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 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 was estimated by discounting, to present value, contingent payments expected to be made. Financial Instruments Carried at Historical Cost: Since the Company's long-term debt is not actively traded, fair value 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 September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, December 31, Financial instruments carried at fair value using Level 2 inputs: Financial assets carried at fair value: British pound forward contracts $ 20,260 $ 1,530 Total financial assets carried at fair value $ 20,260 $ 1,530 Financial liabilities carried at fair value: Interest rate swap agreements $ 38,789 $ 12,501 British pound forward contracts 17 — Total financial liabilities carried at fair value $ 38,806 $ 12,501 The following table presents the Company's financial instrument carried at fair value using Level 3 inputs as of September 30, 2016 and December 31, 2015 (amounts in thousands): September 30, 2016 December 31, 2015 GBP USD GBP USD Financial instrument carried at fair value using Level 3 inputs: Financial liabilities carried at fair value: Accrued deferred consideration £ 25,671 $ 33,298 £ 24,200 $ 35,680 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. At the date of acquisition, this contingent liability represented the aggregate fair value of the shares transferred to the Company by the Management Shareholders in exchange for the right to receive cash consideration for the representative economic interest of approximately 6% in Freightliner in the future (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. The contingent liability is adjusted each period to represent the fair value of the deferred consideration as of the balance sheet date. To do so, the Company recalculates the estimated fair value of the deferred consideration in each reporting period until it is paid in full by using a contractual formula designed to estimate the economic value of the Management Shareholders' retained interest in a manner consistent with that used to derive the Freightliner acquisition price per share on the acquisition date. This calculation effectively represents the present value of the expected payment to be made upon settlement of the deferred consideration. Accordingly, such recalculations will reflect both the impact of the time value of money and the impact of changes in the expected future performance of the acquired business, as applicable. During the three and nine months ended September 30, 2016 , the Company recognized $0.9 million and $2.0 million , respectively, through other expenses within the Company's consolidated statements of operations as a result of the change in the estimated fair value of the deferred consideration, which primarily represented the time value of money. The Company expects to recognize future changes in the contingent liability for the estimated fair value of the deferred consideration through other expenses within the Company's consolidated statement of operations. These future changes in the estimated fair value of the deferred consideration are not expected to be deductible for tax purposes. 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 September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value Financial liabilities carried at historical cost: United States term loan $ 1,564,818 $ 1,564,671 $ 1,755,736 $ 1,750,040 Australian term loan 194,005 194,620 209,242 210,128 U.K. term loan 128,989 128,958 149,500 150,030 Revolving credit facility 80,435 84,550 39,737 44,833 Other debt 3,026 3,004 3,123 3,090 Total $ 1,971,273 $ 1,975,803 $ 2,157,338 $ 2,158,121 |
U.K. Pension Plan (Notes)
U.K. Pension Plan (Notes) | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
U.K. Pension Plan | U.K. PENSION PLAN: In connection with the acquisition of Freightliner, the Company assumed a defined benefit pension plan for its U.K. employees through a standalone shared cost arrangement within the Railways Pension Scheme (Pension Program). The Pension Program is managed and administered by a professional pension administration company and is overseen by trustees with professional advice from independent actuaries and other advisers. The Pension Program is a shared cost arrangement with required contributions shared between Freightliner and its employees, with Freightliner contributing 60% and the remaining 40% contributed by active employees. The Company engages independent actuaries to compute the amounts of liabilities and expenses relating to the Pension Program subject to the assumptions that the Company selects. The following tables summarize the components of the Pension Program related to the net benefit costs recognized in labor and benefits in the Company's consolidated statements of operations for the three and nine months ended September 30, 2016 and 2015 (amounts in thousands): Three Months Ended September 30, 2016 2015 GBP USD GBP USD Service cost £ 2,394 $ 3,143 £ 2,767 $ 4,286 Interest cost 2,227 2,923 2,223 3,444 Expected return on plan assets (2,846 ) (3,737 ) (2,738 ) (4,241 ) Net periodic benefit cost £ 1,775 $ 2,329 £ 2,252 $ 3,489 Nine Months Ended September 30, 2016 2015 GBP USD GBP USD Service cost £ 7,182 $ 10,006 £ 5,232 $ 8,061 Interest cost 6,681 9,308 3,977 6,132 Expected return on plan assets (8,538 ) (11,896 ) (5,478 ) (8,438 ) Net periodic benefit cost £ 5,325 $ 7,418 £ 3,731 $ 5,755 During the nine months ended September 30, 2016 , the Company contributed £5.0 million (or $6.5 million at the September 30, 2016 exchange rate) to fund the Pension Program. The Company expects to contribute £1.7 million (or $2.2 million at the September 30, 2016 exchange rate) to the Pension Program for the remainder of 2016. The Pension Program's assets may undergo significant changes over time as a result of market conditions. In the event that the Pension Program's projected assets and liabilities reveal additional funding requirements, the shared cost arrangement generally means that the Company will be required to pay 60% of any additional contributions, with active members contributing the remaining 40% , in each case over an agreed recovery period. If the Pension Program was to be terminated and wound up, any deficit would fall entirely on the Company and could not be shared with active members. Currently, the Company has no intention of terminating the Pension Program. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES: The Company's effective income tax rate for the three months ended September 30, 2016 was 25.7% , compared with 36.8% for the three months ended September 30, 2015 . The Company's effective income tax rate for the nine months ended September 30, 2016 was 29.2% compared with 37.2% for the nine months ended September 30, 2015 . The Company's provision for income taxes for the three and nine months ended September 30, 2016 included an income tax benefit of $7.8 million and $21.4 million , respectively, associated with the United States Short Line Tax Credit. In December 2015 , the United States Short Line Tax Credit (which had previously expired on December 31, 2014), was extended for fiscal years 2015 and 2016. As the extension was passed in December 2015 for the full 2015 fiscal year, the United States Short Line Tax Credit associated with results for the three and nine months ended September 30, 2015 was recorded in the fourth quarter of 2015. The United States Short Line Tax Credit is an income tax track maintenance credit for Class II and Class III railroads to reduce their federal income tax based on qualified railroad track maintenance expenditures. Qualified expenditures include amounts incurred for maintaining track, including roadbed, bridges and related track structures owned or leased by a Class II or Class III railroad. The credit is equal to 50% of the qualified expenditures, subject to an annual limitation of $3,500 multiplied by the number of miles of railroad track owned or leased by the Class II or Class III railroad as of the end of its tax year. The Company's provision for income taxes for the three and nine months ended September 30, 2016 also included a $4.3 million income tax benefit as a result of the Company remeasuring its deferred income tax assets and liabilities in the U.K. based on the newly enacted change to the corporate income tax rate by the U.K. government that will apply when the temporary differences are expected to be realized or settled. The Company's provision for income taxes for the nine months ended September 30, 2016 also included a valuation allowance of A$2.6 million (or $2.0 million at the average exchange rate in March of 2016) associated with the impairment of GWA's now idle rolling-stock maintenance facility (see Note 2 , Changes in Operations ) that was formerly used in connection with the Southern Iron rail haulage agreement. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes, which requires that deferred tax liabilities and assets be classified as non-current in a classified statement of financial position. For public entities, the amendments in this guidance are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted as of the beginning of an interim or annual reporting period. The Company early adopted the provisions of this ASU as of January 1, 2016 and applied it retrospectively to all periods presented. The December 31, 2015 consolidated balance sheet was adjusted to reflect a reduction of current deferred income tax assets of $69.2 million , an increase in non-current deferred income tax assets of $0.2 million and a reduction in non-current deferred income tax liabilities of $69.0 million . There was no other impact on the consolidated financial statements from the adoption of this guidance. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 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 pending litigation 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 Comprehensive
Accumulated Other Comprehensive Income/(Loss) | 9 Months Ended |
Sep. 30, 2016 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | ACCUMULATED OTHER COMPREHENSIVE LOSS: The following tables set forth the components of accumulated other comprehensive loss included in the consolidated balance sheets and consolidated statements of comprehensive income/(loss) (dollars in thousands): Foreign Currency Translation Adjustment Defined Benefit Plans Net Unrealized Gain/(Loss) on Cash Flow Hedges Accumulated Other Comprehensive Loss Balance, December 31, 2015 $ (156,146 ) $ 11,005 $ (8,316 ) $ (153,457 ) Other comprehensive income/(loss) before reclassifications 3,618 4,305 (4,349 ) 3,574 Amounts reclassified from accumulated other comprehensive loss, net of tax (provision)/benefit of ($37) and $9,343, respectively — 67 (a) (14,015 ) (b) (13,948 ) Current period change 3,618 4,372 (18,364 ) (10,374 ) Balance, September 30, 2016 $ (152,528 ) $ 15,377 $ (26,680 ) $ (163,831 ) Foreign Currency Translation Adjustment Defined Benefit Plans Net Unrealized Gain/(Loss) on Cash Flow Hedges Accumulated Other Comprehensive Loss Balance, December 31, 2014 $ (70,746 ) $ 1,405 $ (2,911 ) $ (72,252 ) Other comprehensive loss before reclassifications (69,990 ) (1,488 ) (6,386 ) (77,864 ) Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $13 and $980, respectively — (24 ) (a) (1,471 ) (b) (1,495 ) Current period change (69,990 ) (1,512 ) (7,857 ) (79,359 ) Balance, September 30, 2015 $ (140,736 ) $ (107 ) $ (10,768 ) $ (151,611 ) (a) Existing net gains realized were recorded in labor and benefits on the consolidated statements of operations. (b) Existing net losses realized were recorded in interest expense on the consolidated statements of operations (see Note 6 , Derivative Financial Instruments ). |
Significant Non-Cash Investing
Significant Non-Cash Investing Activities | 9 Months Ended |
Sep. 30, 2016 | |
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] | |
Significant Non-Cash Investing and Financing Activities | SIGNIFICANT NON-CASH INVESTING AND FINANCING ACTIVITIES: As of September 30, 2016 and 2015 , the Company had outstanding receivables from outside parties for the funding of capital expenditures of $10.8 million and $25.0 million , respectively. At September 30, 2016 and 2015 , the Company also had $14.9 million and $24.6 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 | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment and Geographic Area Information | SEGMENT INFORMATION: The Company presents the financial results of its 10 operating regions as three reportable segments: North American Operations, Australian Operations and U.K./European Operations. Each of the Company's segments generates the following three categories of revenues from external customers: freight revenues, freight-related revenues and all other revenues. The Company's eight North American regions are aggregated into one segment as a result of having similar economic and operating characteristics. During the second quarter of 2016, the Company's Ohio Valley Region railroads were consolidated into the Company's Northeast and Midwest regions. This consolidation reduced the Company's number of operating regions from 11 to 10. During 2016, the Company incurred restructuring costs of $6.3 million for the nine months ended September 30, 2016 , including $4.7 million in our U.K./European Operations, $0.8 million in our Australian Operations and $0.8 million in our North American Operations. The results of operations of the foreign entities are maintained in the respective local currency (the Australian dollar, the British pound, the Canadian dollar and the Euro) 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 table reflects the average exchange rates used to translate the foreign entities respective local currency results of operations into United States dollars for the three and nine months ended September 30, 2016 and 2015 : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 United States dollar per Australian dollar $ 0.76 $ 0.73 $ 0.74 $ 0.76 United States dollar per British pound $ 1.31 $ 1.55 $ 1.39 $ 1.53 United States dollar per Canadian dollar $ 0.77 $ 0.76 $ 0.76 $ 0.79 United States dollar per Euro $ 1.12 $ 1.11 $ 1.12 $ 1.12 The following tables set forth selected financial data for the Company's reportable segments for the three and nine months ended September 30, 2016 and 2015 (dollars in thousands): Three Months Ended September 30, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 232,247 $ 29,219 $ 88,341 $ 349,807 Freight-related revenues 62,124 23,523 43,873 129,520 All other revenues 15,823 1,408 4,444 21,675 Total operating revenues $ 310,194 $ 54,150 $ 136,658 $ 501,002 Operating income $ 87,153 $ 4,372 $ 326 $ 91,851 Depreciation and amortization $ 37,085 $ 7,129 $ 6,627 $ 50,841 Interest expense, net $ 9,600 $ 2,170 $ 5,147 $ 16,917 Provision for/(benefit from) income taxes $ 22,392 $ 798 $ (3,547 ) $ 19,643 Expenditures for additions to property & equipment, net of grants from outside parties $ 30,343 $ 2,440 $ 9,457 $ 42,240 Three Months Ended September 30, 2015 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 241,410 $ 32,780 $ 104,746 $ 378,936 Freight-related revenues 56,823 26,206 62,479 145,508 All other revenues 16,330 2,027 3,498 21,855 Total operating revenues $ 314,563 $ 61,013 $ 170,723 $ 546,299 Operating income $ 90,564 $ 14,966 $ 12,029 $ 117,559 Depreciation and amortization $ 35,158 $ 7,151 $ 5,994 $ 48,303 Interest expense, net $ 9,788 $ 2,055 $ 5,396 $ 17,239 Provision for income taxes $ 32,333 $ 3,896 $ 626 $ 36,855 Expenditures for additions to property & equipment, net of grants from outside parties $ 86,620 $ 6,354 $ 14,195 $ 107,169 Nine Months Ended September 30, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 681,154 $ 80,390 $ 255,459 $ 1,017,003 Freight-related revenues 184,627 76,142 135,897 396,666 All other revenues 48,766 4,699 17,859 71,324 Total operating revenues $ 914,547 $ 161,231 $ 409,215 $ 1,484,993 Operating income/(loss) $ 236,154 $ 2,002 $ (2,115 ) $ 236,041 Depreciation and amortization $ 110,398 $ 21,018 $ 19,679 $ 151,095 Interest expense, net $ 29,730 $ 6,963 $ 15,529 $ 52,222 Provision for/(benefit from) income taxes $ 59,354 $ 521 $ (5,312 ) $ 54,563 Expenditures for additions to property & equipment, net of grants from outside parties $ 95,282 $ 8,094 $ 26,195 $ 129,571 Nine Months Ended September 30, 2015 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 722,593 $ 118,602 $ 210,565 $ 1,051,760 Freight-related revenues 170,473 62,243 128,808 361,524 All other revenues 50,101 6,918 15,245 72,264 Total operating revenues $ 943,167 $ 187,763 $ 354,618 $ 1,485,548 Operating income $ 224,266 $ 44,333 $ 21,031 $ 289,630 Depreciation and amortization $ 105,399 $ 20,771 $ 12,398 $ 138,568 Interest expense, net $ 30,149 $ 6,659 $ 11,561 $ 48,369 Loss on settlement of foreign currency forward purchase contracts $ 16,374 $ 2,312 $ — $ 18,686 Provision for income taxes $ 71,559 $ 10,653 $ 805 $ 83,017 Expenditures for additions to property & equipment, net of grants from outside parties $ 205,330 $ 20,128 $ 19,236 $ 244,694 The following tables set forth the property and equipment recorded in the consolidated balance sheets for the Company's reportable segments as of September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,457,892 $ 461,023 $ 290,668 $ 4,209,583 December 31, 2015 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,433,669 $ 465,123 $ 316,271 $ 4,215,063 |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 9 Months Ended |
Sep. 30, 2016 | |
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 FASB issued 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. In August 2015, the FASB issued ASU 2015-14, which approved a one-year deferral of the effective date of the new revenue recognition standard. In March 2016, the FASB issued ASU 2016-08, which clarifies the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, which provides clarification when identifying performance obligations and providing implementation guidance on licensing. In May 2016, the FASB issued ASU 2016-12, which clarifies the objective of the collectability criterion. The new standards will become effective for the Company on January 1, 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 February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which will require lessees to recognize leases on their balance sheets as a right-of-use asset with a corresponding liability. Lessees are permitted to make an accounting policy election to not recognize an asset and liability for leases with a term of 12 months or less. Lessor accounting under the provisions of the standard is substantially unchanged. Additional qualitative and quantitative disclosures, including significant judgments made by management, will also be required. The amendments are effective for fiscal years beginning after December 15, 2018, requiring a modified retrospective transition approach and include a number of practical expedients. Early application is permitted. The standard will become effective for the Company beginning January 1, 2019. The Company is currently assessing the impact of adopting this guidance on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee share-based compensation arrangements, including the accounting for income taxes, forfeitures, statutory tax withholding requirements, as well as classification of related amounts within the statement of cash flows. The amendments will be effective for the Company January 1, 2017. The Company is currently assessing the impact of adopting this guidance on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments, which provides guidance on eight targeted changes with respect to how cash receipts and cash payments are classified in the statements of cash flows. The amendments will be effective for the Company January 1, 2017. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS: Acquisition of Providence and Worcester Railroad Company On November 1, 2016 , the Company completed the acquisition of Providence and Worcester Railroad Company (P&W) for $25.00 per share, or $126.2 million . Immediately following the closing of the acquisition, control of the P&W shares was placed into a voting trust, which will remain in effect until the United States Surface Transportation Board (STB) issues its decision on the Company's pending application to control P&W. Upon receipt of STB approval, P&W would be managed as part of the Company's Northeast Region. The acquisition was funded with borrowings under the Company's revolving credit facility. Headquartered in Worcester, Massachusetts, P&W is contiguous with G&W’s New England Central Railroad (NECR) and Connecticut Southern Railroad (CSO). Rail service is provided by approximately 140 P&W employees with 32 locomotives across 163 miles of owned track and over approximately 350 miles under track access agreements, including exclusive freight access over Amtrak’s Northeast Corridor between New Haven, Connecticut, and Providence, Rhode Island, and trackage rights over Metro-North Commuter Railroad, Amtrak and CSX Corp. between New Haven, Connecticut, and Queens, New York. P&W interchanges with G&W’s NECR and CSO railroads, as well as with CSX, Norfolk Southern, Pan Am Railways, Pan Am Southern, the Housatonic Railroad and the New York and Atlantic Railroad, and also connects to Canadian National and Canadian Pacific via NECR. P&W serves a diverse mix of aggregates, auto, chemicals, metals and lumber customers in southeastern New England, handling approximately 43,000 carloads and intermodal units annually. In addition, P&W provides rail service to three ports (Providence and Davisville, Rhode Island and New Haven, Connecticut) and to a United States Customs bonded intermodal terminal in Worcester, Massachusetts, that receives inbound intermodal containers for distribution in New England. P&W also owns approximately 45 acres of undeveloped waterfront land in East Providence, Rhode Island, that was initially created as deep water, rail served port through a $12 million investment. The Company expects to sell this undeveloped land. In connection with the acquisition of the P&W, in September 2016, four shareholder class action lawsuits were commenced in the Rhode Island Superior Court for Providence County against the Company, P&W and P&W’s directors. Among other matters, the purported class actions challenge the sale of P&W to the Company, and allege that the P&W's board of directors breached its fiduciary duties to the P&W's shareholders by failing to maximize shareholder value in approving the merger agreement associated with the acquisition. The lawsuits also assert that P&W and the Company aided and abetted the alleged breach of fiduciary duty. 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. The Company, along with the other defendants, vigorously denies all of the allegations in the purported class actions. Agreement to Acquire Glencore Rail and Partner with Macquarie Infrastructure and Real Assets On October 20, 2016 , the Company announced that its subsidiary, Genesee & Wyoming Australia Pty Ltd (GWA), has entered into agreements to acquire Glencore Rail Pty Limited (GRail) for A$1.14 billion (or approximately $866 million at an exchange rate of $0.76 for one Australian dollar) and concurrently issue a 49% equity stake in GWA to funds managed by Macquarie Infrastructure and Real Assets (MIRA) (the GRail Transactions). The GRail Transactions are expected to close in the fourth quarter of 2016, subject to Australian Foreign Investment Review Board approval. The sources and uses to accomplish the GRail Transactions are expected to be as follows (A$ in millions): Sources Amount Uses Amount New Australian term loan A$ 690 GRail purchase A$ 1,140 MIRA (cash & shareholder loan) 644 Repay GWA term loan 250 GWA equity (contributed) 597 GWA equity (contributed) 597 G&W cash 88 Estimated transaction costs 32 Total sources A$ 2,019 Total uses A$ 2,019 In connection with the GRail Transactions, the Company entered into a debt commitment letter for debt financing, pursuant to which, subject to the terms and conditions set forth therein, the lenders have committed to provide the Company up to A$690 million (or approximately $524 million at an exchange rate of $0.76 for one Australian dollar) in non-recourse five-year senior secured term loan facilities and up to A$50 million (or approximately $38 million at an exchange rate of $0.76 for one Australian dollar) in the form of a revolving loan facility. On October 20, 2016, the Company entered into Amendment No. 2 (the Amendment Agreement) to the Credit Agreement. The Amendment Agreement permits, among other things, the Company to enter into the GRail Transactions and also permits the repayment in full and termination of all obligations of GWA under the Credit Agreement. GRail’s coal haulage business was established in 2010 as an alternative rail service provider to the incumbent railroads in the Hunter Valley and has grown to be the third largest coal haulage business in Australia. G&W’s Freightliner Australia subsidiary (acquired by the Company in March 2015) has been the rail operator of GRail since inception and presently provides haulage and logistics services for approximately 40 million tonnes per year of steam coal that is among the lowest cost and highest quality coal in the world sold principally to customers in Japan, Korea and Taiwan. These services will continue following the GRail Transactions. The Company will continue to consolidate 100% of GWA in its financial statements upon completion of the GRail Transactions, and will record a noncontrolling interest for MIRA's 49% equity ownership. In conjunction with the acquisition of GRail, GWA will enter into a new 20-year rail haulage contract with Glencore Coal Pty Limited (GC). The rail haulage contract will contain rights, subject to certain limitations, to exclusively haul all coal produced at GC’s existing mines in the Hunter Valley to the Port of Newcastle and will have minimum guaranteed volumes over the first 18 years. Initial volumes under the rail haulage contract are expected to be approximately 40 million tonnes per year. GC’s obligations under the contract will be guaranteed by Glencore plc (LON:GLEN). GRail currently has nine train sets ( 30 locomotives and 894 wagons). Rail haulage service is operated on government-owned, open-access track that is coordinated by a neutral third party. |
Principles of Consolidation a23
Principles of Consolidation and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Derivatives, Policy [Policy Text Block] | 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. |
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 and nine months ended September 30, 2016 and 2015 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 2015 was derived from the audited financial statements in the Company's 2015 Annual Report on Form 10-K, but does not include all disclosures required by U.S. GAAP. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | The results of operations of the foreign entities are maintained in the local currency of the respective subsidiary and 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. |
Fair Value Measurement, Policy [Policy Text Block] | 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. |
Changes in Operations (Tables)
Changes in Operations (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
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): Nine Months Ended September 30, 2015 Operating revenues $ 1,642,167 Net income $ 163,988 Basic earnings per common share $ 2.89 Diluted earnings per common share $ 2.84 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2016 and 2015 (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Numerator: Net income $ 56,785 $ 63,362 $ 132,203 $ 140,103 Denominators: Weighted average Class A common shares outstanding – Basic 57,266 56,819 57,160 56,673 Weighted average Class B common shares outstanding 793 828 793 915 Dilutive effect of employee stock-based awards 121 199 130 245 Weighted average shares – Diluted 58,180 57,846 58,083 57,833 Basic earnings per common share $ 0.99 $ 1.12 $ 2.31 $ 2.47 Diluted earnings per common share $ 0.98 $ 1.10 $ 2.28 $ 2.42 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | 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 Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Antidilutive shares 1,174 772 1,292 652 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | Accounts receivable consisted of the following as of September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, December 31, Accounts receivable –trade $ 355,289 $ 339,100 Accounts receivable – grants from outside parties 10,750 22,997 Accounts receivable – insurance and other third-party claims 17,981 26,574 Total accounts receivable 384,020 388,671 Less: Allowance for doubtful accounts (17,899 ) (6,213 ) Accounts receivable, net $ 366,121 $ 382,458 |
Grant amortization offset to depreciation expense | The following table sets forth the offset to depreciation expense from the amortization of deferred grants recorded by the Company during the three and nine months ended September 30, 2016 and 2015 (dollars in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Amortization of deferred grants $ 4,652 $ 2,501 $ 10,513 $ 8,025 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | The United States dollar-denominated, Australian dollar-denominated and the British pound-denominated term loans began to amortize in quarterly installments during the three months ended 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: December 31, 2016 through June 30, 2018 $ 12,711 September 30, 2018 through December 31, 2019 $ 25,421 Maturity date - March 31, 2020 $ 1,336,500 Australian dollar: December 31, 2016 through June 30, 2018 A$ 4,058 September 30, 2018 through December 31, 2019 A$ 8,116 Maturity date - March 31, 2020 A$ 178,028 British pound: December 31, 2016 through June 30, 2018 £ 1,271 September 30, 2018 through December 31, 2019 £ 2,542 Maturity date - March 31, 2020 £ 75,532 |
Line of Credit [Member] | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | As of September 30, 2016 , the Company had the following unused borrowing capacity under its revolving credit facility (amounts in thousands): September 30, 2016 Total available borrowing capacity $ 625,000 Less: Outstanding revolving loans 84,570 Less: Outstanding letter of credit guarantees 7,146 Total unused borrowing capacity $ 533,284 As of September 30, 2016 , the Company had the following outstanding revolving loans (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate British pound (swingline loan) £ 2,000 $ 2,594 2.48 % British pound £ 37,000 $ 47,993 2.27 % Canadian dollar C$ 13,500 $ 10,292 2.87 % Euro € 21,100 $ 23,691 2.00 % |
Loans Payable [Member] | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | As of September 30, 2016 , the Company had the following outstanding term loans (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate United States dollar $ 1,578,000 $ 1,578,000 2.52 % Australian dollar A$ 255,127 $ 195,478 3.67 % British pound £ 99,681 $ 129,296 2.27 % |
Derivative Financial Instrume28
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative [Line Items] | |
Schedule of Interest Rate Derivatives [Table Text Block] | The following table summarizes the Company's interest rate swap agreements that expired during 2016 (dollars in thousands): Notional Amount Effective Date Expiration Date Date Amount Pay Fixed Rate Receive Variable Rate 9/30/2015 9/30/2016 9/30/2015 $ 350,000 0.93% 1-month LIBOR |
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 September 30, 2016 and December 31, 2015 (dollars in thousands): Fair Value Balance Sheet Location September 30, December 31, 2015 Asset Derivatives: Derivatives designated as hedges: British pound forward contracts Other assets, net $ 20,260 $ 1,530 Total derivatives designated as hedges $ 20,260 $ 1,530 Liability Derivatives: Derivatives designated as hedges: Interest rate swap agreements Accrued expenses $ 4,142 $ 846 Interest rate swap agreements Other long-term liabilities 34,647 11,655 British pound forward contracts Other long-term liabilities 17 — Total liability derivatives designated as hedges $ 38,806 $ 12,501 |
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 and nine months ended September 30, 2016 and 2015 in other comprehensive income/(loss) (OCI) (dollars in thousands): Total Cash Flow Hedge OCI Activity, Net of Tax Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Derivatives Designated as Cash Flow Hedges: Effective portion of net changes in fair value recognized in OCI, net of tax: Interest rate swap agreements $ (1,414 ) $ (8,734 ) $ (15,780 ) $ (7,052 ) British pound forward contracts (713 ) 4,481 (2,584 ) (805 ) $ (2,127 ) $ (4,253 ) $ (18,364 ) $ (7,857 ) |
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 and nine months ended September 30, 2016 and 2015 in the consolidated statements of operations (dollars in thousands): Amount Recognized in Earnings Three Months Ended Nine Months Ended Location of Amount Recognized in Earnings September 30, September 30, 2016 2015 2016 2015 Derivative Instruments Not Designated as Hedges: British pound forward purchase contracts Loss on settlement of foreign currency forward purchase contracts $ — $ — $ — $ (18,686 ) $ — $ — $ — $ (18,686 ) |
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 9/30/2016 9/30/2026 9/30/2026 $ 100,000 2.76% 1-month LIBOR 9/30/2016 9/30/2026 9/30/2026 $ 100,000 2.74% 1-month LIBOR 9/30/2016 9/30/2026 9/30/2026 $ 100,000 2.73% 1-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 contracts (British pounds in thousands): Effective Date Settlement Date Notional Amount Exchange Rate 3/25/2015 3/31/2020 £60,000 1.51 3/25/2015 3/31/2020 £60,000 1.50 6/30/2015 3/31/2020 £2,035 1.57 9/30/2015 3/31/2020 £1,846 1.51 12/31/2015 3/31/2020 £1,873 1.48 3/31/2016 3/31/2020 £1,881 1.45 6/30/2016 3/31/2020 £1,909 1.35 9/30/2016 3/31/2020 £1,959 1.33 |
Fair Value of Financial Instr29
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
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 September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, December 31, Financial instruments carried at fair value using Level 2 inputs: Financial assets carried at fair value: British pound forward contracts $ 20,260 $ 1,530 Total financial assets carried at fair value $ 20,260 $ 1,530 Financial liabilities carried at fair value: Interest rate swap agreements $ 38,789 $ 12,501 British pound forward contracts 17 — Total financial liabilities carried at fair value $ 38,806 $ 12,501 The following table presents the Company's financial instrument carried at fair value using Level 3 inputs as of September 30, 2016 and December 31, 2015 (amounts in thousands): September 30, 2016 December 31, 2015 GBP USD GBP USD Financial instrument carried at fair value using Level 3 inputs: Financial liabilities carried at fair value: Accrued deferred consideration £ 25,671 $ 33,298 £ 24,200 $ 35,680 |
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 September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value Financial liabilities carried at historical cost: United States term loan $ 1,564,818 $ 1,564,671 $ 1,755,736 $ 1,750,040 Australian term loan 194,005 194,620 209,242 210,128 U.K. term loan 128,989 128,958 149,500 150,030 Revolving credit facility 80,435 84,550 39,737 44,833 Other debt 3,026 3,004 3,123 3,090 Total $ 1,971,273 $ 1,975,803 $ 2,157,338 $ 2,158,121 |
U.K. Pension Plan (Tables)
U.K. Pension Plan (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Net Benefit Costs | The following tables summarize the components of the Pension Program related to the net benefit costs recognized in labor and benefits in the Company's consolidated statements of operations for the three and nine months ended September 30, 2016 and 2015 (amounts in thousands): Three Months Ended September 30, 2016 2015 GBP USD GBP USD Service cost £ 2,394 $ 3,143 £ 2,767 $ 4,286 Interest cost 2,227 2,923 2,223 3,444 Expected return on plan assets (2,846 ) (3,737 ) (2,738 ) (4,241 ) Net periodic benefit cost £ 1,775 $ 2,329 £ 2,252 $ 3,489 Nine Months Ended September 30, 2016 2015 GBP USD GBP USD Service cost £ 7,182 $ 10,006 £ 5,232 $ 8,061 Interest cost 6,681 9,308 3,977 6,132 Expected return on plan assets (8,538 ) (11,896 ) (5,478 ) (8,438 ) Net periodic benefit cost £ 5,325 $ 7,418 £ 3,731 $ 5,755 |
Accumulated Other Comprehensi31
Accumulated Other Comprehensive Income/(Loss) (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income/(Loss) [Table Text Block] | The following tables set forth the components of accumulated other comprehensive loss included in the consolidated balance sheets and consolidated statements of comprehensive income/(loss) (dollars in thousands): Foreign Currency Translation Adjustment Defined Benefit Plans Net Unrealized Gain/(Loss) on Cash Flow Hedges Accumulated Other Comprehensive Loss Balance, December 31, 2015 $ (156,146 ) $ 11,005 $ (8,316 ) $ (153,457 ) Other comprehensive income/(loss) before reclassifications 3,618 4,305 (4,349 ) 3,574 Amounts reclassified from accumulated other comprehensive loss, net of tax (provision)/benefit of ($37) and $9,343, respectively — 67 (a) (14,015 ) (b) (13,948 ) Current period change 3,618 4,372 (18,364 ) (10,374 ) Balance, September 30, 2016 $ (152,528 ) $ 15,377 $ (26,680 ) $ (163,831 ) Foreign Currency Translation Adjustment Defined Benefit Plans Net Unrealized Gain/(Loss) on Cash Flow Hedges Accumulated Other Comprehensive Loss Balance, December 31, 2014 $ (70,746 ) $ 1,405 $ (2,911 ) $ (72,252 ) Other comprehensive loss before reclassifications (69,990 ) (1,488 ) (6,386 ) (77,864 ) Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $13 and $980, respectively — (24 ) (a) (1,471 ) (b) (1,495 ) Current period change (69,990 ) (1,512 ) (7,857 ) (79,359 ) Balance, September 30, 2015 $ (140,736 ) $ (107 ) $ (10,768 ) $ (151,611 ) (a) Existing net gains realized were recorded in labor and benefits on the consolidated statements of operations. (b) Existing net losses realized were recorded in interest expense on the consolidated statements of operations (see Note 6 , Derivative Financial Instruments ). |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Foreign Currency Disclosure [Text Block] | The following table reflects the average exchange rates used to translate the foreign entities respective local currency results of operations into United States dollars for the three and nine months ended September 30, 2016 and 2015 : Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 United States dollar per Australian dollar $ 0.76 $ 0.73 $ 0.74 $ 0.76 United States dollar per British pound $ 1.31 $ 1.55 $ 1.39 $ 1.53 United States dollar per Canadian dollar $ 0.77 $ 0.76 $ 0.76 $ 0.79 United States dollar per Euro $ 1.12 $ 1.11 $ 1.12 $ 1.12 |
Schedule of segment reporting information, by segment [Table Text Block] | The following tables set forth selected financial data for the Company's reportable segments for the three and nine months ended September 30, 2016 and 2015 (dollars in thousands): Three Months Ended September 30, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 232,247 $ 29,219 $ 88,341 $ 349,807 Freight-related revenues 62,124 23,523 43,873 129,520 All other revenues 15,823 1,408 4,444 21,675 Total operating revenues $ 310,194 $ 54,150 $ 136,658 $ 501,002 Operating income $ 87,153 $ 4,372 $ 326 $ 91,851 Depreciation and amortization $ 37,085 $ 7,129 $ 6,627 $ 50,841 Interest expense, net $ 9,600 $ 2,170 $ 5,147 $ 16,917 Provision for/(benefit from) income taxes $ 22,392 $ 798 $ (3,547 ) $ 19,643 Expenditures for additions to property & equipment, net of grants from outside parties $ 30,343 $ 2,440 $ 9,457 $ 42,240 Three Months Ended September 30, 2015 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 241,410 $ 32,780 $ 104,746 $ 378,936 Freight-related revenues 56,823 26,206 62,479 145,508 All other revenues 16,330 2,027 3,498 21,855 Total operating revenues $ 314,563 $ 61,013 $ 170,723 $ 546,299 Operating income $ 90,564 $ 14,966 $ 12,029 $ 117,559 Depreciation and amortization $ 35,158 $ 7,151 $ 5,994 $ 48,303 Interest expense, net $ 9,788 $ 2,055 $ 5,396 $ 17,239 Provision for income taxes $ 32,333 $ 3,896 $ 626 $ 36,855 Expenditures for additions to property & equipment, net of grants from outside parties $ 86,620 $ 6,354 $ 14,195 $ 107,169 Nine Months Ended September 30, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 681,154 $ 80,390 $ 255,459 $ 1,017,003 Freight-related revenues 184,627 76,142 135,897 396,666 All other revenues 48,766 4,699 17,859 71,324 Total operating revenues $ 914,547 $ 161,231 $ 409,215 $ 1,484,993 Operating income/(loss) $ 236,154 $ 2,002 $ (2,115 ) $ 236,041 Depreciation and amortization $ 110,398 $ 21,018 $ 19,679 $ 151,095 Interest expense, net $ 29,730 $ 6,963 $ 15,529 $ 52,222 Provision for/(benefit from) income taxes $ 59,354 $ 521 $ (5,312 ) $ 54,563 Expenditures for additions to property & equipment, net of grants from outside parties $ 95,282 $ 8,094 $ 26,195 $ 129,571 Nine Months Ended September 30, 2015 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 722,593 $ 118,602 $ 210,565 $ 1,051,760 Freight-related revenues 170,473 62,243 128,808 361,524 All other revenues 50,101 6,918 15,245 72,264 Total operating revenues $ 943,167 $ 187,763 $ 354,618 $ 1,485,548 Operating income $ 224,266 $ 44,333 $ 21,031 $ 289,630 Depreciation and amortization $ 105,399 $ 20,771 $ 12,398 $ 138,568 Interest expense, net $ 30,149 $ 6,659 $ 11,561 $ 48,369 Loss on settlement of foreign currency forward purchase contracts $ 16,374 $ 2,312 $ — $ 18,686 Provision for income taxes $ 71,559 $ 10,653 $ 805 $ 83,017 Expenditures for additions to property & equipment, net of grants from outside parties $ 205,330 $ 20,128 $ 19,236 $ 244,694 |
Property and 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 reportable segments as of September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,457,892 $ 461,023 $ 290,668 $ 4,209,583 December 31, 2015 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,433,669 $ 465,123 $ 316,271 $ 4,215,063 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Event [Line Items] | |
Schedule of Subsequent Events [Table Text Block] | The sources and uses to accomplish the GRail Transactions are expected to be as follows (A$ in millions): Sources Amount Uses Amount New Australian term loan A$ 690 GRail purchase A$ 1,140 MIRA (cash & shareholder loan) 644 Repay GWA term loan 250 GWA equity (contributed) 597 GWA equity (contributed) 597 G&W cash 88 Estimated transaction costs 32 Total sources A$ 2,019 Total uses A$ 2,019 |
Changes in Operations Australia
Changes in Operations Australia - Arrium (Details) $ in Thousands, AUD in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | 48 Months Ended | |||||||
Sep. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016AUD | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2016AUD | Dec. 31, 2016USD ($) | Dec. 31, 2015AUDcarload | Dec. 31, 2015USD ($)carload | Dec. 31, 2014USD ($) | |
Operating revenues | $ 501,002 | $ 546,299 | $ 1,484,993 | $ 1,485,548 | |||||||
Australian Operations [Member] | |||||||||||
Operating revenues | $ 54,150 | $ 61,013 | 161,231 | $ 187,763 | |||||||
Asset impairment charges | $ 13,000 | ||||||||||
Write-off of accounts receivable | $ 8,100 | ||||||||||
Arrium Limited [Member] | |||||||||||
Amount invested in capital project | $ 78,000 | ||||||||||
Annual carloads transported | carload | 8,300 | 8,300 | |||||||||
Operating revenues | AUD 83 | $ 62,000 | |||||||||
Arrium Limited [Member] | Australian Operations [Member] | |||||||||||
Write-off of accounts receivable | AUD 10.9 | $ 8,300 | |||||||||
Scenario, Forecast [Member] | Arrium Limited [Member] | |||||||||||
Operating revenues | AUD 35 | $ 27,000 |
Changes in Operations Europe -
Changes in Operations Europe - Freightliner (Details) £ in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($)$ / £ | Mar. 31, 2015GBP (£) | Mar. 31, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($)$ / £ | Mar. 25, 2015GBP (£)employeerail_carlocomotive$ / £ | Mar. 25, 2015USD ($)employeerail_carlocomotive$ / £ | |
Foreign currency exchange rate | $ / £ | 1.51 | 1.51 | 1.49 | 1.49 | ||||
Operating revenues | $ 501,002 | $ 546,299 | $ 1,484,993 | $ 1,485,548 | ||||
Operating income | 91,851 | 117,559 | 236,041 | 289,630 | ||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | $ 0 | 0 | $ 0 | 18,686 | ||||
Freightliner [Member] | ||||||||
Business Acquisition, Effective Date of Acquisition | Mar. 25, 2015 | Mar. 25, 2015 | ||||||
Business Acquisition, Percentage of Voting Interests 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% | ||||||
Number of employees | employee | 2,500 | 2,500 | ||||||
Diesel Locomotives | locomotive | 250 | 250 | ||||||
Electric locomotives | locomotive | 45 | 45 | ||||||
Railcars | rail_car | 5,500 | 5,500 | ||||||
Cash consideration | £ 492,083 | $ 733,006 | ||||||
Deferred consideration | 24,200 | 36,048 | ||||||
Total consideration | £ 516,283 | $ 769,054 | ||||||
Contingent liability | £ 24,200 | $ 36,000 | ||||||
Operating revenues | 363,500 | |||||||
Operating income | 21,400 | |||||||
Acquisition-related costs | $ 700 | $ 14,000 |
Changes in Operations Freightli
Changes in Operations Freightliner Pro Forma (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2015USD ($)$ / shares$ / £ | Mar. 25, 2015$ / £ | |
Foreign currency exchange rate | $ / £ | 1.51 | 1.49 |
Freightliner [Member] | ||
Operating revenues | $ 1,642,167 | |
Net income | $ 163,988 | |
Basic earnings per common share | $ / shares | $ 2.89 | |
Diluted earnings per common share | $ / shares | $ 2.84 | |
Acquisition-related costs [Member] | Freightliner [Member] | ||
Net income | $ (9,500) | |
Net Income (Loss) Before Tax | (12,600) | |
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net [Member] | Freightliner [Member] | ||
Net income | (11,600) | |
Net Income (Loss) Before Tax | (18,700) | |
Freightliner [Member] | Acquisition-related costs [Member] | ||
Net income | (9,100) | |
Net Income (Loss) Before Tax | $ (12,200) |
Changes in Operations United St
Changes in Operations United States - Pinsly (Details) - Pinsly [Member] $ in Millions | Jan. 05, 2015USD ($)employeemilelocomotive | Sep. 30, 2016carload |
Cash consideration | $ | $ 41.3 | |
Track miles operated | mile | 137 | |
Number of employees | employee | 77 | |
Locomotives | locomotive | 16 | |
Annual carloads transported | carload | 30,000 |
Earnings per Share Basic and Di
Earnings per Share Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator [Line items] | ||||
Net income | $ 56,785 | $ 63,362 | $ 132,203 | $ 140,103 |
Denominators [Line Items] | ||||
Weighted average Class A common shares outstanding – Basic | 57,266 | 56,819 | 57,160 | 56,673 |
Weighted average Class B common shares outstanding | 793 | 828 | 793 | 915 |
Dilutive effect of employee stock-based awards | 121 | 199 | 130 | 245 |
Weighted average shares - Diluted | 58,180 | 57,846 | 58,083 | 57,833 |
Earnings per common share [Line Items] | ||||
Basic earnings per common share | $ 0.99 | $ 1.12 | $ 2.31 | $ 2.47 |
Diluted earnings per common share | $ 0.98 | $ 1.10 | $ 2.28 | $ 2.42 |
Earnings per Share Antidilutive
Earnings per Share Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares | 1,174 | 772 | 1,292 | 652 |
Accounts Receivable Accounts Re
Accounts Receivable Accounts Receivable, Net (Details) $ in Thousands, AUD in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2016USD ($) | Sep. 30, 2016AUD | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Accounts receivable | $ 384,020 | $ 388,671 | |||
Allowance for doubtful accounts | (17,899) | (6,213) | |||
Accounts receivable, net | 366,121 | 382,458 | |||
Accounts receivable - trade [Member] | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Accounts receivable | 355,289 | 339,100 | |||
Accounts receivable - grants from outside parties [Member] | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Accounts receivable | 10,750 | 22,997 | $ 25,000 | ||
Accounts receivable - insurance and other third-party claims [Member] | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Accounts receivable | 17,981 | $ 26,574 | |||
Australian Operations [Member] | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Allowance for doubtful accounts | $ 8,100 | ||||
Australian Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Accounts receivable | 5,100 | ||||
Arrium Limited [Member] | Australian Operations [Member] | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Allowance for doubtful accounts | AUD 10.9 | $ 8,300 |
Accounts Receivable Grants from
Accounts Receivable Grants from Outside Parties (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
GRANTS FROM OUTSIDE PARTIES: [Abstract] | ||||
Grant proceeds received from outside parties | $ 30,000 | $ 31,500 | ||
Amortization of deferred grants | $ 4,652 | $ 2,501 | $ 10,513 | $ 8,025 |
Accounts Receivable Insurance a
Accounts Receivable Insurance and Third-Party Claims (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $ 384,020 | $ 388,671 | |
Proceeds from insurance | 10,300 | $ 9,800 | |
Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 17,981 | $ 26,574 | |
North American Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 6,900 | ||
Australian Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 5,100 | ||
U.K./European Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $ 6,000 |
Long-Term Debt (Details)
Long-Term Debt (Details) £ in Millions, AUD in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Mar. 31, 2015USD ($) | Sep. 30, 2016 | Dec. 31, 2015USD ($) | Mar. 20, 2015AUD | Mar. 20, 2015GBP (£) | Mar. 20, 2015USD ($) | |
Write off of unamortized deferred financing fees | $ 2 | |||||
New financing fees deferred | $ 5.8 | |||||
Debt Instrument, Maturity Date | Mar. 31, 2020 | |||||
Accounting Standards Update 2015-03 [Member] | Other Assets [Member] | ||||||
Debt Issuance Costs, Net | $ (23.5) | |||||
Accounting Standards Update 2015-03 [Member] | Current portion of long-term debt [Member] | ||||||
Debt Issuance Costs, Net | 6 | |||||
Accounting Standards Update 2015-03 [Member] | Long-term debt less current portion [Member] | ||||||
Debt Issuance Costs, Net | $ 17.5 | |||||
Revolving credit facility [Member] | ||||||
Total available borrowing capacity | 625 | |||||
United States Term Loan [Member] | Loans Payable [Member] | ||||||
Debt Instrument, Face Amount | 1,782 | |||||
Australian term loan [Member] | Loans Payable [Member] | ||||||
Debt Instrument, Face Amount | AUD 324.6 | 252.5 | ||||
U.K. term loan [Member] | Loans Payable [Member] | ||||||
Debt Instrument, Face Amount | £ 101.7 | $ 152.2 |
Long-Term Debt Amortization of
Long-Term Debt Amortization of Term Loans (Details) - 9 months ended Sep. 30, 2016 - Loans Payable [Member] £ in Thousands, AUD in Thousands, $ in Thousands | AUD | GBP (£) | USD ($) | GBP (£) | USD ($) |
United States Term Loan [Member] | |||||
Prepayments of debt | $ 194,000 | ||||
Principal amount of each quarterly installment | 14,200 | ||||
Principal payment upon maturity | $ 1,336,500 | ||||
Long-term Debt, Gross | $ 1,578,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 2.52% | 2.52% | 2.52% | ||
Australian term loan [Member] | |||||
Prepayments of debt | AUD 30,400 | 22,800 | |||
Principal amount of each quarterly installment | 4,100 | 3,100 | |||
Principal payment upon maturity | AUD | 178,028 | ||||
Long-term Debt, Gross | AUD 255,127 | $ 195,478 | |||
Debt Instrument, Interest Rate, Stated Percentage | 3.67% | 3.67% | 3.67% | ||
U.K. term loan [Member] | |||||
Prepayments of debt | £ 700 | 900 | |||
Principal amount of each quarterly installment | 1,300 | 1,600 | |||
Principal payment upon maturity | £ | £ 75,532 | ||||
Long-term Debt, Gross | £ 99,681 | $ 129,296 | |||
Debt Instrument, Interest Rate, Stated Percentage | 2.27% | 2.27% | 2.27% | ||
Period 1 [Member] | United States Term Loan [Member] | |||||
Principal amount of each quarterly installment | 12,711 | ||||
Period 1 [Member] | Australian term loan [Member] | |||||
Principal amount of each quarterly installment | AUD | AUD 4,058 | ||||
Period 1 [Member] | U.K. term loan [Member] | |||||
Principal amount of each quarterly installment | £ | 1,271 | ||||
Period 2 [Member] | United States Term Loan [Member] | |||||
Principal amount of each quarterly installment | $ 25,421 | ||||
Period 2 [Member] | Australian term loan [Member] | |||||
Principal amount of each quarterly installment | AUD | AUD 8,116 | ||||
Period 2 [Member] | U.K. term loan [Member] | |||||
Principal amount of each quarterly installment | £ | £ 2,542 |
Long-Term Debt Unused Borrowing
Long-Term Debt Unused Borrowing Capacity (Details) - Second Amended and Restated Senior Secured Syndicated Credit Facility Agreement [Member] $ in Thousands | Sep. 30, 2016USD ($) |
Revolving credit facility [Member] | |
Line of Credit Facility [Line Items] | |
Total available borrowing capacity | $ 625,000 |
Less: Outstanding revolving loans | 84,570 |
Total unused borrowing capacity | 533,284 |
Letter of Credit [Member] | |
Line of Credit Facility [Line Items] | |
Less: Outstanding letter of credit guarantees | $ 7,146 |
Long-Term Debt Outstanding Revo
Long-Term Debt Outstanding Revolving Loans (Details) - Revolving credit facility [Member] € in Thousands, £ in Thousands, CAD in Thousands, $ in Thousands | Sep. 30, 2016EUR (€) | Sep. 30, 2016GBP (£) | Sep. 30, 2016CAD | Sep. 30, 2016USD ($) |
British pound (swingline loan) [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | £ 2,000 | $ 2,594 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.48% | 2.48% | 2.48% | 2.48% |
British pound revolving loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | £ 37,000 | $ 47,993 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.27% | 2.27% | 2.27% | 2.27% |
Canadian dollar revolving loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | CAD 13,500 | $ 10,292 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.87% | 2.87% | 2.87% | 2.87% |
Euro revolving loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | € 21,100 | $ 23,691 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | 2.00% | 2.00% | 2.00% |
Derivative Financial Instrume47
Derivative Financial Instruments Outstanding Interest Rate Swap Agreements (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2016 |
Interest Rate Swap 1 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2015 | |
Expiration Date | Sep. 30, 2016 | |
Interest Rate Swap 2 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2016 | |
Expiration Date | Sep. 30, 2026 | |
Interest Rate Swap 3 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2016 | |
Expiration Date | Sep. 30, 2026 | |
Interest Rate Swap 4 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2016 | |
Expiration Date | Sep. 30, 2026 | |
Notional Period 1 [Member] | Interest Rate Swap 1 [Member] | ||
Derivative [Line Items] | ||
Notional Amount | $ 350,000 | |
Pay Fixed Rate | 0.93% | |
Notional Period 1 [Member] | Interest Rate Swap 2 [Member] | ||
Derivative [Line Items] | ||
Notional Amount | $ 100,000 | |
Pay Fixed Rate | 2.76% | |
Notional Period 1 [Member] | Interest Rate Swap 3 [Member] | ||
Derivative [Line Items] | ||
Notional Amount | $ 100,000 | |
Pay Fixed Rate | 2.74% | |
Notional Period 1 [Member] | Interest Rate Swap 4 [Member] | ||
Derivative [Line Items] | ||
Notional Amount | $ 100,000 | |
Pay Fixed Rate | 2.73% | |
Scenario, Forecast [Member] | Interest Rate Swap [Member] | ||
Derivative [Line Items] | ||
Expected settlement date of 10-year forward starting interest rate swaps | Sep. 30, 2020 | |
Scenario, Forecast [Member] | Fixed rate debt [Member] | ||
Derivative [Line Items] | ||
Probable future debt | $ 300,000 | |
Scenario, Forecast [Member] | Variable rate debt [Member] | ||
Derivative [Line Items] | ||
Probable future debt | $ 300,000 |
Derivative Financial Instrume48
Derivative Financial Instruments Effectiveness Testing (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Interest rate swap agreements [Member] | ||||
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | $ 0 | $ 0 | $ 0 | $ 0 |
Existing net gains/losses realized and recorded as interest income/expense | 400,000 | 900,000 | 1,100,000 | 2,500,000 |
Existing net gains/losses expected to be realized within the next 12 months | 4,100,000 | |||
Foreign Exchange Forward [Member] | ||||
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | $ 0 | $ 0 | 0 | $ 0 |
Existing net gains/losses expected to be realized within the next 12 months | $ 600,000 |
Derivative Financial Instrume49
Derivative Financial Instruments Foreign Currency Exchange Rate Risk (Details) £ in Thousands, AUD in Millions | Feb. 25, 2015GBP (£) | Feb. 25, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Mar. 31, 2015GBP (£) | Mar. 31, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016GBP (£) | Sep. 30, 2016USD ($) | Mar. 25, 2015GBP (£) | Mar. 25, 2015USD ($) | Mar. 23, 2015GBP (£) | Feb. 25, 2015AUD | Feb. 25, 2015GBP (£) | Feb. 25, 2015USD ($) |
Derivative [Line Items] | ||||||||||||||||
Foreign subsidiaries third-party debt denominated in local currencies | $ 487,300,000 | |||||||||||||||
Cash received on settlement of forward currency forward purchase contracts | £ | £ 391,800 | |||||||||||||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | $ 0 | $ 0 | $ 0 | $ (18,686,000) | ||||||||||||
Intercompany loan, amount | £ 120,000 | $ 181,000,000 | ||||||||||||||
Accrued Liabilities | £ 11,500 | $ 14,900,000 | ||||||||||||||
Foreign currency forward purchase contract 1 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ 307,100 | $ 475,000,000 | ||||||||||||||
Foreign currency forward purchase contract 2 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | AUD 163.8 | £ 84,700 | ||||||||||||||
Foreign Exchange Forward [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | 0 | $ 0 | 0 | 0 | ||||||||||||
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion | 300,000 | 500,000 | ||||||||||||||
Existing net gains/losses expected to be realized within the next 12 months | 600,000 | |||||||||||||||
Intercompany Loan [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion | 3,900,000 | 22,800,000 | ||||||||||||||
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion, Net | 2,300,000 | $ 13,700,000 | ||||||||||||||
Forward Contracts [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | $ 18,700,000 | |||||||||||||||
British Pound Foreign Currency Forward Contract 1 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 60,000 | |||||||||||||||
Effective Date | Mar. 25, 2015 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.51 | 1.51 | ||||||||||||||
British Pound Foreign Currency Forward Contract 2 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 60,000 | |||||||||||||||
Effective Date | Mar. 25, 2015 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.50 | 1.50 | ||||||||||||||
British Pound Foreign Currency Forward Contract 3 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 2,035 | |||||||||||||||
Effective Date | Jun. 30, 2015 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.57 | 1.57 | ||||||||||||||
British Pound Foreign Currency Forward Contract 4 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 1,846 | |||||||||||||||
Effective Date | Sep. 30, 2015 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.51 | 1.51 | ||||||||||||||
British Pound Foreign Currency Forward Contract 5 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 1,873 | |||||||||||||||
Effective Date | Dec. 31, 2015 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.48 | 1.48 | ||||||||||||||
British Pound Foreign Currency Forward Contract 6 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 1,881 | |||||||||||||||
Effective Date | Mar. 31, 2016 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.45 | 1.45 | ||||||||||||||
British Pound Foreign Currency Forward Contract 7 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 1,909 | |||||||||||||||
Effective Date | Jun. 30, 2016 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.35 | 1.35 | ||||||||||||||
British Pound Foreign Currency Forward Contract 8 [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Notional amount | £ | £ 1,959 | |||||||||||||||
Effective Date | Sep. 30, 2016 | |||||||||||||||
Settlement Date | Mar. 31, 2020 | |||||||||||||||
Exchange Rate | 1.33 | 1.33 | ||||||||||||||
Freightliner [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Cash consideration paid to acquire business | £ 490,000 | $ 755,000,000 | ||||||||||||||
Cash consideration | £ 492,083 | $ 733,006,000 | ||||||||||||||
Intercompany Loan [Member] | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Foreign Currency Transaction Gain (Loss), before Tax | (3,881,000) | $ (22,808,000) | ||||||||||||||
Foreign Currency Transaction Gain (Loss), Net of Tax | $ (2,329,000) | $ (13,685,000) |
Derivative Financial Instrume50
Derivative Financial Instruments Fair Value of the Company's Derivative Instruments (Details) - Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Interest rate swap agreements [Member] | Accrued expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | $ 4,142 | $ 846 |
Interest rate swap agreements [Member] | Other long-term liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 34,647 | 11,655 |
British pound forward contracts [Member] | Other assets, net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 20,260 | 1,530 |
British pound forward contracts [Member] | Other long-term liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 17 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 20,260 | 1,530 |
Derivative Liability, Fair Value, Gross Liability | $ 38,806 | $ 12,501 |
Derivative Financial Instrume51
Derivative Financial Instruments Derivative Instruments Designated as Cash Flow Hedges OCI Activity (Details) - Other Comprehensive Income (Loss) [Member] - Cash Flow Hedging [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ (2,127) | $ (4,253) | $ (18,364) | $ (7,857) |
Interest rate swap agreements [Member] | Designated as Hedging Instrument [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | (1,414) | (8,734) | (15,780) | (7,052) |
British pound forward contracts [Member] | Designated as Hedging Instrument [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ (713) | $ 4,481 | $ (2,584) | $ (805) |
Derivative Financial Instrume52
Derivative Financial Instruments Derivative Instruments Not Designated as Hedges Amount Recognized in Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | $ 0 | $ 0 | $ 0 | $ (18,686) |
British pound forward contracts [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 18,700 | |||
British pound forward contracts [Member] | Loss on settlement of foreign currency forward purchase contracts [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | $ 0 | $ 0 | $ 0 | $ (18,686) |
Fair Value of Financial Instr53
Fair Value of Financial Instruments Financial Instruments Carried at Fair Value-Level 2 (Details) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets carried at fair value | $ 20,260 | $ 1,530 |
Financial liabilities carried at fair value | 38,806 | 12,501 |
Designated as Hedging Instrument [Member] | British pound forward contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 20,260 | 1,530 |
Derivative Liability | 17 | 0 |
Designated as Hedging Instrument [Member] | Interest rate swap agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | $ 38,789 | $ 12,501 |
Fair Value of Financial Instr54
Fair Value of Financial Instruments Financial instruments Carried at Fair Value-Level 3 (Details) £ in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2016USD ($) | Mar. 31, 2015 | Sep. 30, 2016USD ($) | Sep. 30, 2016GBP (£) | Sep. 30, 2016USD ($) | Dec. 31, 2015GBP (£) | Dec. 31, 2015USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||||
Loss recognized in earnings as a result of the change in estimated fair value | $ 900 | $ 2,000 | |||||
Freightliner [Member] | |||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||||
Percentage of economic interest retained by acquiree's management | 6.00% | ||||||
Fair Value, Inputs, Level 3 [Member] | |||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||||
Business Combination, Contingent Consideration, Liability | £ 25,671 | $ 33,298 | £ 24,200 | $ 35,680 |
Fair Value of Financial Instr55
Fair Value of Financial Instruments Financial Instruments Carried at Historical Costs (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | $ 1,971,273 | $ 2,157,338 |
United States term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 1,564,818 | 1,755,736 |
Australian term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 194,005 | 209,242 |
U.K. term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 128,989 | 149,500 |
Revolving credit facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 80,435 | 39,737 |
Other debt [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 3,026 | 3,123 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 1,975,803 | 2,158,121 |
Fair Value, Inputs, Level 2 [Member] | United States term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 1,564,671 | 1,750,040 |
Fair Value, Inputs, Level 2 [Member] | Australian term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 194,620 | 210,128 |
Fair Value, Inputs, Level 2 [Member] | U.K. term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 128,958 | 150,030 |
Fair Value, Inputs, Level 2 [Member] | Revolving credit facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 84,550 | 44,833 |
Fair Value, Inputs, Level 2 [Member] | Other debt [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | $ 3,004 | $ 3,090 |
U.K. Pension Plan Net Periodic
U.K. Pension Plan Net Periodic Service Cost (Details) - Freightliner U.K. Pension Plan [Member] £ in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Dec. 31, 2016GBP (£) | Dec. 31, 2016USD ($) | Sep. 30, 2016GBP (£) | Sep. 30, 2016USD ($) | Sep. 30, 2015GBP (£) | Sep. 30, 2015USD ($) | Sep. 30, 2016GBP (£) | Sep. 30, 2016USD ($) | Sep. 30, 2015GBP (£) | Sep. 30, 2015USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||||||||
Company contribution % required in shared cost arrangement | 60.00% | 60.00% | ||||||||
Participant contribution % required in shared cost arrangement | 40.00% | 40.00% | ||||||||
Service cost | £ 2,394 | $ 3,143 | £ 2,767 | $ 4,286 | £ 7,182 | $ 10,006 | £ 5,232 | $ 8,061 | ||
Interest cost | 2,227 | 2,923 | 2,223 | 3,444 | 6,681 | 9,308 | 3,977 | 6,132 | ||
Expected return on plan assets | (2,846) | (3,737) | (2,738) | (4,241) | (8,538) | (11,896) | (5,478) | (8,438) | ||
Net periodic benefit cost | £ 1,775 | $ 2,329 | £ 2,252 | $ 3,489 | 5,325 | 7,418 | £ 3,731 | $ 5,755 | ||
Company's current year contribution | £ 5,000 | $ 6,500 | ||||||||
Scenario, Forecast [Member] | ||||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||||
Defined Benefit Plan, Expected Contributions in Current Fiscal Year | £ 1,700 | $ 2,200 |
Income Taxes (Details)
Income Taxes (Details) AUD in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2016USD ($) | Sep. 30, 2015 | Sep. 30, 2016USD ($) | Sep. 30, 2015 | Sep. 30, 2016AUD | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) | |
Effective income tax rate | 25.70% | 36.80% | 29.20% | 37.20% | |||
Tax benefit from Short Line Tax Credit | $ 7,800,000 | $ 21,400,000 | |||||
Tax credits percentage of qualified maintenance expenditures to reduce federal income tax | 50.00% | ||||||
Tax credit limitation per mile on maintenance expenditures to reduce federal income tax | $ 3,500 | ||||||
Non-current deferred income tax assets | $ 2,623,000 | $ 2,270,000 | |||||
Non-current deferred income tax liabilities | 994,670,000 | 983,136,000 | |||||
New Accounting Pronouncement, Early Adoption, Effect [Member] | Accounting Standards Update 2015-17 [Member] | |||||||
Current deferred income tax assets | (69,200,000) | ||||||
Non-current deferred income tax assets | 200,000 | ||||||
Non-current deferred income tax liabilities | $ (69,000,000) | ||||||
Foreign Tax Authority [Member] | |||||||
Tax benefit from tax rate adjustment | $ 4,300,000 | $ 4,300,000 | |||||
Impairment of Assets [Member] | Arrium Limited [Member] | Australian Operations [Member] | |||||||
Valuation allowance | AUD 2.6 | $ 2,000,000 |
Accumulated Other Comprehensi58
Accumulated Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated other comprehensive loss, beginning balance | $ (153,457) | $ (72,252) | ||
Other comprehensive income/(loss) before reclassifications | 3,574 | (77,864) | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | (13,948) | (1,495) | ||
Current period change | $ 4,430 | $ (70,018) | (10,374) | (79,359) |
Accumulated other comprehensive income loss, ending balance | (163,831) | (151,611) | (163,831) | (151,611) |
Foreign Currency Translation Adjustment [Member] | ||||
Accumulated other comprehensive loss, beginning balance | (156,146) | (70,746) | ||
Other comprehensive income/(loss) before reclassifications | 3,618 | (69,990) | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | 0 | 0 | ||
Current period change | 3,618 | (69,990) | ||
Accumulated other comprehensive income loss, ending balance | (152,528) | (140,736) | (152,528) | (140,736) |
Defined Benefit Plans [Member] | ||||
Accumulated other comprehensive loss, beginning balance | 11,005 | 1,405 | ||
Other comprehensive income/(loss) before reclassifications | 4,305 | (1,488) | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | 67 | (24) | ||
Current period change | 4,372 | (1,512) | ||
Accumulated other comprehensive income loss, ending balance | 15,377 | (107) | 15,377 | (107) |
Net Unrealized Gain/(Loss) on Cash Flow Hedges [Member] | ||||
Accumulated other comprehensive loss, beginning balance | (8,316) | (2,911) | ||
Other comprehensive income/(loss) before reclassifications | (4,349) | (6,386) | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | (14,015) | (1,471) | ||
Current period change | (18,364) | (7,857) | ||
Accumulated other comprehensive income loss, ending balance | $ (26,680) | $ (10,768) | (26,680) | (10,768) |
Tax (provision)/benefit on amounts reclassified from AOCI for defined benefit plans | (37) | 13 | ||
Tax (provision)/benefit on amounts reclassified from AOCI for cash flow hedges | $ 9,343 | $ 980 |
Significant Non-Cash Investin59
Significant Non-Cash Investing Activities (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Other Significant Noncash Transactions [Line Items] | |||
Outstanding receivables from outside parties for the funding of capital expenditures | $ 384,020 | $ 388,671 | |
Purchases of property and equipment accrued in accounts payable | 14,900 | $ 24,600 | |
Accounts receivable - grants from outside parties [Member] | |||
Other Significant Noncash Transactions [Line Items] | |||
Outstanding receivables from outside parties for the funding of capital expenditures | $ 10,750 | $ 25,000 | $ 22,997 |
Segment Information Foreign Cur
Segment Information Foreign Currency Exchange Rates (Details) | Sep. 30, 2016$ / £ | Sep. 30, 2016$ / AUD | Sep. 30, 2016$ / CAD | Sep. 30, 2016$ / € | Sep. 30, 2015$ / £ | Sep. 30, 2015$ / AUD | Sep. 30, 2015$ / CAD | Sep. 30, 2015$ / € | Mar. 25, 2015$ / £ |
Foreign currency exchange rate | 1.51 | 1.49 | |||||||
Quarter to Date Average [Member] | |||||||||
Foreign currency exchange rate | 1.31 | 0.76 | 0.77 | 1.12 | 1.55 | 0.73 | 0.76 | 1.11 | |
Year to Date Average [Member] | |||||||||
Foreign currency exchange rate | 1.39 | 0.74 | 0.76 | 1.12 | 1.53 | 0.76 | 0.79 | 1.12 |
Segment Information Segments (D
Segment Information Segments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)reportable_segmentregion | Sep. 30, 2015USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of operating regions | region | 10 | |||
Number of reportable segments | reportable_segment | 3 | |||
Restructuring costs | $ 223 | $ 0 | $ 6,320 | $ 0 |
Freight revenues | 349,807 | 378,936 | 1,017,003 | 1,051,760 |
Freight-related revenues | 129,520 | 145,508 | 396,666 | 361,524 |
All other revenues | 21,675 | 21,855 | 71,324 | 72,264 |
Total Operating revenues | 501,002 | 546,299 | 1,484,993 | 1,485,548 |
Operating income/(loss) | 91,851 | 117,559 | 236,041 | 289,630 |
Depreciation and amortization | 50,841 | 48,303 | 151,095 | 138,568 |
Interest expense, net | 16,917 | 17,239 | 52,222 | 48,369 |
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 0 | 0 | 0 | 18,686 |
Provision for/(benefit from) income taxes | 19,643 | 36,855 | 54,563 | 83,017 |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | 42,240 | 107,169 | 129,571 | 244,694 |
North American Operations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring costs | 800 | |||
Freight revenues | 232,247 | 241,410 | 681,154 | 722,593 |
Freight-related revenues | 62,124 | 56,823 | 184,627 | 170,473 |
All other revenues | 15,823 | 16,330 | 48,766 | 50,101 |
Total Operating revenues | 310,194 | 314,563 | 914,547 | 943,167 |
Operating income/(loss) | 87,153 | 90,564 | 236,154 | 224,266 |
Depreciation and amortization | 37,085 | 35,158 | 110,398 | 105,399 |
Interest expense, net | 9,600 | 9,788 | 29,730 | 30,149 |
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 16,374 | |||
Provision for/(benefit from) income taxes | 22,392 | 32,333 | 59,354 | 71,559 |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | 30,343 | 86,620 | 95,282 | 205,330 |
Australian Operations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring costs | 800 | |||
Freight revenues | 29,219 | 32,780 | 80,390 | 118,602 |
Freight-related revenues | 23,523 | 26,206 | 76,142 | 62,243 |
All other revenues | 1,408 | 2,027 | 4,699 | 6,918 |
Total Operating revenues | 54,150 | 61,013 | 161,231 | 187,763 |
Operating income/(loss) | 4,372 | 14,966 | 2,002 | 44,333 |
Depreciation and amortization | 7,129 | 7,151 | 21,018 | 20,771 |
Interest expense, net | 2,170 | 2,055 | 6,963 | 6,659 |
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 2,312 | |||
Provision for/(benefit from) income taxes | 798 | 3,896 | 521 | 10,653 |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | 2,440 | 6,354 | 8,094 | 20,128 |
U.K./European Operations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring costs | 4,700 | |||
Freight revenues | 88,341 | 104,746 | 255,459 | 210,565 |
Freight-related revenues | 43,873 | 62,479 | 135,897 | 128,808 |
All other revenues | 4,444 | 3,498 | 17,859 | 15,245 |
Total Operating revenues | 136,658 | 170,723 | 409,215 | 354,618 |
Operating income/(loss) | 326 | 12,029 | (2,115) | 21,031 |
Depreciation and amortization | 6,627 | 5,994 | 19,679 | 12,398 |
Interest expense, net | 5,147 | 5,396 | 15,529 | 11,561 |
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 0 | |||
Provision for/(benefit from) income taxes | (3,547) | 626 | (5,312) | 805 |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | $ 9,457 | $ 14,195 | $ 26,195 | $ 19,236 |
Segment Information Property &
Segment Information Property & Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | $ 4,209,583 | $ 4,215,063 |
North American Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | 3,457,892 | 3,433,669 |
Australian Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | 461,023 | 465,123 |
U.K./European Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | $ 290,668 | $ 316,271 |
Subsequent Events Providence an
Subsequent Events Providence and Worchester Railroad (Details) - Providence and Worcester Railroad [Member] - Subsequent Event [Member] $ / shares in Units, $ in Millions | Nov. 01, 2016USD ($)mileemployeecarloadlocomotiveporta$ / shares | Dec. 31, 2016 |
Subsequent Event [Line Items] | ||
Business Acquisition, Effective Date of Acquisition | Nov. 1, 2016 | |
Business Acquisition, Share Price | $ / shares | $ 25 | |
Cash consideration | $ | $ 126.2 | |
Number of employees | employee | 140 | |
Locomotives | locomotive | 32 | |
Track Miles Owned | mile | 163 | |
Track Miles Leased | mile | 350 | |
Annual carloads transported | carload | 43,000 | |
Number of Ports Operated | port | 3 | |
Acres of undeveloped land expected to sell | a | 45 | |
Amount Invested for Undeveloped Land Purchase | $ | $ 12 |
Subsequent Events GRail Transac
Subsequent Events GRail Transaction (Details) carload in Millions, AUD in Millions, $ in Millions | Oct. 20, 2016USD ($)carload | Dec. 31, 2016AUD | Sep. 30, 2016carload | Oct. 20, 2016AUDlocomotivewagonTrain_Sets$ / AUD | Oct. 20, 2016USD ($)locomotivewagonTrain_Sets$ / AUD | Sep. 30, 2015$ / £ | Mar. 25, 2015$ / £ | Mar. 20, 2015AUD | Mar. 20, 2015USD ($) |
Subsequent Event [Line Items] | |||||||||
Foreign currency exchange rate | $ / £ | 1.51 | 1.49 | |||||||
GRail [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Business Acquisition, Date of Acquisition Agreement | Oct. 20, 2016 | ||||||||
Foreign currency exchange rate | $ / AUD | 0.76 | 0.76 | |||||||
Train Sets | Train_Sets | 9 | 9 | |||||||
Locomotives | locomotive | 30 | 30 | |||||||
Wagons | wagon | 894 | 894 | |||||||
GWA [Member] | GRail [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Percentage Consolidated | 100.00% | ||||||||
MIRA [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 49.00% | 49.00% | |||||||
Australian term loan [Member] | Loans Payable [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt Instrument, Face Amount | AUD 324.6 | $ 252.5 | |||||||
Steam Coal [Domain] | G&W Freightliner Australia [Domain] | |||||||||
Subsequent Event [Line Items] | |||||||||
Annual Steam Coal haulage | carload | 40 | ||||||||
Scenario, Forecast [Member] | GRail [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Cash consideration | $ 866 | AUD 88 | |||||||
Business Acquisition, Transaction Costs | 32 | ||||||||
Long-term Line of Credit | AUD 50 | $ 38 | |||||||
Scenario, Forecast [Member] | GWA [Member] | GRail [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payments to Acquire Businesses, Gross | 1,140 | ||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 597 | ||||||||
Scenario, Forecast [Member] | MIRA [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Proceeds from Noncontrolling Owners | 644 | ||||||||
Scenario, Forecast [Member] | Corporate Joint Venture [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Enterprise Value Partnership Amount | 2,019 | ||||||||
Scenario, Forecast [Member] | Loans Payable [Member] | GRail [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt Instrument, Face Amount | $ | $ 524 | ||||||||
Scenario, Forecast [Member] | GWA Term Loan [Member] | Loans Payable [Member] | GWA [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Proceeds from Issuance of Debt | 690 | ||||||||
Scenario, Forecast [Member] | Australian term loan [Member] | Loans Payable [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Long-term Debt, Gross | AUD 250 | ||||||||
Scenario, Forecast [Member] | Steam Coal [Domain] | GRail [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Annual Steam Coal haulage | carload | 40 |