Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Mar. 31, 2017 | May 01, 2017 | |
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 | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Class A Common Shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 61,523,997 | |
Class B Common Shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 758,138 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 38,265 | $ 32,319 |
Accounts receivable, net | 354,925 | 363,923 |
Materials and supplies | 46,811 | 43,621 |
Prepaid expenses and other | 48,265 | 45,475 |
Total current assets | 488,266 | 485,338 |
PROPERTY AND EQUIPMENT, net | 4,531,419 | 4,503,319 |
GOODWILL | 1,149,582 | 1,125,596 |
INTANGIBLE ASSETS, net | 1,495,358 | 1,472,376 |
DEFERRED INCOME TAX ASSETS, net | 2,547 | 2,671 |
OTHER ASSETS, net | 43,439 | 45,658 |
Total assets | 7,710,611 | 7,634,958 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 49,004 | 52,538 |
Accounts payable | 254,820 | 266,867 |
Accrued expenses | 145,396 | 159,705 |
Total current liabilities | 449,220 | 479,110 |
LONG-TERM DEBT, less current portion | 2,305,753 | 2,306,915 |
DEFERRED INCOME TAX LIABILITIES, net | 1,190,655 | 1,162,221 |
DEFERRED ITEMS - grants from outside parties | 301,244 | 301,383 |
OTHER LONG-TERM LIABILITIES | 209,894 | 198,208 |
COMMITMENTS AND CONTINGENCIES | ||
EQUITY: | ||
Additional paid-in capital | 1,658,465 | 1,651,703 |
Retained earnings | 1,712,051 | 1,685,813 |
Accumulated other comprehensive loss | (187,505) | (211,336) |
Treasury stock, at cost | (235,510) | (232,348) |
Total Genesee & Wyoming Inc. stockholders' equity | 2,948,252 | 2,894,582 |
Noncontrolling interest | 305,593 | 292,539 |
Total equity | 3,253,845 | 3,187,121 |
Total liabilities and equity | 7,710,611 | 7,634,958 |
Class A Common Stock, $0.01 par value, one vote per share; 180,000,000 shares authorized at March 31, 2017 and December 31, 2016; 74,348,967 and 74,162,972 shares issued and 61,505,278 and 61,362,665 shares outstanding (net of 12,843,689 and 12,800,307 shares in treasury) on March 31, 2017 and December 31, 2016, respectively | ||
EQUITY: | ||
Common Stock | 743 | 742 |
Class B Common Stock, $0.01 par value, ten votes per share; 30,000,000 shares authorized at March 31, 2017 and December 31, 2016; 758,138 shares issued and outstanding on March 31, 2017 and December 31, 2016 | ||
EQUITY: | ||
Common Stock | $ 8 | $ 8 |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parentheticals - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
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 | 74,348,768 | 74,162,972 |
Common Stock, shares outstanding | 61,505,740 | 61,362,665 |
Treasury Stock, shares | 12,843,689 | 12,800,307 |
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 | 758,138 | 758,138 |
Common Stock, shares outstanding | 758,138 | 758,138 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
OPERATING REVENUES | $ 519,108 | $ 482,616 |
OPERATING EXPENSES: | ||
Labor and benefits | 165,584 | 163,114 |
Equipment rents | 33,871 | 38,430 |
Purchased services | 51,001 | 46,502 |
Depreciation and amortization | 60,774 | 49,330 |
Diesel fuel used in train operations | 38,153 | 25,466 |
Electricity used in train operations | 3,173 | 3,365 |
Casualties and insurance | 12,543 | 10,120 |
Materials | 20,546 | 21,591 |
Trackage rights | 22,223 | 20,576 |
Net (gain)/loss on sale and impairment of assets | (427) | 12,825 |
Restructuring costs | 3,755 | 1,127 |
Other expenses | 30,458 | 33,174 |
Total operating expenses | 441,654 | 425,620 |
OPERATING INCOME | 77,454 | 56,996 |
Interest income | 227 | 75 |
Interest expense | (26,365) | (17,975) |
Other (loss)/income, net | (2,099) | 731 |
Income before income taxes | 49,217 | 39,827 |
Provision for income taxes | (21,928) | (12,808) |
Net income | 27,289 | 27,019 |
Net Income Attributable to Noncontrolling Interest | 1,051 | 0 |
Net income attributable to Genesee & Wyoming Inc. | $ 26,238 | $ 27,019 |
Basic earnings per common share attributable to Genesee & Wyoming Inc. common stockholders: | $ 0.43 | $ 0.47 |
Weighted average shares - Basic | 61,413 | 57,025 |
Diluted earnings per common share attributable to Genesee & Wyoming Inc. common stockholders | $ 0.42 | $ 0.47 |
Weighted average shares - Diluted | 62,353 | 57,964 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 27,289 | $ 27,019 |
OTHER COMPREHENSIVE INCOME: | ||
Foreign currency translation adjustment | 36,253 | 31,121 |
Net unrealized gain/(loss) on qualifying cash flow hedges, net of tax (provision)/benefit | 506 | (9,431) |
Changes in pension and other postretirement benefits, net of tax (provision)/benefit | (893) | 1,923 |
Other comprehensive income | 35,866 | 23,613 |
COMPREHENSIVE INCOME | 63,155 | 50,632 |
Less: Comprehensive income attributable to noncontrolling interest | 13,086 | 0 |
COMPREHENSIVE INCOME ATTRIBUTABLE TO G&W | $ 50,069 | $ 50,632 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income Parentheticals - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Tax (provision)/benefit on net unrealizable gain/(loss) on qualifying cash flow hedges | $ (518) | $ 6,288 |
Tax benefit/(provision) on changes in pension and other postretirement benefits | $ 449 | $ (520) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 27,289 | $ 27,019 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 60,774 | 49,330 |
Stock-based compensation | 4,213 | 5,074 |
Deferred income taxes | 13,572 | 5,029 |
Net (gain)/loss on sale and impairment of assets | (427) | 12,825 |
Changes in assets and liabilities which provided/(used) cash, net of effect of acquisitions: | ||
Accounts receivable, net | 6,524 | 9,617 |
Materials and supplies | (2,140) | (1,381) |
Prepaid expenses and other | (2,226) | (6,564) |
Accounts payable and accrued expenses | (29,330) | (34,956) |
Other assets and liabilities, net | 6,767 | 4,048 |
Net cash provided by operating activities | 85,016 | 70,041 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (34,738) | (47,912) |
Grant proceeds from outside parties | 4,771 | 16,229 |
Proceeds from Previous Acquisition | 2,935 | 0 |
Insurance proceeds for the replacement of assets | 1,406 | 2,418 |
Proceeds from disposition of property and equipment | 928 | 292 |
Net cash used in investing activities | (24,698) | (28,973) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Principal payments on revolving line-of-credit, long-term debt and capital lease obligations | (167,730) | (143,684) |
Proceeds from revolving line-of-credit and long-term borrowings | 112,294 | 104,316 |
Proceeds from employee stock purchases | 2,348 | 2,668 |
Treasury stock purchases | (3,162) | (1,974) |
Net cash used in financing activities | (56,250) | (38,674) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 1,878 | 778 |
INCREASE IN CASH AND CASH EQUIVALENTS | 5,946 | 3,172 |
CASH AND CASH EQUIVALENTS, beginning of period | 32,319 | 35,941 |
CASH AND CASH EQUIVALENTS, end of period | $ 38,265 | $ 39,113 |
Principles of Consolidation and
Principles of Consolidation and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
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 months ended March 31, 2017 and 2016 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 2016 was derived from the audited financial statements in the Company's 2016 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, 2016 included in the Company's 2016 Annual Report on Form 10-K. Certain reclassifications have been made to prior period balances to conform to the current year presentation, including changes to the statement of cash flows from the adoption of the Accounting Standards Update (ASU) noted below. 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 Company elected to account for forfeitures as they occur and elected the retrospective transition method in regards to the classification of tax-related cash flows from stock-based payments. The amendment became effective for the Company on January 1, 2017 and did not have a material impact on the consolidated financial statements for the three months ended March 31, 2017 . However, this guidance could have a material impact on the Company’s future consolidated financial statements, dependent upon the volatility of the Company's stock price. This price volatility could materially increase or decrease the amount of the income tax benefit related to stock compensation recognized in the consolidated statement of operations and classified as an operating activity in the consolidated statement of cash flows. 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) or congestion at deep seaports (intermodal). 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 | 3 Months Ended |
Mar. 31, 2017 | |
Significant Changes in Operations [Abstract] | |
Changes in Operations | CHANGES IN OPERATIONS: North American Operations Heart of Georgia Railroad, Inc.: On February 7, 2017 , the Company announced it agreed to acquire the shares of Atlantic Western Transportation, Inc., parent company of Heart of Georgia Railroad, Inc. (HOG). The acquisition is expected to be completed in the second quarter of 2017. HOG was founded in 1999 and operates 219 miles of track that runs across the State of Georgia. The track is leased from the Georgia Department of Transportation. It connects with the Company’s Georgia Southwestern Railroad at Americus, Georgia, and with the Company’s Georgia Central Railway at Vidalia, Georgia. HOG serves an inland intermodal terminal at Cordele, Georgia, providing five days per week, direct rail service via the Georgia Central Railway to the Port of Savannah for auto, agricultural products and other merchandise customers. HOG has Class I railroad connections with CSX Corp. at Cordele and with Norfolk Southern at Americus and Helena, Georgia. HOG transports approximately 10,000 annual carloads of agricultural products, feed, fertilizer, and lumber and forest products, of which approximately 2,000 carloads are interchanged with the Company’s Georgia Central Railway. Following the acquisition, HOG will be managed as one of the Company’s Coastal Region railroads within its North American Operations segment. Providence and Worcester Railroad Company: On November 1, 2016 , the Company completed the acquisition of 100% of the outstanding common stock of Providence and Worcester Railroad Company (P&W) for $25.00 per share, or $126.2 million . 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 ). The results of operations from P&W have been included in the Company's consolidated statement of operations since the acquisition date within the Company's North American Operations segment. The Company incurred $2.4 million of integration costs associated with P&W during the three months ended March 31, 2017 , of which $2.2 million was included within labor and benefits expense for severance costs and $0.2 million was included within other expenses in the Company's consolidated statement of operations. P&W is headquartered in Worcester, Massachusetts, and operates in Rhode Island, Massachusetts, Connecticut and New York. P&W is contiguous with the Company’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 track miles under track access agreements. P&W has exclusive freight access over Amtrak’s Northeast Corridor between New Haven, Connecticut, and Providence, Rhode Island, and track rights over Metro-North Commuter Railroad, Amtrak and CSX Corp. between New Haven, Connecticut, and Queens, New York. P&W interchanges with the Company’s NECR and CSO railroads, as well as with CSX Corp., 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 44,000 carloads and intermodal units annually. In addition, P&W provides rail service to three ports (Providence, Davisville and New Haven) and to a United States Customs bonded intermodal terminal in Worcester, Massachusetts, that receives inbound intermodal containers for distribution in New England. The Company accounted for the acquisition as a business combination using the acquisition method of accounting under U.S. GAAP. The acquired assets and liabilities of P&W were recorded at their acquisition-date fair values and were consolidated with those of the Company as of the acquisition date. The following acquisition-date fair values were assigned to the acquired net assets (dollars in thousands). The $27.9 million of fair value assigned to goodwill will not be deductible for tax purposes. Amount Cash and cash equivalents $ 1,529 Accounts receivable 4,011 Materials and supplies 1,048 Prepaid expenses and other 648 Property and equipment 129,473 Goodwill 27,938 Total Assets 164,647 Accounts payable and accrued expenses 9,759 Deferred income tax liabilities, net 27,464 Other long-term liabilities 1,273 Net assets $ 126,151 Australian Operations Glencore Rail (NSW) Pty Limited: On December 1, 2016 , a subsidiary of the Company completed the acquisition of Glencore Rail (NSW) Pty Limited (GRail) for A$1.14 billion (or approximately $844.9 million at an exchange rate of $0.74 for one Australian dollar) and concurrently issued a 48.9% equity stake in G&W Australia Holdings LP (GWAHLP) (collectively, the Australia Partnership), which is the holding entity for all of the Company’s Australian businesses, including GRail, to Macquarie Infrastructure and Real Assets (MIRA), a large private-equity infrastructure investment firm. The Company, through wholly-owned subsidiaries, retained a 51.1% ownership in GWAHLP. As the Company maintained control of its Australian Operations, it will continue to consolidate 100% of the Company's Australian Operations in its financial statements and report a noncontrolling interest for MIRA’s 48.9% equity ownership. The acquisition of GRail was funded through a combination of third-party debt and contributions from the Company and MIRA in the form of equity and partner loans. The Company and MIRA contributed a combined A$1.3 billion in the form of cash, partner loans and contributed equity, and the Company's recently established subsidiary, GWI Acquisitions Pty Ltd (GWIA), entered into a five -year A$690 million senior secured term loan facility that is non-recourse to the Company and to MIRA. The proceeds were used to acquire GRail for A$1.14 billion , repay Genesee & Wyoming Australia’s (GWA) existing A$250 million term loan (under the Company’s credit facility) and pay A$19.8 million in debt issuance costs and A$13.2 million of acquisition-related costs (collectively the GRail Transactions). The foreign exchange rate used to translate the transaction amounts to United States dollars (USD) was $0.74 for one Australian dollar (AUD). 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. The Company’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 have continued following the GRail transaction. In conjunction with the GRail acquisition, the Company entered into a 20 -year rail haulage contract with the seller, Glencore Coal Pty Limited (GC), to exclusively haul all coal produced at GC’s existing mines in the Hunter Valley to the Port of Newcastle. The contract has minimum guaranteed volumes over the first 18 years. The GRail transaction includes the acquisition of nine train sets ( 30 locomotives and 894 railcars). Rail haulage service is operated on government-owned, open-access track that is coordinated by a neutral third party. Track access fees will continue to be paid directly by GC. The results of operations from GRail have been included in the Company's consolidated statement of operations since the December 1, 2016 acquisition date within the Company's Australian Operations segment. The Company incurred $0.1 million of integration costs associated with GRail during the three months ended March 31, 2017 , which were included within other expenses in the Company's consolidated statement of operations. The Company paid GC, the seller of GRail, A$1.14 billion in cash at closing and received A$3.8 million (or $2.9 million at the exchange rate on the date the cash was received) from the seller for the final working capital adjustment during the three months ended March 31, 2017. The Company accounted for the acquisition as a business combination using the acquisition method of accounting under U.S. GAAP. The acquired assets and liabilities of GRail were recorded at their acquisition-date fair values and were consolidated with those of the Company as of the acquisition date. The foreign exchange rate used to translate the balance sheet to United States dollars was $0.74 for one Australian dollar, the exchange rate on December 1, 2016. The following acquisition-date fair values were assigned to the acquired net assets (amounts in thousands): AUD USD Accounts receivable A$ 1,556 $ 1,153 Materials and supplies 411 305 Property and equipment 279,592 207,206 Goodwill 415,959 308,267 Intangible assets 635,000 470,599 Total assets 1,332,518 987,530 Accounts payable and accrued expenses 5,796 4,296 Deferred income tax liabilities, net 190,551 141,217 Net assets A$ 1,136,171 $ 842,017 The A$635.0 million (or $470.6 million at the exchange rate on December 1, 2016) of fair value assigned to intangible assets relates to an amortizable customer contract associated with the 20 -year take-or-pay rail haulage contract with GC. The A$416.0 million (or $308.3 million at the exchange rate on December 1, 2016) of fair value assigned to goodwill will not be deductible for tax purposes. Arrium Limited: Between 2011 and 2014, GWA invested a total of $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's Southern Iron mine and 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, while the mines in the Middleback Range continued to operate. On April 7, 2016, Arrium announced it had entered into voluntary administration. As a result, the Company recorded a $13.0 million non-cash charge related to the impairment of GWA's now idle rolling-stock maintenance facility, which was recorded to net (gain)/loss on sale and impairment of assets within operating expenses, which represented the entire carrying value of these assets, and an allowance for doubtful accounts charge of $8.1 million associated with accounts receivable from Arrium, which was recorded to other expenses within operating expenses, during the three months ended March 31, 2016. Also, 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 provide service and receive payments under the remaining rail haulage agreement to serve several iron ore mines in the Middleback Range and the Whyalla Steelworks operations, which the Company expects will represent A$40 million (or approximately $31 million at the exchange rate on March 31, 2017 ) 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 railcars, could be redeployed elsewhere in Australia. Pro Forma Financial Results (Unaudited) The following table summarizes the Company's unaudited pro forma operating results for the three months ended March 31, 2016 as if the GRail Transactions had been consummated as of January 1, 2015. As such, these results include pro forma results from the GRail Transactions for the period from January 1, 2016 through March 31, 2016. 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 foreign currency or interest rate risk (dollars in thousands, except per share amounts): Three Months Ended March 31, 2016 Operating revenues $ 493,837 Net income attributable to Genesee & Wyoming Inc. $ 27,268 Basic earnings per common share $ 0.48 Diluted earnings per common share $ 0.47 The unaudited pro forma operating results included the acquisition of GRail 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 asset, the inclusion of interest expense related to borrowings used to fund the acquisition, the amortization of debt issuance costs related to the Australian Credit Agreement, noncontrolling interest related to MIRA's 48.9% ownership and the elimination of Australia's interest expense related to debt under the Credit Agreement. Prior to the GRail acquisition, the Company's Australian subsidiary, Freightliner Australia Pty Ltd (FLA), provided rail operator services to GRail, which has been eliminated in the pro forma financial results. The unaudited pro forma operating results for the three months ended March 31, 2016 were based on the Company's consolidated statement of operations and GRail's historical operating results for the three months ended March 31, 2016 . The foreign exchange rate used to translate GRail's 2016 historical operating results to United States dollars was $0.72 for one Australian dollar (which was calculated based on the weighted average monthly exchange rates for the first three months of 2016). The pro forma financial information does not purport to be indicative of the results that actually would have been obtained had the GRail Transactions been completed as of January 1, 2015 and for the periods presented and are not intended to be a projection of future results or trends. U.K./European Operations Continental Europe Intermodal Business: During 2016, the Company explored ways to enhance the long-term viability of ERS Railways B.V. (ERS), the Continental Europe intermodal business Freightliner acquired from Maersk, which the Company acquired in 2015 with the Freightliner acquisition. Due to its limited history of profitability and competitive dynamics in the market in which it operates, the Company ascribed little value to it at the time of acquisition. Despite a significant and focused effort by the Company, the performance of ERS reached unsustainable levels during 2016. As such, a restructuring plan was initiated that includes the cessation of all "open" train services from the port of Rotterdam, the closing of the ERS offices in Rotterdam and Frankfurt and the closing of the ERS customer services function in Warsaw. The Company is in the process of redistributing ERS’s leased locomotives and railcars, which have lease termination dates ranging from 2017 to 2021. These steps will enable the Company to focus on the deep-sea intermodal sector. The Company's subsidiary, Rotterdam Rail Feeding B.V., will continue its existing services and not be affected by the restructuring of ERS. As a result of the ERS restructuring plan, the Company recorded impairment and related charges of $21.5 million in December 2016. These charges primarily included $14.5 million for an impairment of goodwill and $4.1 million for an impairment of a customer-related intangible asset, which were both recorded to net (gain)/loss on sale and impairment of assets within operating expenses, which represented the entire carrying value of these assets. For the three months ended March 31, 2017 , the Company recorded $3.1 million of restructuring costs, primarily related to severance costs. The Company expects to recognize approximately $1.0 million of additional remaining severance costs related to ERS restructuring in the three months ended June 30, 2017. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2017 | |
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 months ended March 31, 2017 and 2016 (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Numerator: Net income attributable to Genesee & Wyoming Inc. $ 26,238 $ 27,019 Denominators: Weighted average Class A common shares outstanding – Basic 61,413 57,025 Weighted average Class B common shares outstanding 758 793 Dilutive effect of employee stock-based awards 182 146 Weighted average shares – Diluted 62,353 57,964 Earnings per common share attributable to Genesee & Wyoming Inc. common stockholders: Basic earnings per common share $ 0.43 $ 0.47 Diluted earnings per common share $ 0.42 $ 0.47 The Company's weighted average basic shares outstanding for the three months ended March 31, 2017 included 4,000,000 shares as a result of the Company's public offering of Class A Common Stock on December 13, 2016. The following total number of Class A Common Stock shares issuable under the assumed exercise of stock-based awards computed based on the treasury stock method were excluded from the calculation of diluted earnings per common share, as the effect of including these shares would have been antidilutive (in thousands): Three Months Ended March 31, 2017 2016 Antidilutive shares 1,094 1,254 |
Accounts Receivable
Accounts Receivable | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |
Accounts Receivable | ACCOUNTS RECEIVABLE: Accounts receivable consisted of the following as of March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, December 31, Accounts receivable – trade $ 349,834 $ 353,347 Accounts receivable – grants from outside parties 7,921 10,652 Accounts receivable – insurance and other third-party claims 10,938 11,994 Total accounts receivable 368,693 375,993 Less: Allowance for doubtful accounts (13,768 ) (12,070 ) Accounts receivable, net $ 354,925 $ 363,923 During the three months ended March 31, 2017 , the Company recorded a $1.5 million accounts receivable reserve associated with a Continental European intermodal customer entering into bankruptcy. 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 $4.8 million and $16.2 million for the three months ended March 31, 2017 and 2016 , 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 months ended March 31, 2017 and 2016 (dollars in thousands): Three Months Ended March 31, 2017 2016 Amortization of deferred grants $ 3,245 $ 2,949 Insurance and Third-Party Claims Accounts receivable from insurance and other third-party claims at March 31, 2017 included $5.7 million from the Company's U.K./European Operations, $4.3 million from the Company's North American Operations and $0.9 million from the Company's Australian Operations. The balance from the Company's U.K./European Operations resulted primarily from the Company's anticipated insurance recoveries associated with a pre-acquisition rail-related collision in Germany in 2014. The balance from the Company's North American Operations resulted predominately from the Company's anticipated insurance recoveries associated with a 2015 trestle fire in the United States and derailments in Canada. The Company received proceeds from insurance totaling $1.4 million and $2.4 million for the three months ended March 31, 2017 and 2016 , respectively. |
Long-Term Debt Long-Term Debt
Long-Term Debt Long-Term Debt | 3 Months Ended |
Mar. 31, 2017 | |
Long-term Debt, Unclassified [Abstract] | |
Long-term Debt | LONG-TERM DEBT: Credit Agreement As of the March 20, 2015 closing, the Second Amended and Restated Senior Secured Syndicated Credit Facility Agreement (the Credit Agreement) was 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. The stated maturity date of each of the Company's credit facilities under the Credit Agreement is March 31, 2020 . On October 20, 2016, the Company entered into Amendment No. 2 to the Credit Agreement (Amendment No. 2). Amendment No. 2 permitted, among other things, the Company to enter into the Australia Partnership transaction and the GRail Transactions (collectively, the Australian Reorganization). Amendment No. 2 also permitted the repayment in full and termination of the obligations of the Australia Partnership and its subsidiaries (the Australian Loan Parties) under the Credit Agreement (the Australian Refinancing). Following the Australian Refinancing and Australian Reorganization, the Australian Loan Parties became unrestricted subsidiaries under, ceased to be party to and have no obligations under the Credit Agreement. As a result of the Australian Reorganization, on December 1, 2016, the $625.0 million revolving credit facility under the Credit Agreement was reallocated and includes flexible sub-limits for revolving loans denominated in United States dollars, British pounds, Canadian dollars and Euros and provides for the ability to reallocate commitments among the sub-limits, provided that the total amount of all British pound, Canadian dollar, Euro or other designated currencies sub-limits cannot exceed a combined $500.0 million . The Company also repaid in full the outstanding Australian term loan of A$250.0 million (or $185.3 million at the exchange rate on December 1, 2016 when the payment was made). During the three months ended March 31, 2017 , the Company made prepayments on its United States term loan of $45.8 million . The Company also made scheduled quarterly principal payments of $4.3 million on the United States term loan and £1.3 million (or $1.6 million at the exchange rate on the date the payment was made) on its U.K. term loan. The United States 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 (amounts in thousands): Quarterly Payment Date Principal Amount Due on Each Payment Date United States dollar: June 30, 2017 through June 30, 2018 $ 2,441 September 30, 2018 through December 31, 2019 $ 4,882 Maturity date - March 31, 2020 $ 1,336,500 British pound: June 30, 2017 through June 30, 2018 £ 1,271 September 30, 2018 through December 31, 2019 £ 2,542 Maturity date - March 31, 2020 £ 75,532 As of March 31, 2017 , the Company had the following outstanding term loans under its Credit Agreement (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate United States dollar $ 1,378,000 $ 1,378,000 2.98 % British pound £ 97,139 $ 121,832 2.26 % The Company's availability to draw from the unused borrowing capacity is subject to covenant limitations as discussed below. As of March 31, 2017 , the Company had the following unused borrowing capacity under its revolving credit facility (dollars in thousands): 2017 Total available borrowing capacity $ 625,000 Outstanding revolving loans $ 96,808 Outstanding letter of credit guarantees $ 2,582 Unused borrowing capacity $ 525,610 As of March 31, 2017 , the Company had the following outstanding revolving loans under its revolving credit facility (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate British pound (swingline loan) £ 11,000 $ 13,796 2.22 % British pound £ 37,000 $ 46,405 2.26 % Canadian dollar C$ 8,000 $ 6,014 2.89 % Euro € 28,600 $ 30,593 2.00 % As of March 31, 2017 , the Company was in compliance with the covenants under the Credit Agreement, as amended by Amendment No. 1 and Amendment No. 2 (the Amendments) , including the maximum senior secured leverage ratio covenant noted above. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
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. 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 (amounts 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 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 55,373 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 55,373 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 34,155 2.44% AUD-BBR 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, 2026 , 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 fair values of the Company's interest rate swap agreements were estimated based on Level 2 inputs. The Company's effectiveness testing during the three months ended March 31, 2017 and 2016 resulted in no amount of gain or loss reclassified from accumulated other comprehensive loss into earnings due to ineffectiveness. During the three months ended March 31, 2017 and 2016 , $0.4 million and $0.3 million , respectively, of existing net losses were realized and recorded as interest expense in the consolidated statements of operations. Based on the Company's fair value assumptions as of March 31, 2017 , it expects to realize $2.0 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 March 31, 2017 , the Company's foreign subsidiaries had $997.1 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 March 25, 2015, the Company closed on the Freightliner acquisition and paid cash consideration 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 March 31, 2017 of £15.5 million (or $19.4 million at the exchange rate on March 31, 2017 ), 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 months ended March 31, 2017 and 2016 resulted in no amount of gain or loss reclassified from accumulated other comprehensive loss into earnings due to ineffectiveness. During the three months ended March 31, 2017 , $0.1 million of net gains was recorded as interest income in the consolidated statements of operations. Based on the Company's fair value assumptions as of March 31, 2017 , it expects to realize $0.5 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 12/31/2016 3/31/2020 £1,989 1.28 3/31/2017 3/31/2020 £1,975 1.30 On December 1, 2016, GWAHLP and the Company's subsidiary, GWI Holding B.V. (GWBV), entered into an A$248.9 million non-recourse subordinated partner loan agreement (GRail Intercompany Loan), which loan is eliminated in consolidation. GWBV used the proceeds from this loan to fund a portion of the acquisition of GRail. To mitigate the foreign currency exchange rate risk related to the non-functional currency intercompany loan, the Company entered into two Euro/Australian dollar floating-to-floating cross-currency swap agreements (the Swaps) on December 22, 2016, which effectively convert the A$248.9 million intercompany loan receivable in the Netherlands into a €171.7 million loan receivable. These agreements do not qualify as hedges for accounting purposes and, accordingly, mark-to-market changes in the fair value of the Swaps relative to the underlying GRail Intercompany Loan will be recorded over the life of the agreements, which expire on June 30, 2019 . The first swap requires the Company to pay Australian dollar BBR plus 4.50% based on a notional amount of A$123.9 million and allows the Company to receive EURIBOR plus 2.68% based on a notional amount of €85.5 million on a semi-annual basis. EURIBOR is the Euro Interbank Offered Rate, which the Company believes is generally considered the Euro equivalent to LIBOR. The second swap requires the Company to pay Australian dollar BBR plus 4.50% based on a notional amount of A$125.0 million and allows the Company to receive EURIBOR plus 2.90% based on a notional amount of €86.3 million on a semi-annual basis. As a result of the mark-to-market impact of the GRail Intercompany Loan compared to the Swaps, the Company realized a net expense of $2.9 million within other (loss)/income, net for the three months ended March 31, 2017 . Over the life of the Swaps, the Company expects the cumulative impact of net gains and losses from the GRail Intercompany Loan and Swaps to be approximately zero. The following table summarizes the fair value of the Company's derivative instruments recorded in the consolidated balance sheets as of March 31, 2017 and December 31, 2016 (dollars in thousands): Fair Value Balance Sheet Location March 31, December 31, 2016 Asset Derivatives: Derivatives designated as hedges: British pound forward contracts Other assets, net $ 24,570 $ 26,359 Total derivatives designated as hedges $ 24,570 $ 26,359 Derivatives not designated as hedges: Cross-currency swap contract Prepaid expenses and other $ — $ 174 Cross-currency swap contract Other assets, net — 506 Total derivatives not designated as hedges $ — $ 680 Liability Derivatives: Derivatives designated as hedges: Interest rate swap agreements Accrued expenses $ 1,952 $ 1,747 Interest rate swap agreements Other long-term liabilities 13,168 13,411 British pound forward contracts Other long-term liabilities 51 17 Total derivatives designated as hedges $ 15,171 $ 15,175 Derivatives not designated as hedges: Cross-currency swap contract Accrued expenses $ 3,888 $ — Cross-currency swap contract Other long-term liabilities 6,305 — Total derivatives not designated as hedges $ 10,193 $ — The following table shows the effect of the Company's derivative instruments designated as cash flow hedges for the three months ended March 31, 2017 and 2016 in other comprehensive income (OCI) (dollars in thousands): Total Cash Flow Hedge OCI Activity, Net of Tax Three Months Ended March 31, 2017 2016 Derivatives Designated as Cash Flow Hedges: Effective portion of net changes in fair value recognized in OCI, net of tax: Interest rate swap agreements $ (123 ) $ (9,302 ) British pound forward contracts, net (a) 629 (129 ) $ 506 $ (9,431 ) (a) The three months ended March 31, 2017 represents a net gain of $1.6 million for the mark-to-market of the U.K. intercompany loan, partially offset by a net loss of $1.0 million for the mark-to-market of the British pound forward contracts. The three months ended March 31, 2016 represents a net loss of $2.6 million for the mark-to-market of the U.K. intercompany loan, partially offset by a net gain of $2.5 million for the mark-to-market of the British pound forward contracts. The following table shows the effect of the Company's derivative instruments not designated as hedges for the three months ended March 31, 2017 and 2016 in the consolidated statements of operations (dollars in thousands): Amount Recognized in Earnings Three Months Ended Location of Amount Recognized in Earnings March 31, 2017 2016 Derivative Instruments Not Designated as Hedges: Cross-currency swap agreements, net (a) Other (loss)/income, net $ (2,859 ) $ — $ (2,859 ) $ — (a) The three months ended March 31, 2017 represents a net loss of $10.9 million for the mark-to-market of the Swaps, partially offset by a net gain of $8.0 million for the mark-to-market of the GRail Intercompany Loan. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
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, foreign currency forward contracts and cross-currency swap agreements. The Company estimated the fair value of its interest rate swap agreements based on Level 2 valuation inputs, including fixed interest rates, LIBOR and BBR 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 estimated the fair value of its cross-currency swap agreements based on Level 2 valuation inputs, including EURIBOR implied forward interest rates, BBR 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 in 2015. 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 March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, December 31, Financial instruments carried at fair value using Level 2 inputs: Financial assets carried at fair value: British pound forward contracts $ 24,570 $ 26,359 Cross-currency swap contracts — 680 Total financial assets carried at fair value $ 24,570 $ 27,039 Financial liabilities carried at fair value: Interest rate swap agreements $ 15,120 $ 15,158 British pound forward contracts 51 17 Cross-currency swap contracts 10,193 — Total financial liabilities carried at fair value $ 25,364 $ 15,175 The following table presents the Company's financial instrument carried at fair value using Level 3 inputs as of March 31, 2017 and December 31, 2016 (amounts in thousands): March 31, 2017 December 31, 2016 GBP USD GBP USD Financial instrument carried at fair value using Level 3 inputs: Financial liabilities carried at fair value: Accrued deferred consideration £ 26,477 $ 33,208 £ 25,882 $ 31,933 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 in 2015. 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 months ended March 31, 2017 , the Company recognized $0.7 million 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 March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Financial liabilities carried at historical cost: United States term loan $ 1,366,922 $ 1,373,806 $ 1,415,873 $ 1,422,512 U.K. term loan 119,969 121,860 121,149 121,594 Australian Credit Agreement 509,951 522,689 484,703 501,909 Partner Loan Agreement 182,061 183,472 172,154 171,435 Revolving credit facility 92,212 96,953 74,297 81,192 Other debt 2,861 2,860 4,882 4,889 Total $ 2,273,976 $ 2,301,640 $ 2,273,058 $ 2,303,531 |
U.K. Pension Plan (Notes)
U.K. Pension Plan (Notes) | 3 Months Ended |
Mar. 31, 2017 | |
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 months ended March 31, 2017 and 2016 (amounts in thousands): Three Months Ended March 31, 2017 2016 GBP USD GBP USD Service cost £ 2,988 $ 3,688 £ 2,395 $ 3,427 Interest cost 1,978 2,441 2,227 3,188 Expected return on plan assets (3,307 ) (4,082 ) (2,847 ) (4,074 ) Net periodic benefit cost £ 1,659 $ 2,047 £ 1,775 $ 2,541 During the three months ended March 31, 2017 , the Company contributed £1.5 million (or $1.9 million at the March 31, 2017 exchange rate) to fund the Pension Program. The Company expects to contribute £5.6 million (or $7.0 million at the March 31, 2017 exchange rate) to the Pension Program for the remainder of 2017. 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 | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES: The Company's effective income tax rate for the three months ended March 31, 2017 was 44.6% , compared with 32.2% for the three months ended March 31, 2016 . The higher effective income tax rate for the three months ended March 31, 2017 was primarily driven by an income tax benefit of $6.3 million recorded in the three months ended March 31, 2016 associated with the now expired United States Short Line Tax Credit. In addition, the Company's provision for income taxes for the three months ended March 31, 2017 included the recording of a valuation allowance of €1.6 million (or $1.7 million at the average exchange rate on March 31, 2017 ) associated with tax losses in the Netherlands primarily driven by losses at ERS. The Company's provision for income taxes for the three months ended March 31, 2016 also included the recording of 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 that was formerly used in connection with the Southern Iron rail haulage agreement (see Note 2 , Changes in Operations ). 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 United States Short Line Tax Credit was initially enacted for a three year period, 2005 through 2007, and was subsequently extended a series of times following expiration and on a retroactive basis, with the last extension expiring on December 31, 2016. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
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. However, any material changes to pending litigation or a catastrophic rail accident or series of accidents involving material freight loss or property damage, personal injuries or environmental liability or other claims or disputes that are not covered by insurance could have a material adverse effect on the Company's results of operations, financial condition and liquidity. In November 2014, the Company received a notice from the United States Environmental Protection Agency (EPA) requesting information under the Clean Water Act related to the discharge of crude oil as a result of a derailment of an Alabama & Gulf Coast Railway LLC (AGR) freight train in November 2013 in the vicinity of Aliceville, Alabama. A fine associated with the contamination has not yet been assessed and is not estimable. The Company is also involved in several arbitrations related to contractual disputes that are not covered by insurance. In March 2017, CSX Transportation, Inc. (CSXT) initiated arbitration against several of the Company’s subsidiaries associated with freight revenue factors (or divisions) under certain operating agreements associated with leased railroads. CSXT is seeking to reduce certain of the Company's freight revenue factors for the time period after August 21, 2016. In an unrelated matter, on May 3, 2017, the AGR initiated arbitration related to the collection of outstanding liquidated damages under a volume commitment (or take-or-pay) contract with a customer. The obligations of the customer under the volume commitment contract are supported by a parent company guaranty. Although the Company believes it has meritorious defenses against the CSXT claims, and that it will prevail in the collection of the outstanding liquidated damages, arbitration is inherently uncertain and it is possible that an unfavorable ruling could have 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 and the aforementioned arbitrations. Based upon currently available information, the Company does not believe it is reasonably possible that any such lawsuit or arbitration 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) | 3 Months Ended |
Mar. 31, 2017 | |
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 attributable to Genesee & Wyoming Inc. included in the consolidated balance sheets and consolidated statements of comprehensive income (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, 2016 $ (177,662 ) $ (19,948 ) $ (13,726 ) $ (211,336 ) Other comprehensive income/(loss) before reclassifications 23,630 (931 ) 1,285 23,984 Amounts reclassified from accumulated other comprehensive loss, net of tax (provision)/benefit of $(20) and $120, respectively — 38 (a) (191 ) (b) (153 ) Current period change 23,630 (893 ) 1,094 23,831 Balance, March 31, 2017 $ (154,032 ) $ (20,841 ) $ (12,632 ) $ (187,505 ) 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 31,121 — (9,261 ) 21,860 Amounts reclassified from accumulated other comprehensive loss, net of tax (provision)/benefit of $(520) and $113, respectively — 1,923 (a) (170 ) (b) 1,753 Current period change 31,121 1,923 (9,431 ) 23,613 Balance, March 31, 2016 $ (125,025 ) $ 12,928 $ (17,747 ) $ (129,844 ) (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 ). Comprehensive Income Attributable to Noncontrolling Interest The following table sets forth comprehensive income attributable to noncontrolling interest for the three months ended March 31, 2017 and 2016 (dollars in thousands): Three Months Ended March 31, 2017 2016 Net income attributable to noncontrolling interest $ 1,051 $ — Other comprehensive income/(loss): Foreign currency translation adjustment 12,623 — Net unrealized loss on qualifying cash flow hedges, net of tax benefit of $252 (588 ) — Comprehensive income attributable to noncontrolling interest $ 13,086 $ — |
Stockholders' Equity Stockholde
Stockholders' Equity Stockholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | STOCKHOLDERS' EQUITY The following table reconciles the beginning and end of the period equity balance attributable to Genesee & Wyoming Inc. and to noncontrolling interest (dollars in thousands): Genesee & Wyoming Inc. Stockholders' Equity Noncontrolling Interest Total Equity Balance, December 31, 2016 $ 2,894,582 $ 292,539 $ 3,187,121 Net income 26,238 1,051 27,289 Other comprehensive income 23,831 12,035 35,866 Adjustments to additional paid-in capital for stock-based compensation and exercise of stock options 3,601 — 3,601 Other — (32 ) (32 ) Balance, March 31, 2017 $ 2,948,252 $ 305,593 $ 3,253,845 |
Significant Non-Cash Investing
Significant Non-Cash Investing Activities | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 and 2016 , the Company had outstanding receivables from outside parties for the funding of capital expenditures of $7.9 million and $13.7 million , respectively. At March 31, 2017 and 2016 , the Company also had $10.7 million and $15.4 million , respectively, of purchases of property and equipment that were not paid and, accordingly, were accrued in accounts payable in the normal course of business. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
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 reportable segment as a result of having similar economic and operating characteristics. 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 months ended March 31, 2017 and 2016 : Three Months Ended March 31, 2017 2016 United States dollar per Australian dollar $ 0.76 $ 0.72 United States dollar per British pound $ 1.24 $ 1.43 United States dollar per Canadian dollar $ 0.76 $ 0.73 United States dollar per Euro $ 1.07 $ 1.10 The following tables set forth selected financial data for the Company's reportable segments for the three months ended March 31, 2017 and 2016 (dollars in thousands): Three Months Ended March 31, 2017 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 238,281 $ 60,874 $ 78,590 $ 377,745 Freight-related revenues 65,345 11,709 42,283 119,337 All other revenues 15,850 1,324 4,852 22,026 Total operating revenues $ 319,476 $ 73,907 $ 125,725 $ 519,108 Operating income/(loss) $ 67,570 $ 17,159 $ (7,275 ) $ 77,454 Depreciation and amortization $ 38,867 $ 15,192 $ 6,715 $ 60,774 Interest expense, net $ 10,551 $ 13,987 $ 1,600 $ 26,138 Provision for/(benefit from) income taxes $ 22,074 $ 861 $ (1,007 ) $ 21,928 Expenditures for additions to property & equipment, net of grants from outside parties $ 24,215 $ 1,462 $ 4,290 $ 29,967 Three Months Ended March 31, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 221,825 $ 24,777 $ 79,812 $ 326,414 Freight-related revenues 61,525 25,490 46,443 133,458 All other revenues 16,428 1,531 4,785 22,744 Total operating revenues $ 299,778 $ 51,798 $ 131,040 $ 482,616 Operating income/(loss) $ 69,978 $ (11,751 ) $ (1,231 ) $ 56,996 Depreciation and amortization $ 36,189 $ 6,656 $ 6,485 $ 49,330 Interest expense, net $ 10,465 $ 2,395 $ 5,040 $ 17,900 Provision for/(benefit from) income taxes $ 16,009 $ (2,525 ) $ (676 ) $ 12,808 Expenditures for additions to property & equipment, net of grants from outside parties $ 25,416 $ 867 $ 5,400 $ 31,683 The following tables set forth the property and equipment recorded in the consolidated balance sheets for the Company's reportable segments as of March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, 2017 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,586,131 $ 662,839 $ 282,449 $ 4,531,419 December 31, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,590,625 $ 634,148 $ 278,546 $ 4,503,319 |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2017 | |
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 collectibility criterion. The new standards will become effective for the Company on January 1, 2018, and the Company plans to adopt the accounting standards on a modified retrospective basis with the cumulative effect of initially applying the standards recognized as an adjustment to opening retained earnings at January 1, 2018. The Company is currently assessing the impact of adopting this guidance for its existing portfolio of customer contracts and will continue to assess new contracts entered into prior to the adoption of the new standard. Based on its current assessment, the Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities , which requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) be measured at fair value, with subsequent changes in fair value recognized in net income. The amendments also impact certain disclosure requirements for financial instruments. The amendments will become effective for the Company beginning January 1, 2018. The Company does not expect the adoption of this guidance to have a material impact 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. Additional qualitative and quantitative disclosures, including significant judgments made by management, will also be required. The new standard will become effective for the Company beginning January 1, 2019, and will require a modified retrospective transition approach. Early application is permitted. The Company is currently assessing the impact of adopting this guidance on its consolidated financial statements. At December 31, 2016, the Company disclosed approximately $546 million in aggregate future minimum operating lease payments and will evaluate those contracts as well as other existing arrangements to determine if they qualify for lease accounting under the new standard and will assess new contracts entered into prior to the adoption of the new standard. The Company does not plan to adopt the standard early. 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 become effective for the Company January 1, 2018. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its consolidated statements of cash flows. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), Restricted Cash, which requires that a statement of cash flows explain the change during the period in total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statements of cash flows. The amendments will become effective for the Company beginning January 1, 2018. The Company does not expect the adoption of this guidance to have a material impact on its consolidated statements of cash flows. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business, which clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments will become effective for the Company beginning January 1, 2018. The Company will take the amendments into consideration when assessing whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment, which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. The amendments will become effective for the Company beginning January 1, 2020. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In March 2017, the FASB issued ASU 2017-07, Compensation—Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of the net benefit cost are required to be presented in the statement of operations separately from the service cost component and outside a subtotal of operating income, if one is presented. The amendments will become effective for the Company beginning after January 1, 2018. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTS : Acquisition of Pentalver Transport Limited On May 3, 2017 , the Company's subsidiary, GWI UK Acquisition Company Limited, purchased for cash all of the issued share capital of Pentalver Transport Limited (Pentalver) from a subsidiary of APM Terminals (a subsidiary of A P Møller-Maersk A/S) for £97.7 million (or approximately $126.2 million at the exchange rate on May 3, 2017 ). Headquartered in Southampton, U.K., Pentalver operates off-dock container terminals (most under long-term lease) strategically placed at each of the four major seaports of Felixstowe, Southampton, London Gateway and Tilbury, as well as an inland terminal located at Cannock, in the U.K. Midlands, near many of the nation’s largest distribution centers. In addition to providing storage for loaded and empty containers on over 100 acres of land, Pentalver also operates a trucking haulage service with more than 150 trucks, primarily providing daily service between the seaports of Felixstowe and Southampton and its inland terminal at Cannock. Pentalver also provides services related to container maintenance and repair (including refrigerated containers) and is one of the largest sellers of new and used containers in the U.K. Pentalver’s operations are complementary to those of the Company's Freightliner subsidiary, which is the largest provider of maritime container transportation by rail in the U.K. The logistics of maritime container transportation in the U.K. are highly competitive, whether by road, rail or short-sea, with a premium placed on timely, efficient and safe service. The Company expects that the Pentalver acquisition will enable it to (i) enhance its U.K. services by providing rail and road transportation solutions, as well as offering storage options at the ports and inland, and (ii) unlock efficiencies from shared services and enhanced asset utilization from Pentalver’s trucking fleet and Freightliner’s existing fleet of approximately 250 trucks that currently provide local collection and delivery haulage from Freightliner’s inland terminals. With approximately 600 employees, Pentalver will operate as part of the Company’s U.K./Europe Region. |
Principles of Consolidation a24
Principles of Consolidation and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation, Policy [Policy Text Block] | The interim consolidated financial statements presented herein include the accounts of Genesee & Wyoming Inc. and its subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. These interim consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and are unaudited. They do not contain all disclosures which would be required in a full set of financial statements prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). In the opinion of management, the unaudited financial statements for the three months ended March 31, 2017 and 2016 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 2016 was derived from the audited financial statements in the Company's 2016 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. |
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. |
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. 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, foreign currency forward contracts and cross-currency swap agreements. The Company estimated the fair value of its interest rate swap agreements based on Level 2 valuation inputs, including fixed interest rates, LIBOR and BBR 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 estimated the fair value of its cross-currency swap agreements based on Level 2 valuation inputs, including EURIBOR implied forward interest rates, BBR 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 in 2015. 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. |
Changes in Operations (Tables)
Changes in Operations (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Providence and Worcester Railroad [Member] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following acquisition-date fair values were assigned to the acquired net assets (dollars in thousands). The $27.9 million of fair value assigned to goodwill will not be deductible for tax purposes. Amount Cash and cash equivalents $ 1,529 Accounts receivable 4,011 Materials and supplies 1,048 Prepaid expenses and other 648 Property and equipment 129,473 Goodwill 27,938 Total Assets 164,647 Accounts payable and accrued expenses 9,759 Deferred income tax liabilities, net 27,464 Other long-term liabilities 1,273 Net assets $ 126,151 |
GRail [Member] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following acquisition-date fair values were assigned to the acquired net assets (amounts in thousands): AUD USD Accounts receivable A$ 1,556 $ 1,153 Materials and supplies 411 305 Property and equipment 279,592 207,206 Goodwill 415,959 308,267 Intangible assets 635,000 470,599 Total assets 1,332,518 987,530 Accounts payable and accrued expenses 5,796 4,296 Deferred income tax liabilities, net 190,551 141,217 Net assets A$ 1,136,171 $ 842,017 |
Business Acquisition, Pro Forma Information [Table Text Block] | The following table summarizes the Company's unaudited pro forma operating results for the three months ended March 31, 2016 as if the GRail Transactions had been consummated as of January 1, 2015. As such, these results include pro forma results from the GRail Transactions for the period from January 1, 2016 through March 31, 2016. 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 foreign currency or interest rate risk (dollars in thousands, except per share amounts): Three Months Ended March 31, 2016 Operating revenues $ 493,837 Net income attributable to Genesee & Wyoming Inc. $ 27,268 Basic earnings per common share $ 0.48 Diluted earnings per common share $ 0.47 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 months ended March 31, 2017 and 2016 (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Numerator: Net income attributable to Genesee & Wyoming Inc. $ 26,238 $ 27,019 Denominators: Weighted average Class A common shares outstanding – Basic 61,413 57,025 Weighted average Class B common shares outstanding 758 793 Dilutive effect of employee stock-based awards 182 146 Weighted average shares – Diluted 62,353 57,964 Earnings per common share attributable to Genesee & Wyoming Inc. common stockholders: Basic earnings per common share $ 0.43 $ 0.47 Diluted earnings per common share $ 0.42 $ 0.47 |
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 March 31, 2017 2016 Antidilutive shares 1,094 1,254 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | Accounts receivable consisted of the following as of March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, December 31, Accounts receivable – trade $ 349,834 $ 353,347 Accounts receivable – grants from outside parties 7,921 10,652 Accounts receivable – insurance and other third-party claims 10,938 11,994 Total accounts receivable 368,693 375,993 Less: Allowance for doubtful accounts (13,768 ) (12,070 ) Accounts receivable, net $ 354,925 $ 363,923 |
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 months ended March 31, 2017 and 2016 (dollars in thousands): Three Months Ended March 31, 2017 2016 Amortization of deferred grants $ 3,245 $ 2,949 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | The United States 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 (amounts in thousands): Quarterly Payment Date Principal Amount Due on Each Payment Date United States dollar: June 30, 2017 through June 30, 2018 $ 2,441 September 30, 2018 through December 31, 2019 $ 4,882 Maturity date - March 31, 2020 $ 1,336,500 British pound: June 30, 2017 through June 30, 2018 £ 1,271 September 30, 2018 through December 31, 2019 £ 2,542 Maturity date - March 31, 2020 £ 75,532 |
Schedule of Line of Credit Facilities [Table Text Block] | The Company's availability to draw from the unused borrowing capacity is subject to covenant limitations as discussed below. As of March 31, 2017 , the Company had the following unused borrowing capacity under its revolving credit facility (dollars in thousands): 2017 Total available borrowing capacity $ 625,000 Outstanding revolving loans $ 96,808 Outstanding letter of credit guarantees $ 2,582 Unused borrowing capacity $ 525,610 |
Credit agreement [Member] | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | As of March 31, 2017 , the Company had the following outstanding term loans under its Credit Agreement (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate United States dollar $ 1,378,000 $ 1,378,000 2.98 % British pound £ 97,139 $ 121,832 2.26 % |
Line of Credit [Member] | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | As of March 31, 2017 , the Company had the following outstanding revolving loans under its revolving credit facility (amounts in thousands, except percentages): Local Currency United States Dollar Equivalent Interest Rate British pound (swingline loan) £ 11,000 $ 13,796 2.22 % British pound £ 37,000 $ 46,405 2.26 % Canadian dollar C$ 8,000 $ 6,014 2.89 % Euro € 28,600 $ 30,593 2.00 % |
Derivative Financial Instrume29
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative [Line Items] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The following table summarizes the fair value of the Company's derivative instruments recorded in the consolidated balance sheets as of March 31, 2017 and December 31, 2016 (dollars in thousands): Fair Value Balance Sheet Location March 31, December 31, 2016 Asset Derivatives: Derivatives designated as hedges: British pound forward contracts Other assets, net $ 24,570 $ 26,359 Total derivatives designated as hedges $ 24,570 $ 26,359 Derivatives not designated as hedges: Cross-currency swap contract Prepaid expenses and other $ — $ 174 Cross-currency swap contract Other assets, net — 506 Total derivatives not designated as hedges $ — $ 680 Liability Derivatives: Derivatives designated as hedges: Interest rate swap agreements Accrued expenses $ 1,952 $ 1,747 Interest rate swap agreements Other long-term liabilities 13,168 13,411 British pound forward contracts Other long-term liabilities 51 17 Total derivatives designated as hedges $ 15,171 $ 15,175 Derivatives not designated as hedges: Cross-currency swap contract Accrued expenses $ 3,888 $ — Cross-currency swap contract Other long-term liabilities 6,305 — Total derivatives not designated as hedges $ 10,193 $ — |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) [Table Text Block] | The following table shows the effect of the Company's derivative instruments designated as cash flow hedges for the three months ended March 31, 2017 and 2016 in other comprehensive income (OCI) (dollars in thousands): Total Cash Flow Hedge OCI Activity, Net of Tax Three Months Ended March 31, 2017 2016 Derivatives Designated as Cash Flow Hedges: Effective portion of net changes in fair value recognized in OCI, net of tax: Interest rate swap agreements $ (123 ) $ (9,302 ) British pound forward contracts, net (a) 629 (129 ) $ 506 $ (9,431 ) (a) The three months ended March 31, 2017 represents a net gain of $1.6 million for the mark-to-market of the U.K. intercompany loan, partially offset by a net loss of $1.0 million for the mark-to-market of the British pound forward contracts. The three months ended March 31, 2016 represents a net loss of $2.6 million for the mark-to-market of the U.K. intercompany loan, partially offset by a net gain of $2.5 million for the mark-to-market of the British pound forward contracts. |
Schedule of Derivative Instruments, Gain (Loss) in Consolidated Statement of Operations [Table Text Block] | The following table shows the effect of the Company's derivative instruments not designated as hedges for the three months ended March 31, 2017 and 2016 in the consolidated statements of operations (dollars in thousands): Amount Recognized in Earnings Three Months Ended Location of Amount Recognized in Earnings March 31, 2017 2016 Derivative Instruments Not Designated as Hedges: Cross-currency swap agreements, net (a) Other (loss)/income, net $ (2,859 ) $ — $ (2,859 ) $ — (a) The three months ended March 31, 2017 represents a net loss of $10.9 million for the mark-to-market of the Swaps, partially offset by a net gain of $8.0 million for the mark-to-market of the GRail Intercompany Loan. |
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 (amounts 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 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 93,150 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 55,373 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 55,373 2.44% AUD-BBR 12/1/2016 12/1/2021 12/1/2021 A$ 34,155 2.44% AUD-BBR |
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 12/31/2016 3/31/2020 £1,989 1.28 3/31/2017 3/31/2020 £1,975 1.30 |
Fair Value of Financial Instr30
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Table Text Block Supplement [Abstract] | |
Schedule of Financial Instruments Carried at Fair Value [Table Text Block] | The following table presents the Company's financial instruments carried at fair value using Level 2 inputs as of March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, December 31, Financial instruments carried at fair value using Level 2 inputs: Financial assets carried at fair value: British pound forward contracts $ 24,570 $ 26,359 Cross-currency swap contracts — 680 Total financial assets carried at fair value $ 24,570 $ 27,039 Financial liabilities carried at fair value: Interest rate swap agreements $ 15,120 $ 15,158 British pound forward contracts 51 17 Cross-currency swap contracts 10,193 — Total financial liabilities carried at fair value $ 25,364 $ 15,175 The following table presents the Company's financial instrument carried at fair value using Level 3 inputs as of March 31, 2017 and December 31, 2016 (amounts in thousands): March 31, 2017 December 31, 2016 GBP USD GBP USD Financial instrument carried at fair value using Level 3 inputs: Financial liabilities carried at fair value: Accrued deferred consideration £ 26,477 $ 33,208 £ 25,882 $ 31,933 |
Schedule of Financial Instruments Carried at Historical Cost [Table Text Block] | The following table presents the carrying value and fair value using Level 2 inputs of the Company's financial instruments carried at historical cost as of March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Financial liabilities carried at historical cost: United States term loan $ 1,366,922 $ 1,373,806 $ 1,415,873 $ 1,422,512 U.K. term loan 119,969 121,860 121,149 121,594 Australian Credit Agreement 509,951 522,689 484,703 501,909 Partner Loan Agreement 182,061 183,472 172,154 171,435 Revolving credit facility 92,212 96,953 74,297 81,192 Other debt 2,861 2,860 4,882 4,889 Total $ 2,273,976 $ 2,301,640 $ 2,273,058 $ 2,303,531 |
U.K. Pension Plan (Tables)
U.K. Pension Plan (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 months ended March 31, 2017 and 2016 (amounts in thousands): Three Months Ended March 31, 2017 2016 GBP USD GBP USD Service cost £ 2,988 $ 3,688 £ 2,395 $ 3,427 Interest cost 1,978 2,441 2,227 3,188 Expected return on plan assets (3,307 ) (4,082 ) (2,847 ) (4,074 ) Net periodic benefit cost £ 1,659 $ 2,047 £ 1,775 $ 2,541 |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive Income/(Loss) (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Schedule of Accumulated Other Comprehensive Income/(Loss) [Table Text Block] | The following tables set forth the components of accumulated other comprehensive loss attributable to Genesee & Wyoming Inc. included in the consolidated balance sheets and consolidated statements of comprehensive income (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, 2016 $ (177,662 ) $ (19,948 ) $ (13,726 ) $ (211,336 ) Other comprehensive income/(loss) before reclassifications 23,630 (931 ) 1,285 23,984 Amounts reclassified from accumulated other comprehensive loss, net of tax (provision)/benefit of $(20) and $120, respectively — 38 (a) (191 ) (b) (153 ) Current period change 23,630 (893 ) 1,094 23,831 Balance, March 31, 2017 $ (154,032 ) $ (20,841 ) $ (12,632 ) $ (187,505 ) 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 31,121 — (9,261 ) 21,860 Amounts reclassified from accumulated other comprehensive loss, net of tax (provision)/benefit of $(520) and $113, respectively — 1,923 (a) (170 ) (b) 1,753 Current period change 31,121 1,923 (9,431 ) 23,613 Balance, March 31, 2016 $ (125,025 ) $ 12,928 $ (17,747 ) $ (129,844 ) (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 ). |
Noncontrolling Interest [Member] | |
Comprehensive Income (Loss) [Table Text Block] | The following table sets forth comprehensive income attributable to noncontrolling interest for the three months ended March 31, 2017 and 2016 (dollars in thousands): Three Months Ended March 31, 2017 2016 Net income attributable to noncontrolling interest $ 1,051 $ — Other comprehensive income/(loss): Foreign currency translation adjustment 12,623 — Net unrealized loss on qualifying cash flow hedges, net of tax benefit of $252 (588 ) — Comprehensive income attributable to noncontrolling interest $ 13,086 $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Schedule of Stockholders Equity [Table Text Block] | The following table reconciles the beginning and end of the period equity balance attributable to Genesee & Wyoming Inc. and to noncontrolling interest (dollars in thousands): Genesee & Wyoming Inc. Stockholders' Equity Noncontrolling Interest Total Equity Balance, December 31, 2016 $ 2,894,582 $ 292,539 $ 3,187,121 Net income 26,238 1,051 27,289 Other comprehensive income 23,831 12,035 35,866 Adjustments to additional paid-in capital for stock-based compensation and exercise of stock options 3,601 — 3,601 Other — (32 ) (32 ) Balance, March 31, 2017 $ 2,948,252 $ 305,593 $ 3,253,845 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 months ended March 31, 2017 and 2016 : Three Months Ended March 31, 2017 2016 United States dollar per Australian dollar $ 0.76 $ 0.72 United States dollar per British pound $ 1.24 $ 1.43 United States dollar per Canadian dollar $ 0.76 $ 0.73 United States dollar per Euro $ 1.07 $ 1.10 |
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 months ended March 31, 2017 and 2016 (dollars in thousands): Three Months Ended March 31, 2017 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 238,281 $ 60,874 $ 78,590 $ 377,745 Freight-related revenues 65,345 11,709 42,283 119,337 All other revenues 15,850 1,324 4,852 22,026 Total operating revenues $ 319,476 $ 73,907 $ 125,725 $ 519,108 Operating income/(loss) $ 67,570 $ 17,159 $ (7,275 ) $ 77,454 Depreciation and amortization $ 38,867 $ 15,192 $ 6,715 $ 60,774 Interest expense, net $ 10,551 $ 13,987 $ 1,600 $ 26,138 Provision for/(benefit from) income taxes $ 22,074 $ 861 $ (1,007 ) $ 21,928 Expenditures for additions to property & equipment, net of grants from outside parties $ 24,215 $ 1,462 $ 4,290 $ 29,967 Three Months Ended March 31, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Operating revenues: Freight revenues $ 221,825 $ 24,777 $ 79,812 $ 326,414 Freight-related revenues 61,525 25,490 46,443 133,458 All other revenues 16,428 1,531 4,785 22,744 Total operating revenues $ 299,778 $ 51,798 $ 131,040 $ 482,616 Operating income/(loss) $ 69,978 $ (11,751 ) $ (1,231 ) $ 56,996 Depreciation and amortization $ 36,189 $ 6,656 $ 6,485 $ 49,330 Interest expense, net $ 10,465 $ 2,395 $ 5,040 $ 17,900 Provision for/(benefit from) income taxes $ 16,009 $ (2,525 ) $ (676 ) $ 12,808 Expenditures for additions to property & equipment, net of grants from outside parties $ 25,416 $ 867 $ 5,400 $ 31,683 |
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 March 31, 2017 and December 31, 2016 (dollars in thousands): March 31, 2017 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,586,131 $ 662,839 $ 282,449 $ 4,531,419 December 31, 2016 North American Operations Australian Operations U.K./European Operations Total Operations Property and equipment, net $ 3,590,625 $ 634,148 $ 278,546 $ 4,503,319 |
Changes in Operations United St
Changes in Operations United States - HOG (Details) - Heart of Georgia Railroad [Member] | Feb. 07, 2017carload | Mar. 31, 2017aport |
Business Acquisition, Date of Acquisition Agreement | Feb. 7, 2017 | |
Track Miles Leased | carload | 219 | |
Annual carloads transported | port | 10,000 | |
Annual carloads interchanged with G&W | a | 2,000 |
Changes in Operations United 36
Changes in Operations United States - P&W (Details) $ / shares in Units, $ in Thousands | Nov. 01, 2016USD ($)mileemployeeportlocomotivecarload$ / shares | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Goodwill | $ 1,149,582 | $ 1,125,596 | |
Providence and Worcester Railroad [Member] | |||
Business Acquisition, Effective Date of Acquisition | Nov. 1, 2016 | ||
Business Acquisition, Share Price | $ / shares | $ 25 | ||
Cash consideration | $ 126,200 | ||
Business Combination, Integration Related Costs | 2,400 | ||
Number of employees | employee | 140 | ||
Locomotives | locomotive | 32 | ||
Track Miles Owned | mile | 163 | ||
Track Miles Leased | mile | 350 | ||
Annual carloads transported | carload | 44,000 | ||
Number of Ports With Provided Rail Service | port | 3 | ||
Cash and cash equivalents | $ 1,529 | ||
Accounts receivable | 4,011 | ||
Materials and supplies | 1,048 | ||
Prepaid expenses and other | 648 | ||
Property and equipment | 129,473 | ||
Goodwill | 27,938 | ||
Total Assets | 164,647 | ||
Accounts payable and accrued expenses | 9,759 | ||
Deferred income tax liabilities, net | 27,464 | ||
Other long-term liabilities | 1,273 | ||
Net assets | $ 126,151 | ||
Operating Income (Loss) [Member] | Providence and Worcester Railroad [Member] | |||
Business Combination, Integration Related Costs | 2,200 | ||
Other Expense [Member] | Providence and Worcester Railroad [Member] | |||
Business Combination, Integration Related Costs | $ 200 |
Changes in Operations Australia
Changes in Operations Australia - GRail (Details) AUD in Thousands, $ in Thousands, carload in Millions | Dec. 01, 2016AUDwagonTrain_Setslocomotive$ / AUD | Dec. 01, 2016USD ($) | Mar. 31, 2017AUDcarload | Mar. 31, 2017USD ($)carload | Dec. 31, 2016AUD | Mar. 31, 2016USD ($)$ / AUD | Dec. 31, 2016USD ($) | Dec. 01, 2016USD ($)wagonTrain_Setslocomotive$ / AUD |
Proceeds from Previous Acquisition | $ | $ 2,935 | $ 0 | ||||||
Foreign currency exchange rate | $ / AUD | 0.74 | 0.72 | 0.74 | |||||
Noncontrolling Interest, Ownership Percentage by Parent | 51.10% | 51.10% | ||||||
Goodwill | $ | 1,149,582 | $ 1,125,596 | ||||||
Australian Senior Credit Facility [Member] | ||||||||
Debt Instrument, Term | 5 years | |||||||
Proceeds from Issuance of Debt | AUD 690,000 | |||||||
Australian Term Loan [Member] | Credit agreement [Member] | ||||||||
Long-term Debt, Gross | 250,000 | |||||||
MIRA [Member] | ||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 48.90% | 48.90% | ||||||
GRail [Member] | ||||||||
Business Acquisition, Effective Date of Acquisition | Dec. 1, 2016 | Dec. 1, 2016 | ||||||
Payments to Acquire Businesses, Gross | AUD 1,140,000 | $ 844,900 | ||||||
Proceeds from Previous Acquisition | AUD 3,800 | 2,900 | ||||||
Business Combination, Consideration Transferred | AUD 1,300,000 | |||||||
Debt Issuance Costs, Gross | 19,800 | |||||||
Business Combination, Acquisition Related Costs | AUD 13,200 | |||||||
Business Combination, Rail Haulage Contract, Term of Contract | 20 years | 20 years | ||||||
Business Combination, Rail Haulage Contract, Period of Minimum Guaranteed Volumes | 18 years | 18 years | ||||||
Entity Number of Train Sets Owned or Leased | Train_Sets | 9 | 9 | ||||||
Entity Number of Locomotives Owned or Leased | locomotive | 30 | 30 | ||||||
Entity Number of Wagons Owned or Leased | wagon | 894 | 894 | ||||||
Business Combination, Integration Related Costs | $ | $ 100 | |||||||
Accounts receivable | AUD 1,556 | $ 1,153 | ||||||
Materials and supplies | 411 | 305 | ||||||
Property and equipment | 279,592 | 207,206 | ||||||
Goodwill | 415,959 | 308,267 | ||||||
Total Assets | 1,332,518 | 987,530 | ||||||
Accounts payable and accrued expenses | 5,796 | 4,296 | ||||||
Deferred income tax liabilities, net | 190,551 | 141,217 | ||||||
Net assets | 1,136,171 | $ 842,017 | ||||||
GRail [Member] | Customer Contracts [Member] | ||||||||
Finite-lived Intangible Assets Acquired | AUD 635,000 | $ 470,599 | ||||||
GRail [Member] | Steam Coal [Domain] | ||||||||
Annual Tonnes Hauled | carload | 40 | 40 |
Changes in Operations Austral38
Changes in Operations Australia - Arrium (Details) $ in Thousands, AUD in Millions | 3 Months Ended | 12 Months Ended | 48 Months Ended | ||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017AUD | Dec. 31, 2017USD ($) | Dec. 31, 2014USD ($) | |
Operating revenues | $ 519,108 | $ 482,616 | |||
Australian Operations [Member] | |||||
Asset Impairment Charges | 13,000 | ||||
Operating revenues | $ 73,907 | 51,798 | |||
Arrium Limited [Member] | |||||
Amount invested in capital project | $ 78,000 | ||||
Arrium Limited [Member] | Scenario, Forecast [Member] | |||||
Operating revenues | AUD 40 | $ 31,000 | |||
Arrium Limited [Member] | Australian Operations [Member] | |||||
Provision for Doubtful Accounts | $ 8,100 |
Changes in Operations GRail Pro
Changes in Operations GRail Pro Forma (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)$ / shares$ / AUD | Dec. 01, 2016$ / AUD | |
Operating revenues | $ | $ 493,837 | |
Net income attributable to Genesee & Wyoming Inc. | $ | $ 27,268 | |
Basic earnings per common share | $ / shares | $ 0.48 | |
Diluted earnings per common share | $ / shares | $ 0.47 | |
Foreign currency exchange rate | $ / AUD | 0.72 | 0.74 |
MIRA [Member] | ||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 48.90% |
Changes in Operations Europe -
Changes in Operations Europe - ERS (Details) - ERS Railways [Member] - U.K./European Operations [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jun. 30, 2017 | Mar. 31, 2017 | |
Asset Impairment Charges | $ 21.5 | ||
Goodwill, Impairment Loss | (14.5) | ||
Restructuring and Related Cost, Cost Incurred to Date | $ 3.1 | ||
Customer Relationships [Member] | |||
Impairment of Intangible Assets, Finite-lived | $ 4.1 | ||
Scenario, Forecast [Member] | |||
Restructuring and Related Cost, Expected Cost | $ 1 |
Earnings per Share Basic and Di
Earnings per Share Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 13, 2016 | Mar. 31, 2017 | Mar. 31, 2016 |
Numerator [Line items] | |||
Net income attributable to Genesee & Wyoming Inc. | $ 26,238 | $ 27,019 | |
Denominators [Line Items] | |||
Weighted average Class A common shares outstanding – Basic | 61,413,000 | 57,025,000 | |
Weighted average Class B common shares outstanding | 758,000 | 793,000 | |
Dilutive effect of employee stock-based awards | 182,000 | 146,000 | |
Weighted average shares - Diluted | 62,353,000 | 57,964,000 | |
Earnings per common share [Line Items] | |||
Basic earnings per common share attributable to Genesee & Wyoming Inc. common stockholders: | $ 0.43 | $ 0.47 | |
Diluted earnings per common share attributable to Genesee & Wyoming Inc. common stockholders | $ 0.42 | $ 0.47 | |
Common Stock [Member] | Class A Common Shares [Member] | |||
Stock Issued During Period, Shares, New Issues | 4,000,000 |
Earnings per Share Antidilutive
Earnings per Share Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 1,094 | 1,254 |
Accounts Receivable Accounts Re
Accounts Receivable Accounts Receivable, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $ 368,693 | $ 375,993 | |
Allowance for doubtful accounts | (13,768) | (12,070) | |
Accounts receivable, net | 354,925 | 363,923 | |
Accounts receivable - trade [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 349,834 | 353,347 | |
Accounts receivable - grants from outside parties [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 7,921 | 10,652 | $ 13,700 |
Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 10,938 | $ 11,994 | |
U.K./European Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 5,700 | ||
Continental Europe intermodal customer [Member] | U.K./European Operations [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Provision for Doubtful Accounts | $ 1,500 |
Accounts Receivable Grants from
Accounts Receivable Grants from Outside Parties (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
GRANTS FROM OUTSIDE PARTIES: [Abstract] | ||
Grant proceeds received from outside parties | $ 4,800 | $ 16,200 |
Amortization of deferred grants | $ 3,245 | $ 2,949 |
Accounts Receivable Insurance a
Accounts Receivable Insurance and Third-Party Claims (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $ 368,693 | $ 375,993 | |
Proceeds from insurance | 1,400 | $ 2,400 | |
Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 10,938 | $ 11,994 | |
U.K./European Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 5,700 | ||
North American Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | 4,300 | ||
Australian Operations [Member] | Accounts receivable - insurance and other third-party claims [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $ 900 |
Long-Term Debt Credit Agreement
Long-Term Debt Credit Agreement (Details) £ in Millions, AUD in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2017 | Dec. 31, 2016AUD | Dec. 31, 2016USD ($) | Mar. 20, 2015AUD | Mar. 20, 2015GBP (£) | Mar. 20, 2015USD ($) | |
Credit agreement [Member] | ||||||
Debt Instrument, Maturity Date | Mar. 31, 2020 | |||||
Revolving credit facility [Member] | ||||||
Total available borrowing capacity | $ 625 | |||||
United States Term Loan [Member] | Credit agreement [Member] | ||||||
Debt Instrument, Face Amount | 1,782 | |||||
Australian Term Loan [Member] | Credit agreement [Member] | ||||||
Debt Instrument, Face Amount | AUD 324.6 | 252.5 | ||||
Repayments of Debt | AUD 250 | $ 185.3 | ||||
U.K. term loan [Member] | Credit agreement [Member] | ||||||
Debt Instrument, Face Amount | £ 101.7 | 152.2 | ||||
Maximum Sub-limit of British Pound, Canadian Dollar and Euro Revolving Loans [Member] | Revolving credit facility [Member] | ||||||
Total available borrowing capacity | $ 500 |
Long-Term Debt Amortization of
Long-Term Debt Amortization of Term Loans (Details) - 3 months ended Mar. 31, 2017 - Credit agreement [Member] £ in Thousands, $ in Thousands | GBP (£) | USD ($) | USD ($) |
United States Term Loan [Member] | |||
Prepayments of debt | $ 45,800 | ||
Principal amount of each quarterly installment | 4,300 | ||
Long-term Debt, Gross | $ 1,378,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.98% | 2.98% | |
United States Term Loan [Member] | Period 1 [Member] | |||
Principal amount of each quarterly installment | 2,441 | ||
United States Term Loan [Member] | Period 2 [Member] | |||
Principal amount of each quarterly installment | 4,882 | ||
United States Term Loan [Member] | Period 3 [Member] | |||
Principal payment upon maturity | $ 1,336,500 | ||
U.K. term loan [Member] | |||
Principal amount of each quarterly installment | £ 1,600 | $ 1,300 | |
Long-term Debt, Gross | £ 97,139 | $ 121,832 | |
Debt Instrument, Interest Rate, Stated Percentage | 2.26% | 2.26% | |
U.K. term loan [Member] | Period 1 [Member] | |||
Principal amount of each quarterly installment | £ | £ 1,271 | ||
U.K. term loan [Member] | Period 2 [Member] | |||
Principal amount of each quarterly installment | £ | 2,542 | ||
U.K. term loan [Member] | Period 3 [Member] | |||
Principal payment upon maturity | £ | £ 75,532 |
Long-Term Debt Unused Borrowing
Long-Term Debt Unused Borrowing Capacity (Details) - Credit agreement [Member] $ in Thousands | Mar. 31, 2017USD ($) |
Revolving credit facility [Member] | |
Line of Credit Facility [Line Items] | |
Total available borrowing capacity | $ 625,000 |
Outstanding revolving loans | 96,808 |
Unused borrowing capacity | 525,610 |
Letter of Credit [Member] | |
Line of Credit Facility [Line Items] | |
Outstanding letter of credit guarantees | $ 2,582 |
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 | Mar. 31, 2017EUR (€) | Mar. 31, 2017GBP (£) | Mar. 31, 2017USD ($) | Mar. 31, 2017CAD |
British Pound (Swingline Loan) [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | £ 11,000 | $ 13,796 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.22% | 2.22% | 2.22% | 2.22% |
British Pound Revolving Loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | £ 37,000 | $ 46,405 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.26% | 2.26% | 2.26% | 2.26% |
Canadian Dollar Revolving Loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | $ 6,014 | CAD 8,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.89% | 2.89% | 2.89% | 2.89% |
Euro Revolving Loan [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Gross | € 28,600 | $ 30,593 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | 2.00% | 2.00% | 2.00% |
Derivative Financial Instrume50
Derivative Financial Instruments Outstanding Interest Rate Swap Agreements (Details) AUD in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017AUD | Mar. 31, 2017USD ($) | |
Interest Rate Swap [Member] | ||
Derivative [Line Items] | ||
Derivative, Settlement Date | Sep. 30, 2026 | |
Interest Rate Swap 1 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2016 | |
Expiration Date | Sep. 30, 2026 | |
Notional Amount | $ | $ 100,000 | |
Pay Fixed Rate | 2.76% | 2.76% |
Interest Rate Swap 2 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2016 | |
Expiration Date | Sep. 30, 2026 | |
Notional Amount | $ | $ 100,000 | |
Pay Fixed Rate | 2.74% | 2.74% |
Interest Rate Swap 3 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Sep. 30, 2016 | |
Expiration Date | Sep. 30, 2026 | |
Notional Amount | $ | $ 100,000 | |
Pay Fixed Rate | 2.73% | 2.73% |
Interest Rate Swap 4 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 93,150 | |
Pay Fixed Rate | 2.44% | 2.44% |
Interest Rate Swap 5 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 93,150 | |
Pay Fixed Rate | 2.44% | 2.44% |
Interest Rate Swap 6 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 93,150 | |
Pay Fixed Rate | 2.44% | 2.44% |
Interest Rate Swap 7 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 93,150 | |
Pay Fixed Rate | 2.44% | 2.44% |
Interest Rate Swap 8 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 55,373 | |
Pay Fixed Rate | 2.44% | 2.44% |
Interest Rate Swap 9 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 55,373 | |
Pay Fixed Rate | 2.44% | 2.44% |
Interest Rate Swap 10 [Member] | ||
Derivative [Line Items] | ||
Effective Date | Dec. 1, 2016 | |
Expiration Date | Dec. 1, 2021 | |
Notional Amount | AUD 34,155 | |
Pay Fixed Rate | 2.44% | 2.44% |
Fixed rate debt [Member] | ||
Derivative [Line Items] | ||
Probable future debt | $ | $ 300,000 | |
Variable rate debt [Member] | ||
Derivative [Line Items] | ||
Probable future debt | $ | $ 300,000 |
Derivative Financial Instrume51
Derivative Financial Instruments Effectiveness Testing (Details) - Interest rate swap agreements [Member] - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | $ 0 | $ 0 |
Existing net losses realized and recorded as interest expense | 400,000 | $ 300,000 |
Existing net losses expected to be realized within the next 12 months | $ 2,000,000 |
Derivative Financial Instrume52
Derivative Financial Instruments Foreign Currency Exchange Rate Risk (Details) £ in Thousands | 3 Months Ended | |||||||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015GBP (£) | Mar. 31, 2015USD ($) | Mar. 31, 2017GBP (£) | Mar. 31, 2017USD ($) | Mar. 25, 2015GBP (£) | Mar. 25, 2015USD ($) | |
Derivative [Line Items] | ||||||||
Foreign subsidiaries third-party debt denominated in local currencies | $ | $ 997,100,000 | |||||||
Intercompany loan, amount | £ 120,000 | $ 181,000,000 | ||||||
Accrued Liabilities | £ 15,500 | $ 19,400,000 | ||||||
Foreign Exchange Forward [Member] | ||||||||
Derivative [Line Items] | ||||||||
Gain/(loss) reclassified from accumulated other comprehensive income/(loss) into earnings due to ineffectiveness | $ | $ 0 | $ 0 | ||||||
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion | $ | 100,000 | |||||||
Existing net gains expected to be realized within the next 12 months | $ | $ 500,000 | |||||||
British Pound Foreign Currency Forward Contract 1 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Mar. 25, 2015 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 60,000 | |||||||
Exchange Rate | 1.51 | 1.51 | ||||||
British Pound Foreign Currency Forward Contract 2 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Mar. 25, 2015 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 60,000 | |||||||
Exchange Rate | 1.50 | 1.50 | ||||||
British Pound Foreign Currency Forward Contract 3 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Jun. 30, 2015 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 2,035 | |||||||
Exchange Rate | 1.57 | 1.57 | ||||||
British Pound Foreign Currency Forward Contract 4 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Sep. 30, 2015 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,846 | |||||||
Exchange Rate | 1.51 | 1.51 | ||||||
British Pound Foreign Currency Forward Contract 5 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Dec. 31, 2015 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,873 | |||||||
Exchange Rate | 1.48 | 1.48 | ||||||
British Pound Foreign Currency Forward Contract 6 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Mar. 31, 2016 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,881 | |||||||
Exchange Rate | 1.45 | 1.45 | ||||||
British Pound Foreign Currency Forward Contract 7 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Jun. 30, 2016 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,909 | |||||||
Exchange Rate | 1.35 | 1.35 | ||||||
British Pound Foreign Currency Forward Contract 8 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Sep. 30, 2016 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,959 | |||||||
Exchange Rate | 1.33 | 1.33 | ||||||
British Pound Foreign Currency Forward Purchase Contract 9 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Dec. 31, 2016 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,989 | |||||||
Exchange Rate | 1.28 | 1.28 | ||||||
British Pound Foreign Currency Forward Purchase Contract 10 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Effective Date | Mar. 31, 2017 | |||||||
Settlement Date | Mar. 31, 2020 | |||||||
Notional Amount | £ 1,975 | |||||||
Exchange Rate | 1.30 | 1.30 | ||||||
Freightliner [Member] | ||||||||
Derivative [Line Items] | ||||||||
Cash consideration | £ 492,100 | $ 733,000,000 |
Derivative Financial Instrume53
Derivative Financial Instruments Cross Currency Swap (Details) $ in Thousands, € in Millions, AUD in Millions | Dec. 22, 2016AUD | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 22, 2016EUR (€) | Dec. 01, 2016AUD |
Currency Swap [Member] | |||||
Derivative [Line Items] | |||||
Notional Amount | € | € 171.7 | ||||
Expiration Date | Jun. 30, 2019 | ||||
Currency Swap 1 [Member] | |||||
Derivative [Line Items] | |||||
Notional Amount | AUD 123.9 | 85.5 | |||
Currency Swap 2 [Member] | |||||
Derivative [Line Items] | |||||
Notional Amount | AUD 125 | € 86.3 | |||
BBR Interest rate [Member] | Currency Swap 1 [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Description of Terms | Australian dollar BBR plus 4.50% | ||||
BBR Interest rate [Member] | Currency Swap 2 [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Description of Terms | Australian dollar BBR plus 4.50% | ||||
EURIBOR Interest Rate [Member] | Currency Swap 1 [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Description of Terms | EURIBOR plus 2.68% | ||||
EURIBOR Interest Rate [Member] | Currency Swap 2 [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Description of Terms | EURIBOR plus 2.90% | ||||
Intercompany Loan [Member] | |||||
Derivative [Line Items] | |||||
Debt Instrument, Face Amount | AUD | AUD 248.9 | ||||
Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Net of Foreign Currency Transaction Gain (Loss) on Intercompany Loan | $ (2,859) | $ 0 | |||
Not Designated as Hedging Instrument [Member] | Currency Swap [Member] | |||||
Derivative [Line Items] | |||||
Loss on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | (10,900) | ||||
Other Nonoperating Income (Expense) [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Net of Foreign Currency Transaction Gain (Loss) on Intercompany Loan | $ (2,859) | $ 0 |
Derivative Financial Instrume54
Derivative Financial Instruments Fair Value of the Company's Derivative Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Interest rate swap agreements [Member] | Designated as Hedging Instrument [Member] | Accrued expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | $ 1,952 | $ 1,747 |
Interest rate swap agreements [Member] | Designated as Hedging Instrument [Member] | Other long-term liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 13,168 | 13,411 |
British pound forward contracts [Member] | Designated as Hedging Instrument [Member] | Other assets, net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 24,570 | 26,359 |
British pound forward contracts [Member] | Designated as Hedging Instrument [Member] | Other long-term liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 51 | 17 |
Currency Swap [Member] | Not Designated as Hedging Instrument [Member] | Other assets, net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 0 | 506 |
Currency Swap [Member] | Not Designated as Hedging Instrument [Member] | Accrued expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 3,888 | 0 |
Currency Swap [Member] | Not Designated as Hedging Instrument [Member] | Other long-term liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 6,305 | 0 |
Currency Swap [Member] | Not Designated as Hedging Instrument [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 0 | 174 |
Fair Value, Inputs, Level 2 [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 24,570 | 26,359 |
Derivative Liability, Fair Value, Gross Liability | 15,171 | 15,175 |
Fair Value, Inputs, Level 2 [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 0 | 680 |
Derivative Liability, Fair Value, Gross Liability | $ 10,193 | $ 0 |
Derivative Financial Instrume55
Derivative Financial Instruments Derivative Instruments Designated as Cash Flow Hedges OCI Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Other Comprehensive Income (Loss) [Member] | Cash Flow Hedging [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ 506 | $ (9,431) |
Other Comprehensive Income (Loss) [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Gain (Loss) , Net of Intercompany, Gain (loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | 629 | (129) |
Interest rate swap agreements [Member] | Other Comprehensive Income (Loss) [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | (123) | (9,302) |
British pound forward contracts [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | (1,000) | 2,500 |
Intercompany Loan [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Foreign Currency Transaction Gain (Loss), Net of Tax | $ 1,600 | $ (2,600) |
Derivative Financial Instrume56
Derivative Financial Instruments Derivative Instruments Not Designated as Hedges Amount Recognized in Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Net of Foreign Currency Transaction Gain (Loss) on Intercompany Loan | $ (2,859) | $ 0 |
Other Nonoperating Income (Expense) [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Net of Foreign Currency Transaction Gain (Loss) on Intercompany Loan | (2,859) | $ 0 |
Currency Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | (10,900) | |
Intercompany GRail Loan [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Foreign Currency Transaction Gain (Loss), Net of Tax | $ 8,000 |
Fair Value of Financial Instr57
Fair Value of Financial Instruments Financial Instruments Carried at Fair Value-Level 2 (Details) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets carried at fair value | $ 24,570 | $ 27,039 |
Financial liabilities carried at fair value | 25,364 | 15,175 |
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 | 24,570 | 26,359 |
Derivative Liability | 51 | 17 |
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 | 15,120 | 15,158 |
Not Designated as Hedging Instrument [Member] | Currency Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | 680 |
Derivative Liability | $ 10,193 | $ 0 |
Fair Value of Financial Instr58
Fair Value of Financial Instruments Financial instruments Carried at Fair Value-Level 3 (Details) £ in Thousands, $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2017USD ($) | Mar. 31, 2015 | Mar. 31, 2017GBP (£) | Mar. 31, 2017USD ($) | Dec. 31, 2016GBP (£) | Dec. 31, 2016USD ($) | |
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 | $ 700 | |||||
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 | £ 26,477 | $ 33,208 | £ 25,882 | $ 31,933 |
Fair Value of Financial Instr59
Fair Value of Financial Instruments Financial Instruments Carried at Historical Costs (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | $ 2,273,976 | $ 2,273,058 |
Revolving credit facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 92,212 | 74,297 |
Other debt [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 2,861 | 4,882 |
Credit agreement [Member] | United States term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 1,366,922 | 1,415,873 |
Credit agreement [Member] | U.K. term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 119,969 | 121,149 |
Australian Senior Credit Facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 509,951 | 484,703 |
Australian Partner Loan Agreement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Carrying Value | 182,061 | 172,154 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 2,301,640 | 2,303,531 |
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 | 96,953 | 81,192 |
Fair Value, Inputs, Level 2 [Member] | Other debt [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 2,860 | 4,889 |
Fair Value, Inputs, Level 2 [Member] | Credit agreement [Member] | United States term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 1,373,806 | 1,422,512 |
Fair Value, Inputs, Level 2 [Member] | Credit agreement [Member] | U.K. term loan [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 121,860 | 121,594 |
Fair Value, Inputs, Level 2 [Member] | Australian Senior Credit Facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 522,689 | 501,909 |
Fair Value, Inputs, Level 2 [Member] | Australian Partner Loan Agreement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | $ 183,472 | $ 171,435 |
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 | 12 Months Ended | ||||
Mar. 31, 2017GBP (£) | Mar. 31, 2017USD ($) | Mar. 31, 2016GBP (£) | Mar. 31, 2016USD ($) | Dec. 31, 2017GBP (£) | Dec. 31, 2017USD ($) | |
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 | £ 2,988 | $ 3,688 | £ 2,395 | $ 3,427 | ||
Interest cost | 1,978 | 2,441 | 2,227 | 3,188 | ||
Expected return on plan assets | (3,307) | (4,082) | (2,847) | (4,074) | ||
Net periodic benefit cost | 1,659 | 2,047 | £ 1,775 | $ 2,541 | ||
Defined Benefit Plan, Contribution by Employer | £ 1,500 | $ 1,900 | ||||
Scenario, Forecast [Member] | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Defined Benefit Plan, Expected Contributions in Current Fiscal Year | £ 5,600 | $ 7,000 |
Income Taxes (Details)
Income Taxes (Details) € in Millions, AUD in Millions | 3 Months Ended | |||||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2017EUR (€) | Mar. 31, 2017USD ($) | Mar. 31, 2016AUD | Mar. 31, 2016USD ($) | |
Effective income tax rate | 44.60% | 32.20% | ||||
Tax benefit from Short Line Tax Credit | $ 6,300,000 | |||||
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 | |||||
Impairment of Assets [Member] | Arrium Limited [Member] | Australian Operations [Member] | ||||||
Valuation allowance | AUD 2.6 | $ 2,000,000 | ||||
ERS Railways [Member] | U.K./European Operations [Member] | ||||||
Valuation allowance | € 1.6 | $ 1,700,000 |
Accumulated Other Comprehensi62
Accumulated Other Comprehensive Income/(Loss) AOCI Attributbale to G&W (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Accumulated other comprehensive loss, beginning balance | $ (211,336) | $ (153,457) |
Other comprehensive loss before reclassifications | 23,984 | 21,860 |
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | (153) | 1,753 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 23,831 | 23,613 |
Accumulated other comprehensive income loss, ending balance | (187,505) | (129,844) |
Foreign Currency Translation Adjustment [Member] | ||
Accumulated other comprehensive loss, beginning balance | (177,662) | (156,146) |
Other comprehensive loss before reclassifications | 23,630 | 31,121 |
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 23,630 | 31,121 |
Accumulated other comprehensive income loss, ending balance | (154,032) | (125,025) |
Defined Benefit Plans [Member] | ||
Accumulated other comprehensive loss, beginning balance | (19,948) | 11,005 |
Other comprehensive loss before reclassifications | (931) | 0 |
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | 38 | 1,923 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | (893) | 1,923 |
Accumulated other comprehensive income loss, ending balance | (20,841) | 12,928 |
Tax (provision)/benefit on amounts reclassified from AOCI for defined benefit plans | (20) | 120 |
Net Unrealized Gain/(Loss) on Cash Flow Hedges [Member] | ||
Accumulated other comprehensive loss, beginning balance | (13,726) | (8,316) |
Other comprehensive loss before reclassifications | 1,285 | (9,261) |
Amounts reclassified from accumulated other comprehensive loss, net of tax(provision)/benefit | (191) | (170) |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 1,094 | (9,431) |
Accumulated other comprehensive income loss, ending balance | (12,632) | (17,747) |
Tax (provision)/benefit on amounts reclassified from AOCI for cash flow hedges | $ (520) | $ 113 |
Accumulated Other Comprehensi63
Accumulated Other Comprehensive Income/(Loss) OCI Attributable to Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Noncontrolling Interest [Abstract] | ||
Net Income Attributable to Noncontrolling Interest | $ 1,051 | $ 0 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Noncontrolling Interest | 12,623 | 0 |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax, Portion Attributable to Noncontrolling Interest | (588) | 0 |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 13,086 | 0 |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax, Portion Attributable to Noncontrolling Interest | $ (252) | $ 0 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Stockholders' Equity Attributable to Parent Beginning Balance | $ 2,894,582 | |
Net Income (Loss) Attributable to Parent | 26,238 | $ 27,019 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 23,831 | 23,613 |
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 3,601 | |
Stockholders' Equity Attributable to Parent Ending Balance | 2,948,252 | |
Stockholders' Equity Attributable to Noncontrolling Interest Beginning Balance | 292,539 | |
Net Income Attributable to Noncontrolling Interest | 1,051 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest | 12,035 | |
Stockholders' Equity, Other | (32) | |
Stockholders' Equity Attributable to Noncontrolling Interest Ending Balance | 305,593 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Beginning Balance | 3,187,121 | |
Net income | 27,289 | 27,019 |
Other Comprehensive Income (Loss), Net of Tax | 35,866 | $ 23,613 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Ending Balance | 3,253,845 | |
Parent [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 3,601 | |
Noncontrolling Interest [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Stockholders' Equity, Other | $ (32) |
Significant Non-Cash Investin65
Significant Non-Cash Investing Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Other Significant Noncash Transactions [Line Items] | |||
Outstanding receivables from outside parties for the funding of capital expenditures | $ 368,693 | $ 375,993 | |
Purchases of property and equipment accrued in accounts payable | 10,700 | $ 15,400 | |
Accounts receivable - grants from outside parties [Member] | |||
Other Significant Noncash Transactions [Line Items] | |||
Outstanding receivables from outside parties for the funding of capital expenditures | $ 7,921 | $ 13,700 | $ 10,652 |
Segment Information Foreign Cur
Segment Information Foreign Currency Exchange Rates (Details) | Mar. 31, 2017$ / AUD | Mar. 31, 2017$ / € | Mar. 31, 2017$ / CAD | Mar. 31, 2017$ / £ | Dec. 01, 2016$ / AUD | Mar. 31, 2016$ / AUD | Mar. 31, 2016$ / € | Mar. 31, 2016$ / CAD | Mar. 31, 2016$ / £ |
Foreign currency exchange rate | 0.74 | 0.72 | |||||||
Quarter to Date Average [Member] | |||||||||
Foreign currency exchange rate | 0.76 | 1.07 | 0.76 | 1.24 | 0.72 | 1.10 | 0.73 | 1.43 |
Segment Information Segments (D
Segment Information Segments (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)reportable_segmentprovincesregion | Mar. 31, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of operating regions | region | 10 | |
Number of reportable segments | reportable_segment | 3 | |
Freight revenues | $ 377,745 | $ 326,414 |
Freight-related revenues | 119,337 | 133,458 |
All other revenues | 22,026 | 22,744 |
Total Operating revenues | 519,108 | 482,616 |
Operating income/(loss) | 77,454 | 56,996 |
Depreciation and amortization | 60,774 | 49,330 |
Interest expense, net | 26,138 | 17,900 |
Provision for/(benefit from) income taxes | 21,928 | 12,808 |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | $ 29,967 | 31,683 |
North American Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of operating regions | provinces | 8 | |
Freight revenues | $ 238,281 | 221,825 |
Freight-related revenues | 65,345 | 61,525 |
All other revenues | 15,850 | 16,428 |
Total Operating revenues | 319,476 | 299,778 |
Operating income/(loss) | 67,570 | 69,978 |
Depreciation and amortization | 38,867 | 36,189 |
Interest expense, net | 10,551 | 10,465 |
Provision for/(benefit from) income taxes | 22,074 | 16,009 |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | 24,215 | 25,416 |
Australian Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Freight revenues | 60,874 | 24,777 |
Freight-related revenues | 11,709 | 25,490 |
All other revenues | 1,324 | 1,531 |
Total Operating revenues | 73,907 | 51,798 |
Operating income/(loss) | 17,159 | (11,751) |
Depreciation and amortization | 15,192 | 6,656 |
Interest expense, net | 13,987 | 2,395 |
Provision for/(benefit from) income taxes | 861 | (2,525) |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | 1,462 | 867 |
U.K./European Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Freight revenues | 78,590 | 79,812 |
Freight-related revenues | 42,283 | 46,443 |
All other revenues | 4,852 | 4,785 |
Total Operating revenues | 125,725 | 131,040 |
Operating income/(loss) | (7,275) | (1,231) |
Depreciation and amortization | 6,715 | 6,485 |
Interest expense, net | 1,600 | 5,040 |
Provision for/(benefit from) income taxes | (1,007) | (676) |
Expenditures for Additions to Property and Equipment Net of Grants From Outside Parties | $ 4,290 | $ 5,400 |
Segment Information Property &
Segment Information Property & Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | $ 4,531,419 | $ 4,503,319 |
North American Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | 3,586,131 | 3,590,625 |
Australian Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | 662,839 | 634,148 |
U.K./European Operations [Member] | ||
Segment Reporting, Property and Equipment by Segment [Line Items] | ||
Property and equipment, net | $ 282,449 | $ 278,546 |
Recently Issued Accounting St69
Recently Issued Accounting Standards Recently Issued Accounting Standards (Details) $ in Millions | Dec. 31, 2016USD ($) |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Operating Leases, Future Minimum Payments Due | $ 546 |
Subsequent Events (Details)
Subsequent Events (Details) - May 03, 2017 - Subsequent Event [Member] £ in Millions, $ in Millions | GBP (£)aemployeeseaport | USD ($)aemployeeseaport |
Freightliner [Member] | ||
Subsequent Event [Line Items] | ||
Number of trucks | 250 | 250 |
Pentalver Transport Limited [Member] | ||
Subsequent Event [Line Items] | ||
Business Acquisition, Effective Date of Acquisition | May 3, 2017 | May 3, 2017 |
Payments to Acquire Businesses, Gross | £ 97.7 | $ 126.2 |
Number of Major Seaports | seaport | 4 | 4 |
Number of trucks | 150 | 150 |
Number of employees | 600 | 600 |
Pentalver Transport Limited [Member] | Minimum [Member] | ||
Subsequent Event [Line Items] | ||
Number of Acres Providing Storage for Loaded and Empty Containers | a | 100 | 100 |