TRAC Intermodal 10-Q 6 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Sep. 30, 2015shares
Document and Entity Information
Entity Registrant Name	TRAC Intermodal LLC
Entity Central Index Key	1,570,774
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding	0
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Assets
Cash and cash equivalents	$ 2,299	$ 4,256
Accounts receivable, net of allowance of $15,758 and $19,030, respectively	122,017	135,076
Net investment in direct finance leases	13,689	16,215
Leasing equipment, net of accumulated depreciation of $439,983 and $400,408, respectively	1,410,132	1,436,909
Goodwill	251,907	251,907
Other assets	43,139	41,954
Total assets	1,843,183	1,886,317
Liabilities
Accounts payable	14,644	14,781
Accrued expenses and other liabilities	65,437	74,449
Deferred income taxes, net	120,556	102,467
Debt and capital lease obligations:
Due within one year	36,058	30,546
Due after one year	1,049,911	1,133,676
Total debt and capital lease obligations	1,085,969	1,164,222
Total liabilities	$ 1,286,606	$ 1,355,919
Commitments and contingencies (Note 7)
Member's interest
Member's interest	$ 578,115	$ 559,015
Accumulated other comprehensive loss	(21,538)	(28,617)
Total member's interest	556,577	530,398
Total liabilities and member's interest	$ 1,843,183	$ 1,886,317

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Consolidated Balance Sheets
Accounts receivable, allowance	$ 15,758	$ 19,030
Leasing equipment, accumulated depreciation	$ 439,983	$ 400,408

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues
Equipment leasing revenue	$ 170,015	$ 158,844	$ 500,142	$ 429,928
Finance revenue	404	495	1,199	1,651
Other revenue	6,780	7,758	22,226	27,596
Total revenues	177,199	167,097	523,567	459,175
Expenses
Direct operating expenses	98,679	94,385	283,599	244,201
Selling, general and administrative expenses	23,741	21,293	68,029	62,406
Depreciation expense	18,017	18,942	53,832	54,219
Provision for doubtful accounts	(28)	3,579	2,143	10,696
Impairment of leasing equipment	1,693	932	5,695	3,249
Early retirement of leasing equipment				37,766
Loss on modification and extinguishment of debt and capital lease obligations	16,173		16,212	102
Interest expense	19,715	21,079	63,318	64,670
Interest income		(5)	(1)	(52)
Other income, net	(290)	(166)	(1,065)	(683)
Total expenses	177,700	160,039	491,762	476,574
(Loss) income before provision (benefit) for income taxes	(501)	7,058	31,805	(17,399)
Provision (benefit) for income taxes	737	896	13,171	(7,290)
Net (loss) income	$ (1,238)	$ 6,162	$ 18,634	$ (10,109)

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Consolidated Statements of Comprehensive Income (Loss)
Net (loss) income	$ (1,238)	$ 6,162	$ 18,634	$ (10,109)
Unrealized (loss) income on derivative instruments, net of tax of $341 and ($567) and $1,053 and $134, respectively	(528)	871	(1,623)	(207)
Derivative loss reclassified into earnings, net of tax of ($1,956) and ($1,604) and ($6,086) and ($5,147), respectively	3,025	2,469	9,421	7,921
Foreign currency translation, net of tax of $235 and $138 and $440 and $173, respectively	(362)	(212)	(719)	(273)
Total other comprehensive income, net of tax	2,135	3,128	7,079	7,441
Total comprehensive income (loss)	$ 897	$ 9,290	$ 25,713	$ (2,668)

Consolidated Statements of Com6

Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Consolidated Statements of Comprehensive Income (Loss)
Unrealized loss on derivative instruments, tax	$ 341	$ (567)	$ 1,053	$ 134
Derivative loss reclassified into earnings, net	(1,956)	(1,604)	(6,086)	(5,147)
Foreign currency translation, net	$ 235	$ 138	$ 440	$ 173

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash flows from operating activities
Net income (loss)	$ 18,634	$ (10,109)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	53,911	54,414
Provision for doubtful accounts	2,143	10,696
Amortization of deferred financing fees	5,315	5,014
Loss on modification and extinguishment of debt and capital lease obligations	16,212	102
Derivative loss reclassified into earnings	15,507	13,068
Ineffective portion of cash flow hedges	166	(63)
Impairment of leasing equipment	5,695	3,249
Early retirement of leasing equipment		37,766
Share-based compensation	466	654
Deferred income taxes, net	14,306	(8,072)
Other, net	(991)	(686)
Changes in assets and liabilities:
Accounts receivable	10,405	(33,791)
Other assets	(1,537)	(2,254)
Accounts payable	(137)	2,152
Accrued expenses and other liabilities	(13,043)	11,916
Net cash provided by (used in) operating activities	127,052	84,056
Cash flows from investing activities
Proceeds from sale of leasing equipment	9,530	7,594
Collections on net investment in direct finance leases, net of interest earned	2,771	3,586
Proceeds from sale of other assets	2,300
Purchase of leasing equipment	(38,386)	(114,041)
Purchase of fixed assets	(12,799)	(2,163)
Other investing activity	(244)
Net cash used in investing activities	(36,828)	(105,024)
Cash flows from financing activities
Proceeds from long-term debt	256,250	119,000
Repayments of long term debt	(334,622)	(101,529)
Premium paid for redemption of Notes	(12,375)
Cash paid for debt issuance fees	(748)	(2,069)
Repurchase of indirect parent shares from employees		(630)
Net cash (used in) provided by financing activities	(91,495)	14,772
Effect of changes in exchange rates on cash and cash equivalents	(686)	(316)
Net (decrease) increase in cash and cash equivalents	(1,957)	(6,512)
Cash and cash equivalents, beginning of year	4,256	11,843
Cash and cash equivalents, end of period	2,299	5,331
Supplemental disclosures of cash flow information
Cash paid for interest	52,513	54,665
Cash (refunded) paid for taxes, net	$ (801)	$ 945

Description of the Business and

Description of the Business and Basis of Presentation	9 Months Ended
	Sep. 30, 2015
Description of the Business and Basis of Presentation
Description of the Business and Basis of Presentation	1. Description of the Business and Basis of Presentation The accompanying Consolidated Financial Statements of TRAC Intermodal LLC and subsidiaries (the “Company,” “we,” “our” or “TRAC”) are unaudited and have been prepared pursuant to U.S. generally accepted accounting principles (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, in our opinion, reflect all adjustments, including normal recurring items, which are necessary to present fairly the results for interim periods. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the entire year. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC; however, we believe that the disclosures are adequate to make information presented not misleading. These interim Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2014 and with the information contained in other publicly-available filings with the SEC. TRAC is an intermodal chassis solutions provider for domestic and international transportation companies in North America. Its principal business is providing marine and domestic chassis on both long and short-term leases or rental agreements to a diversified customer base including the world’s leading shipping lines, Class I railroads, major U.S. intermodal transportation companies and motor carriers. The Company and its subsidiaries conduct business principally in one industry, the leasing of intermodal transportation equipment. The Company has two reportable segments, the Marine Market segment and the Domestic Market segment. The Company purchases equipment directly from manufacturers and shipping lines as well as through lease agreements, some of which qualify as capital leases. Primarily all of the Company’s revenues and long-lived assets are attributable to the United States. TRAC is a Delaware limited liability company that was formed on July 12, 2012 to facilitate the issuance of $300,000 aggregate principal amount of 11% Senior Secured Notes (the “Notes”). The Company conducts its business through its 100% owned subsidiary, Interpool, Inc. (“Interpool”) and its consolidated subsidiaries. TRAC is ultimately owned by Seacastle Inc. (“Seacastle”). Seacastle is owned by private equity funds that are managed by an affiliate of Fortress Investment Group LLC (“Fortress”) and by employees of affiliates of Seacastle. Interpool was founded in 1968 as an operating lessor servicing the intermodal transportation equipment industry. Interpool was listed on The New York Stock Exchange as a public company in 1993 and was acquired and taken private by Seacastle in July 2007. Significant Accounting Policies Capitalized Software In accordance with FASB ASC Topic 350-40 “Internal Use Software”, the Company capitalizes certain computer software and software development costs incurred in connection with developing or obtaining computer software for internal use when both the preliminary project stage is completed and it is probable that the software will be used as intended. Capitalized software costs include only (i) external direct costs of materials and services utilized in developing or obtaining computer software, (ii) compensation and related benefits for employees who are directly associated with the software project and (iii) interest costs incurred while developing internal-use computer software. Capitalized software costs are included in Other assets in the Consolidated Balance Sheets and amortized on a straight-line basis when placed into service over the estimated useful lives of the software, approximately 7 years. New Accounting Standards Pending Adoption In September 2015, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance on accounting for Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”). The guidance requires that adjustments to provisional amounts recognized in a business combination be recorded during the measurement period in the period in which the adjustment amounts are determined. The amendments in this update require that the acquirer record, in the same period’s financial statements, the effects on earnings of changes in depreciation, amortization, or other income effects, if any, as the result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. Additional disclosures are required to clarify the impact the adjustments to provisional amounts would have had on prior periods (by income statement line item). The update is effective for reporting periods beginning after December 15, 2015 and for interim periods within those fiscal years, with early adoption permitted. We do not anticipate adoption of this guidance to have a material effect on our consolidated financial statements. In April 2015, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance on accounting for Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This update requires that debt issuance cost related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, consistent with debt discounts, without changing existing recognition and measurement guidance for debt issuance costs. The new guidance is required to be applied on a retrospective basis and to be accounted for as a change in an accounting principle. The amendments in this update are effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years and early adoption of the amendments in this update is permitted. The Company will adopt this standard on December 31, 2015 on a retrospective basis. The implementation of this standard will result in the reclassification of certain debt issuance costs from Other assets to a reduction in the carrying amount of the related debt liability within the Consolidated Balance Sheets. The estimated reclassifications for the years ended December 31, 2015, 2014 and 2013 are $11.6 million, $21.6 million and $25.3 million, respectively. In January 2015, the FASB issued authoritative guidance on accounting for Income Statement-Extraordinary and Unusual Items (Topic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (“ASU 2015-01”). The update eliminates from U.S. GAAP the concept of extraordinary items. This update is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015 and early adoption is permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. The Company will adopt this standard in the first quarter of 2016. The implementation of this standard is not expected to have any impact on the Company’s Consolidated Financial Statements. In May 2014, FASB issued authoritative guidance on accounting for Revenue from Contracts with Customers (Topic 606): (“ASU 2014-09”). This update supersedes most of the current revenue recognition requirements. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. This guidance was effective for fiscal years and interim periods beginning after December 15, 2016 and early application was not permitted. However on July 9, 2015, the FASB decided to delay the effective date by one year. The deferral results in the new revenue standard being effective for fiscal years and interim periods beginning after December 15, 2017. The FASB also decided to allow early adoption but no earlier than the original effective date of December 15, 2016. Entities must adopt the new guidance using one of two retrospective application methods. The Company is currently evaluating the standard to determine the impact of its adoption on the Consolidated Financial Statements. No other new accounting pronouncements issued or effective during 2015 had or are expected to have a material impact on the Company’s Consolidated Financial Statements.

Leasing Activity

Leasing Activity	9 Months Ended
	Sep. 30, 2015
Leasing Activity
Leasing Activity	2. Leasing Activity Equipment Leasing Revenue The Company has non-cancelable operating leases for certain of its leasing equipment. At September 30, 2015, future minimum lease revenue under these agreements is estimated as follows: 2015 $ 2016 2017 2018 2019 Thereafter $ Finance Revenue At September 30, 2015, receivables under direct finance leases are collectible through 2022 as follows: Total Lease Receivables Unearned Lease Income Net Lease Receivables 2015 $ $ $ 2016 2017 2018 2019 Thereafter $ $ $ As of December 31, 2014, the Company had total lease receivables, unearned lease income and net lease receivables of $19,271, $3,056 and $16,215, respectively. As of September 30, 2015 and December 31, 2014, the Company had guaranteed and unguaranteed residual values for leasing equipment on direct finance leases of $8,764 and $8,778, respectively. The unguaranteed residual values are reflected in “Total Lease Receivables” above. Historically, the Company has not experienced losses related to direct finance leases and does not project future uncollectible amounts related to the principal balances receivable. If customers were to default, the Company would seek to recover the equipment securing the lease, often at fair market values in excess of the remaining receivable, and present certain claims to its insurers of default losses.

Leasing Equipment

Leasing Equipment	9 Months Ended
	Sep. 30, 2015
Leasing Equipment
Leasing Equipment	3. Leasing Equipment The following is a summary of leasing equipment recorded on the Consolidated Balance Sheets: September 30, December 31, 2015 2014 Total leasing equipment $ $ Less accumulated depreciation ) ) Leasing equipment, net of accumulated depreciation $ $ Leasing equipment includes assets recorded under capital leases of $149,645 and $182,688 with accumulated depreciation of $50,779 and $53,016 at September 30, 2015 and December 31, 2014, respectively. Impairment of Leasing Equipment Impairment of leasing equipment amounted to $1,693 and $5,695 for the three and nine months ended September 30, 2015, respectively. This compares to $932 and $3,249 for the three and nine months ended September 30, 2014, respectively. The increase in impairment charges reflected during 2015 was primarily due to estimated provisions associated with axle sets anticipated to be unsuitable for the remanufacturing program and estimated shrinkage of certain chassis in our marine pools. The above impairment charges are recorded in Impairment of leasing equipment in the Consolidated Statements of Operations. Early Retirement of Leasing Equipment During the second quarter of 2014, management recommended the retirement of identified excess and other non-standard chassis residing at depots and chassis pools, in addition to certain axle sets residing at depots. Management’s action was largely influenced by the consummation of the last of several shipping line deals or conversions to the “motor carrier” model during the second quarter of 2014, whereby chassis owned or leased by the shipping line were sold or returned to the Company to be managed in its marine chassis pools. Having bid on and being awarded such deals had profound implications on the Company’s fleet size, utilization model, and customer base. Chassis Retirements As a result of the continuing shift in the Company’s business model and the significant impact of consummating deals during the second quarter of 2014, management developed a multi-year fleet requirements projection for its Marine Market segment which considered relevant factors such as market growth, the current performance of the marine chassis pools and utilization under pool versus term arrangements among other factors. Based on such analysis, the Company determined it had an excess amount of chassis in its Marine Market segment, specifically 20’ chassis and to a lesser degree 40’ chassis. Other non-standard type chassis were similarly considered for retirement given the significant influx of assets associated with the shipping line chassis purchases. Total charges incurred during the second quarter of 2014 associated with retiring approximately 11,000 identified chassis amounted to $14,766. Axle Retirements Retiring approximately 11,000 chassis will produce an almost equivalent number of axle sets available for the future remanufacturing of chassis. Accordingly, management performed a similar review of the types and quality of axle sets residing at depots and identified certain types, such as German and Square axles, which are deemed to be less cost effective to remanufacture or repair due to the difficulty of obtaining spare parts. Accordingly, approximately 9,000 axle sets were written-off in the second quarter of 2014 amounting to $23,000. Axles are not assigned to the Company’s reportable segments. The value of idle chassis and axle sets are included in Leasing equipment in the Other category in the Company’s segment disclosure. The total of the above retirement charges of $37,766 is recorded in Early retirement of leasing equipment in the Consolidated Statements of Operations.

Capitalized Software Developmen

Capitalized Software Development Costs	9 Months Ended
	Sep. 30, 2015
Capitalized Software Development Costs
Capitalized Software Development Costs	4. Capitalized Software Development Costs In 2014, the Company’s Investment Committee approved the proposal to replace its principal operating and financial reporting systems, named “Project Helix” to provide more functional capabilities necessitated by new business requirements emerging from the industry shift to the motor carrier model. In conjunction with application development efforts during the nine months ended September 30, 2015, the Company capitalized $7,053 of eligible costs in accordance with ASC 350-40, Internal-Use Software. These costs are included in Other assets in the Consolidated Balance Sheet. Once the software is substantially complete and ready for its intended use, capitalization will cease. Capitalized software costs will be amortized on a straight-line basis over seven years, the estimated useful life of the software.

Borrowings

Borrowings	9 Months Ended
	Sep. 30, 2015
Borrowings
Borrowings	5. Borrowings The following is a summary of the Company’s borrowings: September 30, December 31, 2015 2014 Senior Secured 11% Notes $ $ ABL Facility Loans Payable CIMC Capital lease obligations Total debt Less current maturities ) ) Long-term debt, less current maturities $ $ The Company’s debt consisted of notes, loans and capital lease obligations payable in varying amounts through 2021, with a weighted-average interest rate of 5.78% for the year ended December 31, 2014. For the nine months ended September 30, 2015 and 2014, the weighted-average interest rate was 5.58% and 5.81%, respectively. The weighted-average interest rates disclosed are calculated as “all-in” rates which include cash interest expense and amortization of agents’ fees and deferred financing fees. Redemption of Senior Secured 11% Notes On August 17, 2015, the Company borrowed $176,000 under its ABL Facility which carries an interest rate of one-month USD LIBOR + 2.25%. The funds were used to finance the redemption of $150,000 in aggregate principal amount of the outstanding Senior Secured 11% Notes at a redemption price equal to 108.250 of such aggregate principal amount. Approximately $162,375 was paid to redeem the Notes, $150,000 aggregate principal amount and a premium of $12,375, and approximately $3,058 of deferred financing fees were expensed upon redemption. Amendment to ABL Facility On August 11, 2015, Interpool entered into Amendment No. 3 (the “Third Amendment”) to Interpool’s existing asset backed credit agreement, dated as of August 9, 2012 (the “Credit Agreement”) among the loan parties listed therein, the lenders named therein and the JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”). Pursuant to the Third Amendment, the definition of “Payment Conditions” was amended by modifying the calculation used for purposes of determining the amount of any permitted acquisition, investment, asset sale and restricted payment the Company may make as well as any indebtedness the Company may prepay under the Credit Agreement. Under the Third Amendment, the aggregate total revolving commitment available under the ABL Facility was also increased from $1,250,000 to $1,400,000. In addition, on August 11, 2015, Interpool entered into an incremental facility amendment (the “Incremental Amendment”) to the Credit Agreement. Pursuant to the Incremental Amendment, Interpool obtained additional revolving commitments under the ABL Facility through its Administrative Agent from Citibank, N.A., as a new lender in the amount of $100,000 and from existing lender, City National Bank, in the amount of $9,000. Three existing lenders, Bank of America, N.A., JPMorgan Chase Bank, N.A. and Deutsche Bank AG New York Branch reduced their commitments by $22,750, $22,750 and $13,500, respectively resulting in an aggregate increase in revolving commitments of $50,000. As a result of the Incremental Amendment, lenders have committed to an aggregate total revolving commitment under the Credit Agreement of $1,300,000. In accordance with FASB ASC Topic 470-50, Modifications and Extinguishments of Debt , the Company evaluated the accounting for financing fees on a lender by lender basis. Since three lenders reduced their commitments under the ABL Facility, offset by one existing lender who increased their commitment, the Company recognized a loss on modification of debt of $739. This amount is recorded in Loss on modification and extinguishment of debt and capital lease obligations in the Consolidated Statement of Operations. Additionally, costs incurred in connection with the Third Amendment and the Incremental Amendment for commitment, arrangement and other fees were approximately $749. These fees are classified as deferred financing fees and will be amortized into interest expense over the remaining term of the ABL Facility. On February 28, 2015, the Company exercised a purchase option from a maturing capital lease for an aggregate price of $11,806.

Derivatives and Hedging Activit

Derivatives and Hedging Activities	9 Months Ended
	Sep. 30, 2015
Derivatives and Hedging Activities
Derivatives and Hedging Activities	6. Derivatives and Hedging Activities In the normal course of business, the Company utilizes interest rate derivatives to manage its exposure to interest rate risks. Through the utilization of interest rate derivatives, the Company receives floating rate payments in exchange for fixed rate payments, effectively converting its floating rate debt to a fixed rate. If certain conditions are met, an interest rate derivative may be specifically designated as a cash flow hedge. The Company’s interest rate derivative qualifies and has been designated as a cash flow hedge. For the effective portion of the derivative gain or loss, changes in fair value are recorded in Accumulated other comprehensive income and subsequently reclassified into earnings when the interest payments on the debt are recorded in earnings. The ineffective portion of the derivative gain or loss is recorded in Interest expense in the Consolidated Statements of Operations. On January 10, 2013, the Company entered into an interest rate swap transaction with Deutsche Bank AG effectively converting $300,000 of variable rate debt based upon LIBOR into a fixed rate instrument. The Company receives one month LIBOR with interest payable at a rate of 0.756% on the notional amount. At September 30, 2015, one month LIBOR was 0.193%. The agreement terminates on August 9, 2017, in line with the termination date of the ABL Facility. The Company’s interest rate derivative involves counterparty credit risk. As of September 30, 2015, the Company does not anticipate its counterparty will fail to meet its obligation. As of September 30, 2015, there are no credit risk related contingent features in the Company’s derivative agreement. For additional disclosures related to derivative instruments, see Notes 9 and 13 to the Consolidated Financial Statements. The Company held the following interest rate derivative as of September 30, 2015: Notional Effective Maturity Floating Fixed Leg Fair Hedged Item Amount Date Date Rate Interest Rate Value Gain(a) ABL Facility $ Jan-2013 Aug-2017 1M LIBOR % $ ) (a) This interest rate derivative is recorded in Accrued expense and other liabilities in the Consolidated Balance Sheets. At the dates indicated, the Company had in place total interest rate derivatives to fix floating interest rates on a portion of the borrowings under its debt facilities as summarized below: Total Current Notional Amount Weighted-Average Fixed Leg Interest Rate Weighted-Average Remaining Term September 30, 2015 $ % 1.78 years December 31, 2014 $ % 2.53 years The following table sets forth the net of tax effect of the Company’s cash flow hedge derivative instruments on the Consolidated Financial Statements for the periods indicated: Effective Portion Ineffective Portion Derivative Instruments Change in Unrealized Loss Recognized in OCI on Derivatives (a) Classification of Loss Reclassified from OCI into Income Loss Reclassified from OCI into Income (b) Classification of Loss Recognized Directly in Income on Derivative (Gain) Loss Recognized Directly in Income on Derivative (c) Three Months ended September 30, 2015 Interest rate derivatives $ ) Interest expense $ Interest expense $ Nine Months ended September 30, 2015 Interest rate derivatives $ ) Interest expense $ Interest expense $ Three Months ended September 30, 2014 Interest rate derivatives $ Interest expense $ Interest expense $ ) Nine Months ended September 30, 2014 Interest rate derivatives $ ) Interest expense $ Interest expense $ ) (a) This represents the change in the fair market value of the Company’s interest rate derivatives, net of tax, offset by the amount of actual cash paid related to the net settlements of the interest rate derivatives, net of tax. (b) This represents the amount of actual cash paid, net of tax, related to the net settlements of the interest rate derivatives plus any effective amortization of deferred losses on the Company’s terminated derivative, net of tax. Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net settlements of interest rate derivative, net of tax of ($171), ($182), ($519) and ($540), respectively $ $ $ $ Amortization of terminated derivatives, net of tax of ($1,956), ($1,604), ($6,086) and ($5,147), respectively $ $ $ $ (c) Amount impacting income not related to AOCI reclassification. The following table summarizes the deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense for the three and nine months ended September 30, 2015 and 2014: Original Maximum Notional Effective Maturity Fixed Termination De-designation Deferred Loss Upon Un- amortized Deferred (Gain) or Loss at Sept 30, Amount of Deferred (Gain)Loss Amortized (including Accelerated Amortization) Into Interest Expense for the Three Months Ended Sept 30, Amount of Deferred (Gain)Loss Amortized (including Accelerated Amortization) Into Interest Expense for the Nine Months Ended Sept 30, Amount of Deferred (Gain) Loss Expected to be Amortized Over the Next Twelve Item Amount Date Date Rate % Date Termination 2015 2015 2014 2015 2014 Months (a) $ Jul-2007 Oct-2017 % Dec-2007 $ $ ) $ ) $ $ ) $ $ ) (a) Jul-2007 Jul-2017 % Dec-2007 ) ) ) ) (a) Jul-2007 Jul-2014 % Dec-2007 — — — — (b) Jul-2008 Oct-2014 % Jul-2008 — — — — (b) Oct-2007 Oct-2014 % Jul-2008 — — — — (b) Oct-2014 Oct-2017 % Jul-2008 — — (b) Oct-2014 Oct-2017 % Jul-2008 — — (a) Nov-2007 Jul-2014 % Jul-2008 — — ) — ) — (b) Oct-2007 Oct-2014 % Jul-2008 — — ) — ) — (a) Nov-2007 Oct-2017 % Jul-2008 ) ) ) ) ) ) (a) Nov-2007 Jul-2017 % Jul-2008 ) ) ) ) ) ) (c) Sep-2007 Jul-2014 % Mar-2011 — — — — (d) Jul-2008 Oct-2017 % Aug-2012 (d) Jul-2008 Jul-2017 % Aug-2012 (d) Jul-2008 Jul-2014 % Aug-2012 — — — — (d) Jul-2008 Oct-2014 % Aug-2012 — — — — (d) Jul-2008 Oct-2014 % Aug-2012 — — — — (d) Oct-2014 Oct-2017 % Aug-2012 — — Total $ $ $ $ $ $ $ (a) This hedged item is referred to as Chassis Funding II Floating Rate Asset-Backed Notes, Series 2007-1 (b) This hedged item is referred to as Chassis Funding Floating Rate Asset-Backed Notes, Series 2007-1 (c) This hedged item is referred to as Chassis Financing Program, Term Loan Agreement—Portfolio C (d) This hedged item is referred to as Chassis Financing Program, Portfolio A The amount of loss expected to be reclassified from AOCI into interest expense over the next 12 months consists of net interest settlements on active interest rate derivatives in the amount of $703 (which is net of tax of $455) and amortization of deferred losses on the Company’s terminated derivatives of $10,446 (which is net of tax of $6,788).

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2015
Commitments and Contingencies
Commitments and Contingencies	7. Commitments and Contingencies Purchase Commitments Our current chassis purchase commitments are related to commitments to refurbish and remanufacture chassis. At September 30, 2015, the Company had commitments totaling approximately $30,067, of which $17,749, $9,238 and $3,080 is committed for 2015, 2016 and 2017, respectively. Lease Commitments The Company is party to various operating leases relating to office facilities and certain other equipment with various expiration dates through 2026. All leasing arrangements contain normal leasing terms without unusual purchase options or escalation clauses. As of September 30, 2015, the aggregate minimum rental commitment under operating leases having initial or remaining non-cancelable lease terms in excess of one year was $40,526. Sale of Corporate Headquarters On August 7, 2015, Interpool closed on the sale of the building that previously served as its corporate headquarters at 211 College Road East, Princeton, New Jersey and received $2,300 in proceeds, less brokerage fees and other standard adjustments.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2015
Income Taxes
Income Taxes	8. Income Taxes The consolidated income tax provision (benefit) for the three and nine months ended September, 30, 2015 and 2014 was determined based upon estimates of the Company’s consolidated forecasted effective income tax rates for the years ended December 31, 2015 and 2014, respectively. For the three months ended September 30, 2015, the Company recorded a tax provision of $737, on a net loss of $501, reflecting a 147% effective tax rate. This compares to a tax provision of $896, reflecting a 12.7% effective tax rate for the three months ended September 30, 2014. The effective tax rate for the three months ended September 30, 2015 was adversely affected due to discreet items recorded pertaining to changes in certain states’ effective tax rates. For the nine months ended September 30, 2015, the Company recorded a tax provision of $13,171, reflecting a 41.4% effective tax rate. This compares to a tax benefit of $7,290, reflecting a 41.9% effective tax rate for the nine months ended September 30, 2014. The Company’s effective tax rate differs from the U.S. federal tax rate of 35% primarily due to Canadian and Mexican tax provisions.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Loss	9 Months Ended
	Sep. 30, 2015
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Loss	9. Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss (“AOCI”) includes the changes in the fair value of derivative instruments, reclassification into earnings of amounts previously deferred relating to derivative instruments and foreign currency translation gains and losses primarily relating to the Company’s Canadian operation. For the nine months ended September 30, 2015, the components of AOCI, net of tax, are as follows: Unrealized Gain (Loss) on Derivative Instruments Net Derivative Loss to be Reclassified into Earnings Foreign Currency Translation Total Accumulated Other Comprehensive Loss Balance, December 31, 2014 $ $ ) $ ) $ ) Current-period other comprehensive (loss) income ) ) Balance, September 30, 2015 $ ) $ ) $ ) $ ) The following table presents the effects of reclassifications out of AOCI and into the Consolidated Statement of Operations for the periods indicated: Income Statement Line Item Three Months Ended Sept 30, 2015 Nine Months Ended Sept 30, 2015 Total loss in AOCI reclassifications for previously unrealized net losses on terminated derivatives Interest Expense $ $ Related income tax benefit Benefit for income taxes ) ) Net loss reclassified out of AOCI $ $ Income Statement Line Item Three Months Ended Sept 30, 2014 Nine Months Ended Sept 30, 2014 Total loss in AOCI reclassifications for previously unrealized net losses on terminated derivatives Interest Expense $ $ Related income tax benefit Benefit for income taxes ) ) Net loss reclassified out of AOCI $ $

Share-Based Payment

Share-Based Payment	9 Months Ended
	Sep. 30, 2015
Share-Based Payment
Share-Based Payment	10. Share-Based Payment A summary of the non-vested restricted shares of SCT Chassis, Inc. outstanding under the Company’s share-based compensation plan is as follows. All amounts are in thousands except share and per share amounts. Non-vested Shares Shares Weighted- Average Grant Date Fair Value per share Fair Value of Shares at Grant Date Non-vested at January 1, 2015 $ $ Granted Forfeited — — — Vested ) ) Non-vested at September 30, 2015 $ $ During the nine months ended September 30, 2015, 63,963 restricted shares of SCT Chassis, Inc. were granted to key employees at a weighted average fair value of $10.52 per share for a total fair value of $673. Of these shares, 14,702 shares vested immediately with the remaining 49,261 shares vesting in equal increments on January 1, 2016, 2017, 2018 and 2019. The Company recorded share-based compensation expense for the three and nine months ended September 30, 2015 of $117 and $466, respectively. This compares to compensation expense of $218 and $654, respectively, for the three and nine months ended September 30, 2014. Compensation expense is recorded as a component of Selling, general and administrative expense in the Company’s Consolidated Statements of Operations and is recognized on a straight-line basis with the compensation expense recognized as of any date being at least equal to the portion of the grant-date fair value that is vested at that date. Total unrecognized compensation expense was approximately $636 at September 30, 2015, which is expected to be recognized over the remaining weighted-average vesting period of 2.0 years. The Management Shareholder Agreements also provide for additional grants of 1,096,954 restricted shares upon the achievement of certain performance conditions or a certain market condition following a liquidity event. No compensation expense has been recorded related to these shares since achievement of these conditions is not considered probable. Share Repurchases There were no share repurchases during the nine months ended September 30, 2015.

Segment and Geographic Informat

Segment and Geographic Information	9 Months Ended
	Sep. 30, 2015
Segment and Geographic Information
Segment and Geographic Information	11. Segment and Geographic Information The Company’s principal business is providing marine and domestic chassis on both long and short-term leases or rental agreements to a diversified customer base including the world’s leading shipping lines, Class I railroads, major U.S. intermodal transportation companies and motor carriers. The Company provides such services to its customers through two operating and reportable segments, the Marine Market segment and the Domestic Market segment. The reportable segments are based on the chassis markets that are served by the Company. The Company evaluates segment performance and allocates resources to them primarily based upon Adjusted EBITDA. The Company defines Adjusted EBITDA as income (loss) before income taxes, interest expense, depreciation and amortization expense, impairment of assets and leasing equipment, early retirement of leasing equipment, loss on modification and extinguishment of debt and capital lease obligations, other expense (income), interest income, non-cash share-based compensation and principal collections on direct finance leases. Adjusted EBITDA is not a measure recognized under U.S. GAAP and does not have a standardized meaning prescribed by U.S. GAAP and is therefore unlikely to be comparable to similar measures presented by other companies. Adjusted EBITDA helps management identify controllable expenses and make decisions designed to help the Company meet its current financial goals and optimize its financial performance. Accordingly, the Company believes this metric measures its financial performance based on operational factors that management can impact in the short-term, namely the cost structure and expenses of the organization. The following tables show segment information for the three months ended September 30, 2015 and 2014. Three Months ended September 30, 2015 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets Three Months ended September 30, 2014 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets The following tables show segment information for the nine months ended September 30, 2015 and 2014: Nine Months ended September 30, 2015 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets Nine Months ended September 30, 2014 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets The following are reconciliations of Adjusted EBITDA to the Company’s net income for the three months ended September 30, 2015 and 2014. Three Months Ended September 30, 2015 2014 Adjusted EBITDA $ $ Principal collections on direct finance leases, net of interest earned ) ) Non-cash share-based compensation ) ) Interest expense ) ) Depreciation expense ) ) Impairment of leasing equipment ) ) Early retirement of leasing equipment — — Loss on modification and extinguishment of debt and capital lease obligations ) — Other income, net Interest income — (Loss) income before provision for income taxes ) Provision for income taxes Net (loss) income $ ) $ The following are reconciliations of Adjusted EBITDA to the Company’s net income (loss) for the nine months ended September 30, 2015 and 2014. Nine Months Ended September 30, 2015 2014 Adjusted EBITDA $ $ Principal collections on direct finance leases, net of interest earned ) ) Non-cash share-based compensation ) ) Interest expense ) ) Depreciation expense ) ) Impairment of leasing equipment ) ) Early retirement of leasing equipment — ) Loss on modification and extinguishment of debt and capital lease obligations ) ) Other income, net Interest income Income (loss) before provision (benefit) for income taxes ) Provision (benefit) for income taxes ) Net income (loss) $ $ ) Geographic Information Primarily all of the Company’s revenues and long lived assets are attributable to the United States, the Company’s country of domicile.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2015
Related Party Transactions
Related Party Transactions	12. Related Party Transactions Management Fees and Chassis Leasing The Company charges management fees to a subsidiary of Seacastle for expenses incurred and services performed on its behalf. For the three and nine months ended September 30, 2015, the above activity resulted in income for the Company of $31 and $93, respectively. This compares to income of $29 and $78 for the three and nine months ended September 30, 2014. These amounts are included in Selling, general and administrative expenses on the Consolidated Statements of Operations. The Company has a net receivable from affiliates of $619 and $705 at September 30, 2015 and December 31, 2014, respectively, which is included in Other assets on the Consolidated Balance Sheets. The Company also leases chassis to the Florida East Coast Railway (“FEC”) under term lease and pool arrangements. The parent company to the FEC is Florida East Coast Industries, Inc., which is owned by private equity funds managed by affiliates of Fortress. For the three and nine months ended September 30, 2015, the Company recorded chassis leasing revenue from FEC of $589 and $1,662, respectively. This compares to chassis leasing revenue of $431 and $1,208, respectively, for the three and nine months ended September 30, 2014. These amounts are recorded in Equipment leasing revenue on the Consolidated Statements of Operations. Due from Employees During the nine months ended September 30, 2015, the Company recorded a receivable from certain key employees of $594 for payroll taxes paid on their behalf by the Company related to the vesting of their restricted stock grants. The receivable is included in Other assets in the Consolidated Balance Sheet. Settlement is anticipated in November 2015.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2015
Fair Value of Financial Instruments
Fair Value of Financial Instruments	13. Fair Value of Financial Instruments The following table sets forth the valuation of the Company’s financial assets and liabilities measured at fair value on a recurring basis by the input levels (as defined) at the dates indicated: Fair Value as of September 30, Fair Value Measurement as of September 30, 2015 using Fair Value Hierarchy 2015 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ $ $ — $ — Liabilities: Derivative instruments — — Fair Value as of December 31, Fair Value Measurement as of December 31, 2014 using Fair Value Hierarchy 2014 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ $ $ — $ — Derivative instruments — — Cash and cash equivalents: Cash and cash equivalents include all cash balances and highly liquid investments having original maturities of three months or less at the time of purchase. These instruments are stated at cost, which approximates market value because of the short-term nature of the instruments. Derivative instruments: The Company’s interest rate derivatives were recorded at fair value on the Company’s Consolidated Balance Sheets and consist of United States dollar denominated LIBOR-based interest rate swaps. Their fair values were determined using cash flows discounted at relevant market interest rates in effect at the period close. The fair value generally reflected the estimated amounts that the Company would receive or pay to transfer the contracts at the reporting date and therefore reflected the Company’s or counterparty’s non-performance risk. Additionally, the Company has analyzed each of the redemption features included in the notes to determine whether any of these embedded features should be bifurcated in accordance with the Derivatives and Hedging Topic of the FASB ASC (ASC 815). The Company has concluded that the redemption feature which offers optional redemption by the Company of up to 35% of the aggregate principal amount of the notes at a redemption price of 111% of the aggregate principal amount of the notes using the cash proceeds of an equity offering qualifies as a feature that should be bifurcated under ASC 815. The Company has determined that the resulting measurement of the fair value of this embedded derivative is immaterial to the Consolidated Financial Statements, and will continue to reassess the fair value of this derivative prospectively with any changes recorded in earnings. Leasing equipment that is deemed to be impaired is measured at fair value on a non-recurring basis. The fair value is calculated using the income approach based on inputs classified as Level 2 in the fair value hierarchy. The Company believes the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and other liabilities approximates the fair value of these financial instruments because of their short-term nature. Debt: The Company’s debt consists of fixed and floating rate instruments. Variable interest rate debt was $572,644 as of September 30, 2015 and $479,334 as of December 31, 2014. Accordingly, the Company’s variable rate debt approximates market value for similar instruments at the respective dates. The Company had fixed rate debt of $513,325 as of September 30, 2015 and $684,888 as of December 31, 2014. Fair value was calculated based on inputs classified as Level 2 in the fair value hierarchy. The carrying amounts and fair values of the Company’s financial instruments are as follows: September 30, 2015 December 31, 2014 Carrying Amount of Asset (Liability) Fair Value of Asset (Liability) Carrying Amount of Asset (Liability) Fair Value of Asset (Liability) Derivative Instrument $ ) $ ) $ $ Total debt and capital lease obligations $ ) $ ) $ ) $ )

Guarantor Financial Information

Guarantor Financial Information	9 Months Ended
	Sep. 30, 2015
Guarantor Financial Information
Guarantor Financial Information	14. Guarantor Financial Information On August 9, 2012, TRAC Intermodal LLC along with TRAC Intermodal Corp., entered into a purchase agreement pursuant to which it sold $300,000 aggregate principal amount of the Notes. Concurrent with the offering of the Notes, the Company entered into a registration rights agreement with investors which required the Company to file a registration statement with the SEC to offer exchange notes with terms substantially identical to the Notes. The exchange offer to exchange the Notes for notes which have been registered under the Securities Act of 1933, as amended (the “Securities Act”), commenced on June 6, 2013, expired on July 5, 2013 and closed on July 10, 2013. Based on information provided by Wells Fargo Bank, N.A., the exchange agent for the exchange offer, as of the expiration date 100% of the Notes were validly tendered for exchange. The Notes are jointly and severally guaranteed unconditionally on a senior secured basis by all of the Company’s existing and future wholly-owned domestic subsidiaries, with certain exceptions. All guarantor subsidiaries are 100% owned by the Company. On August 17, 2015, the Company redeemed $150,000 aggregate principal amount of the Notes. See Note 5 to the Consolidated Financial Statements. TRAC Intermodal LLC Condensed Consolidating Balance Sheet September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Cash and cash equivalents $ — $ ) $ $ — $ Accounts receivable, net — — Net investment in direct finance leases — — ) Leasing equipment, net of accumulated depreciation — — Goodwill — — — Affiliate and intercompany receivable — — — Intercompany interest receivable — — ) — Intercompany note receivable — — ) — Investment in subsidiary — ) — Other assets — — Total assets $ $ $ $ ) $ Liabilities and member’s interest Accounts payable, accrued expenses and other liabilities $ $ $ $ — $ Intercompany note payable — — ) — Intercompany interest payable — — ) — Intercompany lease payable — — ) — Deferred income taxes, net — — Debt and capital lease obligations — — Total liabilities ) Total member’s interest ) Total liabilities and member’s interest $ $ $ $ ) $ TRAC Intermodal LLC Condensed Consolidating Statements of Operations and Comprehensive (Loss) Income For The Three Months Ended September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — ) — — ) Impairment of leasing equipment — — — Loss on modification and extinguishment of debt and capital lease obligations — — — Interest expense ) Interest income ) — — — Equity in earnings of subsidiary ) — ) — Other income, net — ) ) — ) Total expense ) (Loss) income before provision for income taxes ) ) ) Provision for income taxes — — Net (loss) income ) ) ) Unrealized loss on derivative instruments, net of tax of $341 — ) — — ) Derivative loss reclassified into earnings, net of tax of ($1,956) — — — Foreign currency translation gain, net of tax of $235 — ) — — ) Total other comprehensive income — — — Total comprehensive (loss) income $ ) $ $ $ $ TRAC Intermodal LLC Condensed Consolidating Statements of Operations and Comprehensive Income For The Nine Months Ended September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — — — Impairment of leasing equipment — — — Loss on modification and extinguishment of debt and capital lease obligations — — — Interest expense ) Interest income ) ) — ) Equity in earnings of subsidiary ) ) — — Other income, net — ) ) — ) Total (income) expense ) Income before provision for income taxes ) Provision for income taxes — — Net income ) Unrealized loss on derivative instruments, net of tax of $1,053 — ) — — ) Derivative loss reclassified into earnings, net of tax of ($6,086) — — — Foreign currency translation loss, net of tax of $440 — ) — — ) Total other comprehensive income — — — Total comprehensive income $ $ $ $ ) $ TRAC Intermodal LLC Condensed Consolidating Statement of Cash Flows For The Nine Months Ended September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ — $ $ $ $ Investing activities: Proceeds from sale of leasing equipment — — — Collections on net investment in direct finance leases, net of interest earned — — ) Purchase of leasing equipment — ) — — ) Purchase of fixed assets — ) — — ) Proceeds from sale of other assets — — — Other investing activities — ) — — ) Net cash used in investing activities — ) — ) ) Financing activities: Proceeds from long-term debt — — — Repayments of long-term debt — ) — — ) Premium paid for redemption of Notes — ) — — ) Cash paid for debt issuance fees — ) — — ) Net cash used in financing activities — ) — — Effect of changes in exchange rates on cash and cash equivalents — ) — — ) Net (decrease) increase in cash and cash equivalents — ) — ) Cash and cash equivalents, beginning of period — — Cash and cash equivalents, end of period $ — $ ) $ $ — $ TRAC Intermodal LLC Condensed Consolidating Balance Sheet December 31, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Cash and cash equivalents $ — $ $ $ — $ Accounts receivable, net — — Net investment in direct finance leases — — ) Leasing equipment, net of accumulated depreciation — — Goodwill — — — Affiliate and intercompany receivable — ) Intercompany interest receivable — — ) — Intercompany note receivable — — ) — Investment in subsidiary — ) — Other assets — — Total assets $ $ $ $ ) $ Liabilities and member’s interest Accounts payable, accrued expenses and other liabilities $ $ $ $ — $ Intercompany payable — — ) — Intercompany note payable — — ) — Intercompany interest payable — — ) — Intercompany lease payable — — ) — Deferred income taxes, net — — Debt and capital lease obligations — — Total liabilities ) Total member’s interest ) Total liabilities and member’s interest $ $ $ $ ) $ TRAC Intermodal LLC Condensed Consolidating Statements of Operations and Comprehensive Income For The Three Months Ended September 30, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — — — Impairment of leasing equipment — — — Interest expense ) Interest income ) ) — ) Equity in earnings of subsidiary ) ) — — Other income, net — ) ) — ) Total expense ) Income before provision for income taxes ) Provision for income taxes — — Net income ) Unrealized gain on derivative instruments, net of tax of ($567) — — — Derivative loss reclassified into earnings, net of tax of ($1,604) — — — Foreign currency translation loss, net of tax of $138 — ) — — ) Total other comprehensive income — — — Total comprehensive income $ $ $ $ ) $ TRAC Intermodal LLC Condensed Consolidating Statements of Operations and Comprehensive (Loss) Income For The Nine Months Ended September 30, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — — — Impairment of leasing equipment — — — Early retirement of leasing equipment — — — Loss on modification and extinguishment of debt and capital lease obligations — — — Interest expense ) Interest income ) ) — ) Equity in earnings of subsidiary ) — ) — Other income, net — ) — — ) Total expense ) (Loss) income before (benefit) provision for income taxes ) ) ) (Benefit) provision for income taxes — ) — ) Net (loss) income ) ) ) Unrealized loss on derivative instruments, net of tax of $134 — ) — — ) Derivative loss reclassified into earnings, net of tax of ($5,147) — — — Foreign currency translation loss, net of tax of $173 — ) — — ) Total other comprehensive income — — — Total comprehensive (loss) income $ ) $ ) $ $ $ ) TRAC Intermodal LLC Condensed Consolidating Statement of Cash Flows For The Nine Months Ended September 30, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ — $ $ $ $ Investing activities: Proceeds from sale of leasing equipment — — — Collections on net investment in direct finance leases, net of interest earned — — ) Purchase of leasing equipment — ) — — ) Purchase of fixed assets — ) — — ) Net cash used in investing activities — ) — ) ) Financing activities: Proceeds from long-term debt — — — Repayments of long-term debt — ) — — ) Cash paid for debt issuance fees — ) — — ) Repurchase of indirect parent shares from employees — ) — — ) Net cash provided by financing activities — — — Effect of changes in exchange rates on cash and cash equivalents — ) — — ) Net increase in cash and cash equivalents — ) — ) Cash and cash equivalents, beginning of period — — Cash and cash equivalents, end of period $ — $ $ $ — $

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2015
Subsequent Events
Subsequent Events	15. Subsequent Events In October 2015, the Company gave notice to several of its lessors of its intent to purchase equipment upon the expiration of two existing leases and to exercise an early purchase option on a third lease. During the fourth quarter of 2015, the Company will acquire from these lessors 2,888 chassis for a purchase price of approximately $12,706. The Company has evaluated all significant activities through the time of filing these financial statements with the SEC and has concluded that no additional subsequent events have occurred that would require recognition in the Consolidated Financial Statements or disclosure in the notes to the Consolidated Financial Statements.

Leasing Activity (Tables)

Leasing Activity (Tables)	9 Months Ended
	Sep. 30, 2015
Leasing Activity
Schedule of the estimated future minimum lease revenue	2015 $ 2016 2017 2018 2019 Thereafter $
Schedule of receivables under direct finance leases collectible through 2022	Total Lease Receivables Unearned Lease Income Net Lease Receivables 2015 $ $ $ 2016 2017 2018 2019 Thereafter $ $ $

Leasing Equipment (Tables)

Leasing Equipment (Tables)	9 Months Ended
	Sep. 30, 2015
Leasing Equipment
Summary of leasing equipment	September 30, December 31, 2015 2014 Total leasing equipment $ $ Less accumulated depreciation ) ) Leasing equipment, net of accumulated depreciation $ $

Borrowings (Tables)

Borrowings (Tables)	9 Months Ended
	Sep. 30, 2015
Borrowings
Summary of the Company's borrowings	September 30, December 31, 2015 2014 Senior Secured 11% Notes $ $ ABL Facility Loans Payable CIMC Capital lease obligations Total debt Less current maturities ) ) Long-term debt, less current maturities $ $

Derivatives and Hedging Activ26

Derivatives and Hedging Activities (Tables)	9 Months Ended
	Sep. 30, 2015
Derivatives and Hedging Activities
Schedule of interest rate derivative designated as a cash flow hedge	Notional Effective Maturity Floating Fixed Leg Fair Hedged Item Amount Date Date Rate Interest Rate Value Gain(a) ABL Facility $ Jan-2013 Aug-2017 1M LIBOR % $ ) (a) This interest rate derivative is recorded in Accrued expense and other liabilities in the Consolidated Balance Sheets.
Schedule of total interest rate derivatives to fix floating interest rates on a portion of the borrowings under debt facilities	Total Current Notional Amount Weighted-Average Fixed Leg Interest Rate Weighted-Average Remaining Term September 30, 2015 $ % 1.78 years December 31, 2014 $ % 2.53 years
Schedule of the net of tax effect of the Company's cash flow hedge derivative instruments	Effective Portion Ineffective Portion Derivative Instruments Change in Unrealized Loss Recognized in OCI on Derivatives (a) Classification of Loss Reclassified from OCI into Income Loss Reclassified from OCI into Income (b) Classification of Loss Recognized Directly in Income on Derivative (Gain) Loss Recognized Directly in Income on Derivative (c) Three Months ended September 30, 2015 Interest rate derivatives $ ) Interest expense $ Interest expense $ Nine Months ended September 30, 2015 Interest rate derivatives $ ) Interest expense $ Interest expense $ Three Months ended September 30, 2014 Interest rate derivatives $ Interest expense $ Interest expense $ ) Nine Months ended September 30, 2014 Interest rate derivatives $ ) Interest expense $ Interest expense $ ) (a) This represents the change in the fair market value of the Company’s interest rate derivatives, net of tax, offset by the amount of actual cash paid related to the net settlements of the interest rate derivatives, net of tax. (b) This represents the amount of actual cash paid, net of tax, related to the net settlements of the interest rate derivatives plus any effective amortization of deferred losses on the Company’s terminated derivative, net of tax. Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net settlements of interest rate derivative, net of tax of ($171), ($182), ($519) and ($540), respectively $ $ $ $ Amortization of terminated derivatives, net of tax of ($1,956), ($1,604), ($6,086) and ($5,147), respectively $ $ $ $ (c) Amount impacting income not related to AOCI reclassification.
Schedule of the amount of actual cash paid, net of tax, related to the net settlements of the interest rate derivatives plus any effective amortization of deferred losses on the Company's terminated derivatives, net of tax	Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net settlements of interest rate derivative, net of tax of ($171), ($182), ($519) and ($540), respectively $ $ $ $ Amortization of terminated derivatives, net of tax of ($1,956), ($1,604), ($6,086) and ($5,147), respectively $ $ $ $
Summary of deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense	Original Maximum Notional Effective Maturity Fixed Termination De-designation Deferred Loss Upon Un- amortized Deferred (Gain) or Loss at Sept 30, Amount of Deferred (Gain)Loss Amortized (including Accelerated Amortization) Into Interest Expense for the Three Months Ended Sept 30, Amount of Deferred (Gain)Loss Amortized (including Accelerated Amortization) Into Interest Expense for the Nine Months Ended Sept 30, Amount of Deferred (Gain) Loss Expected to be Amortized Over the Next Twelve Item Amount Date Date Rate % Date Termination 2015 2015 2014 2015 2014 Months (a) $ Jul-2007 Oct-2017 % Dec-2007 $ $ ) $ ) $ $ ) $ $ ) (a) Jul-2007 Jul-2017 % Dec-2007 ) ) ) ) (a) Jul-2007 Jul-2014 % Dec-2007 — — — — (b) Jul-2008 Oct-2014 % Jul-2008 — — — — (b) Oct-2007 Oct-2014 % Jul-2008 — — — — (b) Oct-2014 Oct-2017 % Jul-2008 — — (b) Oct-2014 Oct-2017 % Jul-2008 — — (a) Nov-2007 Jul-2014 % Jul-2008 — — ) — ) — (b) Oct-2007 Oct-2014 % Jul-2008 — — ) — ) — (a) Nov-2007 Oct-2017 % Jul-2008 ) ) ) ) ) ) (a) Nov-2007 Jul-2017 % Jul-2008 ) ) ) ) ) ) (c) Sep-2007 Jul-2014 % Mar-2011 — — — — (d) Jul-2008 Oct-2017 % Aug-2012 (d) Jul-2008 Jul-2017 % Aug-2012 (d) Jul-2008 Jul-2014 % Aug-2012 — — — — (d) Jul-2008 Oct-2014 % Aug-2012 — — — — (d) Jul-2008 Oct-2014 % Aug-2012 — — — — (d) Oct-2014 Oct-2017 % Aug-2012 — — Total $ $ $ $ $ $ $ (a) This hedged item is referred to as Chassis Funding II Floating Rate Asset-Backed Notes, Series 2007-1 (b) This hedged item is referred to as Chassis Funding Floating Rate Asset-Backed Notes, Series 2007-1 (c) This hedged item is referred to as Chassis Financing Program, Term Loan Agreement—Portfolio C (d) This hedged item is referred to as Chassis Financing Program, Portfolio A

Accumulated Other Comprehensi27

Accumulated Other Comprehensive Loss (Tables)	9 Months Ended
	Sep. 30, 2015
Accumulated Other Comprehensive Loss
Schedule of the components of AOCI, net of tax	Unrealized Gain (Loss) on Derivative Instruments Net Derivative Loss to be Reclassified into Earnings Foreign Currency Translation Total Accumulated Other Comprehensive Loss Balance, December 31, 2014 $ $ ) $ ) $ ) Current-period other comprehensive (loss) income ) ) Balance, September 30, 2015 $ ) $ ) $ ) $ )
Schedule of the effects of reclassifications out of AOCI and into the Consolidated Statements of Operations	Income Statement Line Item Three Months Ended Sept 30, 2015 Nine Months Ended Sept 30, 2015 Total loss in AOCI reclassifications for previously unrealized net losses on terminated derivatives Interest Expense $ $ Related income tax benefit Benefit for income taxes ) ) Net loss reclassified out of AOCI $ $ Income Statement Line Item Three Months Ended Sept 30, 2014 Nine Months Ended Sept 30, 2014 Total loss in AOCI reclassifications for previously unrealized net losses on terminated derivatives Interest Expense $ $ Related income tax benefit Benefit for income taxes ) ) Net loss reclassified out of AOCI $ $

Share-Based Payment (Tables)

Share-Based Payment (Tables)	9 Months Ended
	Sep. 30, 2015
Share-Based Payment
Summary of the non-vested restricted shares of SCT Chassis, Inc.	Non-vested Shares Shares Weighted- Average Grant Date Fair Value per share Fair Value of Shares at Grant Date Non-vested at January 1, 2015 $ $ Granted Forfeited — — — Vested ) ) Non-vested at September 30, 2015 $ $

Segment and Geographic Inform29

Segment and Geographic Information (Tables)	9 Months Ended
	Sep. 30, 2015
Segment and Geographic Information
Schedule of segment information	Three Months ended September 30, 2015 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets Three Months ended September 30, 2014 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets Nine Months ended September 30, 2015 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets Nine Months ended September 30, 2014 Marine Market segment Domestic Market segment Other Total Term revenue $ $ $ — $ Pool revenue — All other revenue Total revenue $ $ $ $ Adjusted EBITDA ) Depreciation expense Net investment in direct finance leases — Leasing equipment Capital expenditures for long-lived assets
Schedule of reconciliations of Adjusted EBITDA to the Company's net (loss) income	Three Months Ended September 30, 2015 2014 Adjusted EBITDA $ $ Principal collections on direct finance leases, net of interest earned ) ) Non-cash share-based compensation ) ) Interest expense ) ) Depreciation expense ) ) Impairment of leasing equipment ) ) Early retirement of leasing equipment — — Loss on modification and extinguishment of debt and capital lease obligations ) — Other income, net Interest income — (Loss) income before provision for income taxes ) Provision for income taxes Net (loss) income $ ) $ Nine Months Ended September 30, 2015 2014 Adjusted EBITDA $ $ Principal collections on direct finance leases, net of interest earned ) ) Non-cash share-based compensation ) ) Interest expense ) ) Depreciation expense ) ) Impairment of leasing equipment ) ) Early retirement of leasing equipment — ) Loss on modification and extinguishment of debt and capital lease obligations ) ) Other income, net Interest income Income (loss) before provision (benefit) for income taxes ) Provision (benefit) for income taxes ) Net income (loss) $ $ )

Fair Value of Financial Instr30

Fair Value of Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2015
Fair Value of Financial Instruments
Schedule of valuation of the Company's financial assets and liabilities measured at fair value on a recurring basis	Fair Value as of September 30, Fair Value Measurement as of September 30, 2015 using Fair Value Hierarchy 2015 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ $ $ — $ — Liabilities: Derivative instruments — — Fair Value as of December 31, Fair Value Measurement as of December 31, 2014 using Fair Value Hierarchy 2014 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ $ $ — $ — Derivative instruments — —
Schedule of carrying amounts and fair values of the Company's financial instruments	September 30, 2015 December 31, 2014 Carrying Amount of Asset (Liability) Fair Value of Asset (Liability) Carrying Amount of Asset (Liability) Fair Value of Asset (Liability) Derivative Instrument $ ) $ ) $ $ Total debt and capital lease obligations $ ) $ ) $ ) $ )

Guarantor Financial Informati31

Guarantor Financial Information (Tables)	9 Months Ended
	Sep. 30, 2015
Guarantor Financial Information
Condensed Consolidating Balance Sheet	Condensed Consolidating Balance Sheet September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Cash and cash equivalents $ — $ ) $ $ — $ Accounts receivable, net — — Net investment in direct finance leases — — ) Leasing equipment, net of accumulated depreciation — — Goodwill — — — Affiliate and intercompany receivable — — — Intercompany interest receivable — — ) — Intercompany note receivable — — ) — Investment in subsidiary — ) — Other assets — — Total assets $ $ $ $ ) $ Liabilities and member’s interest Accounts payable, accrued expenses and other liabilities $ $ $ $ — $ Intercompany note payable — — ) — Intercompany interest payable — — ) — Intercompany lease payable — — ) — Deferred income taxes, net — — Debt and capital lease obligations — — Total liabilities ) Total member’s interest ) Total liabilities and member’s interest $ $ $ $ ) $ Condensed Consolidating Balance Sheet December 31, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Cash and cash equivalents $ — $ $ $ — $ Accounts receivable, net — — Net investment in direct finance leases — — ) Leasing equipment, net of accumulated depreciation — — Goodwill — — — Affiliate and intercompany receivable — ) Intercompany interest receivable — — ) — Intercompany note receivable — — ) — Investment in subsidiary — ) — Other assets — — Total assets $ $ $ $ ) $ Liabilities and member’s interest Accounts payable, accrued expenses and other liabilities $ $ $ $ — $ Intercompany payable — — ) — Intercompany note payable — — ) — Intercompany interest payable — — ) — Intercompany lease payable — — ) — Deferred income taxes, net — — Debt and capital lease obligations — — Total liabilities ) Total member’s interest ) Total liabilities and member’s interest $ $ $ $ ) $
Condensed Consolidating Statements of Operations and Comprehensive Income	Condensed Consolidating Statements of Operations and Comprehensive (Loss) Income For The Three Months Ended September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — ) — — ) Impairment of leasing equipment — — — Loss on modification and extinguishment of debt and capital lease obligations — — — Interest expense ) Interest income ) — — — Equity in earnings of subsidiary ) — ) — Other income, net — ) ) — ) Total expense ) (Loss) income before provision for income taxes ) ) ) Provision for income taxes — — Net (loss) income ) ) ) Unrealized loss on derivative instruments, net of tax of $341 — ) — — ) Derivative loss reclassified into earnings, net of tax of ($1,956) — — — Foreign currency translation gain, net of tax of $235 — ) — — ) Total other comprehensive income — — — Total comprehensive (loss) income $ ) $ $ $ $ Condensed Consolidating Statements of Operations and Comprehensive Income For The Three Months Ended September 30, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — — — Impairment of leasing equipment — — — Interest expense ) Interest income ) ) — ) Equity in earnings of subsidiary ) ) — — Other income, net — ) ) — ) Total expense ) Income before provision for income taxes ) Provision for income taxes — — Net income ) Unrealized gain on derivative instruments, net of tax of ($567) — — — Derivative loss reclassified into earnings, net of tax of ($1,604) — — — Foreign currency translation loss, net of tax of $138 — ) — — ) Total other comprehensive income — — — Total comprehensive income $ $ $ $ ) $ Condensed Consolidating Statements of Operations and Comprehensive Income For The Nine Months Ended September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — — — Impairment of leasing equipment — — — Loss on modification and extinguishment of debt and capital lease obligations — — — Interest expense ) Interest income ) ) — ) Equity in earnings of subsidiary ) ) — — Other income, net — ) ) — ) Total (income) expense ) Income before provision for income taxes ) Provision for income taxes — — Net income ) Unrealized loss on derivative instruments, net of tax of $1,053 — ) — — ) Derivative loss reclassified into earnings, net of tax of ($6,086) — — — Foreign currency translation loss, net of tax of $440 — ) — — ) Total other comprehensive income — — — Total comprehensive income $ $ $ $ ) $ Condensed Consolidating Statements of Operations and Comprehensive (Loss) Income For The Nine Months Ended September 30, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total revenue $ — $ $ $ ) $ Direct operating expenses — — Selling, general and administrative expenses — — Depreciation expense — — Provision for doubtful accounts — — — Impairment of leasing equipment — — — Early retirement of leasing equipment — — — Loss on modification and extinguishment of debt and capital lease obligations — — — Interest expense ) Interest income ) ) — ) Equity in earnings of subsidiary ) — ) — Other income, net — ) — — ) Total expense ) (Loss) income before (benefit) provision for income taxes ) ) ) (Benefit) provision for income taxes — ) — ) Net (loss) income ) ) ) Unrealized loss on derivative instruments, net of tax of $134 — ) — — ) Derivative loss reclassified into earnings, net of tax of ($5,147) — — — Foreign currency translation loss, net of tax of $173 — ) — — ) Total other comprehensive income — — — Total comprehensive (loss) income $ ) $ ) $ $ $ )
Condensed Consolidating Statement of Cash Flows	Condensed Consolidating Statement of Cash Flows For The Nine Months Ended September 30, 2015 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ — $ $ $ $ Investing activities: Proceeds from sale of leasing equipment — — — Collections on net investment in direct finance leases, net of interest earned — — ) Purchase of leasing equipment — ) — — ) Purchase of fixed assets — ) — — ) Proceeds from sale of other assets — — — Other investing activities — ) — — ) Net cash used in investing activities — ) — ) ) Financing activities: Proceeds from long-term debt — — — Repayments of long-term debt — ) — — ) Premium paid for redemption of Notes — ) — — ) Cash paid for debt issuance fees — ) — — ) Net cash used in financing activities — ) — — Effect of changes in exchange rates on cash and cash equivalents — ) — — ) Net (decrease) increase in cash and cash equivalents — ) — ) Cash and cash equivalents, beginning of period — — Cash and cash equivalents, end of period $ — $ ) $ $ — $ Condensed Consolidating Statement of Cash Flows For The Nine Months Ended September 30, 2014 Company Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ — $ $ $ $ Investing activities: Proceeds from sale of leasing equipment — — — Collections on net investment in direct finance leases, net of interest earned — — ) Purchase of leasing equipment — ) — — ) Purchase of fixed assets — ) — — ) Net cash used in investing activities — ) — ) ) Financing activities: Proceeds from long-term debt — — — Repayments of long-term debt — ) — — ) Cash paid for debt issuance fees — ) — — ) Repurchase of indirect parent shares from employees — ) — — ) Net cash provided by financing activities — — — Effect of changes in exchange rates on cash and cash equivalents — ) — — ) Net increase in cash and cash equivalents — ) — ) Cash and cash equivalents, beginning of period — — Cash and cash equivalents, end of period $ — $ $ $ — $

Description of the Business a32

Description of the Business and Basis of Presentation (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)segmentitem	Dec. 31, 2014USD ($)	Jul. 12, 2012USD ($)
Description of the business and basis of presentation
Number of industries in which the entity and its subsidiaries conduct business | item	1
Number of reportable segments	2
Percentage ownership of subsidiaries	100.00%
Debt and Capital Lease Obligations | $	$ 1,085,969	$ 1,164,222	$ 300,000
Debt Instrument, Interest Rate, Stated Percentage			11.00%
Estimated useful life of software	7 years
Interpool
Description of the business and basis of presentation
Percentage ownership of subsidiaries	100.00%

Description of the Business a33

Description of the Business and Basis of Presentation (Details 2) - USD ($) $ in Thousands	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2014	Dec. 31, 2013	Jul. 12, 2012
Recently Issued Accounting Standards
Other assets		$ (43,139)	$ (41,954)
Debt and capital lease obligations		$ 1,085,969	1,164,222		$ 300,000
Accounting Standards Update 2015-03: Simplifying the Presentation of Debt Issuance Costs | Forecast Adjustment
Recently Issued Accounting Standards
Other assets	$ 11,600
Debt and capital lease obligations	$ 11,600
Accounting Standards Update 2015-03: Simplifying the Presentation of Debt Issuance Costs | Pro Forma Adjustment
Recently Issued Accounting Standards
Other assets			21,600	$ 25,300
Debt and capital lease obligations			$ 21,600	$ 25,300

Leasing Activity (Details)

Leasing Activity (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Future minimum lease revenue
2,015	$ 23,636
2,016	59,387
2,017	39,562
2,018	8,915
2,019	7,267
Thereafter	2,687
Total	141,454
Total Lease Receivables
2,015	1,230
2,016	3,869
2,017	10,349
2,018	89
2,019	4
Thereafter	18
Total	15,559	$ 19,271
Unearned Lease Income
2,015	337
2,016	1,131
2,017	392
2,018	5
2,019	2
Thereafter	3
Total	1,870	3,056
Net Lease Receivables
2,015	893
2,016	2,738
2,017	9,957
2,018	84
2,019	2
Thereafter	15
Total	13,689	16,215
Guaranteed and unguaranteed residual values	$ 8,764	$ 8,778

Leasing Equipment (Details)

Leasing Equipment (Details) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2014USD ($)item	Sep. 30, 2014USD ($)	Sep. 30, 2015USD ($)	Dec. 31, 2014USD ($)
Leasing equipment
Total leasing equipment			$ 1,850,115	$ 1,837,317
Less accumulated depreciation			(439,983)	(400,408)
Leasing equipment, net of accumulated depreciation			1,410,132	1,436,909
Assets recorded under capital leases
Leasing equipment under capital leases			149,645	182,688
Accumulated depreciation under capital leases			$ 50,779	$ 53,016
Early Retirement of Leasing Equipment
Early retirement of leasing equipment		$ 37,766
Chassis Retirements
Early Retirement of Leasing Equipment
Number identified for retirement | item	11,000
Early retirement of leasing equipment	$ 14,766
Axle Retirements
Early Retirement of Leasing Equipment
Number identified for retirement | item	9,000
Early retirement of leasing equipment	$ 23,000

Capitalized Software Developm36

Capitalized Software Development Costs (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Capitalized Software Development Costs
Capitalized software development costs	$ 7,053
Estimated useful life of software	7 years

Borrowings (Details)

Borrowings (Details) - USD ($) $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014	Aug. 17, 2015	Jul. 12, 2012
Borrowings
Total debt and capital lease obligations	$ 1,085,969		$ 1,164,222		$ 300,000
Less current maturities	(36,058)		(30,546)
Long-term debt, less current maturities	$ 1,049,911		$ 1,133,676
Interest rate (as a percent)					11.00%
Weighted average interest rate (as a percent)	5.58%	5.81%	5.78%
ABL Facility
Borrowings
Total debt and capital lease obligations	$ 854,500		$ 759,000	$ 176,000
Senior Secured 11% Notes
Borrowings
Total debt and capital lease obligations	$ 150,000		300,000	$ 150,000
Interest rate (as a percent)	11.00%
Loans Payable CIMC
Borrowings
Total debt and capital lease obligations	$ 15,137		16,950
Capital lease obligations
Borrowings
Total debt and capital lease obligations	$ 66,332		$ 88,272

Borrowings (Details 2)

Borrowings (Details 2) - USD ($) $ in Thousands	Aug. 17, 2015	Aug. 11, 2015	Aug. 11, 2015	Feb. 28, 2015	Sep. 30, 2015	Dec. 31, 2014	Jul. 12, 2012
Borrowings
Aggregate principal					$ 1,085,969	$ 1,164,222	$ 300,000
Interest rate (as a percent)							11.00%
Debt instrument premium					12,375
ABL Facility
Borrowings
Aggregate principal	$ 176,000				854,500	759,000
Variable rate basis	one-month USD LIBOR
Interest rate added to variable rate basis (as a percent)	2.25%
Senior Secured 11% Notes
Borrowings
Aggregate principal	$ 150,000				$ 150,000	300,000
Interest rate (as a percent)					11.00%
Percentage of principal amount	108.25%
Debt repayment	$ 162,375
Redemption of principal amount	150,000
Debt instrument premium	12,375
Financing fees expensed upon redemption	$ 3,058
Capital lease obligations
Borrowings
Aggregate principal					$ 66,332	$ 88,272
Exercise of purchase options from maturing capital leases				$ 11,806
Interpool | ABL Facility
Borrowings
Loss on extinguishment of debt			$ 739
Interpool | Credit Agreement-Third Amendment | ABL Facility
Borrowings
Current revolving commitment borrowing capacity		$ 1,250,000	1,250,000
Maximum revolving commitment borrowing capacity		1,400,000	1,400,000
Interpool | Credit Agreement-Incremental Amendment | ABL Facility
Borrowings
Increase (decrease) in revolving commitment		50,000
Maximum revolving commitment borrowing capacity		1,300,000	1,300,000
Interpool | Credit Agreement-Incremental Amendment | ABL Facility with JPMorgan Chase Bank, N.A.
Borrowings
Increase (decrease) in revolving commitment		(22,750)
Interpool | Credit Agreement-Incremental Amendment | ABL Facility with Citibank, N.A.
Borrowings
Increase (decrease) in revolving commitment		100,000
Interpool | Credit Agreement-Incremental Amendment | ABL Facility with City National Bank
Borrowings
Increase (decrease) in revolving commitment		9,000
Interpool | Credit Agreement-Incremental Amendment | ABL Facility with Bank of America, N.A.
Borrowings
Increase (decrease) in revolving commitment		(22,750)
Interpool | Credit Agreement-Incremental Amendment | ABL Facility with Deutsche Bank AG New York Branch
Borrowings
Increase (decrease) in revolving commitment		(13,500)
Interpool | Credit Agreement-Third and Incremental Amendments
Borrowings
Deferred financing fees		$ 749	$ 749

Derivatives and Hedging Activ39

Derivatives and Hedging Activities (Details) - Interest rate swap - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Jan. 10, 2013
Derivative and Hedging Activities
Variable rate debt hedged		$ 300,000
Fixed interest rate payable (as a percent)		0.756%
LIBOR
Derivative and Hedging Activities
Maturity of reference rate for variable interest	1 month
One month LIBOR interest rate (as a percent)	0.193%

Derivatives and Hedging Activ40

Derivatives and Hedging Activities (Details 2) - Interest rate swap - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014	Jan. 10, 2013
Derivative and Hedging Activities
Notional Amount	$ 300,000	$ 300,000
Fixed Leg Interest Rate (as a percent)			0.756%
Weighted-Average Fixed Leg Interest Rate (as a percent)	0.756%	0.756%
Weighted-Average Remaining Term	1 year 9 months 11 days	2 years 6 months 11 days
LIBOR
Derivative and Hedging Activities
Floating Rate, maturity	1 month
Designated as hedge | Cash flow hedge
Derivative and Hedging Activities
Notional Amount	$ 300,000
Floating Rate, maturity	1 month
Fixed Leg Interest Rate (as a percent)	0.756%
Designated as hedge | Cash flow hedge | Accrued expenses and other liabilities
Derivative and Hedging Activities
Fair Value Gain	$ (827)

Derivatives and Hedging Activ41

Derivatives and Hedging Activities (Details 3) - Interest rate swap - Designated as hedge - Cash flow hedge - Interest expenses - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Net of tax effect of cash flow hedge derivative instruments
Change in Unrealized Loss Recognized in OCI on Derivatives, Effective Portion	$ (792)	$ 591	$ (2,425)	$ (1,037)
Loss Reclassified from OCI into Income, Effective Portion	3,289	2,749	10,223	8,751
(Gain) Loss Recognized Directly in Income on Derivative, Ineffective Portion	208	(22)	166	(63)
Net settlements of interest rate derivatives, net of tax	264	280	802	830
Net settlements of interest rate derivatives, tax	(171)	(182)	(519)	(540)
Amortization of terminated derivatives, net of tax	3,025	2,469	9,421	7,921
Amortization of terminated derivatives, tax	$ (1,956)	$ (1,604)	$ (6,086)	$ (5,147)

Derivatives and Hedging Activ42

Derivatives and Hedging Activities (Details 4) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Jan. 10, 2013
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Net interest settlements on active interest rate derivatives expected to be amortized over the next 12 months, net of tax			$ 703
Net interest settlements on active interest rate derivatives expected to be amortized over the next 12 months, tax			455
Deferred losses on the Company's terminated derivatives expected to be amortized over the next twelve months, net of tax			10,446
Deferred losses on the Company's terminated derivatives expected to be amortized over the next twelve months, tax			$ 6,788
Interest rate swap
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Fixed Rate %					0.756%
Interest rate swap | Designated as hedge | Cash flow hedge
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Fixed Rate %	0.756%		0.756%
Deferred Loss Upon Termination	$ 127,529		$ 127,529
Unamortized Deferred (Gain) Loss	32,570		32,570
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	4,981	$ 4,073	15,507	$ 13,068
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			17,234
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.299%, original maturity of Oct-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 60,852		$ 60,852
Fixed Rate %	5.299%		5.299%
Deferred Loss Upon Termination	$ 1,853		$ 1,853
Unamortized Deferred (Gain) Loss	(7)		(7)
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	(1)	2	(1)	9
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			(5)
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.307%, original maturity of Jul-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 200,000		$ 200,000
Fixed Rate %	5.307%		5.307%
Deferred Loss Upon Termination	$ 6,412		$ 6,412
Unamortized Deferred (Gain) Loss	(21)		(21)
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	(2)	9	(2)	40
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			(15)
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.58%, original maturity of Jul-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 163,333		$ 163,333
Fixed Rate %	5.58%		5.58%
Deferred Loss Upon Termination	$ 3,773		$ 3,773
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		26		200
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.512%, original maturity of Oct-2014, one
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 150,000		$ 150,000
Fixed Rate %	5.512%		5.512%
Deferred Loss Upon Termination	$ 1,711		$ 1,711
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		13		40
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.512%, original maturity of Oct-2014, two
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 150,000		$ 150,000
Fixed Rate %	5.512%		5.512%
Deferred Loss Upon Termination	$ 3,498		$ 3,498
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		39		127
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.436%, original maturity of Oct-2017, one
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 480,088		$ 480,088
Fixed Rate %	5.436%		5.436%
Deferred Loss Upon Termination	$ 1,711		$ 1,711
Unamortized Deferred (Gain) Loss	1,058		1,058
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	167		508
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			552
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.436%, original maturity of Oct-2017, two
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 480,088		$ 480,088
Fixed Rate %	5.436%		5.436%
Deferred Loss Upon Termination	$ 1,526		$ 1,526
Unamortized Deferred (Gain) Loss	850		850
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	188		530
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			544
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.605%, original maturity of Jul-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 163,333		$ 163,333
Fixed Rate %	4.605%		4.605%
Deferred Loss Upon Termination	$ 2,082		$ 2,082
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		(30)		(166)
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.743%, original maturity of Oct-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 332,525		$ 332,525
Fixed Rate %	4.743%		4.743%
Deferred Loss Upon Termination	$ 7,641		$ 7,641
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		(78)		(131)
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.305%, original maturity of Oct-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 58,238		$ 58,238
Fixed Rate %	4.305%		4.305%
Deferred Loss Upon Termination	$ 862		$ 862
Unamortized Deferred (Gain) Loss	(59)		(59)
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	(14)	(16)	(44)	(46)
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			(51)
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.365%, original maturity of Jul-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 193,333		$ 193,333
Fixed Rate %	4.365%		4.365%
Deferred Loss Upon Termination	$ 3,265		$ 3,265
Unamortized Deferred (Gain) Loss	(177)		(177)
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	(49)	(63)	(163)	(185)
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			(139)
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.526%, original maturity of Jul-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 37,000		$ 37,000
Fixed Rate %	5.526%		5.526%
Deferred Loss Upon Termination	$ 3,122		$ 3,122
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		44		335
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 3.989%, original maturity of Oct-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 53,286		$ 53,286
Fixed Rate %	3.989%		3.989%
Deferred Loss Upon Termination	$ 2,048		$ 2,048
Unamortized Deferred (Gain) Loss	275		275
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	80	112	259	367
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			242
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.033%, original maturity of Jul-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 181,667		$ 181,667
Fixed Rate %	4.033%		4.033%
Deferred Loss Upon Termination	$ 8,538		$ 8,538
Unamortized Deferred (Gain) Loss	918		918
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	306	507	1,069	1,674
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			742
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.328%, original maturity of Jul-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 43,333		$ 43,333
Fixed Rate %	4.328%		4.328%
Deferred Loss Upon Termination	$ 11,033		$ 11,033
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		499		3,437
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4.147%, original maturity of Oct-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 211,567		$ 211,567
Fixed Rate %	4.147%		4.147%
Deferred Loss Upon Termination	$ 17,002		$ 17,002
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		2,417		5,608
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 4%, original maturity of Oct-2014
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 150,000		$ 150,000
Fixed Rate %	4.00%		4.00%
Deferred Loss Upon Termination	$ 5,080		$ 5,080
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense		$ 592		$ 1,759
Interest rate swap | Designated as hedge | Cash flow hedge | Terminated derivative at fixed rate of 5.174%, original maturity of Oct-2017
Deferred (gains) and losses for the terminated interest rate derivatives and the related amortization into interest expense
Original Maximum Notional Amount	$ 427,407		$ 427,407
Fixed Rate %	5.174%		5.174%
Deferred Loss Upon Termination	$ 46,372		$ 46,372
Unamortized Deferred (Gain) Loss	29,733		29,733
Amount of Deferred (Gain) Loss Amortized (including Accelerated Amortization) into Interest Expense	$ 4,306		13,351
Amount of Deferred (Gain) Loss Expected to be Amortized over the Next 12 Months			$ 15,364

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Thousands	Sep. 30, 2015USD ($)
Lease Commitments
Minimum rental commitment under operating leases	$ 40,526
Equipment Leased
Purchase Commitments
Capital expenditures	30,067
Capital expenditure commitment for remainder of 2015	17,749
Capital expenditure commitment in 2016	9,238
Capital expenditure commitment in 2017	$ 3,080

Commitments and Contingencies44

Commitments and Contingencies (Details 2) $ in Thousands	Aug. 07, 2015USD ($)
211 College Road East
Lease commitments
Proceeds from sale of corporate headquarters building	$ 2,300

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Provision for income taxes	$ 737	$ 896	$ 13,171	$ (7,290)
Net income (loss) before tax provision (benefit)	$ 501	$ (7,058)	$ (31,805)	$ 17,399
Effective tax rate (as a percent)	147.00%	12.70%	41.40%	41.90%
U.S. federal tax rate (as a percent)			35.00%
Charge for the early retirement of leasing equipment				$ 37,766
Issuer Parent
Net income (loss) before tax provision (benefit)			$ (18,634)

Accumulated Other Comprehensi46

Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Changes in accumulated other comprehensive (loss) by component:
Balance at the beginning of the period			$ (28,617)
Current-period other comprehensive income (loss)	$ 2,135	$ 3,128	7,079	$ 7,441
Balance at the end of the period	(21,538)		(21,538)
Unrealized Gain (Loss) on Derivative Instruments
Changes in accumulated other comprehensive (loss) by component:
Balance at the beginning of the period			1,121
Current-period other comprehensive income (loss)			(1,623)
Balance at the end of the period	(502)		(502)
Net Derivative Loss to be Reclassified into Earnings
Changes in accumulated other comprehensive (loss) by component:
Balance at the beginning of the period			(29,201)
Current-period other comprehensive income (loss)			9,421
Balance at the end of the period	(19,780)		(19,780)
Foreign Currency Translation
Changes in accumulated other comprehensive (loss) by component:
Balance at the beginning of the period			(537)
Current-period other comprehensive income (loss)			(719)
Balance at the end of the period	$ (1,256)		$ (1,256)

Accumulated Other Comprehensi47

Accumulated Other Comprehensive Loss (Details 2) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Statement Totals
Interest expense	$ 19,715	$ 21,079	$ 63,318	$ 64,670
Provision for income taxes	737	896	13,171	(7,290)
Net loss reclassified out of AOCI	1,238	(6,162)	(18,634)	10,109
AOCI reclassifications | Net Derivative Loss to be Reclassified into Earnings
Income Statement Totals
Interest expense	4,981	4,073	15,507	13,068
Provision for income taxes	(1,956)	(1,604)	(6,086)	(5,147)
Net loss reclassified out of AOCI	$ 3,025	$ 2,469	$ 9,421	$ 7,921

Share-Based Payment (Details)

Share-Based Payment (Details) - Restricted shares - SCT Chassis, Inc. - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Shares
Non-vested at the beginning of the period (in shares)			180,217
Granted (in shares)			63,963
Vested (in shares)			(142,010)
Non-vested at the end of the period (in shares)	102,170		102,170
Weighted-Average Grant Date Fair Value per share
Non-vested at the beginning of the period (in dollars per share)			$ 6.71
Granted (in dollars per share)			10.52
Vested (in dollars per share)			6.93
Non-vested at the end of the period (in dollars per share)	$ 8.79		$ 8.79
Fair Value of Shares at Grant Date
Non-vested at the beginning of the period (in dollars)			$ 1,209
Granted (in dollars)			673
Vested (in dollars)			(984)
Non-vested at the end of the period (in dollars)	$ 898		$ 898
Share-based payments, additional information
Granted and immediately vested (in shares)			14,702
Granted and incrementally vested (in shares)			49,261
Share-based compensation expense	117	$ 218	$ 466	$ 654
Unrecognized compensation expense	$ 636		$ 636
Remaining weighted-average vesting period over which the total unrecognized compensation cost is expected to be recognized			2 years
Additional grants (in shares)	1,096,954		1,096,954
Share-based compensation expense recorded related to shares to be granted on achievement of certain conditions	$ 0		$ 0

Share-Based Payment (Details 2)

Share-Based Payment (Details 2)	9 Months Ended
	Sep. 30, 2015shares
Share-Based Payment
Number of shares repurchased	0

Segment and Geographic Inform50

Segment and Geographic Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)	Sep. 30, 2015USD ($)segment	Sep. 30, 2014USD ($)	Dec. 31, 2014USD ($)
Segment and Geographic Information
Number of operating and reportable segments | segment			2
Segment information
Total revenues	$ 177,199	$ 167,097	$ 523,567	$ 459,175
Adjusted EBITDA	55,789	49,285	173,137	146,112
Depreciation expense	18,017	18,942	53,832	54,219
Net investment in direct finance leases	13,689		13,689		$ 16,215
Leasing equipment	1,410,132		1,410,132		$ 1,436,909
Operating segments
Segment information
Total revenues	177,199	167,097	523,567	459,175
Adjusted EBITDA	55,789	49,285	173,137	146,112
Depreciation expense	18,017	18,942	53,832	54,219
Net investment in direct finance leases	13,689	18,093	13,689	18,093
Leasing equipment	1,410,132	1,427,018	1,410,132	1,427,018
Capital expenditures for long-lived assets	24,274	19,293	51,185	116,204
Operating segments | Term revenue
Segment information
Total revenues	13,684	13,971	40,072	42,663
Operating segments | Pool revenue
Segment information
Total revenues	156,331	144,873	460,070	387,264
Operating segments | All other revenue
Segment information
Total revenues	7,184	8,253	23,425	29,248
Operating segments | Marine Market segment
Segment information
Total revenues	127,744	120,162	380,073	323,278
Adjusted EBITDA	36,949	32,806	117,794	93,869
Depreciation expense	9,509	9,863	28,746	28,139
Net investment in direct finance leases	13,526	17,969	13,526	17,969
Leasing equipment	775,401	791,873	775,401	791,873
Capital expenditures for long-lived assets	16,355	11,235	21,793	105,173
Operating segments | Marine Market segment | Term revenue
Segment information
Total revenues	9,656	9,896	28,121	29,416
Operating segments | Marine Market segment | Pool revenue
Segment information
Total revenues	114,915	106,151	340,351	275,990
Operating segments | Marine Market segment | All other revenue
Segment information
Total revenues	3,173	4,115	11,601	17,872
Operating segments | Domestic Market segment
Segment information
Total revenues	47,497	44,812	137,965	131,633
Adjusted EBITDA	26,191	23,581	78,707	72,549
Depreciation expense	6,805	6,289	20,391	20,215
Net investment in direct finance leases	163	124	163	124
Leasing equipment	493,208	474,498	493,208	474,498
Capital expenditures for long-lived assets	5,303	6,919	16,593	8,868
Operating segments | Domestic Market segment | Term revenue
Segment information
Total revenues	4,028	4,075	11,951	13,247
Operating segments | Domestic Market segment | Pool revenue
Segment information
Total revenues	41,416	38,722	119,719	111,274
Operating segments | Domestic Market segment | All other revenue
Segment information
Total revenues	2,053	2,015	6,295	7,112
Other
Segment information
Total revenues	1,958	2,123	5,529	4,264
Adjusted EBITDA	(7,351)	(7,102)	(23,364)	(20,306)
Depreciation expense	1,703	2,790	4,695	5,865
Leasing equipment	141,523	160,647	141,523	160,647
Capital expenditures for long-lived assets	2,616	1,139	12,799	2,163
Other | All other revenue
Segment information
Total revenues	$ 1,958	$ 2,123	$ 5,529	$ 4,264

Segment and Geographic Inform51

Segment and Geographic Information (Details 2) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Reconciliations of the total measure of profit or loss to the Company's net income (loss)
Adjusted EBITDA	$ 55,789	$ 49,285	$ 173,137	$ 146,112
Principal collections on direct finance leases, net of interest earned	(761)	(1,227)	(2,771)	(3,586)
Non-cash share-based compensation	(117)	(218)	(466)	(654)
Interest expense	(19,715)	(21,079)	(63,318)	(64,670)
Depreciation expense	(18,017)	(18,942)	(53,832)	(54,219)
Impairment of leasing equipment	(1,693)	(932)	(5,695)	(3,249)
Early retirement of leasing equipment				(37,766)
Loss on modification and extinguishment of debt and capital lease obligations	(16,173)		(16,212)	(102)
Other income, net	186	166	961	683
Interest income		5	1	52
(Loss) income before provision (benefit) for income taxes	(501)	7,058	31,805	(17,399)
Provision (benefit) for income taxes	737	896	13,171	(7,290)
Net (loss) income	$ (1,238)	$ 6,162	$ 18,634	$ (10,109)

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Seacastle Inc.
Related party transactions
Management fees charged to related party	$ 31	$ 29	$ 93	$ 78
Net receivable from affiliates	619		619		$ 705
Florida East Coast Railway
Related party transactions
Revenue from related party	589	$ 431	1,662	$ 1,208
SCT Chassis, Inc.
Related party transactions
Key employee receivable	$ 594		$ 594

Fair Value of Financial Instr53

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014	Jan. 10, 2013	Jul. 12, 2012
Liabilities:
Total debt and capital lease obligations	$ (1,085,969)	$ (1,164,222)		$ (300,000)
Debt
Variable interest rate debt	572,644	479,334
Fixed rate debt	513,325	684,888
Fair Value
Liabilities:
Derivative instruments	(827)	2,015
Total debt and capital lease obligations	(1,099,586)	(1,186,862)
Reported Value Measurement
Liabilities:
Derivative instruments	(827)	2,015
Total debt and capital lease obligations	$ (1,085,969)	(1,164,222)
Interest rate swap
Derivative instruments
Maximum percentage of principal amount of debt for optional redemption with equity offering proceeds	35.00%
Debt redemption price as percentage of principal amount, for optional redemption with equity offering proceeds	111.00%
Debt
Variable rate debt effectively converted to fixed rate			$ 300,000
Recurring | Fair Value
Assets:
Cash and cash equivalents	$ 2,299	4,256
Derivative instruments		2,015
Liabilities:
Derivative instruments	827
Recurring | Level 1
Assets:
Cash and cash equivalents	2,299	4,256
Recurring | Level 2
Assets:
Derivative instruments		$ 2,015
Liabilities:
Derivative instruments	$ 827

Guarantor Financial Informati54

Guarantor Financial Information (Details) - USD ($) $ in Thousands	Jul. 05, 2013	Sep. 30, 2015	Aug. 17, 2015	Dec. 31, 2014	Sep. 30, 2014	Dec. 31, 2013	Aug. 09, 2012	Jul. 12, 2012
Condensed Consolidating Balance Sheet
Interest rate (as a percent)								11.00%
Percentage ownership of subsidiaries		100.00%
Assets
Cash and cash equivalents		$ 2,299		$ 4,256	$ 5,331	$ 11,843
Accounts receivable, net		122,017		135,076
Net investment in direct finance leases		13,689		16,215
Leasing equipment, net of accumulated depreciation		1,410,132		1,436,909
Goodwill		251,907		251,907
Affiliate and intercompany receivable		619		704
Other assets		42,520		41,250
Total assets		1,843,183		1,886,317
Liabilities and member's interest
Accounts payable, accrued expenses and other liabilities		80,081		89,230
Deferred income taxes, net		120,556		102,467
Debt and capital lease obligations		1,085,969		1,164,222				$ 300,000
Total liabilities		1,286,606		1,355,919
Total member's interest		556,577		530,398
Total liabilities and member's interest		$ 1,843,183		1,886,317
Senior Secured 11% Notes
Condensed Consolidating Balance Sheet
Interest rate (as a percent)		11.00%
Redemption of principal amount			$ 150,000
Liabilities and member's interest
Debt and capital lease obligations		$ 150,000	$ 150,000	300,000
Senior Secured 11% Notes | Unregistered Original Notes
Condensed Consolidating Balance Sheet
Total principal amount of the Original Notes sold							$ 300,000
Percentage of principal amount of the outstanding Original Notes validly tendered under exchange offer	100.00%
Eliminations
Assets
Net investment in direct finance leases		(8,010)		(8,961)
Affiliate and intercompany receivable				(8)
Intercompany interest receivable		(2,108)		(12,467)
Intercompany note receivable		(150,000)		(300,000)
Investment in subsidiary		(562,133)		(535,040)
Total assets		(722,251)		(856,476)
Liabilities and member's interest
Intercompany payable				(8)
Intercompany note payable		(150,000)		(300,000)
Intercompany interest payable		(2,108)		(12,467)
Intercompany lease payable		(8,010)		(8,961)
Total liabilities		(160,118)		(321,436)
Total member's interest		(562,133)		(535,040)
Total liabilities and member's interest		(722,251)		(856,476)
Issuer Parent | Reportable Legal Entities
Assets
Intercompany interest receivable		2,108		12,467
Intercompany note receivable		150,000		300,000
Investment in subsidiary		556,577		530,398
Total assets		708,685		842,865
Liabilities and member's interest
Accounts payable, accrued expenses and other liabilities		2,108		12,467
Debt and capital lease obligations		150,000		300,000
Total liabilities		152,108		312,467
Total member's interest		556,577		530,398
Total liabilities and member's interest		708,685		842,865
Guarantor Subsidiaries | Reportable Legal Entities
Assets
Cash and cash equivalents		(411)		2,037	3,647	11,308
Accounts receivable, net		121,366		134,765
Net investment in direct finance leases		21,699		25,176
Leasing equipment, net of accumulated depreciation		1,397,793		1,424,112
Goodwill		251,907		251,907
Affiliate and intercompany receivable		619		704
Investment in subsidiary		5,556		4,642
Other assets		42,248		40,966
Total assets		1,840,777		1,884,309
Liabilities and member's interest
Accounts payable, accrued expenses and other liabilities		77,929		76,705
Intercompany payable				8
Intercompany note payable		150,000		300,000
Intercompany interest payable		2,108		12,467
Deferred income taxes, net		118,194		100,509
Debt and capital lease obligations		935,969		864,222
Total liabilities		1,284,200		1,353,911
Total member's interest		556,577		530,398
Total liabilities and member's interest		1,840,777		1,884,309
Non-Guarantor Subsidiaries | Reportable Legal Entities
Assets
Cash and cash equivalents		2,710		2,219	$ 1,684	$ 535
Accounts receivable, net		651		311
Leasing equipment, net of accumulated depreciation		12,339		12,797
Affiliate and intercompany receivable				8
Other assets		272		284
Total assets		15,972		15,619
Liabilities and member's interest
Accounts payable, accrued expenses and other liabilities		44		58
Intercompany lease payable		8,010		8,961
Deferred income taxes, net		2,362		1,958
Total liabilities		10,416		10,977
Total member's interest		5,556		4,642
Total liabilities and member's interest		$ 15,972		$ 15,619

Guarantor Financial Informati55

Guarantor Financial Information (Details 2) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Consolidating Statements of Operations and Comprehensive Income
Total Revenue	$ 177,199	$ 167,097	$ 523,567	$ 459,175
Direct operating expenses	98,679	94,385	283,599	244,201
Selling, general and administrative expenses	23,741	21,293	68,029	62,406
Depreciation expense	18,017	18,942	53,832	54,219
Provision for doubtful accounts	(28)	3,579	2,143	10,696
Impairment of leasing equipment	1,693	932	5,695	3,249
Early retirement of leasing equipment				37,766
Loss on modification and extinguishment of debt and capital lease obligations	16,173		16,212	102
Interest expense	19,715	21,079	63,318	64,670
Interest income		(5)	(1)	(52)
Other income, net	(290)	(166)	(1,065)	(683)
Total expenses	177,700	160,039	491,762	476,574
(Loss) income before provision (benefit) for income taxes	(501)	7,058	31,805	(17,399)
Provision for income taxes	737	896	13,171	(7,290)
Net (loss) income	(1,238)	6,162	18,634	(10,109)
Unrealized loss on derivative instruments, net	(528)	871	(1,623)	(207)
Derivative loss reclassified into earnings, net	3,025	2,469	9,421	7,921
Foreign currency translation loss, net	(362)	(212)	(719)	(273)
Total other comprehensive income	2,135	3,128	7,079	7,441
Total comprehensive income (loss)	897	9,290	25,713	(2,668)
Consolidated Statements of Comprehensive Income (Parenthetical)
Unrealized loss on derivative instruments, net of tax	341	(567)	1,053	134
Derivative loss reclassified into earnings, net	(1,956)	(1,604)	(6,086)	(5,147)
Foreign currency translation, net	235	138	440	173
Eliminations
Condensed Consolidating Statements of Operations and Comprehensive Income
Total Revenue	(58)	(68)	(182)	(210)
Interest expense	(6,200)	(8,318)	(22,824)	(24,960)
Interest income	6,142	8,250	22,642	24,750
Equity in earnings of subsidiary	(950)	6,450	19,548	(9,337)
Total expenses	(1,008)	6,382	19,366	(9,547)
(Loss) income before provision (benefit) for income taxes	950	(6,450)	(19,548)	9,337
Net (loss) income	950	(6,450)	(19,548)	9,337
Total comprehensive income (loss)	950	(6,450)	(19,548)	9,337
Issuer Parent
Condensed Consolidating Statements of Operations and Comprehensive Income
Interest expense			22,642
Interest income			(22,642)
Equity in earnings of subsidiary			(18,634)
Total expenses			(18,634)
(Loss) income before provision (benefit) for income taxes			18,634
Net (loss) income			18,634
Total comprehensive income (loss)			18,634
Issuer Parent | Reportable Legal Entities
Condensed Consolidating Statements of Operations and Comprehensive Income
Interest expense	6,142	8,250		24,750
Interest income	(6,142)	(8,250)		(24,750)
Equity in earnings of subsidiary	1,238	(6,162)		10,109
Total expenses	1,238	(6,162)		10,109
(Loss) income before provision (benefit) for income taxes	(1,238)	6,162		(10,109)
Net (loss) income	(1,238)	6,162		(10,109)
Total comprehensive income (loss)	(1,238)	6,162		(10,109)
Guarantor Subsidiaries
Condensed Consolidating Statements of Operations and Comprehensive Income
Total Revenue			521,354
Direct operating expenses			283,567
Selling, general and administrative expenses			67,562
Depreciation expense			53,403
Provision for doubtful accounts			2,143
Impairment of leasing equipment			5,695
Loss on modification and extinguishment of debt and capital lease obligations			16,212
Interest expense			63,316
Interest income			(1)
Equity in earnings of subsidiary			(914)
Other income, net			(1,058)
Total expenses			489,925
(Loss) income before provision (benefit) for income taxes			31,429
Provision for income taxes			12,795
Net (loss) income			18,634
Unrealized loss on derivative instruments, net			(1,623)
Derivative loss reclassified into earnings, net			9,421
Foreign currency translation loss, net			(719)
Total other comprehensive income			7,079
Total comprehensive income (loss)			25,713
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statements of Operations and Comprehensive Income
Total Revenue	176,450	166,358		456,988
Direct operating expenses	98,668	94,376		244,171
Selling, general and administrative expenses	23,559	21,145		62,001
Depreciation expense	17,874	18,823		53,765
Provision for doubtful accounts	(28)	3,579		10,696
Impairment of leasing equipment	1,693	932		3,249
Early retirement of leasing equipment				37,766
Loss on modification and extinguishment of debt and capital lease obligations	16,173			102
Interest expense	19,714	21,078		64,668
Interest income		(5)		(52)
Equity in earnings of subsidiary	(288)	(288)		(772)
Other income, net	(289)	(165)		(683)
Total expenses	177,076	159,475		474,911
(Loss) income before provision (benefit) for income taxes	(626)	6,883		(17,923)
Provision for income taxes	612	721		(7,814)
Net (loss) income	(1,238)	6,162		(10,109)
Unrealized loss on derivative instruments, net	(528)	871		(207)
Derivative loss reclassified into earnings, net	3,025	2,469		7,921
Foreign currency translation loss, net	(362)	(212)		(273)
Total other comprehensive income	2,135	3,128		7,441
Total comprehensive income (loss)	897	9,290		(2,668)
Non-Guarantor Subsidiaries
Condensed Consolidating Statements of Operations and Comprehensive Income
Total Revenue			2,395
Direct operating expenses			32
Selling, general and administrative expenses			467
Depreciation expense			429
Interest expense			184
Other income, net			(7)
Total expenses			1,105
(Loss) income before provision (benefit) for income taxes			1,290
Provision for income taxes			376
Net (loss) income			914
Total comprehensive income (loss)			$ 914
Non-Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statements of Operations and Comprehensive Income
Total Revenue	807	807		2,397
Direct operating expenses	11	9		30
Selling, general and administrative expenses	182	148		405
Depreciation expense	143	119		454
Interest expense	59	69		212
Other income, net	(1)	(1)
Total expenses	394	344		1,101
(Loss) income before provision (benefit) for income taxes	413	463		1,296
Provision for income taxes	125	175		524
Net (loss) income	288	288		772
Total comprehensive income (loss)	$ 288	$ 288		$ 772

Guarantor Financial Informati56

Guarantor Financial Information (Details 3) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Consolidating Statement of Cash Flows
Net cash (used in) provided by operating activities			$ 127,052	$ 84,056
Investing activities:
Proceeds from sale of leasing equipment			9,530	7,594
Collections on net investment in direct finance leases, net of interest earned	$ 761	$ 1,227	2,771	3,586
Purchase of leasing equipment			(38,386)	(114,041)
Purchase of fixed assets			(12,799)	(2,163)
Proceeds from sale of other assets			2,300
Other investing activity			(244)
Net cash used in investing activities			(36,828)	(105,024)
Financing activities:
Proceeds from long-term debt			256,250	119,000
Repayments of long-term debt			(334,622)	(101,529)
Premium paid for redemption of Notes			(12,375)
Repurchase of indirect parent shares from employees				(630)
Cash paid for debt issuance fees			(748)	(2,069)
Net cash (used in) provided by financing activities			(91,495)	14,772
Effect of changes in exchange rates on cash and cash equivalents			(686)	(316)
Net (decrease) increase in cash and cash equivalents			(1,957)	(6,512)
Cash and cash equivalents, beginning of year			4,256	11,843
Cash and cash equivalents, end of period	2,299	5,331	2,299	5,331
Eliminations
Condensed Consolidating Statement of Cash Flows
Net cash (used in) provided by operating activities			1,134	1,273
Investing activities:
Collections on net investment in direct finance leases, net of interest earned			(1,134)	(1,273)
Net cash used in investing activities			(1,134)	(1,273)
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash (used in) provided by operating activities			125,427	81,634
Investing activities:
Proceeds from sale of leasing equipment			9,530	7,594
Collections on net investment in direct finance leases, net of interest earned			3,905	4,859
Purchase of leasing equipment			(38,386)	(114,041)
Purchase of fixed assets			(12,799)	(2,163)
Proceeds from sale of other assets			2,300
Other investing activity			(244)
Net cash used in investing activities			(35,694)	(103,751)
Financing activities:
Proceeds from long-term debt			256,250	119,000
Repayments of long-term debt			(334,622)	(101,529)
Premium paid for redemption of Notes			(12,375)
Repurchase of indirect parent shares from employees				(630)
Cash paid for debt issuance fees			(748)	(2,069)
Net cash (used in) provided by financing activities			(91,495)	14,772
Effect of changes in exchange rates on cash and cash equivalents			(686)	(316)
Net (decrease) increase in cash and cash equivalents			(2,448)	(7,661)
Cash and cash equivalents, beginning of year			2,037	11,308
Cash and cash equivalents, end of period	(411)	3,647	(411)	3,647
Non-Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash (used in) provided by operating activities			491	1,149
Financing activities:
Net (decrease) increase in cash and cash equivalents			491	1,149
Cash and cash equivalents, beginning of year			2,219	535
Cash and cash equivalents, end of period	$ 2,710	$ 1,684	$ 2,710	$ 1,684

Subsequent Events (Details)

Subsequent Events (Details) $ in Thousands	1 Months Ended	3 Months Ended
	Oct. 31, 2015lease	Dec. 31, 2015USD ($)item
Subsequent Event
Subsequent events
Number of expiring leases | lease	2
Domestic Chassis
Subsequent events
Number of units acquired from lessors | item		2,888
Purchase price for number of units acquired from lessors		$ 12,706