Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 14, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | TRINITY INDUSTRIES INC | |
Entity Central Index Key | 99,780 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 151,335,584 |
Consolidated Statements of Oper
Consolidated Statements of Operations (unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues: | ||||
Total revenues | $ 905.5 | $ 1,184.9 | $ 1,782.8 | $ 2,372.8 |
Cost of revenues: | ||||
Total cost of revenues | 681.9 | 897.7 | 1,341.6 | 1,787.6 |
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | 112.8 | 106.7 | 215.1 | 203.2 |
Gains (losses) on dispositions of property: | ||||
Net gains on railcar lease fleet sales owned more than one year at the time of sale | 23.7 | 11.4 | 23.7 | 13.5 |
Other | 0.7 | (0.3) | 2 | (0.5) |
Total gains (losses) on disposition of property | 24.4 | 11.1 | 25.7 | 13 |
Total operating profit | 135.2 | 191.6 | 251.8 | 395 |
Other (income) expense: | ||||
Interest income | (2.3) | (1.3) | (4) | (2.5) |
Interest expense | 45.7 | 45.6 | 90.7 | 91.4 |
Other, net | 0.5 | (4.9) | 1.3 | (5.6) |
Total other (income) expense | 43.9 | 39.4 | 88 | 83.3 |
Income before income taxes | 91.3 | 152.2 | 163.8 | 311.7 |
Provision for income taxes | 37.3 | 53.4 | 58.1 | 110.8 |
Net income | 54 | 98.8 | 105.7 | 200.9 |
Net income attributable to noncontrolling interest | 2.9 | 4.2 | 8.6 | 9.1 |
Net income attributable to Trinity Industries, Inc. | $ 51.1 | $ 94.6 | $ 97.1 | $ 191.8 |
Net income attributable to Trinity Industries, Inc. per common share: | ||||
Basic (in dollars per share) | $ 0.34 | $ 0.62 | $ 0.64 | $ 1.25 |
Diluted (in dollars per share) | $ 0.33 | $ 0.62 | $ 0.63 | $ 1.25 |
Weighted average number of shares outstanding: | ||||
Basic (in shares) | 149.1 | 147.8 | 148.9 | 148.7 |
Diluted (in shares) | 151 | 147.8 | 151 | 148.7 |
Dividends declared per common share (in dollars per share) | $ 0.13 | $ 0.11 | $ 0.24 | $ 0.22 |
Manufacturing | ||||
Revenues: | ||||
Total revenues | $ 713.6 | $ 888.8 | $ 1,412.3 | $ 1,898.9 |
Cost of revenues: | ||||
Total cost of revenues | 589.7 | 719.1 | 1,165.8 | 1,513 |
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | 61.4 | 60.3 | 117.9 | 121.7 |
Leasing | ||||
Revenues: | ||||
Total revenues | 191.9 | 296.1 | 370.5 | 473.9 |
Cost of revenues: | ||||
Total cost of revenues | 92.2 | 178.6 | 175.8 | 274.6 |
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | 13.1 | 11.7 | 23.9 | 22.1 |
Other | ||||
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | $ 38.3 | $ 34.7 | $ 73.3 | $ 59.4 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 54 | $ 98.8 | $ 105.7 | $ 200.9 |
Derivative financial instruments: | ||||
Unrealized losses arising during the period, net of tax benefit of $-, $-, $-, and $0.2 | (0.2) | (0.3) | (0.2) | (0.7) |
Reclassification adjustments for losses included in net income, net of tax benefit of $-, $0.1, $0.3, and $0.5 | 1.2 | 1.2 | 2.2 | 2.2 |
Currency translation adjustment | 0.5 | 0.3 | 0.8 | 1.8 |
Defined benefit plans: | ||||
Amortization of net actuarial losses, net of tax benefit of $0.5, $0.5, $0.9, and $1.0 | 0.7 | 0.8 | 1.5 | 1.6 |
Other comprehensive income | 2.2 | 2 | 4.3 | 4.9 |
Comprehensive income | 56.2 | 100.8 | 110 | 205.8 |
Less: comprehensive income attributable to noncontrolling interest | 3.6 | 4.9 | 10.1 | 10.3 |
Comprehensive income attributable to Trinity Industries, Inc. | $ 52.6 | $ 95.9 | $ 99.9 | $ 195.5 |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized losses arising during the period, net of tax benefit of $-, $-, $-, and $0.2 | $ 0 | $ 0 | $ 0 | $ 0.2 |
Reclassification adjustments for losses included in net income, net of tax benefit of $-, $0.1, $0.3, and $0.5 | 0 | 0.1 | 0.3 | 0.5 |
Amortization of net actuarial losses, net of tax benefit of $0.5, $0.5, $0.9, and $1.0 | $ 0.5 | $ 0.5 | $ 0.9 | $ 1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | ||
ASSETS | ||||
Cash and cash equivalents | $ 808.7 | [1] | $ 563.4 | |
Short-term marketable securities | 179.6 | [1] | 234.7 | |
Receivables, net of allowance | 351.4 | [1] | 378.7 | |
Income tax receivable | 182.7 | [1] | 102.1 | |
Inventories: | ||||
Raw materials and supplies | 294.7 | [1] | 302.5 | |
Work in process | 172.6 | [1] | 189.5 | |
Finished goods | 160 | [1] | 173.8 | |
Inventory, net | 627.3 | [1] | 665.8 | |
Restricted cash, including partially-owned subsidiaries of $77.1 and $78.4 | 194.8 | [1] | 178.2 | |
Property, plant, and equipment, at cost, including partially-owned subsidiaries of $1,981.7 and $1,979.8 | 8,213.6 | [1] | 7,981 | |
Less accumulated depreciation, including partially-owned subsidiaries of $391.4 and $364.9 | (2,140.4) | [1] | (2,014.2) | |
Property, plant, and equipment, net | 6,073.2 | [1] | 5,966.8 | |
Goodwill | 754.7 | [1] | 754.1 | [2] |
Other assets | 279.7 | [1] | 281.5 | |
Total assets | 9,452.1 | [1] | 9,125.3 | |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||
Accounts payable | 167.1 | [1] | 156.1 | |
Accrued liabilities | 412.4 | [1] | 426.1 | |
Debt: | ||||
Recourse, net of unamortized discount of $17.9 and $27.1 | 859 | [1] | 850.6 | |
Non-recourse debt | 2,411 | 2,206 | ||
Total debt | 3,270 | [1] | 3,056.6 | |
Deferred income | 22 | [1] | 23.5 | |
Deferred income taxes | 1,210.7 | [1] | 1,072.9 | |
Other liabilities | 54.4 | [1] | 79 | |
Total liabilities | 5,136.6 | [1] | 4,814.2 | |
Stockholders’ equity: | ||||
Preferred stock – 1.5 shares authorized and unissued | 0 | [1] | 0 | |
Common stock – 400.0 shares authorized | 1.6 | [1] | 1.6 | |
Capital in excess of par value | 483 | [1] | 534.6 | |
Retained earnings | 3,557.4 | [1] | 3,497.3 | |
Accumulated other comprehensive loss | (110.7) | [1] | (113.5) | |
Treasury stock | (1.6) | [1] | (1.5) | |
Total stockholders' equity | 3,929.7 | [1] | 3,918.5 | |
Noncontrolling interest | 385.8 | [1] | 392.6 | |
Total stockholders' equity, including portion attributable to noncontrolling interest | 4,315.5 | [1] | 4,311.1 | |
Total liabilities and stockholders' equity | 9,452.1 | [1] | 9,125.3 | |
Wholly-owned subsidiaries | ||||
Debt: | ||||
Non-recourse debt | 1,069 | [1] | 840 | |
Partially-owned subsidiaries | ||||
Inventories: | ||||
Restricted cash, including partially-owned subsidiaries of $77.1 and $78.4 | 77 | [1] | 78.4 | |
Property, plant, and equipment, at cost, including partially-owned subsidiaries of $1,981.7 and $1,979.8 | 1,981.7 | [1] | 1,979.8 | |
Less accumulated depreciation, including partially-owned subsidiaries of $391.4 and $364.9 | (391.4) | [1] | (364.9) | |
Debt: | ||||
Non-recourse debt | $ 1,342 | [1] | $ 1,366 | |
[1] | (unaudited) | |||
[2] | (as reported) |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2017 | [1] | Dec. 31, 2016 |
Unamortized discount | $ 17.9 | $ 27.1 | |
Preferred stock, shares authorized | 1,500,000 | 1,500,000 | |
Preferred stock, shares issued | 0 | 0 | |
Common stock, shares authorized | 400,000,000 | 400,000,000 | |
Restricted cash | $ 194.8 | $ 178.2 | |
Property, plant and equipment, at cost | 8,213.6 | 7,981 | |
Less accumulated depreciation | 2,140.4 | 2,014.2 | |
Partially-owned subsidiaries | |||
Restricted cash | 77 | 78.4 | |
Property, plant and equipment, at cost | 1,981.7 | 1,979.8 | |
Less accumulated depreciation | $ 391.4 | $ 364.9 | |
[1] | (unaudited) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | ||
Operating activities: | |||
Net income | $ 105.7 | $ 200.9 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 146.5 | 139.9 | |
Stock-based compensation expense | 13.8 | 22.8 | |
Excess tax benefits from stock-based compensation | 0 | (0.6) | |
Provision for deferred income taxes | 116.4 | 126.9 | |
Net gains on railcar lease fleet sales owned more than one year at the time of sale | (23.7) | (13.5) | |
(Gains) losses on dispositions of property and other assets | (2) | 0.5 | |
Non-cash interest expense | 14.7 | 14.2 | |
Other | (0.6) | (2.6) | |
Changes in assets and liabilities: | |||
(Increase) decrease in receivables | (52.8) | (43.4) | |
(Increase) decrease in inventories | 39.6 | 60.5 | |
(Increase) decrease in other assets | (0.9) | 19.7 | |
Increase (decrease) in accounts payable | 11 | 4.4 | |
Increase (decrease) in accrued liabilities | (4.9) | (47.8) | |
Increase (decrease) in other liabilities | (26.7) | 4.5 | |
Net cash provided (required) by operating activities | 336.1 | 486.4 | |
Investing activities: | |||
(Increase) decrease in short-term marketable securities | 55.1 | (115.1) | |
Proceeds from dispositions of property and other assets | 6 | 4.1 | |
Proceeds from railcar lease fleet sales owned more than one year at the time of sale | 92.4 | 37.7 | |
Capital expenditures – leasing, net of sold lease fleet railcars owned one year or less with a net cost of $5.6 and $92.0 | (271.6) | (346) | |
Capital expenditures – manufacturing and other | (43.4) | (79.8) | |
Acquisitions, net of cash acquired | (5.3) | 0 | |
Other | (2.1) | 2.3 | |
Net cash provided (required) by investing activities | (168.9) | (496.8) | |
Financing activities: | |||
Excess tax benefits from stock-based compensation | 0 | 0.6 | |
Payments to retire debt | (98.3) | (77.6) | |
Proceeds from issuance of debt | 299.4 | 0 | |
(Increase) decrease in restricted cash | (16.6) | 12.5 | |
Shares repurchased | (41.9) | (34.7) | |
Dividends paid to common shareholders | (33.5) | (33.4) | |
Purchase of shares to satisfy employee tax on vested stock | (14) | (16.1) | |
Distributions to noncontrolling interest | (16.9) | (10.9) | |
Other | (0.1) | (2) | |
Net cash provided (required) by financing activities | 78.1 | (161.6) | |
Net increase (decrease) in cash and cash equivalents | 245.3 | (172) | |
Cash and cash equivalents at beginning of period | 563.4 | 786 | |
Cash and cash equivalents at end of period | $ 808.7 | [1] | $ 614 |
[1] | (unaudited) |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (unaudited) (Parenthetical) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Cash Flows [Abstract] | ||
Capital expenditures – leasing, net of sold railcars owned one year or less, net cost | $ 5.6 | $ 92 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (unaudited) - 6 months ended Jun. 30, 2017 - USD ($) $ in Millions | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Trinity Stockholders’ Equity | Noncontrolling Interest | |
Beginning balance (in shares) at Dec. 31, 2016 | 152,200,000 | 100,000 | |||||||
Beginning balance at Dec. 31, 2016 | $ 4,311.1 | $ 1.6 | $ 534.6 | $ 3,497.3 | $ (113.5) | $ (1.5) | $ 3,918.5 | $ 392.6 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 105.7 | 97.1 | 97.1 | 8.6 | |||||
Other comprehensive income | 4.3 | 2.8 | 2.8 | 1.5 | |||||
Cash dividends on common stock | (36.4) | (36.4) | (36.4) | ||||||
Restricted shares, net, (in shares) | 1,600,000 | (600,000) | |||||||
Restricted shares, net | $ (0.4) | $ 0 | 15.6 | $ (16) | (0.4) | ||||
Shares repurchased (in shares) | (1,942,200) | (1,900,000) | |||||||
Shares repurchased | $ (52.4) | $ (52.4) | (52.4) | ||||||
Stock options exercised (in shares) | 0 | ||||||||
Stock options exercised | 0.2 | $ 0 | 0.2 | 0.2 | |||||
Disbursements to non-controlling interest | (16.9) | 0 | (16.9) | ||||||
Retirement of treasury stock (shares) | (2,500,000) | (2,500,000) | |||||||
Retirement of treasury stock | 0 | $ 0 | (68.3) | $ (68.3) | 0 | ||||
Other | 0.3 | 0.9 | (0.6) | $ 0 | 0.3 | ||||
Ending balance (in shares) at Jun. 30, 2017 | 151,300,000 | 100,000 | |||||||
Ending balance at Jun. 30, 2017 | $ 4,315.5 | [1] | $ 1.6 | $ 483 | $ 3,557.4 | $ (110.7) | $ (1.6) | $ 3,929.7 | $ 385.8 |
[1] | (unaudited) |
Consolidated Statement of Sto10
Consolidated Statement of Stockholders' Equity (unaudited) (Parenthetical) | Jun. 30, 2017$ / shares |
Statement of Stockholders' Equity [Abstract] | |
Common Stock, Par Value (in dollars per share) | $ 0.01 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The foregoing consolidated financial statements are unaudited and have been prepared from the books and records of Trinity Industries, Inc. and its consolidated subsidiaries (“Trinity,” “Company,” “we,” or “our”) including the accounts of its wholly-owned subsidiaries and its partially-owned subsidiaries, TRIP Rail Holdings LLC (“TRIP Holdings”) and RIV 2013 Rail Holdings LLC ("RIV 2013"), in which the Company has a controlling interest. In our opinion, all normal and recurring adjustments necessary for a fair presentation of the financial position of the Company as of June 30, 2017 , and the results of operations for the three and six months ended June 30, 2017 and 2016 , and cash flows for the six months ended June 30, 2017 and 2016 , have been made in conformity with generally accepted accounting principles. All significant intercompany accounts and transactions have been eliminated. Because of seasonal and other factors, the results of operations for the six months ended June 30, 2017 may not be indicative of expected results of operations for the year ending December 31, 2017 . These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with the audited consolidated financial statements of the Company included in its Form 10-K for the year ended December 31, 2016 . Stockholders' Equity In December 2015 , the Company’s Board of Directors renewed its $ 250 million share repurchase program effective January 1, 2016 through December 31, 2017 . Under the program, 1,942,200 shares were repurchased during the three and six months ended June 30, 2017 , at a cost of approximately $ 52.4 million . Certain shares of stock repurchased during June 2017 , totaling $10.5 million , were cash settled in July 2017 in accordance with normal settlement practices. During the six months ended June 30, 2016 , the Company repurchased 2,070,600 shares at a cost of approximately $34.7 million . There were no shares repurchased during the three months ended June 30, 2016 . As of June 30, 2017 , the remaining authorization under the program totaled $163.0 million . Revenue Recognition Revenues for contracts providing for a large number of units and few deliveries are recorded as the individual units are produced, inspected, and accepted by the customer as the risk of loss passes to the customer upon delivery acceptance on these contracts. Revenues for certain customer-requested “bill and hold” arrangements, primarily in the Energy Equipment Group, are recognized when all of the following conditions have been met: the risks of ownership have passed to the customer, the customer has made a fixed commitment to purchase the goods, there is a fixed delivery schedule consistent with the customer’s business purpose, the customer’s goods have been segregated from our inventory and are not available to fill other orders, the goods are complete and ready for shipment, and no additional performance obligations exist for the Company. Revenue from rentals and operating leases, including contracts that contain non-level fixed rental payments, is recognized monthly on a straight-line basis. Revenue is recognized from the sales of railcars from the lease fleet on a gross basis in leasing revenues and cost of revenues if the railcar has been owned for one year or less at the time of sale. Sales of railcars from the lease fleet owned for more than one year are recognized as a net gain or loss from the disposal of a long-term asset. Fees for shipping and handling are recorded as revenue. For all other products, we recognize revenue when products are shipped or services are provided. Financial Instruments The Company considers all highly liquid debt instruments to be either cash and cash equivalents if purchased with a maturity of three months or less, or short-term marketable securities if purchased with a maturity of more than three months and less than one year . The Company intends to hold its short-term marketable securities until they are redeemed at their maturity date and believes that under the "more likely than not" criteria, the Company will not be required to sell the securities before recovery of their amortized cost bases, which may be maturity. Financial instruments that potentially subject the Company to a concentration of credit risk are primarily cash investments including restricted cash, short-term marketable securities, and receivables. The Company places its cash investments and short-term marketable securities in bank deposits and investment grade, short-term debt instruments and limits the amount of credit exposure to any one commercial issuer. Concentrations of credit risk with respect to receivables are limited due to control procedures that monitor the credit worthiness of customers, the large number of customers in the Company's customer base, and their dispersion across different industries and geographic areas. As receivables are generally unsecured, the Company maintains an allowance for doubtful accounts based upon the expected collectibility of all receivables. Receivable balances determined to be uncollectible are charged against the allowance. The carrying values of cash, short-term marketable securities (using level two inputs), receivables, and accounts payable are considered to be representative of their respective fair values. At June 30, 2017 , one Rail Group customer's net receivable balance, all current, accounted for 13% of the consolidated net receivables balance outstanding. Recent Accounting Pronouncements On January 1, 2017, the Company adopted Accounting Standards Update 2016-09, “Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting”, ("ASU 2016-09”) which changed how companies account for certain aspects of share-based payments to employees. ASU 2016-09 requires, among other things, that excess tax benefits or deficiencies related to vested awards, previously recognized in stockholders' equity, be included in income tax expense when the awards vest. The adoption of ASU 2016-09 resulted in an adjustment to retained earnings of $0.6 million , net of tax, as of January 1, 2017 related to the cumulative effect of the standard. For the three and six months ended June 30, 2017 , the effect on the provision for income taxes included in the consolidated statement of operations was an additional provision of $2.7 million and $2.4 million , respectively. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers," ("ASU 2014-09") providing common revenue recognition guidance for U.S. GAAP. Under ASU 2014-09, an entity recognizes revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires additional detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. ASU 2014-09 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2017. The Company plans to adopt ASU 2014-09 effective January 1, 2018 using the modified retrospective method of adoption. Under this method, the guidance will be applied only to the most current period presented in the financial statements and the cumulative effect of initially applying the standard will result in an adjustment to the opening balance of retained earnings as of the date of adoption. Using both internal and external resources, the Company continues to evaluate the requirements of the standard and their application to our various business units. While our technical analysis is on-going, we anticipate a change in the timing of revenue recognition for our wind towers and utility structures product lines within our Energy Equipment Group, no longer recognizing revenue when products are delivered, but under the new guidance, recognizing revenue over time as products are manufactured. The impact of this change cannot be reasonably estimated at this time. We expect revenue recognition policies related to our other business segments to remain substantially unchanged as a result of adopting ASU 2014-09, although this could change based on our on-going analysis. Additionally, we do not anticipate significant changes in business processes or systems. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, "Leases", ("ASU 2016-02") which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. The Company plans to adopt ASU 2016-02 effective January 1, 2019. We are continuing to assess the potential effects of the new standard, including its effects on our consolidated financial statements and the accounting for revenue from full service leases. In December 2016, the FASB issued Accounting Standards Update No. 2016-18, "Restricted Cash", ("ASU 2016-18") which clarifies how entities should present restricted cash and restricted cash equivalents in the statement of cash flows. The new guidance requires a reconciliation of totals in the statement of cash flows to the related cash and cash equivalents and restricted cash captions in the balance sheet. ASU 2016-18 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company plans to adopt ASU 2016-18 effective January 1, 2018. The effect of adopting this standard is not expected to be significant. In March 2017, the FASB issued Accounting Standards Update No. 2017-07, “Compensation - Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”) which changes how companies that sponsor defined benefit pension plans present the related net periodic benefit cost in the income statement. The service cost component of the net periodic benefit cost will continue to be presented in the same income statement line items, however other components of the net periodic benefit cost will be presented as a component of other income and excluded from operating profit. ASU 2017-07 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company plans to adopt ASU 2016-18 effective January 1, 2018. The effect of adopting this standard is not expected to be significant. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures In May 2017, we completed the acquisition of the assets of a lightweight aggregates business in our Construction Products Group. The purchase price of the acquisition was not significant. There was no divestiture activity for the three and six months ended June 30, 2017 . There was no acquisition or divestiture activity for the three and six months ended June 30, 2016 . In July 2017, we completed the acquisition of the assets of a trench shoring products business in our Construction Products Group for a total purchase price of approximately $42 million . |
Fair Value Accounting
Fair Value Accounting | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Accounting | Fair Value Accounting Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement as of June 30, 2017 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 103.7 $ — $ — $ 103.7 Restricted cash 194.8 — — 194.8 Equity instruments (1) — 1.9 — 1.9 Interest rate hedge (1) — 2.1 — 2.1 Total assets $ 298.5 $ 4.0 $ — $ 302.5 Liabilities: Interest rate hedge: (2) Partially-owned subsidiaries $ — $ 0.7 $ — $ 0.7 Total liabilities $ — $ 0.7 $ — $ 0.7 Fair Value Measurement as of December 31, 2016 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 188.7 $ — $ — $ 188.7 Restricted cash 178.2 — — 178.2 Equity instruments (1) — 3.1 — 3.1 Fuel derivative instruments (1) — 0.3 — 0.3 Total assets $ 366.9 $ 3.4 $ — $ 370.3 Liabilities: Interest rate hedge: (2) Partially-owned subsidiaries $ — $ 0.9 $ — $ 0.9 Total liabilities $ — $ 0.9 $ — $ 0.9 (1) Included in other assets on the consolidated balance sheet. (2) Included in accrued liabilities on the consolidated balance sheet. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to establish a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are listed below: Level 1 – This level is defined as quoted prices in active markets for identical assets or liabilities. The Company’s cash equivalents and restricted cash are instruments of the U.S. Treasury or highly-rated money market mutual funds. Level 2 – This level is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. The Company's fuel derivative instruments, which are commodity swaps, are valued using energy and commodity market data. Interest rate hedges are valued at exit prices obtained from each counterparty. See Note 7 Derivative Instruments and Note 11 Debt. The equity instruments consist of warrants for the purchase of certain publicly-traded equity securities and are valued using the Black-Scholes-Merton option pricing model and certain assumptions regarding the exercisability of the options under the related agreement. Level 3 – This level is defined as unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts and estimated fair values of our long-term debt are as follows: June 30, 2017 December 31, 2016 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value (in millions) Recourse: Senior notes $ 399.7 $ 404.9 $ 399.6 $ 386.3 Convertible subordinated notes 449.4 565.4 449.4 575.5 Less: unamortized discount (17.6 ) (26.7 ) 431.8 422.7 Capital lease obligations 30.3 30.3 32.1 32.1 Other 0.6 0.6 — — 862.4 1,001.2 854.4 993.9 Less: unamortized debt issuance costs (3.4 ) (3.8 ) 859.0 850.6 Non-recourse: 2006 secured railcar equipment notes 170.5 173.9 194.2 201.5 2009 secured railcar equipment notes 169.4 180.0 172.5 189.9 2010 secured railcar equipment notes 273.5 267.5 280.6 284.3 2017 promissory notes 301.1 301.1 — — TILC warehouse facility 167.6 167.6 204.1 204.1 TRL 2012 secured railcar equipment notes 413.8 378.5 425.5 395.6 TRIP Master Funding secured railcar equipment notes 942.3 926.4 955.5 960.6 2,438.2 2,395.0 2,232.4 2,236.0 Less: unamortized debt issuance costs (27.2 ) (26.4 ) 2,411.0 2,206.0 Total $ 3,270.0 $ 3,396.2 $ 3,056.6 $ 3,229.9 The estimated fair values of our senior notes and convertible subordinated notes were based on a quoted market price in a market with little activity as of June 30, 2017 and December 31, 2016 ( Level 2 input). The estimated fair values of our 2006 , 2009 , 2010 , and 2012 secured railcar equipment notes and TRIP Rail Master Funding LLC (“TRIP Master Funding”) secured railcar equipment notes are based on our estimate of their fair value as of June 30, 2017 and December 31, 2016 . These values were determined by discounting their future cash flows at the current market interest rate ( Level 3 inputs). The carrying value of our Trinity Industries Leasing Company (“TILC”) warehouse facility and 2017 promissory notes approximate fair value because the interest rate adjusts to the market interest rate ( Level 3 input). The fair values of all other financial instruments are estimated to approximate carrying value. See Note 11 Debt for a description of the Company's long-term debt. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company reports operating results in five principal business segments: (1) the Rail Group, which manufactures and sells railcars and related parts, components, and maintenance services; (2) the Construction Products Group, which manufactures and sells highway products and other primarily-steel products and services for infrastructure-related projects, and produces and sells construction aggregates; (3) the Inland Barge Group, which manufactures and sells barges and related products for inland waterway services; (4) the Energy Equipment Group, which manufactures and sells products for energy-related businesses, including structural wind towers, steel utility structures for electricity transmission and distribution, storage and distribution containers, and tank heads for pressure and non-pressure vessels; and (5) the Railcar Leasing and Management Services Group (“Leasing Group”), which owns and operates a fleet of railcars as well as provides third-party fleet leasing, management, maintenance, and administrative services. The segment All Other includes our captive insurance and transportation companies; legal, environmental, and maintenance costs associated with non-operating facilities; and other peripheral businesses. Gains and losses from the sale of property, plant, and equipment related to manufacturing and dedicated to the specific manufacturing operations of a particular segment are included in the operating profit of that respective segment. Gains and losses from the sale of property, plant, and equipment that can be utilized by multiple segments are included in operating profit of the All Other segment. Sales and related net profits ("deferred profit") from the Rail Group to the Leasing Group are recorded in the Rail Group and eliminated in consolidation and reflected in the "Eliminations - Lease subsidiary" line in the table below. Sales between these groups are recorded at prices comparable to those charged to external customers, taking into consideration quantity, features, and production demand. Amortization of deferred profit on railcars sold to the Leasing Group is included in the operating profit of the Leasing Group, resulting in the recognition of depreciation expense based on the Company's original manufacturing cost of the railcars. Sales of railcars from the lease fleet are included in the Leasing Group, with related gains and losses computed based on the net book value of the original manufacturing cost of the railcars. The financial information for these segments is shown in the tables below. We operate principally in North America. Three Months Ended June 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 335.4 $ 130.5 $ 465.9 $ 37.0 Construction Products Group 130.7 0.6 131.3 22.3 Inland Barge Group 33.5 — 33.5 0.5 Energy Equipment Group 212.2 26.3 238.5 24.3 Railcar Leasing and Management Services Group 191.9 0.2 192.1 110.8 All Other 1.8 20.9 22.7 (5.7 ) Segment Totals before Eliminations and Corporate 905.5 178.5 1,084.0 189.2 Corporate — — — (38.3 ) Eliminations – Lease subsidiary — (115.9 ) (115.9 ) (13.6 ) Eliminations – Other — (62.6 ) (62.6 ) (2.1 ) Consolidated Total $ 905.5 $ — $ 905.5 $ 135.2 Three Months Ended June 30, 2016 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 427.7 $ 265.5 $ 693.2 $ 88.8 Construction Products Group 141.7 4.1 145.8 21.5 Inland Barge Group 118.3 — 118.3 14.3 Energy Equipment Group 199.1 41.5 240.6 34.9 Railcar Leasing and Management Services Group 296.1 0.5 296.6 117.7 All Other 2.0 17.7 19.7 (5.2 ) Segment Totals before Eliminations and Corporate 1,184.9 329.3 1,514.2 272.0 Corporate — — — (34.7 ) Eliminations – Lease subsidiary — (252.1 ) (252.1 ) (45.9 ) Eliminations – Other — (77.2 ) (77.2 ) 0.2 Consolidated Total $ 1,184.9 $ — $ 1,184.9 $ 191.6 Six Months Ended June 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 621.4 $ 322.8 $ 944.2 $ 87.7 Construction Products Group 251.6 2.8 254.4 37.9 Inland Barge Group 96.2 — 96.2 6.9 Energy Equipment Group 440.0 53.9 493.9 54.1 Railcar Leasing and Management Services Group 370.5 0.5 371.0 195.8 All Other 3.1 42.4 45.5 (10.3 ) Segment Totals before Eliminations and Corporate 1,782.8 422.4 2,205.2 372.1 Corporate — — — (73.3 ) Eliminations – Lease subsidiary — (296.9 ) (296.9 ) (42.5 ) Eliminations – Other — (125.5 ) (125.5 ) (4.5 ) Consolidated Total $ 1,782.8 $ — $ 1,782.8 $ 251.8 Six Months Ended June 30, 2016 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 970.9 $ 569.2 $ 1,540.1 $ 246.0 Construction Products Group 263.3 7.4 270.7 37.4 Inland Barge Group 229.1 — 229.1 26.9 Energy Equipment Group 431.6 82.4 514.0 72.3 Railcar Leasing and Management Services Group 473.9 1.2 475.1 191.9 All Other 4.0 37.6 41.6 (10.3 ) Segment Totals before Eliminations and Corporate 2,372.8 697.8 3,070.6 564.2 Corporate — — — (59.4 ) Eliminations – Lease subsidiary — (535.4 ) (535.4 ) (111.4 ) Eliminations – Other — (162.4 ) (162.4 ) 1.6 Consolidated Total $ 2,372.8 $ — $ 2,372.8 $ 395.0 |
Partially-Owned Leasing Subsidi
Partially-Owned Leasing Subsidiaries | 6 Months Ended |
Jun. 30, 2017 | |
Noncontrolling Interest [Abstract] | |
Partially-Owned Leasing Subsidiaries | Partially-Owned Leasing Subsidiaries The Company, through its wholly-owned subsidiary, TILC, formed two subsidiaries, TRIP Holdings and RIV 2013, for the purpose of providing railcar leasing in North America. Each of TRIP Holdings and RIV 2013 are direct, partially-owned subsidiaries of TILC in which the Company has a controlling interest. Each is governed by a seven -member board of representatives, two of whom are designated by TILC. TILC is the agent of each of TRIP Holdings and RIV 2013 and as such, has been delegated the authority, power, and discretion to take certain actions on behalf of the respective companies. At June 30, 2017 , the Company's carrying value of its investment in TRIP Holdings and RIV 2013 totaled $217.3 million . The Company's weighted average ownership interest in TRIP Holdings and RIV 2013 is 39% while the remaining 61% weighted average interest is owned by third-party investor-owned funds. The Company's investments in its partially-owned leasing subsidiaries are eliminated in consolidation. Each of TRIP Holdings and RIV 2013 has wholly-owned subsidiaries that are the owners of railcars acquired from the Company's Rail and Leasing Groups. These wholly-owned subsidiaries are TRIP Master Funding (wholly-owned by TRIP Holdings) and Trinity Rail Leasing 2012 LLC ("TRL 2012," wholly-owned by RIV 2013). Railcar purchases by these subsidiaries were funded by secured borrowings and capital contributions from TILC and third-party equity investors. TILC is the contractual servicer for TRIP Master Funding and TRL 2012, with the authority to manage and service each entity's owned railcars. The Company's controlling interest in each of TRIP Holdings and RIV 2013 results from its combined role as both equity member and agent/servicer. The noncontrolling interest included in the accompanying consolidated balance sheets represents the non-Trinity equity interest in these partially-owned subsidiaries. Trinity has no obligation to guarantee performance under any of the partially-owned subsidiaries' (or their respective subsidiaries') debt agreements, guarantee any railcar residual values, shield any parties from losses, or guarantee minimum yields. The assets of each of TRIP Master Funding and TRL 2012 may only be used to satisfy the particular subsidiary's liabilities, and the creditors of each of TRIP Master Funding and TRL 2012 have recourse only to the particular subsidiary's assets. Each of TILC and the third-party equity investors receive distributions from TRIP Holdings and RIV 2013, when available, in proportion to its respective equity interests, and has an interest in the net assets of the partially-owned subsidiaries upon a liquidation event in the same proportion. TILC is paid fees for the services it provides to TRIP Master Funding and TRL 2012 and has the potential to earn certain incentive fees. TILC and the third-party equity investors have commitments to provide additional equity funding to TRIP Holdings that expire in May 2019 contingent upon certain returns on investment in TRIP Holdings and other conditions being met. There are no remaining equity commitments with respect to RIV 2013. See Note 11 Debt regarding the debt of TRIP Holdings and RIV 2013 and their respective subsidiaries. |
Railcar Leasing and Management
Railcar Leasing and Management Services Group | 6 Months Ended |
Jun. 30, 2017 | |
Leases [Abstract] | |
Railcar Leasing and Management Services Group | Railcar Leasing and Management Services Group The Railcar Leasing and Management Services Group owns and operates a fleet of railcars as well as provides third-party fleet leasing, management, maintenance, and administrative services. Selected consolidating financial information for the Leasing Group is as follows: June 30, 2017 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 8.0 $ — $ 980.3 $ 988.3 Property, plant, and equipment, net $ 4,077.1 $ 1,850.1 $ 953.1 $ 6,880.3 Net deferred profit on railcars sold to the Leasing Group (807.1 ) Consolidated property, plant and equipment, net $ 6,073.2 Restricted cash $ 117.7 $ 77.0 $ 0.1 $ 194.8 Debt: Recourse $ 30.2 $ — $ 850.0 $ 880.2 Less: unamortized discount — — (17.9 ) (17.9 ) Less: unamortized debt issuance costs — — (3.3 ) (3.3 ) 30.2 — 828.8 859.0 Non-recourse 1,082.1 1,356.1 — 2,438.2 Less: unamortized debt issuance costs (13.1 ) (14.1 ) — (27.2 ) 1,069.0 1,342.0 — 2,411.0 Total debt $ 1,099.2 $ 1,342.0 $ 828.8 $ 3,270.0 Net deferred tax liabilities $ 1,035.5 $ 2.0 $ 157.1 $ 1,194.6 December 31, 2016 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 7.2 $ — $ 790.9 $ 798.1 Property, plant, and equipment, net $ 3,923.6 $ 1,879.6 $ 961.7 $ 6,764.9 Net deferred profit on railcars sold to the Leasing Group (798.1 ) Consolidated property, plant and equipment, net $ 5,966.8 Restricted cash $ 99.7 $ 78.4 $ 0.1 $ 178.2 Debt: Recourse $ 32.1 $ — $ 849.4 $ 881.5 Less: unamortized discount — — (27.1 ) (27.1 ) Less: uamortized debt issuance costs (0.1 ) — (3.7 ) (3.8 ) 32.0 — 818.6 850.6 Non-recourse 851.4 1,381.0 — 2,232.4 Less: unamortized debt issuance costs (11.4 ) (15.0 ) — (26.4 ) 840.0 1,366.0 — 2,206.0 Total debt $ 872.0 $ 1,366.0 $ 818.6 $ 3,056.6 Net deferred tax liabilities $ 956.6 $ 2.0 $ 98.4 $ 1,057.0 Net deferred profit on railcars sold to the Leasing Group consists of intersegment profit that is eliminated in consolidation and is, therefore, not allocated to an operating segment. See Note 5 Partially-Owned Leasing Subsidiaries and Note 11 Debt for a further discussion regarding the Company’s investment in its partially-owned leasing subsidiaries and the related indebtedness. Three Months Ended June 30, Six Months Ended June 30, 2017 2016 Percent 2017 2016 Percent ($ in millions) Change ($ in millions) Change Revenues: Leasing and management $ 185.0 $ 178.5 3.6 % $ 363.9 $ 349.0 4.3 % Sales of railcars owned one year or less at the time of sale 7.1 118.1 * 7.1 126.1 * Total revenues $ 192.1 $ 296.6 (35.2 ) $ 371.0 $ 475.1 (21.9 ) Operating profit: Leasing and management $ 85.6 $ 74.5 14.9 $ 170.6 $ 144.3 18.2 Railcar sales: Railcars owned one year or less at the time of sale 1.5 31.8 * 1.5 34.1 * Railcars owned more than one year at the time of sale 23.7 11.4 * 23.7 13.5 * Total operating profit $ 110.8 $ 117.7 (5.9 ) $ 195.8 $ 191.9 2.0 Operating profit margin: Leasing and management 46.3 % 41.7 % 46.9 % 41.3 % Railcar sales * * * * Total operating profit margin 57.7 % 39.7 % 52.8 % 40.4 % Selected expense information (1) : Depreciation $ 43.1 $ 38.7 11.4 $ 85.2 $ 76.1 12.0 Maintenance and compliance $ 23.9 $ 31.8 (24.8 ) $ 44.4 $ 63.4 (30.0 ) Rent $ 9.9 $ 9.9 — $ 20.0 $ 19.4 3.1 Interest $ 31.3 $ 31.4 (0.3 ) $ 61.9 $ 63.2 (2.1 ) * Not meaningful (1) Depreciation, maintenance and compliance, and rent expense are components of operating profit. Amortization of deferred profit on railcars sold from the Rail Group to the Leasing Group is included in the operating profit of the Leasing Group resulting in the recognition of depreciation expense based on the Company's original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges. During the six months ended June 30, 2017 and 2016 , the Company received proceeds from the sales of leased railcars as follows: Six Months Ended June 30, 2017 2016 (in millions) Leasing Group: Railcars owned one year or less at the time of sale $ 7.1 $ 126.1 Railcars owned more than one year at the time of sale 92.4 37.7 Rail Group — 8.1 $ 99.5 $ 171.9 Equipment consists primarily of railcars leased by third parties. The Leasing Group purchases equipment manufactured predominantly by the Rail Group and enters into lease contracts with third parties with terms generally ranging from one to twenty years. The Leasing Group primarily enters into operating leases. Future contractual minimum rental revenues on leases are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter Total (in millions) Future contractual minimum rental revenue $ 271.9 $ 478.2 $ 392.6 $ 313.0 $ 215.3 $ 478.2 $ 2,149.2 Debt. The Leasing Group’s debt at June 30, 2017 consisted primarily of non-recourse debt. As of June 30, 2017 , Trinity’s wholly-owned subsidiaries included in the Leasing Group held equipment with a net book value of $1,729.8 million which is pledged as collateral for Leasing Group debt held by those subsidiaries, including equipment with a net book value of $41.4 million securing capital lease obligations. The net book value of unpledged equipment at June 30, 2017 was $2,281.5 million . See Note 11 Debt for the form, maturities, and descriptions of Leasing Group debt. Partially-owned subsidiaries. Debt owed by TRIP Holdings and RIV 2013 and their respective subsidiaries is nonrecourse to Trinity and TILC. Creditors of each of TRIP Holdings and RIV 2013 and their respective subsidiaries have recourse only to the particular subsidiary's assets. TRIP Master Funding equipment with a net book value of $1,290.1 million is pledged as collateral for the TRIP Master Funding debt. TRL 2012 equipment with a net book value of $560.0 million is pledged solely as collateral for the TRL 2012 secured railcar equipment notes. See Note 5 Partially-Owned Leasing Subsidiaries for a description of TRIP Holdings and RIV 2013. Off Balance Sheet Arrangements. In prior years, the Leasing Group completed a series of financing transactions whereby railcars were sold to one or more separate independent owner trusts (“Trusts”). Each of the Trusts financed the purchase of the railcars with a combination of debt and equity. In each transaction, the equity participant in each of the respective Trusts is considered to be the primary beneficiary of the Trust and therefore, the accounts of the Trusts, including the debt related to each of the Trusts, are not included as part of the consolidated financial statements. The Leasing Group, through wholly-owned, qualified subsidiaries, leased railcars from the Trusts under operating leases with terms of 22 years, and subleased the railcars to independent third-party customers under shorter term operating rental agreements. These Leasing Group subsidiaries had total assets as of June 30, 2017 of $145.6 million , including cash of $54.1 million and railcars of $63.7 million . The subsidiaries' cash, railcars, and an interest in each sublease are pledged to collateralize the lease obligations to the Trusts and are included in the consolidated financial statements of the Company. Trinity does not guarantee the performance of the subsidiaries’ lease obligations. Certain ratios and cash deposits must be maintained by the Leasing Group’s subsidiaries in order for excess cash flow, as defined in the agreements, from the lease to third parties to be available to Trinity. Future operating lease obligations of the Leasing Group’s subsidiaries as well as future contractual minimum rental revenues related to these leases due to the Leasing Group are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter Total (in millions) Future operating lease obligations of Trusts’ railcars $ 14.6 $ 29.2 $ 28.8 $ 26.1 $ 26.1 $ 117.9 $ 242.7 Future contractual minimum rental revenues of Trusts’ railcars $ 21.6 $ 34.2 $ 23.5 $ 14.3 $ 9.5 $ 13.7 $ 116.8 Operating Lease Obligations. Future amounts due as well as future contractual minimum rental revenues related to operating leases other than leases discussed above are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter Total (in millions) Future operating lease obligations $ 5.9 $ 12.0 $ 9.5 $ 7.7 $ 7.6 $ 13.5 $ 56.2 Future contractual minimum rental revenues $ 6.7 $ 9.2 $ 6.8 $ 4.5 $ 3.3 $ 4.1 $ 34.6 Operating lease obligations totaling $7.4 million are guaranteed by Trinity Industries, Inc. and certain subsidiaries. See Note 6 of the December 31, 2016 Consolidated Financial Statements filed on Form 10-K for a detailed explanation of these financing transactions. |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments We may use derivative instruments to mitigate the impact of changes in interest rates, both in anticipation of future debt issuances and to offset interest rate variability of certain floating rate debt issuances outstanding. We also may use derivative instruments to mitigate the impact of changes in natural gas and diesel fuel prices and changes in foreign currency exchange rates. Derivative instruments that are designated and qualify as cash flow hedges are accounted for in accordance with applicable accounting standards. See Note 3 Fair Value Accounting for discussion of how the Company valued its commodity hedges and interest rate swap at June 30, 2017 . See Note 11 Debt for a description of the Company's debt instruments. Interest rate hedges Included in accompanying balance sheet Notional Amount Interest Rate (1) Asset / (liability) AOCL – loss/ (income) Noncontrolling Interest (in millions, except %) Expired hedges: 2006 secured railcar equipment notes $ 200.0 4.87 % $ — $ (0.5 ) $ — TRIP Holdings warehouse loan $ 788.5 3.60 % $ — $ 4.9 $ 6.6 Open hedge: TRIP Master Funding secured railcar equipment notes $ 35.4 2.62 % $ (0.7 ) $ 0.3 $ 0.4 2017 promissory notes $ 180.7 3.00 % $ 2.1 $ 0.2 $ — (1) W eighted average fixed interest rate, except for 2017 promissory notes. Interest rate cap for 2017 promissory notes. Effect on interest expense - increase/(decrease) Three Months Ended Six Months Ended Expected effect during next twelve months (1) 2017 2016 2017 2016 (in millions) Expired hedges: 2006 secured railcar equipment notes $ — $ (0.1 ) $ (0.1 ) $ (0.2 ) $ (0.2 ) TRIP Holdings warehouse loan $ 1.1 $ 1.2 $ 2.3 $ 2.4 $ 3.5 Open hedge: TRIP Master Funding secured railcar equipment notes $ 0.1 $ 0.2 $ 0.3 $ 0.5 $ 0.4 (1) Based on the fair value of open hedge as of June 30, 2017 During 2005 and 2006 , we entered into interest rate swap derivatives in anticipation of issuing our 2006 Secured Railcar Equipment Notes. These derivative instruments, with a notional amount of $200.0 million , were settled in 2006 and fixed the interest rate on a portion of the related debt issuance. These derivative instrument transactions are being accounted for as cash flow hedges with changes in the fair value of the instruments of $4.5 million in income recorded in Accumulated Other Comprehensive Loss ("AOCL") through the date the related debt issuance closed in 2006 . The balance is being amortized over the term of the related debt. The effect on interest expense is due to amortization of the AOCL balance. Between 2007 and 2009 , TRIP Holdings, as required by the TRIP Warehouse Loan, entered into interest rate swap derivatives, all of which qualified as cash flow hedges, to reduce the effect of changes in variable interest rates in the TRIP Warehouse Loan. In July 2011 , these interest rate hedges were terminated in connection with the refinancing of the TRIP Warehouse Loan. Balances included in AOCL at the date the hedges were terminated are being amortized over the expected life of the new debt with $3.5 million of additional interest expense expected to be recognized during the twelve months following June 30, 2017 . Also in July 2011 , TRIP Holdings’ wholly-owned subsidiary, TRIP Master Funding, entered into an interest rate swap derivative instrument, expiring in 2021 , with an initial notional amount of $94.1 million to reduce the effect of changes in variable interest rates associated with the Class A-1b notes of the TRIP Master Funding secured railcar equipment notes. The effect on interest expense is primarily a result of monthly interest settlements. In May 2017 , TRL 2017 purchased an interest rate cap derivative, which qualified as a cash flow hedge, to limit the Libor component of the interest rate on the 2017 promissory notes to a maximum rate of 3% . The effect on interest expense is primarily the result of amortization of the cost of the derivative and is not expected to be significant during the next twelve months. See Note 11 Debt regarding the related debt instruments. Other Derivatives Natural gas and diesel fuel We maintain a program to mitigate the impact of fluctuations in the price of natural gas and diesel fuel. The intent of the program is to protect our operating profit from adverse price changes by entering into derivative instruments. For those instruments that do not qualify for hedge accounting treatment, any changes in their valuation are recorded directly to the consolidated statement of operations. The effect on operating income for these instruments was not significant. The amount recorded in the consolidated balance sheet as of June 30, 2017 for these instruments was not significant. The amount recorded in the consolidated balance sheet as of December 31, 2016 for these instruments was an asset of $0.3 million . |
Property, Plant, and Equipment
Property, Plant, and Equipment | 6 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment The following table summarizes the components of property, plant, and equipment as of June 30, 2017 and December 31, 2016 . June 30, December 31, (in millions) Manufacturing/Corporate: Land $ 105.8 $ 103.3 Buildings and improvements 654.4 642.6 Machinery and other 1,176.1 1,151.1 Construction in progress 40.1 39.1 1,976.4 1,936.1 Less accumulated depreciation (1,023.3 ) (974.4 ) 953.1 961.7 Leasing: Wholly-owned subsidiaries: Machinery and other 10.7 10.7 Equipment on lease 4,885.4 4,673.0 4,896.1 4,683.7 Less accumulated depreciation (819.0 ) (760.1 ) 4,077.1 3,923.6 Partially-owned subsidiaries: Equipment on lease 2,311.4 2,309.4 Less accumulated depreciation (461.3 ) (429.8 ) 1,850.1 1,879.6 Deferred profit on railcars sold to the Leasing Group (970.4 ) (948.2 ) Less accumulated amortization 163.3 150.1 (807.1 ) (798.1 ) $ 6,073.2 $ 5,966.8 |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goodwill by segment is as follows: June 30, December 31, (as reported) (in millions) Rail Group $ 134.6 $ 134.6 Construction Products Group 111.0 111.0 Energy Equipment Group 507.3 506.7 Railcar Leasing and Management Services Group 1.8 1.8 $ 754.7 $ 754.1 Changes in goodwill during the six months ended June 30, 2017 resulted from fluctuations in foreign currency exchange rates. |
Warranties
Warranties | 6 Months Ended |
Jun. 30, 2017 | |
Product Warranties Disclosures [Abstract] | |
Warranties | Warranties The changes in the accruals for warranties for the three and six months ended June 30, 2017 and 2016 are as follows: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Beginning balance $ 14.0 $ 18.7 $ 15.7 $ 21.5 Warranty costs incurred (2.4 ) (2.0 ) (4.1 ) (4.8 ) Warranty originations and revisions 4.0 2.8 4.8 4.4 Warranty expirations (0.8 ) (1.3 ) (1.6 ) (2.9 ) Ending balance $ 14.8 $ 18.2 $ 14.8 $ 18.2 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the components of debt as of June 30, 2017 and December 31, 2016 : June 30, December 31, (in millions) Corporate – Recourse: Revolving credit facility $ — $ — Senior notes, net of unamortized discount of $0.3 and $0.4 399.7 399.6 Convertible subordinated notes, net of unamortized discount of $17.6 and $26.7 431.8 422.7 Other 0.6 — 832.1 822.3 Less: unamortized debt issuance costs (3.3 ) (3.7 ) 828.8 818.6 Leasing – Recourse: Capital lease obligations, net of unamortized debt issuances costs of $0.1 and $0.1 30.2 32.0 Total recourse debt 859.0 850.6 Leasing – Non-recourse: Wholly-owned subsidiaries: 2006 secured railcar equipment notes 170.5 194.2 2009 secured railcar equipment notes 169.4 172.5 2010 secured railcar equipment notes 273.5 280.6 2017 promissory notes 301.1 — TILC warehouse facility 167.6 204.1 1,082.1 851.4 Less: unamortized debt issuance costs (13.1 ) (11.4 ) 1,069.0 840.0 Partially-owned subsidiaries: TRL 2012 secured railcar equipment notes 413.8 425.5 TRIP Master Funding secured railcar equipment notes 942.3 955.5 1,356.1 1,381.0 Less: unamortized debt issuance costs (14.1 ) (15.0 ) 1,342.0 1,366.0 Total non–recourse debt 2,411.0 2,206.0 Total debt $ 3,270.0 $ 3,056.6 We have a $600.0 million unsecured corporate revolving credit facility that matures in May 2020 . As of June 30, 2017 , we had letters of credit issued under our revolving credit facility in an aggregate principal amount of $92.6 million , leaving $507.4 million available for borrowing. Other than these letters of credit, there were no borrowings under our revolving credit facility as of June 30, 2017 , or during the six month period then ended. Of the outstanding letters of credit as of June 30, 2017 , approximately $3.8 million is expected to expire in 2017 and the remainder primarily in 2018 . The majority of our letters of credit obligations support the Company’s various insurance programs and generally renew by their terms each year. Trinity’s revolving credit facility requires the maintenance of ratios related to minimum interest coverage for the leasing and manufacturing operations and maximum leverage. As of June 30, 2017 , we were in compliance with all such financial covenants. Borrowings under the credit facility bear interest at a defined index rate plus a margin and are guaranteed by certain 100%-owned subsidiaries of the Company. The Company's Convertible Subordinated Notes due 2036 (“Convertible Subordinated Notes”) bear an interest rate of 3 7/8% per annum on the principal amount payable semi-annually in arrears on June 1 and December 1 of each year. In addition, commencing with the six -month period beginning June 1, 2018 and for each six -month period thereafter, we will pay contingent interest to the holders of the Convertible Subordinated Notes under certain circumstances. The Convertible Subordinated Notes mature on June 1, 2036 , unless redeemed, repurchased, or converted earlier. We may not redeem the Convertible Subordinated Notes before June 1, 2018 . On or after that date, we may redeem all or part of the Convertible Subordinated Notes for cash at 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest (including any contingent interest) up to, but excluding, the redemption date. Holders of the Convertible Subordinated Notes may require us to purchase all or a portion of their notes on June 1, 2018 or upon a fundamental change, in each case for cash at a price equal to 100% of the principal amount of the notes to be purchased plus any accrued and unpaid interest (including any contingent interest) up to, but excluding, the purchase date. The Convertible Subordinated Notes are recorded net of unamortized discount to reflect their underlying economics by capturing the value of the conversion option as borrowing costs. As of June 30, 2017 and December 31, 2016 , capital in excess of par value included $92.5 million related to the estimated value of the Convertible Subordinated Notes’ conversion options, in accordance with ASC 470-20. Debt discount recorded in the consolidated balance sheet is being amortized through June 1, 2018 to yield an effective annual interest rate of 8.42% based upon the estimated market interest rate for comparable non-convertible debt as of the issuance date of the Convertible Subordinated Notes. Total interest expense recognized on the Convertible Subordinated Notes for the three and six months ended June 30, 2017 and 2016 is as follows: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Coupon rate interest $ 4.3 $ 4.3 $ 8.7 $ 8.7 Amortized debt discount 4.6 4.2 9.1 8.4 $ 8.9 $ 8.5 $ 17.8 $ 17.1 Holders of the Convertible Subordinated Notes may convert their notes under the following circumstances: 1) if the daily closing price of our common stock is greater than or equal to 130% of the conversion price during 20 of the last 30 trading days of the preceding calendar quarter; 2) upon notice of redemption; or 3) upon the occurrence of specified corporate transactions pursuant to the terms of the applicable indenture. Upon conversion, the Company is required to pay cash up to the aggregate principal amount of the Convertible Subordinated Notes to be converted. Any conversion obligation in excess of the aggregate principal amount of the Convertible Subordinated Notes to be converted may be settled in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at the Company’s election. The conversion price, which is subject to adjustment upon the occurrence of certain events, was $ 24.43 per share as of June 30, 2017 . The Convertible Subordinated Notes were not subject to conversion as of July 1, 2017 . See Note 17 Earnings Per Common Share for an explanation of the effects of the Convertible Subordinated Notes on earnings per share. The Company has not entered into any derivatives transactions associated with these notes. The $1.0 billion TILC warehouse loan facility, established to finance railcars owned by TILC, had $167.6 million in outstanding borrowings as of June 30, 2017 . Under the facility, $832.4 million was unused and available as of June 30, 2017 based on the amount of warehouse-eligible, unpledged equipment. The warehouse loan facility is a non-recourse obligation which expires in April 2018 and is secured by a portfolio of railcars and operating leases, certain cash reserves, and other assets acquired and owned by the warehouse loan facility trust. The principal and interest of this indebtedness are paid from the cash flows of the underlying leases. Advances under the facility bear interest at a defined index rate plus a margin, for an all-in interest rate of 2.95% at June 30, 2017 . Amounts outstanding at maturity, absent renewal, are payable under the facility in April 2019 . On May 15, 2017 , Trinity Rail Leasing 2017, LLC, a Delaware limited liability company ("TRL 2017") and a limited purpose, indirect wholly-owned subsidiary of the Company owned through TILC, issued $302.4 million of promissory notes (the " 2017 Promissory Notes") due May 15, 2024 , of which $301.1 million was outstanding as of June 30, 2017 . The 2017 Promissory Notes are obligations of TRL 2017 and are non-recourse to Trinity. The 2017 Promissory Notes bear interest at Libor plus a margin for an all-in interest rate of 2.91% as of June 30, 2017 , payable monthly. The 2017 Promissory Notes are secured by a portfolio of railcars and operating leases thereon, certain cash reserves, and other assets acquired and owned by TRL 2017. Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 11 of the December 31, 2016 Consolidated Financial Statements filed on Form 10-K. The remaining principal payments under existing debt agreements as of June 30, 2017 are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter (in millions) Recourse: Corporate (1) $ 0.1 $ 0.1 $ 0.1 $ 0.2 $ 0.1 $ 849.4 Leasing – capital lease obligations (Note 6) 2.0 28.3 — — — — Non-recourse – leasing (Note 6): 2006 secured railcar equipment notes 12.1 25.3 28.0 29.8 29.2 46.1 2009 secured railcar equipment notes 3.2 6.4 11.2 6.6 13.4 128.6 2010 secured railcar equipment notes 6.6 10.0 7.6 14.2 20.1 215.0 2017 promissory notes 7.6 15.1 15.1 15.1 15.1 233.1 TILC warehouse facility 3.4 6.9 1.7 — — — Facility termination payments - TILC warehouse facility — — 155.6 — — — TRL 2012 secured railcar equipment notes 11.0 22.9 21.9 19.3 19.9 318.8 TRIP Master Funding secured railcar equipment notes 15.6 41.5 49.5 48.8 49.8 737.1 Total principal payments $ 61.6 $ 156.5 $ 290.7 $ 134.0 $ 147.6 $ 2,528.1 (1) Holders of the Convertible Subordinated Notes may require us to purchase all or a portion of their notes on June 1, 2018 . On or after that date, we may redeem all or part of the Convertible Subordinated Notes. |
Other, Net
Other, Net | 6 Months Ended |
Jun. 30, 2017 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, Net Other, net (income) expense consists of the following items: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Foreign currency exchange transactions $ (0.3 ) $ (2.6 ) $ 1.3 $ (2.9 ) Other 0.8 (2.3 ) — (2.7 ) Other, net $ 0.5 $ (4.9 ) $ 1.3 $ (5.6 ) Other for the three and six months ended June 30, 2017 includes $1.5 million and $1.1 million , respectively, in expense related to the change in fair value of certain equity instruments. Other for the three and six months ended June 30, 2016 includes $2.1 million in income related to the change in fair value of certain equity instruments. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes results in effective tax rates that differ from the statutory rates. The following is a reconciliation between the statutory U.S. federal income tax rate and the Company’s effective income tax rate on income before income taxes: Three Months Ended Six Months Ended 2017 2016 2017 2016 Statutory rate 35.0 % 35.0 % 35.0 % 35.0 % State taxes 1.5 1.2 1.5 1.1 Noncontrolling interest in partially-owned subsidiaries (0.7 ) (1.0 ) (0.6 ) (1.1 ) Settlements with tax authorities — — (3.5 ) — Equity compensation 3.0 — 1.5 — Other, net 2.1 (0.1 ) 1.6 0.5 Effective rate 40.9 % 35.1 % 35.5 % 35.5 % Our effective tax rate reflects the Company's estimate for 2017 of its state income tax expense, income attributable to the noncontrolling interests in partially-owned leasing subsidiaries for which no income tax expense is provided, excess tax deficiencies related to equity compensation in accordance with ASU 2016-09, and the impact of the completion of income tax audits that resulted in a net tax benefit. See Note 5 Partially-Owned Leasing Subsidiaries for a further explanation of activities with respect to our partially-owned leasing subsidiaries. Taxing authority examinations During the six months ended June 30, 2017 , the Internal Revenue Service ("IRS") formally closed its audit of the 2006-2009 tax years and accordingly, we have adjusted unrecognized tax benefits and deferred tax amounts related to these tax years resulting in a $5.8 million tax benefit. The 2013 audit has concluded and all issues have been agreed upon by us and the IRS and the revenue agent report has been sent to The Joint Committee of Taxation for final review. The statute of limitations for this tax year has been extended to June 30, 2018. The 2013-2016 tax years remain open. We have various subsidiaries in Mexico that file separate tax returns and are subject to examination by taxing authorities at different times. The 2007 tax year of one of our Mexican subsidiaries is still under review for transfer pricing purposes only, and its statute of limitations remains open through October 2017 . The remaining entities are generally open for their 2010 tax years and forward. Unrecognized tax benefits The change in unrecognized tax benefits for the six months ended June 30, 2017 and 2016 was as follows: Six Months Ended 2017 2016 (in millions) Beginning balance $ 28.2 $ 65.2 Additions for tax positions related to the current year — 3.0 Additions for tax positions of prior years 0.1 1.0 Reductions for tax positions of prior years — (0.1 ) Settlements (23.3 ) — Ending balance $ 5.0 $ 69.1 Additions for tax positions related to the current year in the amount of $3.0 million recorded in the six months ended June 30, 2016 were amounts provided for tax positions that will be taken for federal and state income tax purposes when we file those tax returns. Additions for tax positions related to prior years of $0.1 million and $1.0 million recorded in the six months ended June 30, 2017 and 2016 , respectively, are due to a state filing position. The reductions for tax positions of prior years of $0.1 million for the six months ended June 30, 2016 were primarily related to changes in state taxes. Settlements during the six months ended June 30, 2017 were due to the resolution of our 2006-2009 income tax years. The total amount of unrecognized tax benefits including interest and penalties at June 30, 2017 and 2016 , that would affect the Company’s overall effective tax rate if recognized was $5.3 million and $15.2 million , respectively. There is a reasonable possibility that unrecognized federal and state tax benefits will decrease by $1.3 million by June 30, 2018 , due to settlements and lapses in statutes of limitations for assessing tax for tax years in which an extension was not requested by the taxing authority. Trinity accounts for interest expense and penalties related to income tax issues as income tax expense. Accordingly, interest expense and penalties associated with an uncertain tax position are included in the income tax provision. The total amount of accrued interest and penalties as of June 30, 2017 and December 31, 2016 was $3.6 million and $8.9 million , respectively. Income tax expense included an increase of $0.1 million and a decrease of $5.3 million in interest expense and penalties related to uncertain tax positions for the three and six months ended June 30, 2017 , respectively. Income tax expense included an increase of $0.4 million and $0.9 million in interest expense and penalties related to uncertain tax positions for the three and six months ended June 30, 2016 , respectively. |
Employee Retirement Plans
Employee Retirement Plans | 6 Months Ended |
Jun. 30, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans The following table summarizes the components of net retirement cost for the Company: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Expense Components Service cost $ 0.1 $ 0.1 $ 0.2 $ 0.2 Interest 4.9 5.2 9.8 10.4 Expected return on plan assets (6.8 ) (6.8 ) (13.6 ) (13.6 ) Amortization of actuarial loss 1.2 1.3 2.4 2.6 Defined benefit expense (0.6 ) (0.2 ) (1.2 ) (0.4 ) Profit sharing 3.8 3.9 7.8 8.5 Multiemployer plan 0.4 0.6 1.0 1.2 Net expense $ 3.6 $ 4.3 $ 7.6 $ 9.3 Trinity contributed $0.9 million and $0.9 million to the Company's defined benefit pension plans for the three and six months ended June 30, 2017 , respectively. Trinity contributed $2.4 million and $3.1 million to the Company's defined benefit pension plans for the three and six months ended June 30, 2016 , respectively. Total contributions to the Company's defined benefit pension plans in 2017 are expected to be approximately $2.5 million . The Company participates in a multiemployer defined benefit plan under the terms of a collective-bargaining agreement that covers certain union-represented employees. The Company contributed $0.3 million and $0.9 million to the multiemployer plan for the three and six months ended June 30, 2017 , respectively. The Company contributed $0.6 million and $1.1 million to the multiemployer plan for the three and six months ended June 30, 2016 , respectively. Total contributions to the multiemployer plan for 2017 are expected to be approximately $2.1 million . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss for the six months ended June 30, 2017 are as follows: Currency translation adjustments Unrealized gain/(loss) on derivative financial instruments Net actuarial gains/(losses) of defined benefit plans Accumulated Other Comprehensive Loss (in millions) Balances at December 31, 2016 $ (23.7 ) $ (0.1 ) $ (89.7 ) $ (113.5 ) Other comprehensive income (loss), net of tax, before reclassifications 0.8 (0.2 ) — 0.6 Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.3, $0.9, and $1.2 — 2.2 1.5 3.7 Less: noncontrolling interest — (1.5 ) — (1.5 ) Other comprehensive income 0.8 0.5 1.5 2.8 Balances at June 30, 2017 $ (22.9 ) $ 0.4 $ (88.2 ) $ (110.7 ) See Note 7 Derivative Instruments for information on the reclassification of amounts in accumulated other comprehensive loss into earnings. Reclassifications of unrealized before-tax losses on derivative financial instruments are included in interest expense in the consolidated statements of operations. Approximately $1.9 million of the before-tax reclassification of net actuarial gains/(losses) of defined benefit plans are included in cost of revenues with the remainder included in selling, engineering, and administrative expenses in the consolidated statement of operations for the six months ended June 30, 2017 . |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation totaled approximately $8.6 million and $16.2 million for the three and six months ended June 30, 2017 , respectively. Stock-based compensation totaled approximately $12.5 million and $22.8 million for the three and six months ended June 30, 2016 , respectively. |
Earnings Per Common Share
Earnings Per Common Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share Basic net income attributable to Trinity Industries, Inc. per common share is computed by dividing net income attributable to Trinity remaining after allocation to unvested restricted shares by the weighted average number of basic common shares outstanding for the period. Except when the effect would be antidilutive, the calculation of diluted net income attributable to Trinity per common share includes 1) the net impact of unvested restricted shares and shares that could be issued under outstanding stock options and 2) the incremental shares calculated by dividing the value of the conversion obligation in excess of the Convertible Subordinated Notes' aggregate principal amount by the average price of the Company's common stock during the period. See Note 11 Debt for further explanation of the Company's Convertible Subordinated Notes. Total weighted average restricted shares and antidilutive stock options were 6.6 million shares and 6.5 million shares for the three and six months ended June 30, 2017 , respectively. Total weighted average restricted shares and antidilutive stock options were 7.0 million shares for the three and six months ended June 30, 2016 , respectively. The computation of basic and diluted net income attributable to Trinity Industries, Inc. follows. Three Months Ended Three Months Ended Income Average EPS Income Average EPS (in millions, except per share amounts) Net income attributable to Trinity Industries, Inc. $ 51.1 $ 94.6 Unvested restricted share participation (1.1 ) (2.9 ) Net income attributable to Trinity Industries, Inc. – basic 50.0 149.1 $ 0.34 91.7 147.8 $ 0.62 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.3 — — Convertible subordinated notes — 1.6 — — Net income attributable to Trinity Industries, Inc. – diluted $ 50.0 151.0 $ 0.33 $ 91.7 147.8 $ 0.62 Six Months Ended Six Months Ended Income (Loss) Average Shares EPS Income (Loss) Average Shares EPS (in millions, except per share amounts) Net income attributable to Trinity Industries, Inc. $ 97.1 $ 191.8 Unvested restricted share participation (2.3 ) (5.7 ) Net income attributable to Trinity Industries, Inc. – basic 94.8 148.9 $ 0.64 186.1 148.7 $ 1.25 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.4 — — Convertible subordinated notes — 1.7 — — Net income attributable to Trinity Industries, Inc. – diluted $ 94.8 151.0 $ 0.63 $ 186.1 148.7 $ 1.25 |
Contingencies
Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Highway products litigation We previously reported the filing of a False Claims Act (“FCA”) complaint in the United States District Court for the Eastern District of Texas, Marshall Division (“District Court”) styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant , Case No. 2:12-cv-00089-JRG (E.D. Tex.). In this case, in which the U.S. Government declined to intervene,the relator, Mr. Joshua Harman, alleged the Company violated the FCA pertaining to sales of the Company's ET-Plus® System, a highway guardrail end-terminal system (“ET Plus”). On October 20, 2014, a trial in this case concluded with a jury verdict stating that the Company and its subsidiary, Trinity Highway Products, LLC (“Trinity Highway Products”), “knowingly made, used or caused to be made or used, a false record or statement material to a false or fraudulent claim" and awarding $175.0 million in damages. Following unsuccessful settlement negotiations to resolve this dispute and the District Court's denial of the Company’s post-verdict motion for judgment as a matter of law, on June 9, 2015 the District Court entered judgment on the verdict in the total amount of $682.4 million , comprised of $175.0 million in damages, which amount is automatically trebled under the FCA to $525.0 million plus $138.4 million in civil penalties and $19.0 million in costs and attorneys' fees. On June 23, 2015, the District Court approved the Company’s posting of a supersedeas bond in the amount of $686.0 million (the “Bond”) and ordered a stay of the execution of the District Court’s June 9, 2015 entry of judgment of $682.4 million against the Company pending resolution of all appeals. The Company obtained the Bond on an unsecured basis and the annual premium is currently $3.7 million . On July 7, 2015, the Company filed a Motion for New Trial with the District Court and on August 3, 2015, the Motion was denied. On August 28, 2015, the Company filed a Notice of Appeal to the United States Court of Appeals for the Fifth Circuit (“Fifth Circuit”). On March 21, 2016, the Company filed its opening appellate brief. On March 28, 2016, six separate amicus curiae briefs were filed in the Fifth Circuit by the following organizations and individuals in support of Trinity’s appeal seeking a reversal of the judgment: (i) Eleven states - Texas, Alabama, Arkansas, Colorado, Indiana, Louisiana, Nevada, Oklahoma, South Carolina, Utah and Wisconsin; (ii) the National Association of Manufacturers, United States Chamber of Commerce, and the American Tort Reform Association; (iii) five former United States Department of Justice Officials; (iv) Mothers Against Drunk Driving; (v) the Cato Institute; and (vi) the Washington Legal Foundation. On June 9, 2016, Mr. Joshua Harman filed his responsive appeal brief in the Fifth Circuit. On June 16, 2016, six amicus curiae briefs were filed in the Fifth Circuit by several organizations and individuals in support of Mr. Harman's opposition to the Company's appeal. On July 21, 2016, the Company filed its reply brief in this matter and on December 7, 2016, the Fifth Circuit heard the parties' oral arguments. The Fifth Circuit's ruling on the Company's appeal is pending. Texas A&M Transportation Institute (“TTI”), a member of The Texas A&M University System, designed the technology employed in the ET Plus. The Texas A&M University System is the owner of patents issued by the U.S. Patent Office that cover the ET Plus. Trinity Highway Products manufactures and markets the ET Plus pursuant to an exclusive license granted by The Texas A&M University System. In 2005, Trinity Highway Products contracted with TTI to conduct crash testing of the ET Plus to demonstrate compliance with the governing crash test criteria set out in National Cooperative Highway Research Program Report 350 (“Report 350”). Following the 2005 crash testing, TTI prepared and provided to Trinity Highway Products the test report on the crash test performance of the ET Plus. This report was reviewed by the Federal Highway Administration (the “FHWA”) in their 2005 acceptance of the product for use on the national highway system and determination of the product’s eligibility for federal-aid reimbursement. In a memorandum dated June 17, 2014, the FHWA confirmed that “The Trinity ET Plus with 4-inch guide channels became eligible for federal-aid reimbursement under FHWA letter CC-94 on September 2, 2005. In addition, the device is eligible for reimbursement under FHWA letters CC-94A and CC-120.” In this memorandum the FHWA confirmed that the reimbursement eligibility applies at guardrail heights from 27 ¾" to 31". The memorandum goes on to state that an “unbroken chain of eligibility for federal-aid reimbursement has existed since September 2, 2005 and the ET Plus continues to be eligible today.” Preceding the October 2014 trial in this matter, the Company filed a Petition for Writ of Mandamus with the Fifth Circuit based, in part, on the District Court’s failure to apply precedential case law. The Fifth Circuit denied this petition, but expressed concern regarding the District Court’s failure to issue a reasoned ruling rejecting the Company’s prior motions for judgment as a matter of law. The Fifth Circuit also stated that the FHWA’s authoritative memorandum of June 17, 2014 appears to compel the conclusion that the FHWA, after due consideration of all the facts, found the ET Plus sufficiently compliant with federal safety standards and therefore fully eligible, in the past, present and future, for federal-aid reimbursement claims. Additionally, the Fifth Circuit noted that a strong argument could be made that the Company’s actions were neither material nor were any false claims based on false certifications presented to the government. We believe this reinforces our prospects for a successful outcome on appeal. Crash testing and FHWA assessments Following the October 20, 2014 jury verdict, the FHWA requested that the Company conduct eight separate crash tests pursuant to crash test criteria set out in Report 350. Due to the FHWA’s request for additional ET Plus crash tests, on October 24, 2014 the Company announced that it would suspend shipment of the ET Plus to customers. The FHWA-requested tests were conducted in December 2014 and January 2015 at Southwest Research Institute, an FHWA-approved and independent research facility. Following completion of the first four tests at a 27 ¾" guardrail installation height, and again after completion of the second four tests at a 31" guardrail installation height, the FHWA reported that the ET Plus passed all tests. Performance results from eight successful crash tests validate Trinity Highway Products' long standing position that the ET Plus performs as tested for both guardrail installation heights when properly installed and maintained. On March 11, 2015, the FHWA and the American Association of State Highway and Transportation Officials ("AASHTO") released the findings of a joint task force ("Task Force I"), comprised of representatives from the FHWA, AASHTO, the state Departments of Transportation of South Dakota, New Hampshire, Missouri, Ohio, Delaware, and Wyoming, and the Ministry of Transportation of Ontario, Canada, that evaluated field measurement data collected by FHWA engineers from more than 1,000 4-inch ET Plus devices installed on roadways throughout the country. Task Force I concluded there is no evidence to suggest that there are multiple versions of the 4-inch ET Plus on the nation's roadways. Task Force I also concluded that the ET Plus end terminals crash tested at Southwest Research Institute in December 2014 and January 2015 were representative of the devices installed across the country. The FHWA and AASHTO formed a second joint task force ("Task Force II”) comprised of representatives from the FHWA, AASHTO, the state Departments of Transportation of Iowa, Georgia, New Hampshire, North Carolina, New York, Michigan, Missouri, Delaware, and Utah, and independent experts to further evaluate the in-service performance of the ET Plus and other guardrail end terminals through the collection and analysis of a broad array of data. In a report dated September 11, 2015, the FHWA and AASHTO released the findings, conclusions, and recommendations of Task Force II, including but not limited to, the following: there are no performance limitations unique to the ET Plus; there will be real-world accident conditions that exceed the performance expectations of all manufacturers’ guardrail end terminal systems; and additional crash testing of all existing Report 350 compliant guardrail end terminals, including the ET Plus, “would not be informative” and “would be irrelevant”. The Company is vigorously pursuing a reversal of the $682.4 million judgment before the Fifth Circuit. Appellate review will continue to result in legal expenses that are expensed as incurred. We remain confident in the performance of the product at issue in this matter, and we maintain that the allegations in the case are baseless and without merit. We believe our filing in the Fifth Circuit articulates in a clear and convincing way why the judgment should not stand. Based on information currently available to the Company, including, but not limited to the significance of the successful completion of eight post-verdict crash tests of the ET Plus and the favorable findings and conclusions published by both Task Force I and II regarding ET Plus end terminal systems installed on the nation's roadways, we do not believe that a loss is probable in this matter, therefore no accrual has been included in the accompanying consolidated financial statements. Revenues from sales of the ET Plus, included in the Construction Products Group, totaled approximately $0.9 million and $2.3 million for the three and six months ended June 30, 2017 , respectively. Revenues from sales of the ET Plus, included in the Construction Products Group, totaled approximately $1.1 million and $1.9 million for the three and six months ended June 30, 2016 , respectively. State, county, and municipal actions Trinity is aware of 29 states and the District of Columbia that have removed the ET Plus from their respective qualified products list. Mr. Harman has also filed nine separate state qui tam actions pursuant to: the Virginia Fraud Against Taxpayers Act ( Commonwealth of Virginia ex rel. Joshua M. Harman v. Trinity Industries, Inc. and Trinity Highway Products, LLC , Case No. CL13-698, in the Circuit Court, Richmond, Virginia); the Indiana False Claims and Whistleblower Protection Act ( State of Indiana ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. 49D06-1407-PL-024117, in the Sixth Court of Marion County, Indiana); the Delaware False Claims and Reporting Act ( State of Delaware ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Civ. No. N14C-06-227 MMJ CCLD, in the Superior Court of the State of Delaware In and For New Castle County); the Iowa False Claims Act ( State of Iowa ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. CVCV048309, in the Iowa District Court for Polk County); the Rhode Island False Claims Act ( State of Rhode Island ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. 14-3498, in the Superior Court for the State of Rhode Island and Providence Plantations); the Tennessee False Claims Act ( State of Tennessee ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. 14C2652, in the Circuit Court for Davidson County, Tennessee); the Minnesota False Claims Act ( State of Minnesota ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. 62-CV-14-3457, in the Second Judicial District Court, Ramsey County, Minnesota); the Montana False Claims Act ( State of Montana ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. DV 14-0692, in the Montana Thirteenth Judicial District Court for Yellowstone County); and the Georgia Taxpayer Protection False Claims Act ( State of Georgia ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. 1:15-CV-1260, in the U.S. District Court for the Northern District of Georgia). In each of these nine cases Mr. Harman is alleging the Company violated the respective states' false claims act pertaining to sales of the ET Plus, and he is seeking damages, civil penalties, attorneys’ fees, costs and interest. Also, the respective states’ Attorneys General filed Notices of Election to Decline Intervention in all of these matters, with the exception of the Commonwealth of Virginia Attorney General who intervened in the Virginia matter. At this time all of the above-referenced state qui tam cases are stayed. The Company believes these state qui tam lawsuits are without merit and intends to vigorously defend all allegations. Other states could take similar or different actions, and could be considering similar state false claims or other litigation against the Company. The Company is aware of three class action lawsuits involving claims pertaining to the ET Plus. The Company has been served in a lawsuit filed November 26, 2014, titled Hamilton County, Illinois and Macon County, Illinois, Individually and on behalf of all Other Counties in the State of Illinois vs. Trinity Industries, Inc. and Trinity Highway Products, LLC , Case No. 3:14-cv-1320 (Southern District of Illinois). This complaint was later amended to substitute St. Clair County, Illinois for Hamilton County as a lead plaintiff and to expand the proposed class. The case is being brought by plaintiffs for and on behalf of themselves and the other 101 counties of the State of Illinois and on behalf of cities, villages, incorporated towns, and township governments of the State of Illinois. The plaintiffs allege that the Company and Trinity Highway Products made a series of un-tested modifications to the ET Plus and falsely certified that the modified ET Plus was acceptable for use on the nation’s highways based on federal testing standards and approval for federal-aid reimbursement. The plaintiffs also allege breach of implied warranties, violation of the Illinois Uniform Deceptive Trade Practices Act and unjust enrichment, for which plaintiffs seek actual damages related to purchases of the ET Plus, compensatory damages for establishing a common fund for class members, punitive damages, attorneys' fees and costs, and injunctive relief. The Company has also been served in a lawsuit filed February 11, 2015, titled The Corporation of the City of Stratford and Trinity Industries, Inc., Trinity Highway Products, LLC, and Trinity Industries Canada, Inc. , Case No. 15-2622 CP , pending in Ontario Superior Court of Justice. The alleged class in this matter has been identified as persons in Canada who purchased and/or used an ET Plus guardrail end terminal. The plaintiff alleges that Trinity Industries, Inc., Trinity Highway Products, LLC, and Trinity Industries Canada, Inc., failed to warn of dangers associated with undisclosed modifications to the ET Plus guardrail end terminals, breached an implied warranty, breached a duty of care, and were negligent. The plaintiff is seeking $400 million in compensatory damages and $100 million in punitive damages. Alternatively, the plaintiff claims the right to an accounting or other restitution remedy for disgorgement of the revenues generated by the sale of the modified ET Plus in Canada. The Company has been served in a lawsuit filed November 5, 2015, titled Jackson County, Missouri, individually and on behalf of a class of others similarly situated vs. Trinity Industries, Inc. and Trinity Highway Products, LLC , Case No. 1516-CV23684 (Circuit Court of Jackson County, Missouri). The case is being brought by plaintiff for and on behalf of itself and all Missouri counties with a population of 10,000 or more persons, including the City of St. Louis, and the State of Missouri’s transportation authority. The plaintiff alleges that the Company and Trinity Highway Products did not disclose design changes to the ET Plus and these allegedly undisclosed design changes made the ET Plus allegedly defective, unsafe, and unreasonably dangerous. The plaintiff alleges product liability negligence, product liability strict liability, and negligently supplying dangerous instrumentality for supplier’s business purposes. The plaintiff seeks compensatory damages, interest, attorneys' fees and costs, and in the alternative plaintiff seeks a declaratory judgment that the ET Plus is defective, the Company’s conduct was unlawful, and class-wide costs and expenses associated with removing and replacing the ET Plus throughout Missouri. The Company believes each of these county and municipal class action lawsuits is without merit and intends to vigorously defend all allegations. While the financial impacts of these three county and municipal class action lawsuits are currently unknown, they could be material. Based on the information currently available to the Company, we currently do not believe that a loss is probable in any one or more of the actions described under "State, county, and municipal actions," therefore no accrual has been included in the accompanying consolidated financial statements. Because of the complexity of these actions as well as the current status of certain of these actions, we are not able to estimate a range of possible losses with respect to any one or more of these actions. Product liability cases The Company is currently defending a number of product liability lawsuits in several different states that are alleged to involve the ET Plus as well as other products manufactured by Trinity Highway Products. These cases are diverse in light of the randomness of collisions in general and the fact that each accident involving a roadside device such as an end terminal, or any other fixed object along the highway has its own unique facts and circumstances. Report 350 recognizes that performance of even the most carefully researched and tested roadside device is subject to physical laws and the crash worthiness of vehicles. The Company expects the judgment in the FCA case, coupled with the media attention such judgment has generated, will prompt the plaintiff’s bar to seek out individuals involved in collisions with a Trinity Highway Products manufactured product as potential clients, which may result in additional product liability lawsuits being filed against the Company. The Company carries general liability insurance to mitigate the impact of adverse judgment exposures in these product liability cases. To the extent that the Company believes that a loss is probable with respect to these product liability cases, the accrual for such losses is included in the amounts described below under "Other matters". Shareholder class actions On January 11, 2016, the previously reported cases styled Thomas Nemky, Individually and On Behalf of All Other Similarly Situated v. Trinity Industries, Inc., Timothy R. Wallace, and James E. Perry , Case No. (2:15-CV-00732) (“Nemky”) and Richard J. Isolde, Individually and On Behalf of All Other Similarly Situated v. Trinity Industries, Inc., Timothy R. Wallace, and James E. Perry, Case No. (3:15-CV-2093) ("Isolde"), were consolidated in the District Court for the Northern District of Texas, with all future filings to be filed in the Isolde case. On March 9, 2016, the Court appointed the Department of the Treasury of the State of New Jersey and its Division of Investment and the Plumbers and Pipefitters National Pension Fund and United Association Local Union Officers & Employees’ Pension Fund as co-lead plaintiffs ("Lead Plaintiffs). On May 11, 2016, the Lead Plaintiffs filed their Consolidated Complaint alleging defendants Trinity Industries, Inc., Timothy R. Wallace, James E. Perry, and Gregory B. Mitchell violated Section 10(b) of the Securities Exchange Act of 1934, Rule 10b-5 promulgated thereunder, and defendants Mr. Wallace and Mr. Perry violated Section 20(a) of the Securities Exchange Act of 1934 by making materially false and misleading statements and/or by failing to disclose material facts about Trinity's ET Plus and the FCA case styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant , Case No. 2:12-cv-00089-JRG (E.D. Tex.). On August 18, 2016, Trinity, Mr. Wallace, Mr. Perry, and Mr. Mitchell filed motions to dismiss Lead Plaintiffs Consolidated Complaint, which remain pending. On March 13, 2017, the Court granted defendant’s motion to stay and administratively close proceedings pending Fifth Circuit appeal. The Isolde matter is stayed and remains administratively closed pending the conclusion of the Company’s Fifth Circuit appeal of the Joshua Harman FCA judgment. Trinity, Mr. Wallace, Mr. Perry, and Mr. Mitchell deny and intend to vigorously defend against the allegations in the Isolde case. Based on the information available to the Company, we currently do not believe that a loss is probable with respect to this shareholder class action; therefore no accrual has been included in the accompanying consolidated financial statements. Because of the complexity of these actions as well as the current status of certain of these actions, we are not able to estimate a range of possible losses with respect to these matters. Stockholder books and records requests The Company has received multiple requests from stockholders pursuant to the Delaware General Corporation Law to review certain of the Company's books and records related to the ET Plus and the FCA case styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant , Case No. 2:12-cv-00089-JRG (E.D. Tex.) . The stockholders' stated purpose for seeking access to the Company's books and records is to investigate the possibility of whether the directors or officers of the Company committed breaches of fiduciary duty or other wrongdoing. In accordance with the Company's obligations under the Delaware law when such requests are properly filed, the Company has provided books and records to some of those stockholders. Stockholder derivative complaints The Company is named as a nominal defendant in two lawsuits captioned Bessent v. Wallace, et. al, Case No. 2017-0223, and Campi v. Wallace, et. al . Case No. 2017-0474, both in the Court of Chancery of the State of Delaware. These cases are brought by purported stockholders of the Company derivatively on behalf of nominal defendants Trinity Industries, Inc. and Trinity Highway Products, LLC, against the Company’s directors and certain officers. Plaintiffs allege the individual defendants breached their fiduciary duties in connection with Trinity's ET Plus and the FCA case styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant , Case No. 2:12-cv-00089-JRG (E.D. Tex.) and that certain defendants made improper sales of Company stock. Plaintiffs seek a declaration that they may maintain this derivative action on behalf of the Company and that they are the adequate representatives of the Company, a declaration that the individual defendants breached their fiduciary duties, awarding the Company damages as a result of the alleged breaches of fiduciary duties, awarding restitution, disgorgement of individual defendants’ profits, benefits, and other compensation, certain injunctive relief, costs and fees, and interest. The defendants deny and intend to vigorously defend against the allegations in the Bessent and Campi cases. Based on the information available to the Company, we currently do not believe that a loss is probable with respect to these derivative cases; therefore no accrual has been included in the accompanying consolidated financial statements. Because of the complexity of these actions as well as the current status of certain of these actions, we are not able to estimate a range of possible losses with respect to these matters. Other matters The Company is involved in claims and lawsuits incidental to our business arising from various matters including product warranty, personal injury, environmental issues, workplace laws, and various governmental regulations. The Company evaluates its exposure to such claims and suits periodically and establishes accruals for these contingencies when a range of loss can be reasonably estimated. The range of reasonably possible losses for such matters, taking into consideration our rights in indemnity and recourse to third parties is $4.4 million to $21.6 million . This range includes any amount related to the Highway Products litigation matters described above in the section titled “Product liability cases.” At June 30, 2017 , total accruals of $26.0 million , including environmental and workplace matters described below, are included in accrued liabilities in the accompanying consolidated balance sheet. The Company believes any additional liability would not be material to its financial position or results of operations. Trinity is subject to remedial orders and federal, state, local, and foreign laws and regulations relating to the environment and the workplace. The Company has reserved $3.7 million to cover our probable and estimable liabilities with respect to the investigations, assessments, and remedial responses to such matters, taking into account currently available information and our contractual rights to indemnification and recourse to third parties. However, estimates of liability arising from future proceedings, assessments, or remediation are inherently imprecise. Accordingly, there can be no assurance that we will not become involved in future litigation or other proceedings involving the environment and the workplace or, if we are found to be responsible or liable in any such litigation or proceeding, that such costs would not be material to the Company. We believe that we are currently in substantial compliance with environmental and workplace laws and regulations. |
Financial Statements for Guaran
Financial Statements for Guarantors of the Senior Notes | 6 Months Ended |
Jun. 30, 2017 | |
Financial Statements for Guarantors of the Senior Notes [Abstract] | |
Financial Statements for Guarantors of the Senior Notes | Financial Statements for Guarantors of the Senior Notes The Company’s Senior Notes are fully and unconditionally and jointly and severally guaranteed by certain of Trinity’s 100%-owned subsidiaries: Trinity Industries Leasing Company; Trinity Marine Products, Inc.; Trinity North American Freight Car, Inc.; Trinity Rail Group, LLC; Trinity Tank Car, Inc.; Trinity Meyer Utility Structures LLC. and, effective April 20, 2017, Trinity Structural Towers, Inc. (collectively, the "Combined Guarantor Subsidiaries”). Amounts previously reported have been restated to include Trinity Structural Towers, Inc. as a Guarantor Subsidiary. The Senior Notes indenture agreement includes customary provisions for the release of the guarantees by the Combined Guarantor Subsidiaries upon the occurrence of certain allowed events including the release of one or more of the Combined Guarantor Subsidiaries as guarantor under the Company's revolving credit facility. See Note 11 Debt. The Senior Notes are not guaranteed by any remaining 100%-owned subsidiaries of the Company or partially-owned subsidiaries (“Combined Non-Guarantor Subsidiaries”). As of June 30, 2017 , assets held by the Combined Non-Guarantor Subsidiaries included $ 165.6 million of restricted cash that was not available for distribution to Trinity Industries, Inc. (“Parent”), $ 3,599.9 million of equipment securing certain non-recourse debt, $ 67.5 million of equipment securing certain lease obligations held by the Combined Non-Guarantor Subsidiaries, and $ 332.8 million of assets located in foreign locations. As of December 31, 2016 , assets held by the Combined Non-Guarantor Subsidiaries included $ 147.1 million of restricted cash that was not available for distribution to the Parent, $ 3,300.9 million of equipment securing certain non-recourse debt, $ 68.0 million of equipment securing certain lease obligations held by the Combined Non-Guarantor Subsidiaries, and $ 349.4 million of assets located in foreign locations. Statement of Operations and Comprehensive Income Three Months Ended June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 564.7 $ 473.4 $ (132.6 ) $ 905.5 Cost of revenues 1.4 455.6 364.4 (139.5 ) 681.9 Selling, engineering, and administrative expenses 35.9 33.9 43.0 — 112.8 Gains/(losses) on dispositions of property 0.1 20.9 3.4 — 24.4 37.2 468.6 404.0 (139.5 ) 770.3 Operating profit (loss) (37.2 ) 96.1 69.4 6.9 135.2 Other (income) expense 5.1 8.8 30.0 — 43.9 Equity in earnings of subsidiaries, net of taxes 103.1 26.1 — (129.2 ) — Income before income taxes 60.8 113.4 39.4 (122.3 ) 91.3 Provision (benefit) for income taxes 9.7 31.5 9.8 (13.7 ) 37.3 Net income 51.1 81.9 29.6 (108.6 ) 54.0 Net income attributable to noncontrolling interest — — — 2.9 2.9 Net income attributable to controlling interest $ 51.1 $ 81.9 $ 29.6 $ (111.5 ) $ 51.1 Net income $ 51.1 $ 81.9 $ 29.6 $ (108.6 ) $ 54.0 Other comprehensive income (loss) 1.2 — 1.0 — 2.2 Comprehensive income 52.3 81.9 30.6 (108.6 ) 56.2 Comprehensive income attributable to noncontrolling interest — — — 3.6 3.6 Comprehensive income attributable to controlling interest $ 52.3 $ 81.9 $ 30.6 $ (112.2 ) $ 52.6 Statement of Operations and Comprehensive Income Six Months Ended June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,116.2 $ 937.2 $ (270.6 ) $ 1,782.8 Cost of revenues 3.8 899.0 721.0 (282.2 ) 1,341.6 Selling, engineering, and administrative expenses 68.7 64.7 81.7 — 215.1 Gains/(losses) on dispositions of property 0.6 21.0 4.1 — 25.7 71.9 942.7 798.6 (282.2 ) 1,531.0 Operating profit (loss) (71.9 ) 173.5 138.6 11.6 251.8 Other (income) expense 11.4 15.7 60.9 — 88.0 Equity in earnings of subsidiaries, net of taxes 162.3 43.2 — (205.5 ) — Income before income taxes 79.0 201.0 77.7 (193.9 ) 163.8 Provision (benefit) for income taxes (18.1 ) 70.5 19.5 (13.8 ) 58.1 Net income 97.1 130.5 58.2 (180.1 ) 105.7 Net income attributable to noncontrolling interest — — — 8.6 8.6 Net income attributable to controlling interest $ 97.1 $ 130.5 $ 58.2 $ (188.7 ) $ 97.1 Net income $ 97.1 $ 130.5 $ 58.2 $ (180.1 ) $ 105.7 Other comprehensive income (loss) 2.2 — 2.1 — 4.3 Comprehensive income 99.3 130.5 60.3 (180.1 ) 110.0 Comprehensive income attributable to noncontrolling interest — — — 10.1 10.1 Comprehensive income attributable to controlling interest $ 99.3 $ 130.5 $ 60.3 $ (190.2 ) $ 99.9 Statement of Operations and Comprehensive Income Three Months Ended June 30, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 838.0 $ 539.6 $ (192.7 ) $ 1,184.9 Cost of revenues (1.3 ) 668.9 427.5 (197.4 ) 897.7 Selling, engineering, and administrative expenses 33.2 35.6 37.9 — 106.7 Gains/(losses) on dispositions of property (0.7 ) 10.5 1.3 — 11.1 32.6 694.0 464.1 (197.4 ) 993.3 Operating profit (loss) (32.6 ) 144.0 75.5 4.7 191.6 Other (income) expense (1.2 ) 9.3 31.3 — 39.4 Equity in earnings of subsidiaries, net of taxes 105.9 16.0 — (121.9 ) — Income before income taxes 74.5 150.7 44.2 (117.2 ) 152.2 Provision (benefit) for income taxes (20.1 ) 60.1 11.7 1.7 53.4 Net income 94.6 90.6 32.5 (118.9 ) 98.8 Net income attributable to noncontrolling interest — — — 4.2 4.2 Net income attributable to controlling interest $ 94.6 $ 90.6 $ 32.5 $ (123.1 ) $ 94.6 Net income $ 94.6 $ 90.6 $ 32.5 $ (118.9 ) $ 98.8 Other comprehensive income (loss) 0.9 — 1.1 — 2.0 Comprehensive income 95.5 90.6 33.6 (118.9 ) 100.8 Comprehensive income attributable to noncontrolling interest — — — 4.9 4.9 Comprehensive income attributable to controlling interest $ 95.5 $ 90.6 $ 33.6 $ (123.8 ) $ 95.9 Statement of Operations and Comprehensive Income Six Months Ended June 30, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,714.0 $ 1,067.4 $ (408.6 ) $ 2,372.8 Cost of revenues (3.6 ) 1,375.3 834.1 (418.2 ) 1,787.6 Selling, engineering, and administrative expenses 56.8 69.9 76.5 — 203.2 Gains/(losses) on dispositions of property (0.9 ) 10.3 3.6 — 13.0 54.1 1,434.9 907.0 (418.2 ) 1,977.8 Operating profit (loss) (54.1 ) 279.1 160.4 9.6 395.0 Other (income) expense (0.1 ) 18.3 65.1 — 83.3 Equity in earnings of subsidiaries, net of taxes 227.8 42.6 — (270.4 ) — Income before income taxes 173.8 303.4 95.3 (260.8 ) 311.7 Provision (benefit) for income taxes (18.0 ) 105.0 20.4 3.4 110.8 Net income 191.8 198.4 74.9 (264.2 ) 200.9 Net income attributable to noncontrolling interest — — — 9.1 9.1 Net income attributable to controlling interest $ 191.8 $ 198.4 $ 74.9 $ (273.3 ) $ 191.8 Net income $ 191.8 $ 198.4 $ 74.9 $ (264.2 ) $ 200.9 Other comprehensive income (loss) 3.0 — 1.9 — 4.9 Comprehensive income 194.8 198.4 76.8 (264.2 ) 205.8 Comprehensive income attributable to noncontrolling interest — — — 10.3 10.3 Comprehensive income attributable to controlling interest $ 194.8 $ 198.4 $ 76.8 $ (274.5 ) $ 195.5 Balance Sheet June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 784.0 $ 6.1 $ 47.3 $ (28.7 ) $ 808.7 Short-term marketable securities 179.6 — — — 179.6 Receivables, net of allowance 0.4 176.3 174.7 — 351.4 Income tax receivable 180.5 — 2.2 — 182.7 Inventory — 405.1 232.8 (10.6 ) 627.3 Property, plant, and equipment, net 49.4 2,212.5 4,333.3 (522.0 ) 6,073.2 Investments in and advances to subsidiaries 5,032.6 2,963.7 363.2 (8,359.5 ) — Restricted cash — 0.5 165.6 28.7 194.8 Goodwill and other assets 145.6 587.1 307.4 (5.7 ) 1,034.4 $ 6,372.1 $ 6,351.3 $ 5,626.5 $ (8,897.8 ) $ 9,452.1 Liabilities: Accounts payable $ 7.4 $ 57.2 $ 102.9 $ (0.4 ) $ 167.1 Accrued liabilities 219.7 61.9 136.5 (5.7 ) 412.4 Debt 828.2 30.2 2,411.6 — 3,270.0 Deferred income — 20.5 1.5 — 22.0 Deferred income taxes 117.0 1,078.6 14.8 0.3 1,210.7 Advances from subsidiaries 833.9 — — (833.9 ) — Other liabilities 50.4 1.9 2.1 — 54.4 Total stockholders' equity 4,315.5 5,101.0 2,957.1 (8,058.1 ) 4,315.5 $ 6,372.1 $ 6,351.3 $ 5,626.5 $ (8,897.8 ) $ 9,452.1 Balance Sheet December 31, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 537.9 $ 5.2 $ 51.3 $ (31.0 ) $ 563.4 Short-term marketable securities 234.7 — — — 234.7 Receivables, net of allowance 1.1 219.2 158.4 — 378.7 Income tax receivable 99.9 — 2.2 — 102.1 Inventory — 444.2 231.5 (9.9 ) 665.8 Property, plant, and equipment, net 48.8 2,347.4 4,029.8 (459.2 ) 5,966.8 Investments in and advances to subsidiaries 4,862.4 2,565.0 334.6 (7,762.0 ) — Restricted cash — — 147.1 31.1 178.2 Goodwill and other assets 150.8 585.1 301.0 (1.3 ) 1,035.6 $ 5,935.6 $ 6,166.1 $ 5,255.9 $ (8,232.3 ) $ 9,125.3 Liabilities: Accounts payable $ 5.7 $ 54.8 $ 96.1 $ (0.5 ) $ 156.1 Accrued liabilities 200.0 87.7 139.7 (1.3 ) 426.1 Debt 818.7 32.0 2,205.9 — 3,056.6 Deferred income — 21.9 1.6 — 23.5 Deferred income taxes 78.6 984.7 9.3 0.3 1,072.9 Advances from subsidiaries 458.2 — — (458.2 ) — Other liabilities 63.3 13.5 2.2 — 79.0 Total stockholders' equity 4,311.1 4,971.5 2,801.1 (7,772.6 ) 4,311.1 $ 5,935.6 $ 6,166.1 $ 5,255.9 $ (8,232.3 ) $ 9,125.3 Statement of Cash Flows Six Months Ended June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 97.1 $ 130.5 $ 58.2 $ (180.1 ) $ 105.7 Equity in earnings of subsidiaries, net of taxes (162.3 ) (43.2 ) — 205.5 — Other (11.4 ) 161.9 88.5 (8.6 ) 230.4 Net cash provided (required) by operating activities (76.6 ) 249.2 146.7 16.8 336.1 Investing activities: (Increase) decrease in short-term marketable securities 55.1 — — — 55.1 Proceeds from railcar lease fleet sales owned more than one year — 446.2 9.6 (363.4 ) 92.4 Proceeds from dispositions of property and other assets — 1.0 5.0 — 6.0 Capital expenditures – leasing — (268.2 ) (366.8 ) 363.4 (271.6 ) Capital expenditures – manufacturing and other (5.0 ) (7.9 ) (30.5 ) — (43.4 ) Acquisitions, net of cash acquired — — (5.3 ) — (5.3 ) (Increase) decrease in investment in partially-owned subsidiaries — 11.2 — (11.2 ) — Other — — (2.1 ) — (2.1 ) Net cash provided (required) by investing activities 50.1 182.3 (390.1 ) (11.2 ) (168.9 ) Financing activities: Excess tax benefits from stock-based compensation — — — — — Payments to retire debt — (1.8 ) (96.5 ) — (98.3 ) Proceeds from issuance of debt — — 299.4 — 299.4 (Increase) decrease in restricted cash — (0.5 ) (18.5 ) 2.4 (16.6 ) Shares repurchased (41.9 ) — — — (41.9 ) Dividends paid to common shareholders (33.5 ) — — — (33.5 ) Purchase of shares to satisfy employee tax on vested stock (14.0 ) — — — (14.0 ) Distributions to noncontrolling interest — — (16.9 ) — (16.9 ) Distributions to controlling interest in partially-owned subsidiaries — — (11.2 ) 11.2 — Change in intercompany financing between entities 362.0 (428.3 ) 83.2 (16.9 ) — Other — — (0.1 ) — (0.1 ) Net cash provided (required) by financing activities 272.6 (430.6 ) 239.4 (3.3 ) 78.1 Net increase (decrease) in cash and cash equivalents 246.1 0.9 (4.0 ) 2.3 245.3 Cash and cash equivalents at beginning of period 537.9 5.2 51.3 (31.0 ) 563.4 Cash and cash equivalents at end of period $ 784.0 $ 6.1 $ 47.3 $ (28.7 ) $ 808.7 Statement of Cash Flows Six Months Ended June 30, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 191.8 $ 198.4 $ 74.9 $ (264.2 ) $ 200.9 Equity in earnings of subsidiaries, net of taxes (227.8 ) (42.6 ) — 270.4 — Other 48.8 203.7 45.8 (12.8 ) 285.5 Net cash provided (required) by operating activities 12.8 359.5 120.7 (6.6 ) 486.4 Investing activities: (Increase) decrease in short-term marketable securities (115.1 ) — — — (115.1 ) Proceeds from railcar lease fleet sales owned more than one year — 27.3 10.4 — 37.7 Proceeds from dispositions of property and other assets — 0.2 3.9 — 4.1 Capital expenditures – leasing — (343.7 ) (2.3 ) — (346.0 ) Capital expenditures – manufacturing and other (8.5 ) (8.1 ) (63.2 ) — (79.8 ) Acquisitions, net of cash acquired — — — — — (Increase) decrease in investment in partially-owned subsidiaries — 6.7 — (6.7 ) — Other — 1.5 0.8 — 2.3 Net cash provided (required) by investing activities (123.6 ) (316.1 ) (50.4 ) (6.7 ) (496.8 ) Financing activities: Excess tax benefits from stock-based compensation 0.6 — — — 0.6 Payments to retire debt — (1.6 ) (76.0 ) — (77.6 ) Proceeds from issuance of debt — — — — — (Increase) decrease in restricted cash — (3.0 ) 6.3 9.2 12.5 Shares repurchased (34.7 ) — — — (34.7 ) Dividends paid to common shareholders (33.4 ) — — — (33.4 ) Purchase of shares to satisfy employee tax on vested stock (16.1 ) — — — (16.1 ) Distributions to noncontrolling interest — — (10.9 ) — (10.9 ) Distributions to controlling interest in partially-owned subsidiaries — — (6.7 ) 6.7 — Change in intercompany financing between entities 18.7 (39.2 ) 13.9 6.6 — Other — — (2.0 ) — (2.0 ) Net cash provided (required) by financing activities (64.9 ) (43.8 ) (75.4 ) 22.5 (161.6 ) Net increase (decrease) in cash and cash equivalents (175.7 ) (0.4 ) (5.1 ) 9.2 (172.0 ) Cash and cash equivalents at beginning of period 768.3 1.7 51.1 (35.1 ) 786.0 Cash and cash equivalents at end of period $ 592.6 $ 1.3 $ 46.0 $ (25.9 ) $ 614.0 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The foregoing consolidated financial statements are unaudited and have been prepared from the books and records of Trinity Industries, Inc. and its consolidated subsidiaries (“Trinity,” “Company,” “we,” or “our”) including the accounts of its wholly-owned subsidiaries and its partially-owned subsidiaries, TRIP Rail Holdings LLC (“TRIP Holdings”) and RIV 2013 Rail Holdings LLC ("RIV 2013"), in which the Company has a controlling interest. In our opinion, all normal and recurring adjustments necessary for a fair presentation of the financial position of the Company as of June 30, 2017 , and the results of operations for the three and six months ended June 30, 2017 and 2016 , and cash flows for the six months ended June 30, 2017 and 2016 , have been made in conformity with generally accepted accounting principles. All significant intercompany accounts and transactions have been eliminated. Because of seasonal and other factors, the results of operations for the six months ended June 30, 2017 may not be indicative of expected results of operations for the year ending December 31, 2017 . These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with the audited consolidated financial statements of the Company included in its Form 10-K for the year ended December 31, 2016 . |
Stockholders' Equity | Stockholders' Equity In December 2015 , the Company’s Board of Directors renewed its $ 250 million share repurchase program effective January 1, 2016 through December 31, 2017 . Under the program, 1,942,200 shares were repurchased during the three and six months ended June 30, 2017 , at a cost of approximately $ 52.4 million . Certain shares of stock repurchased during June 2017 , totaling $10.5 million , were cash settled in July 2017 in accordance with normal settlement practices. During the six months ended June 30, 2016 , the Company repurchased 2,070,600 shares at a cost of approximately $34.7 million . There were no shares repurchased during the three months ended June 30, 2016 . As of June 30, 2017 , the remaining authorization under the program totaled $163.0 million . |
Revenue Recognition | Revenue Recognition Revenues for contracts providing for a large number of units and few deliveries are recorded as the individual units are produced, inspected, and accepted by the customer as the risk of loss passes to the customer upon delivery acceptance on these contracts. Revenues for certain customer-requested “bill and hold” arrangements, primarily in the Energy Equipment Group, are recognized when all of the following conditions have been met: the risks of ownership have passed to the customer, the customer has made a fixed commitment to purchase the goods, there is a fixed delivery schedule consistent with the customer’s business purpose, the customer’s goods have been segregated from our inventory and are not available to fill other orders, the goods are complete and ready for shipment, and no additional performance obligations exist for the Company. Revenue from rentals and operating leases, including contracts that contain non-level fixed rental payments, is recognized monthly on a straight-line basis. Revenue is recognized from the sales of railcars from the lease fleet on a gross basis in leasing revenues and cost of revenues if the railcar has been owned for one year or less at the time of sale. Sales of railcars from the lease fleet owned for more than one year are recognized as a net gain or loss from the disposal of a long-term asset. Fees for shipping and handling are recorded as revenue. For all other products, we recognize revenue when products are shipped or services are provided. |
Cash and Cash Equivalents | The Company considers all highly liquid debt instruments to be either cash and cash equivalents if purchased with a maturity of three months or less, or short-term marketable securities if purchased with a maturity of more than three months and less than one year . The Company intends to hold its short-term marketable securities until they are redeemed at their maturity date and believes that under the "more likely than not" criteria, the Company will not be required to sell the securities before recovery of their amortized cost bases, which may be maturity. |
Concentration of Credit Risk | Financial instruments that potentially subject the Company to a concentration of credit risk are primarily cash investments including restricted cash, short-term marketable securities, and receivables. The Company places its cash investments and short-term marketable securities in bank deposits and investment grade, short-term debt instruments and limits the amount of credit exposure to any one commercial issuer. Concentrations of credit risk with respect to receivables are limited due to control procedures that monitor the credit worthiness of customers, the large number of customers in the Company's customer base, and their dispersion across different industries and geographic areas. As receivables are generally unsecured, the Company maintains an allowance for doubtful accounts based upon the expected collectibility of all receivables. Receivable balances determined to be uncollectible are charged against the allowance. The carrying values of cash, short-term marketable securities (using level two inputs), receivables, and accounts payable are considered to be representative of their respective fair values. At June 30, 2017 , one Rail Group customer's net receivable balance, all current, accounted for 13% of the consolidated net receivables balance outstanding. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2017, the Company adopted Accounting Standards Update 2016-09, “Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting”, ("ASU 2016-09”) which changed how companies account for certain aspects of share-based payments to employees. ASU 2016-09 requires, among other things, that excess tax benefits or deficiencies related to vested awards, previously recognized in stockholders' equity, be included in income tax expense when the awards vest. The adoption of ASU 2016-09 resulted in an adjustment to retained earnings of $0.6 million , net of tax, as of January 1, 2017 related to the cumulative effect of the standard. For the three and six months ended June 30, 2017 , the effect on the provision for income taxes included in the consolidated statement of operations was an additional provision of $2.7 million and $2.4 million , respectively. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers," ("ASU 2014-09") providing common revenue recognition guidance for U.S. GAAP. Under ASU 2014-09, an entity recognizes revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires additional detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. ASU 2014-09 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2017. The Company plans to adopt ASU 2014-09 effective January 1, 2018 using the modified retrospective method of adoption. Under this method, the guidance will be applied only to the most current period presented in the financial statements and the cumulative effect of initially applying the standard will result in an adjustment to the opening balance of retained earnings as of the date of adoption. Using both internal and external resources, the Company continues to evaluate the requirements of the standard and their application to our various business units. While our technical analysis is on-going, we anticipate a change in the timing of revenue recognition for our wind towers and utility structures product lines within our Energy Equipment Group, no longer recognizing revenue when products are delivered, but under the new guidance, recognizing revenue over time as products are manufactured. The impact of this change cannot be reasonably estimated at this time. We expect revenue recognition policies related to our other business segments to remain substantially unchanged as a result of adopting ASU 2014-09, although this could change based on our on-going analysis. Additionally, we do not anticipate significant changes in business processes or systems. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, "Leases", ("ASU 2016-02") which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. The Company plans to adopt ASU 2016-02 effective January 1, 2019. We are continuing to assess the potential effects of the new standard, including its effects on our consolidated financial statements and the accounting for revenue from full service leases. In December 2016, the FASB issued Accounting Standards Update No. 2016-18, "Restricted Cash", ("ASU 2016-18") which clarifies how entities should present restricted cash and restricted cash equivalents in the statement of cash flows. The new guidance requires a reconciliation of totals in the statement of cash flows to the related cash and cash equivalents and restricted cash captions in the balance sheet. ASU 2016-18 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company plans to adopt ASU 2016-18 effective January 1, 2018. The effect of adopting this standard is not expected to be significant. In March 2017, the FASB issued Accounting Standards Update No. 2017-07, “Compensation - Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”) which changes how companies that sponsor defined benefit pension plans present the related net periodic benefit cost in the income statement. The service cost component of the net periodic benefit cost will continue to be presented in the same income statement line items, however other components of the net periodic benefit cost will be presented as a component of other income and excluded from operating profit. ASU 2017-07 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company plans to adopt ASU 2016-18 effective January 1, 2018. The effect of adopting this standard is not expected to be significant. |
Fair Value Accounting (Tables)
Fair Value Accounting (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on recurring basis | Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement as of June 30, 2017 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 103.7 $ — $ — $ 103.7 Restricted cash 194.8 — — 194.8 Equity instruments (1) — 1.9 — 1.9 Interest rate hedge (1) — 2.1 — 2.1 Total assets $ 298.5 $ 4.0 $ — $ 302.5 Liabilities: Interest rate hedge: (2) Partially-owned subsidiaries $ — $ 0.7 $ — $ 0.7 Total liabilities $ — $ 0.7 $ — $ 0.7 Fair Value Measurement as of December 31, 2016 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 188.7 $ — $ — $ 188.7 Restricted cash 178.2 — — 178.2 Equity instruments (1) — 3.1 — 3.1 Fuel derivative instruments (1) — 0.3 — 0.3 Total assets $ 366.9 $ 3.4 $ — $ 370.3 Liabilities: Interest rate hedge: (2) Partially-owned subsidiaries $ — $ 0.9 $ — $ 0.9 Total liabilities $ — $ 0.9 $ — $ 0.9 (1) Included in other assets on the consolidated balance sheet. (2) Included in accrued liabilities on the consolidated balance sheet. |
Carrying amounts and estimated fair values of long-term debt | The carrying amounts and estimated fair values of our long-term debt are as follows: June 30, 2017 December 31, 2016 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value (in millions) Recourse: Senior notes $ 399.7 $ 404.9 $ 399.6 $ 386.3 Convertible subordinated notes 449.4 565.4 449.4 575.5 Less: unamortized discount (17.6 ) (26.7 ) 431.8 422.7 Capital lease obligations 30.3 30.3 32.1 32.1 Other 0.6 0.6 — — 862.4 1,001.2 854.4 993.9 Less: unamortized debt issuance costs (3.4 ) (3.8 ) 859.0 850.6 Non-recourse: 2006 secured railcar equipment notes 170.5 173.9 194.2 201.5 2009 secured railcar equipment notes 169.4 180.0 172.5 189.9 2010 secured railcar equipment notes 273.5 267.5 280.6 284.3 2017 promissory notes 301.1 301.1 — — TILC warehouse facility 167.6 167.6 204.1 204.1 TRL 2012 secured railcar equipment notes 413.8 378.5 425.5 395.6 TRIP Master Funding secured railcar equipment notes 942.3 926.4 955.5 960.6 2,438.2 2,395.0 2,232.4 2,236.0 Less: unamortized debt issuance costs (27.2 ) (26.4 ) 2,411.0 2,206.0 Total $ 3,270.0 $ 3,396.2 $ 3,056.6 $ 3,229.9 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Financial information for segments | The financial information for these segments is shown in the tables below. We operate principally in North America. Three Months Ended June 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 335.4 $ 130.5 $ 465.9 $ 37.0 Construction Products Group 130.7 0.6 131.3 22.3 Inland Barge Group 33.5 — 33.5 0.5 Energy Equipment Group 212.2 26.3 238.5 24.3 Railcar Leasing and Management Services Group 191.9 0.2 192.1 110.8 All Other 1.8 20.9 22.7 (5.7 ) Segment Totals before Eliminations and Corporate 905.5 178.5 1,084.0 189.2 Corporate — — — (38.3 ) Eliminations – Lease subsidiary — (115.9 ) (115.9 ) (13.6 ) Eliminations – Other — (62.6 ) (62.6 ) (2.1 ) Consolidated Total $ 905.5 $ — $ 905.5 $ 135.2 Three Months Ended June 30, 2016 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 427.7 $ 265.5 $ 693.2 $ 88.8 Construction Products Group 141.7 4.1 145.8 21.5 Inland Barge Group 118.3 — 118.3 14.3 Energy Equipment Group 199.1 41.5 240.6 34.9 Railcar Leasing and Management Services Group 296.1 0.5 296.6 117.7 All Other 2.0 17.7 19.7 (5.2 ) Segment Totals before Eliminations and Corporate 1,184.9 329.3 1,514.2 272.0 Corporate — — — (34.7 ) Eliminations – Lease subsidiary — (252.1 ) (252.1 ) (45.9 ) Eliminations – Other — (77.2 ) (77.2 ) 0.2 Consolidated Total $ 1,184.9 $ — $ 1,184.9 $ 191.6 Six Months Ended June 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 621.4 $ 322.8 $ 944.2 $ 87.7 Construction Products Group 251.6 2.8 254.4 37.9 Inland Barge Group 96.2 — 96.2 6.9 Energy Equipment Group 440.0 53.9 493.9 54.1 Railcar Leasing and Management Services Group 370.5 0.5 371.0 195.8 All Other 3.1 42.4 45.5 (10.3 ) Segment Totals before Eliminations and Corporate 1,782.8 422.4 2,205.2 372.1 Corporate — — — (73.3 ) Eliminations – Lease subsidiary — (296.9 ) (296.9 ) (42.5 ) Eliminations – Other — (125.5 ) (125.5 ) (4.5 ) Consolidated Total $ 1,782.8 $ — $ 1,782.8 $ 251.8 Six Months Ended June 30, 2016 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Rail Group $ 970.9 $ 569.2 $ 1,540.1 $ 246.0 Construction Products Group 263.3 7.4 270.7 37.4 Inland Barge Group 229.1 — 229.1 26.9 Energy Equipment Group 431.6 82.4 514.0 72.3 Railcar Leasing and Management Services Group 473.9 1.2 475.1 191.9 All Other 4.0 37.6 41.6 (10.3 ) Segment Totals before Eliminations and Corporate 2,372.8 697.8 3,070.6 564.2 Corporate — — — (59.4 ) Eliminations – Lease subsidiary — (535.4 ) (535.4 ) (111.4 ) Eliminations – Other — (162.4 ) (162.4 ) 1.6 Consolidated Total $ 2,372.8 $ — $ 2,372.8 $ 395.0 |
Railcar Leasing and Managemen33
Railcar Leasing and Management Services Group (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Sale Leaseback Transaction [Line Items] | |
Selected consolidating financial information for the Leasing Group | Selected consolidating financial information for the Leasing Group is as follows: June 30, 2017 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 8.0 $ — $ 980.3 $ 988.3 Property, plant, and equipment, net $ 4,077.1 $ 1,850.1 $ 953.1 $ 6,880.3 Net deferred profit on railcars sold to the Leasing Group (807.1 ) Consolidated property, plant and equipment, net $ 6,073.2 Restricted cash $ 117.7 $ 77.0 $ 0.1 $ 194.8 Debt: Recourse $ 30.2 $ — $ 850.0 $ 880.2 Less: unamortized discount — — (17.9 ) (17.9 ) Less: unamortized debt issuance costs — — (3.3 ) (3.3 ) 30.2 — 828.8 859.0 Non-recourse 1,082.1 1,356.1 — 2,438.2 Less: unamortized debt issuance costs (13.1 ) (14.1 ) — (27.2 ) 1,069.0 1,342.0 — 2,411.0 Total debt $ 1,099.2 $ 1,342.0 $ 828.8 $ 3,270.0 Net deferred tax liabilities $ 1,035.5 $ 2.0 $ 157.1 $ 1,194.6 December 31, 2016 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 7.2 $ — $ 790.9 $ 798.1 Property, plant, and equipment, net $ 3,923.6 $ 1,879.6 $ 961.7 $ 6,764.9 Net deferred profit on railcars sold to the Leasing Group (798.1 ) Consolidated property, plant and equipment, net $ 5,966.8 Restricted cash $ 99.7 $ 78.4 $ 0.1 $ 178.2 Debt: Recourse $ 32.1 $ — $ 849.4 $ 881.5 Less: unamortized discount — — (27.1 ) (27.1 ) Less: uamortized debt issuance costs (0.1 ) — (3.7 ) (3.8 ) 32.0 — 818.6 850.6 Non-recourse 851.4 1,381.0 — 2,232.4 Less: unamortized debt issuance costs (11.4 ) (15.0 ) — (26.4 ) 840.0 1,366.0 — 2,206.0 Total debt $ 872.0 $ 1,366.0 $ 818.6 $ 3,056.6 Net deferred tax liabilities $ 956.6 $ 2.0 $ 98.4 $ 1,057.0 |
Selected consolidating income statement information for the Leasing Group | Three Months Ended June 30, Six Months Ended June 30, 2017 2016 Percent 2017 2016 Percent ($ in millions) Change ($ in millions) Change Revenues: Leasing and management $ 185.0 $ 178.5 3.6 % $ 363.9 $ 349.0 4.3 % Sales of railcars owned one year or less at the time of sale 7.1 118.1 * 7.1 126.1 * Total revenues $ 192.1 $ 296.6 (35.2 ) $ 371.0 $ 475.1 (21.9 ) Operating profit: Leasing and management $ 85.6 $ 74.5 14.9 $ 170.6 $ 144.3 18.2 Railcar sales: Railcars owned one year or less at the time of sale 1.5 31.8 * 1.5 34.1 * Railcars owned more than one year at the time of sale 23.7 11.4 * 23.7 13.5 * Total operating profit $ 110.8 $ 117.7 (5.9 ) $ 195.8 $ 191.9 2.0 Operating profit margin: Leasing and management 46.3 % 41.7 % 46.9 % 41.3 % Railcar sales * * * * Total operating profit margin 57.7 % 39.7 % 52.8 % 40.4 % Selected expense information (1) : Depreciation $ 43.1 $ 38.7 11.4 $ 85.2 $ 76.1 12.0 Maintenance and compliance $ 23.9 $ 31.8 (24.8 ) $ 44.4 $ 63.4 (30.0 ) Rent $ 9.9 $ 9.9 — $ 20.0 $ 19.4 3.1 Interest $ 31.3 $ 31.4 (0.3 ) $ 61.9 $ 63.2 (2.1 ) * Not meaningful (1) Depreciation, maintenance and compliance, and rent expense are components of operating profit. Amortization of deferred profit on railcars sold from the Rail Group to the Leasing Group is included in the operating profit of the Leasing Group resulting in the recognition of depreciation expense based on the Company's original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges. |
Schedule of proceeds from leased railcars | During the six months ended June 30, 2017 and 2016 , the Company received proceeds from the sales of leased railcars as follows: Six Months Ended June 30, 2017 2016 (in millions) Leasing Group: Railcars owned one year or less at the time of sale $ 7.1 $ 126.1 Railcars owned more than one year at the time of sale 92.4 37.7 Rail Group — 8.1 $ 99.5 $ 171.9 |
Future contractual minimum rental revenues on leases | Future contractual minimum rental revenues on leases are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter Total (in millions) Future contractual minimum rental revenue $ 271.9 $ 478.2 $ 392.6 $ 313.0 $ 215.3 $ 478.2 $ 2,149.2 |
Railroad transportation equipment leased from independent owner trusts | |
Sale Leaseback Transaction [Line Items] | |
Future operating lease obligations and future contractual minimum rental revenues, Leasing group | Future operating lease obligations of the Leasing Group’s subsidiaries as well as future contractual minimum rental revenues related to these leases due to the Leasing Group are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter Total (in millions) Future operating lease obligations of Trusts’ railcars $ 14.6 $ 29.2 $ 28.8 $ 26.1 $ 26.1 $ 117.9 $ 242.7 Future contractual minimum rental revenues of Trusts’ railcars $ 21.6 $ 34.2 $ 23.5 $ 14.3 $ 9.5 $ 13.7 $ 116.8 |
Operating leases other than leases with the Trusts | |
Sale Leaseback Transaction [Line Items] | |
Future operating lease obligations and future contractual minimum rental revenues, Leasing group | Future amounts due as well as future contractual minimum rental revenues related to operating leases other than leases discussed above are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter Total (in millions) Future operating lease obligations $ 5.9 $ 12.0 $ 9.5 $ 7.7 $ 7.6 $ 13.5 $ 56.2 Future contractual minimum rental revenues $ 6.7 $ 9.2 $ 6.8 $ 4.5 $ 3.3 $ 4.1 $ 34.6 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest rate hedges | Interest rate hedges Included in accompanying balance sheet Notional Amount Interest Rate (1) Asset / (liability) AOCL – loss/ (income) Noncontrolling Interest (in millions, except %) Expired hedges: 2006 secured railcar equipment notes $ 200.0 4.87 % $ — $ (0.5 ) $ — TRIP Holdings warehouse loan $ 788.5 3.60 % $ — $ 4.9 $ 6.6 Open hedge: TRIP Master Funding secured railcar equipment notes $ 35.4 2.62 % $ (0.7 ) $ 0.3 $ 0.4 2017 promissory notes $ 180.7 3.00 % $ 2.1 $ 0.2 $ — (1) W eighted average fixed interest rate, except for 2017 promissory notes. Interest rate cap for 2017 promissory notes. |
Effect on statements of operations | Effect on interest expense - increase/(decrease) Three Months Ended Six Months Ended Expected effect during next twelve months (1) 2017 2016 2017 2016 (in millions) Expired hedges: 2006 secured railcar equipment notes $ — $ (0.1 ) $ (0.1 ) $ (0.2 ) $ (0.2 ) TRIP Holdings warehouse loan $ 1.1 $ 1.2 $ 2.3 $ 2.4 $ 3.5 Open hedge: TRIP Master Funding secured railcar equipment notes $ 0.1 $ 0.2 $ 0.3 $ 0.5 $ 0.4 (1) Based on the fair value of open hedge as of June 30, 2017 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant, and equipment | The following table summarizes the components of property, plant, and equipment as of June 30, 2017 and December 31, 2016 . June 30, December 31, (in millions) Manufacturing/Corporate: Land $ 105.8 $ 103.3 Buildings and improvements 654.4 642.6 Machinery and other 1,176.1 1,151.1 Construction in progress 40.1 39.1 1,976.4 1,936.1 Less accumulated depreciation (1,023.3 ) (974.4 ) 953.1 961.7 Leasing: Wholly-owned subsidiaries: Machinery and other 10.7 10.7 Equipment on lease 4,885.4 4,673.0 4,896.1 4,683.7 Less accumulated depreciation (819.0 ) (760.1 ) 4,077.1 3,923.6 Partially-owned subsidiaries: Equipment on lease 2,311.4 2,309.4 Less accumulated depreciation (461.3 ) (429.8 ) 1,850.1 1,879.6 Deferred profit on railcars sold to the Leasing Group (970.4 ) (948.2 ) Less accumulated amortization 163.3 150.1 (807.1 ) (798.1 ) $ 6,073.2 $ 5,966.8 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by segment | Goodwill by segment is as follows: June 30, December 31, (as reported) (in millions) Rail Group $ 134.6 $ 134.6 Construction Products Group 111.0 111.0 Energy Equipment Group 507.3 506.7 Railcar Leasing and Management Services Group 1.8 1.8 $ 754.7 $ 754.1 |
Warranties (Tables)
Warranties (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Product Warranties Disclosures [Abstract] | |
Changes in the accruals for warranties | The changes in the accruals for warranties for the three and six months ended June 30, 2017 and 2016 are as follows: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Beginning balance $ 14.0 $ 18.7 $ 15.7 $ 21.5 Warranty costs incurred (2.4 ) (2.0 ) (4.1 ) (4.8 ) Warranty originations and revisions 4.0 2.8 4.8 4.4 Warranty expirations (0.8 ) (1.3 ) (1.6 ) (2.9 ) Ending balance $ 14.8 $ 18.2 $ 14.8 $ 18.2 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Components of debt | The following table summarizes the components of debt as of June 30, 2017 and December 31, 2016 : June 30, December 31, (in millions) Corporate – Recourse: Revolving credit facility $ — $ — Senior notes, net of unamortized discount of $0.3 and $0.4 399.7 399.6 Convertible subordinated notes, net of unamortized discount of $17.6 and $26.7 431.8 422.7 Other 0.6 — 832.1 822.3 Less: unamortized debt issuance costs (3.3 ) (3.7 ) 828.8 818.6 Leasing – Recourse: Capital lease obligations, net of unamortized debt issuances costs of $0.1 and $0.1 30.2 32.0 Total recourse debt 859.0 850.6 Leasing – Non-recourse: Wholly-owned subsidiaries: 2006 secured railcar equipment notes 170.5 194.2 2009 secured railcar equipment notes 169.4 172.5 2010 secured railcar equipment notes 273.5 280.6 2017 promissory notes 301.1 — TILC warehouse facility 167.6 204.1 1,082.1 851.4 Less: unamortized debt issuance costs (13.1 ) (11.4 ) 1,069.0 840.0 Partially-owned subsidiaries: TRL 2012 secured railcar equipment notes 413.8 425.5 TRIP Master Funding secured railcar equipment notes 942.3 955.5 1,356.1 1,381.0 Less: unamortized debt issuance costs (14.1 ) (15.0 ) 1,342.0 1,366.0 Total non–recourse debt 2,411.0 2,206.0 Total debt $ 3,270.0 $ 3,056.6 |
Total interest expense recognized on the Convertible Subordinated Notes | Total interest expense recognized on the Convertible Subordinated Notes for the three and six months ended June 30, 2017 and 2016 is as follows: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Coupon rate interest $ 4.3 $ 4.3 $ 8.7 $ 8.7 Amortized debt discount 4.6 4.2 9.1 8.4 $ 8.9 $ 8.5 $ 17.8 $ 17.1 |
Remaining principal payments under existing debt agreements | The remaining principal payments under existing debt agreements as of June 30, 2017 are as follows: Remaining six months of 2017 2018 2019 2020 2021 Thereafter (in millions) Recourse: Corporate (1) $ 0.1 $ 0.1 $ 0.1 $ 0.2 $ 0.1 $ 849.4 Leasing – capital lease obligations (Note 6) 2.0 28.3 — — — — Non-recourse – leasing (Note 6): 2006 secured railcar equipment notes 12.1 25.3 28.0 29.8 29.2 46.1 2009 secured railcar equipment notes 3.2 6.4 11.2 6.6 13.4 128.6 2010 secured railcar equipment notes 6.6 10.0 7.6 14.2 20.1 215.0 2017 promissory notes 7.6 15.1 15.1 15.1 15.1 233.1 TILC warehouse facility 3.4 6.9 1.7 — — — Facility termination payments - TILC warehouse facility — — 155.6 — — — TRL 2012 secured railcar equipment notes 11.0 22.9 21.9 19.3 19.9 318.8 TRIP Master Funding secured railcar equipment notes 15.6 41.5 49.5 48.8 49.8 737.1 Total principal payments $ 61.6 $ 156.5 $ 290.7 $ 134.0 $ 147.6 $ 2,528.1 (1) Holders of the Convertible Subordinated Notes may require us to purchase all or a portion of their notes on June 1, 2018 . On or after that date, we may redeem all or part of the Convertible Subordinated Notes. |
Other, Net (Tables)
Other, Net (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Income and Expenses [Abstract] | |
Summary of other, net (income) expense | Other, net (income) expense consists of the following items: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Foreign currency exchange transactions $ (0.3 ) $ (2.6 ) $ 1.3 $ (2.9 ) Other 0.8 (2.3 ) — (2.7 ) Other, net $ 0.5 $ (4.9 ) $ 1.3 $ (5.6 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Reconciliation between the statutory U.S. Federal income tax rate and the Company's effective income tax rate on income before income taxes | The following is a reconciliation between the statutory U.S. federal income tax rate and the Company’s effective income tax rate on income before income taxes: Three Months Ended Six Months Ended 2017 2016 2017 2016 Statutory rate 35.0 % 35.0 % 35.0 % 35.0 % State taxes 1.5 1.2 1.5 1.1 Noncontrolling interest in partially-owned subsidiaries (0.7 ) (1.0 ) (0.6 ) (1.1 ) Settlements with tax authorities — — (3.5 ) — Equity compensation 3.0 — 1.5 — Other, net 2.1 (0.1 ) 1.6 0.5 Effective rate 40.9 % 35.1 % 35.5 % 35.5 % |
Change in unrecognized tax benefits | The change in unrecognized tax benefits for the six months ended June 30, 2017 and 2016 was as follows: Six Months Ended 2017 2016 (in millions) Beginning balance $ 28.2 $ 65.2 Additions for tax positions related to the current year — 3.0 Additions for tax positions of prior years 0.1 1.0 Reductions for tax positions of prior years — (0.1 ) Settlements (23.3 ) — Ending balance $ 5.0 $ 69.1 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Components of net retirement cost | The following table summarizes the components of net retirement cost for the Company: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Expense Components Service cost $ 0.1 $ 0.1 $ 0.2 $ 0.2 Interest 4.9 5.2 9.8 10.4 Expected return on plan assets (6.8 ) (6.8 ) (13.6 ) (13.6 ) Amortization of actuarial loss 1.2 1.3 2.4 2.6 Defined benefit expense (0.6 ) (0.2 ) (1.2 ) (0.4 ) Profit sharing 3.8 3.9 7.8 8.5 Multiemployer plan 0.4 0.6 1.0 1.2 Net expense $ 3.6 $ 4.3 $ 7.6 $ 9.3 |
Accumulated Other Comprehensi42
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Changes in accumulated other comprehensive loss | Changes in accumulated other comprehensive loss for the six months ended June 30, 2017 are as follows: Currency translation adjustments Unrealized gain/(loss) on derivative financial instruments Net actuarial gains/(losses) of defined benefit plans Accumulated Other Comprehensive Loss (in millions) Balances at December 31, 2016 $ (23.7 ) $ (0.1 ) $ (89.7 ) $ (113.5 ) Other comprehensive income (loss), net of tax, before reclassifications 0.8 (0.2 ) — 0.6 Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.3, $0.9, and $1.2 — 2.2 1.5 3.7 Less: noncontrolling interest — (1.5 ) — (1.5 ) Other comprehensive income 0.8 0.5 1.5 2.8 Balances at June 30, 2017 $ (22.9 ) $ 0.4 $ (88.2 ) $ (110.7 ) |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income attributable to Trinity Industries, Inc. | The computation of basic and diluted net income attributable to Trinity Industries, Inc. follows. Three Months Ended Three Months Ended Income Average EPS Income Average EPS (in millions, except per share amounts) Net income attributable to Trinity Industries, Inc. $ 51.1 $ 94.6 Unvested restricted share participation (1.1 ) (2.9 ) Net income attributable to Trinity Industries, Inc. – basic 50.0 149.1 $ 0.34 91.7 147.8 $ 0.62 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.3 — — Convertible subordinated notes — 1.6 — — Net income attributable to Trinity Industries, Inc. – diluted $ 50.0 151.0 $ 0.33 $ 91.7 147.8 $ 0.62 Six Months Ended Six Months Ended Income (Loss) Average Shares EPS Income (Loss) Average Shares EPS (in millions, except per share amounts) Net income attributable to Trinity Industries, Inc. $ 97.1 $ 191.8 Unvested restricted share participation (2.3 ) (5.7 ) Net income attributable to Trinity Industries, Inc. – basic 94.8 148.9 $ 0.64 186.1 148.7 $ 1.25 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.4 — — Convertible subordinated notes — 1.7 — — Net income attributable to Trinity Industries, Inc. – diluted $ 94.8 151.0 $ 0.63 $ 186.1 148.7 $ 1.25 |
Financial Statements for Guar44
Financial Statements for Guarantors of the Senior Notes (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Financial Statements for Guarantors of the Senior Notes [Abstract] | |
Statement of Operations and Comprehensive Income | Statement of Operations and Comprehensive Income Three Months Ended June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 564.7 $ 473.4 $ (132.6 ) $ 905.5 Cost of revenues 1.4 455.6 364.4 (139.5 ) 681.9 Selling, engineering, and administrative expenses 35.9 33.9 43.0 — 112.8 Gains/(losses) on dispositions of property 0.1 20.9 3.4 — 24.4 37.2 468.6 404.0 (139.5 ) 770.3 Operating profit (loss) (37.2 ) 96.1 69.4 6.9 135.2 Other (income) expense 5.1 8.8 30.0 — 43.9 Equity in earnings of subsidiaries, net of taxes 103.1 26.1 — (129.2 ) — Income before income taxes 60.8 113.4 39.4 (122.3 ) 91.3 Provision (benefit) for income taxes 9.7 31.5 9.8 (13.7 ) 37.3 Net income 51.1 81.9 29.6 (108.6 ) 54.0 Net income attributable to noncontrolling interest — — — 2.9 2.9 Net income attributable to controlling interest $ 51.1 $ 81.9 $ 29.6 $ (111.5 ) $ 51.1 Net income $ 51.1 $ 81.9 $ 29.6 $ (108.6 ) $ 54.0 Other comprehensive income (loss) 1.2 — 1.0 — 2.2 Comprehensive income 52.3 81.9 30.6 (108.6 ) 56.2 Comprehensive income attributable to noncontrolling interest — — — 3.6 3.6 Comprehensive income attributable to controlling interest $ 52.3 $ 81.9 $ 30.6 $ (112.2 ) $ 52.6 Statement of Operations and Comprehensive Income Six Months Ended June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,116.2 $ 937.2 $ (270.6 ) $ 1,782.8 Cost of revenues 3.8 899.0 721.0 (282.2 ) 1,341.6 Selling, engineering, and administrative expenses 68.7 64.7 81.7 — 215.1 Gains/(losses) on dispositions of property 0.6 21.0 4.1 — 25.7 71.9 942.7 798.6 (282.2 ) 1,531.0 Operating profit (loss) (71.9 ) 173.5 138.6 11.6 251.8 Other (income) expense 11.4 15.7 60.9 — 88.0 Equity in earnings of subsidiaries, net of taxes 162.3 43.2 — (205.5 ) — Income before income taxes 79.0 201.0 77.7 (193.9 ) 163.8 Provision (benefit) for income taxes (18.1 ) 70.5 19.5 (13.8 ) 58.1 Net income 97.1 130.5 58.2 (180.1 ) 105.7 Net income attributable to noncontrolling interest — — — 8.6 8.6 Net income attributable to controlling interest $ 97.1 $ 130.5 $ 58.2 $ (188.7 ) $ 97.1 Net income $ 97.1 $ 130.5 $ 58.2 $ (180.1 ) $ 105.7 Other comprehensive income (loss) 2.2 — 2.1 — 4.3 Comprehensive income 99.3 130.5 60.3 (180.1 ) 110.0 Comprehensive income attributable to noncontrolling interest — — — 10.1 10.1 Comprehensive income attributable to controlling interest $ 99.3 $ 130.5 $ 60.3 $ (190.2 ) $ 99.9 Statement of Operations and Comprehensive Income Three Months Ended June 30, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 838.0 $ 539.6 $ (192.7 ) $ 1,184.9 Cost of revenues (1.3 ) 668.9 427.5 (197.4 ) 897.7 Selling, engineering, and administrative expenses 33.2 35.6 37.9 — 106.7 Gains/(losses) on dispositions of property (0.7 ) 10.5 1.3 — 11.1 32.6 694.0 464.1 (197.4 ) 993.3 Operating profit (loss) (32.6 ) 144.0 75.5 4.7 191.6 Other (income) expense (1.2 ) 9.3 31.3 — 39.4 Equity in earnings of subsidiaries, net of taxes 105.9 16.0 — (121.9 ) — Income before income taxes 74.5 150.7 44.2 (117.2 ) 152.2 Provision (benefit) for income taxes (20.1 ) 60.1 11.7 1.7 53.4 Net income 94.6 90.6 32.5 (118.9 ) 98.8 Net income attributable to noncontrolling interest — — — 4.2 4.2 Net income attributable to controlling interest $ 94.6 $ 90.6 $ 32.5 $ (123.1 ) $ 94.6 Net income $ 94.6 $ 90.6 $ 32.5 $ (118.9 ) $ 98.8 Other comprehensive income (loss) 0.9 — 1.1 — 2.0 Comprehensive income 95.5 90.6 33.6 (118.9 ) 100.8 Comprehensive income attributable to noncontrolling interest — — — 4.9 4.9 Comprehensive income attributable to controlling interest $ 95.5 $ 90.6 $ 33.6 $ (123.8 ) $ 95.9 Statement of Operations and Comprehensive Income Six Months Ended June 30, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,714.0 $ 1,067.4 $ (408.6 ) $ 2,372.8 Cost of revenues (3.6 ) 1,375.3 834.1 (418.2 ) 1,787.6 Selling, engineering, and administrative expenses 56.8 69.9 76.5 — 203.2 Gains/(losses) on dispositions of property (0.9 ) 10.3 3.6 — 13.0 54.1 1,434.9 907.0 (418.2 ) 1,977.8 Operating profit (loss) (54.1 ) 279.1 160.4 9.6 395.0 Other (income) expense (0.1 ) 18.3 65.1 — 83.3 Equity in earnings of subsidiaries, net of taxes 227.8 42.6 — (270.4 ) — Income before income taxes 173.8 303.4 95.3 (260.8 ) 311.7 Provision (benefit) for income taxes (18.0 ) 105.0 20.4 3.4 110.8 Net income 191.8 198.4 74.9 (264.2 ) 200.9 Net income attributable to noncontrolling interest — — — 9.1 9.1 Net income attributable to controlling interest $ 191.8 $ 198.4 $ 74.9 $ (273.3 ) $ 191.8 Net income $ 191.8 $ 198.4 $ 74.9 $ (264.2 ) $ 200.9 Other comprehensive income (loss) 3.0 — 1.9 — 4.9 Comprehensive income 194.8 198.4 76.8 (264.2 ) 205.8 Comprehensive income attributable to noncontrolling interest — — — 10.3 10.3 Comprehensive income attributable to controlling interest $ 194.8 $ 198.4 $ 76.8 $ (274.5 ) $ 195.5 |
Balance Sheet | Balance Sheet June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 784.0 $ 6.1 $ 47.3 $ (28.7 ) $ 808.7 Short-term marketable securities 179.6 — — — 179.6 Receivables, net of allowance 0.4 176.3 174.7 — 351.4 Income tax receivable 180.5 — 2.2 — 182.7 Inventory — 405.1 232.8 (10.6 ) 627.3 Property, plant, and equipment, net 49.4 2,212.5 4,333.3 (522.0 ) 6,073.2 Investments in and advances to subsidiaries 5,032.6 2,963.7 363.2 (8,359.5 ) — Restricted cash — 0.5 165.6 28.7 194.8 Goodwill and other assets 145.6 587.1 307.4 (5.7 ) 1,034.4 $ 6,372.1 $ 6,351.3 $ 5,626.5 $ (8,897.8 ) $ 9,452.1 Liabilities: Accounts payable $ 7.4 $ 57.2 $ 102.9 $ (0.4 ) $ 167.1 Accrued liabilities 219.7 61.9 136.5 (5.7 ) 412.4 Debt 828.2 30.2 2,411.6 — 3,270.0 Deferred income — 20.5 1.5 — 22.0 Deferred income taxes 117.0 1,078.6 14.8 0.3 1,210.7 Advances from subsidiaries 833.9 — — (833.9 ) — Other liabilities 50.4 1.9 2.1 — 54.4 Total stockholders' equity 4,315.5 5,101.0 2,957.1 (8,058.1 ) 4,315.5 $ 6,372.1 $ 6,351.3 $ 5,626.5 $ (8,897.8 ) $ 9,452.1 Balance Sheet December 31, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 537.9 $ 5.2 $ 51.3 $ (31.0 ) $ 563.4 Short-term marketable securities 234.7 — — — 234.7 Receivables, net of allowance 1.1 219.2 158.4 — 378.7 Income tax receivable 99.9 — 2.2 — 102.1 Inventory — 444.2 231.5 (9.9 ) 665.8 Property, plant, and equipment, net 48.8 2,347.4 4,029.8 (459.2 ) 5,966.8 Investments in and advances to subsidiaries 4,862.4 2,565.0 334.6 (7,762.0 ) — Restricted cash — — 147.1 31.1 178.2 Goodwill and other assets 150.8 585.1 301.0 (1.3 ) 1,035.6 $ 5,935.6 $ 6,166.1 $ 5,255.9 $ (8,232.3 ) $ 9,125.3 Liabilities: Accounts payable $ 5.7 $ 54.8 $ 96.1 $ (0.5 ) $ 156.1 Accrued liabilities 200.0 87.7 139.7 (1.3 ) 426.1 Debt 818.7 32.0 2,205.9 — 3,056.6 Deferred income — 21.9 1.6 — 23.5 Deferred income taxes 78.6 984.7 9.3 0.3 1,072.9 Advances from subsidiaries 458.2 — — (458.2 ) — Other liabilities 63.3 13.5 2.2 — 79.0 Total stockholders' equity 4,311.1 4,971.5 2,801.1 (7,772.6 ) 4,311.1 $ 5,935.6 $ 6,166.1 $ 5,255.9 $ (8,232.3 ) $ 9,125.3 |
Statement of Cash Flows | Statement of Cash Flows Six Months Ended June 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 97.1 $ 130.5 $ 58.2 $ (180.1 ) $ 105.7 Equity in earnings of subsidiaries, net of taxes (162.3 ) (43.2 ) — 205.5 — Other (11.4 ) 161.9 88.5 (8.6 ) 230.4 Net cash provided (required) by operating activities (76.6 ) 249.2 146.7 16.8 336.1 Investing activities: (Increase) decrease in short-term marketable securities 55.1 — — — 55.1 Proceeds from railcar lease fleet sales owned more than one year — 446.2 9.6 (363.4 ) 92.4 Proceeds from dispositions of property and other assets — 1.0 5.0 — 6.0 Capital expenditures – leasing — (268.2 ) (366.8 ) 363.4 (271.6 ) Capital expenditures – manufacturing and other (5.0 ) (7.9 ) (30.5 ) — (43.4 ) Acquisitions, net of cash acquired — — (5.3 ) — (5.3 ) (Increase) decrease in investment in partially-owned subsidiaries — 11.2 — (11.2 ) — Other — — (2.1 ) — (2.1 ) Net cash provided (required) by investing activities 50.1 182.3 (390.1 ) (11.2 ) (168.9 ) Financing activities: Excess tax benefits from stock-based compensation — — — — — Payments to retire debt — (1.8 ) (96.5 ) — (98.3 ) Proceeds from issuance of debt — — 299.4 — 299.4 (Increase) decrease in restricted cash — (0.5 ) (18.5 ) 2.4 (16.6 ) Shares repurchased (41.9 ) — — — (41.9 ) Dividends paid to common shareholders (33.5 ) — — — (33.5 ) Purchase of shares to satisfy employee tax on vested stock (14.0 ) — — — (14.0 ) Distributions to noncontrolling interest — — (16.9 ) — (16.9 ) Distributions to controlling interest in partially-owned subsidiaries — — (11.2 ) 11.2 — Change in intercompany financing between entities 362.0 (428.3 ) 83.2 (16.9 ) — Other — — (0.1 ) — (0.1 ) Net cash provided (required) by financing activities 272.6 (430.6 ) 239.4 (3.3 ) 78.1 Net increase (decrease) in cash and cash equivalents 246.1 0.9 (4.0 ) 2.3 245.3 Cash and cash equivalents at beginning of period 537.9 5.2 51.3 (31.0 ) 563.4 Cash and cash equivalents at end of period $ 784.0 $ 6.1 $ 47.3 $ (28.7 ) $ 808.7 Statement of Cash Flows Six Months Ended June 30, 2016 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 191.8 $ 198.4 $ 74.9 $ (264.2 ) $ 200.9 Equity in earnings of subsidiaries, net of taxes (227.8 ) (42.6 ) — 270.4 — Other 48.8 203.7 45.8 (12.8 ) 285.5 Net cash provided (required) by operating activities 12.8 359.5 120.7 (6.6 ) 486.4 Investing activities: (Increase) decrease in short-term marketable securities (115.1 ) — — — (115.1 ) Proceeds from railcar lease fleet sales owned more than one year — 27.3 10.4 — 37.7 Proceeds from dispositions of property and other assets — 0.2 3.9 — 4.1 Capital expenditures – leasing — (343.7 ) (2.3 ) — (346.0 ) Capital expenditures – manufacturing and other (8.5 ) (8.1 ) (63.2 ) — (79.8 ) Acquisitions, net of cash acquired — — — — — (Increase) decrease in investment in partially-owned subsidiaries — 6.7 — (6.7 ) — Other — 1.5 0.8 — 2.3 Net cash provided (required) by investing activities (123.6 ) (316.1 ) (50.4 ) (6.7 ) (496.8 ) Financing activities: Excess tax benefits from stock-based compensation 0.6 — — — 0.6 Payments to retire debt — (1.6 ) (76.0 ) — (77.6 ) Proceeds from issuance of debt — — — — — (Increase) decrease in restricted cash — (3.0 ) 6.3 9.2 12.5 Shares repurchased (34.7 ) — — — (34.7 ) Dividends paid to common shareholders (33.4 ) — — — (33.4 ) Purchase of shares to satisfy employee tax on vested stock (16.1 ) — — — (16.1 ) Distributions to noncontrolling interest — — (10.9 ) — (10.9 ) Distributions to controlling interest in partially-owned subsidiaries — — (6.7 ) 6.7 — Change in intercompany financing between entities 18.7 (39.2 ) 13.9 6.6 — Other — — (2.0 ) — (2.0 ) Net cash provided (required) by financing activities (64.9 ) (43.8 ) (75.4 ) 22.5 (161.6 ) Net increase (decrease) in cash and cash equivalents (175.7 ) (0.4 ) (5.1 ) 9.2 (172.0 ) Cash and cash equivalents at beginning of period 768.3 1.7 51.1 (35.1 ) 786.0 Cash and cash equivalents at end of period $ 592.6 $ 1.3 $ 46.0 $ (25.9 ) $ 614.0 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2015 | |
Class of Stock [Line Items] | ||||||
Authorized amount from Board of Directors for share repurchase | $ 250,000,000 | |||||
Number of shares repurchased (in shares) | 1,942,200 | 0 | 1,942,200 | 2,070,600 | ||
Cost of shares repurchased | $ 52,400,000 | $ 0 | $ 52,400,000 | $ 34,700,000 | ||
Shares repurchased settled in subsequent month | $ 10,500,000 | |||||
Remaining authorization under the program | $ 163,000,000 | $ 163,000,000 | $ 163,000,000 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies (Details 1) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2017 | Jan. 01, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Retained earnings adjustment related to cumulative effect of new standard | $ 0.6 | ||
Excess tax deficiency related to vested awards, effect on the provision for income taxes | $ 2.7 | $ 2.4 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies (Details 2) | 6 Months Ended |
Jun. 30, 2017customer | |
Concentration Risk [Line Items] | |
Concentration risk, number of customers | 1 |
Concentration risk, percentage | 13.00% |
Acquisitions and Divestitures T
Acquisitions and Divestitures Textual (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2017USD ($) | Jun. 30, 2017businesses_acquiredbusinesses_divested | Jun. 30, 2016businesses_acquiredbusinesses_divested | Jun. 30, 2017businesses_acquiredbusinesses_divested | Jun. 30, 2016businesses_acquiredbusinesses_divested | |
Business Acquisition [Line Items] | |||||
Divestiture activity | businesses_divested | 0 | 0 | 0 | 0 | |
Acquisition activity | businesses_acquired | 1 | 0 | 1 | 0 | |
Subsequent Event [Member] | Construction Products Group | |||||
Business Acquisition [Line Items] | |||||
Business combination, consideration transferred | $ | $ 42 |
Fair Value Accounting (Details)
Fair Value Accounting (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Fuel derivative instruments | ||
Assets: | ||
Derivative asset | $ 0.3 | |
Fair value measurements, recurring | ||
Assets: | ||
Cash equivalents | $ 103.7 | 188.7 |
Restricted cash | 194.8 | 178.2 |
Total assets | 302.5 | 370.3 |
Liabilities: | ||
Total liabilities | 0.7 | 0.9 |
Fair value measurements, recurring | Accrued liabilities | Partially-owned subsidiaries | Interest rate hedge | ||
Liabilities: | ||
Derivative liabilities | 0.7 | 0.9 |
Fair value measurements, recurring | Other assets | ||
Assets: | ||
Equity instruments | 1.9 | 3.1 |
Fair value measurements, recurring | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative asset | 2.1 | |
Fair value measurements, recurring | Other assets | Fuel derivative instruments | ||
Assets: | ||
Derivative asset | 0.3 | |
Fair value measurements, recurring | Level 1 | ||
Assets: | ||
Cash equivalents | 103.7 | 188.7 |
Restricted cash | 194.8 | 178.2 |
Total assets | 298.5 | 366.9 |
Liabilities: | ||
Total liabilities | 0 | 0 |
Fair value measurements, recurring | Level 1 | Accrued liabilities | Partially-owned subsidiaries | Interest rate hedge | ||
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Fair value measurements, recurring | Level 1 | Other assets | ||
Assets: | ||
Equity instruments | 0 | 0 |
Fair value measurements, recurring | Level 1 | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative asset | 0 | |
Fair value measurements, recurring | Level 1 | Other assets | Fuel derivative instruments | ||
Assets: | ||
Derivative asset | 0 | |
Fair value measurements, recurring | Level 2 | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 4 | 3.4 |
Liabilities: | ||
Total liabilities | 0.7 | 0.9 |
Fair value measurements, recurring | Level 2 | Accrued liabilities | Partially-owned subsidiaries | Interest rate hedge | ||
Liabilities: | ||
Derivative liabilities | 0.7 | 0.9 |
Fair value measurements, recurring | Level 2 | Other assets | ||
Assets: | ||
Equity instruments | 1.9 | 3.1 |
Fair value measurements, recurring | Level 2 | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative asset | 2.1 | |
Fair value measurements, recurring | Level 2 | Other assets | Fuel derivative instruments | ||
Assets: | ||
Derivative asset | 0.3 | |
Fair value measurements, recurring | Level 3 | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Total liabilities | 0 | 0 |
Fair value measurements, recurring | Level 3 | Accrued liabilities | Partially-owned subsidiaries | Interest rate hedge | ||
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Fair value measurements, recurring | Level 3 | Other assets | ||
Assets: | ||
Equity instruments | 0 | 0 |
Fair value measurements, recurring | Level 3 | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative asset | $ 0 | |
Fair value measurements, recurring | Level 3 | Other assets | Fuel derivative instruments | ||
Assets: | ||
Derivative asset | $ 0 |
Fair Value Accounting (Details
Fair Value Accounting (Details 2) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | |
Carrying amounts and estimated fair values of long-term debt | |||
Convertible subordinated notes | $ 880.2 | $ 881.5 | |
Less: unamortized discount | (17.9) | [1] | (27.1) |
Less: unamortized debt issuance costs | (3.3) | (3.8) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 859 | [1] | 850.6 |
Non-recourse debt | 2,438.2 | 2,232.4 | |
Less: unamortized debt issuance costs | (27.2) | (26.4) | |
Non-recourse debt, net of unamortized debt issuance costs | 2,411 | 2,206 | |
Total debt | 3,270 | [1] | 3,056.6 |
Carrying Value | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 862.4 | 854.4 | |
Less: unamortized debt issuance costs | (3.4) | (3.8) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 859 | 850.6 | |
Non-recourse debt | 2,438.2 | 2,232.4 | |
Less: unamortized debt issuance costs | (27.2) | (26.4) | |
Non-recourse debt, net of unamortized debt issuance costs | 2,411 | 2,206 | |
Total debt | 3,270 | 3,056.6 | |
Carrying Value | 2006 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 170.5 | 194.2 | |
Carrying Value | 2009 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 169.4 | 172.5 | |
Carrying Value | 2010 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 273.5 | 280.6 | |
Carrying Value | 2017 promissory notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 301.1 | 0 | |
Carrying Value | TRL 2012 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 413.8 | 425.5 | |
Carrying Value | TRIP Master Funding secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 942.3 | 955.5 | |
Carrying Value | Senior notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 399.7 | 399.6 | |
Carrying Value | Convertible subordinated notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 431.8 | 422.7 | |
Convertible subordinated notes | 449.4 | 449.4 | |
Less: unamortized discount | (17.6) | (26.7) | |
Carrying Value | Capital lease obligations | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 30.3 | 32.1 | |
Carrying Value | Other | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 0.6 | 0 | |
Carrying Value | Line of credit | TILC warehouse facility | Revolving credit facility | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 167.6 | 204.1 | |
Estimated Fair Value | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 1,001.2 | 993.9 | |
Non-recourse debt | 2,395 | 2,236 | |
Total debt | 3,396.2 | 3,229.9 | |
Estimated Fair Value | 2006 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 173.9 | 201.5 | |
Estimated Fair Value | 2009 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 180 | 189.9 | |
Estimated Fair Value | 2010 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 267.5 | 284.3 | |
Estimated Fair Value | 2017 promissory notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 301.1 | 0 | |
Estimated Fair Value | TRL 2012 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 378.5 | 395.6 | |
Estimated Fair Value | TRIP Master Funding secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 926.4 | 960.6 | |
Estimated Fair Value | Senior notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 404.9 | 386.3 | |
Estimated Fair Value | Convertible subordinated notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Convertible subordinated notes | 565.4 | 575.5 | |
Estimated Fair Value | Capital lease obligations | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 30.3 | 32.1 | |
Estimated Fair Value | Other | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 0.6 | 0 | |
Estimated Fair Value | Line of credit | TILC warehouse facility | Revolving credit facility | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | $ 167.6 | $ 204.1 | |
[1] | (unaudited) |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 905.5 | $ 1,184.9 | $ 1,782.8 | $ 2,372.8 |
Operating Profit (Loss) | 135.2 | 191.6 | 251.8 | 395 |
Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 178.5 | 329.3 | 422.4 | 697.8 |
Intersegment | Eliminations – Lease subsidiary | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (115.9) | (252.1) | (296.9) | (535.4) |
Operating Profit (Loss) | (13.6) | (45.9) | (42.5) | (111.4) |
Intersegment | Eliminations – Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (62.6) | (77.2) | (125.5) | (162.4) |
Operating Profit (Loss) | (2.1) | 0.2 | (4.5) | 1.6 |
Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1,084 | 1,514.2 | 2,205.2 | 3,070.6 |
Operating Profit (Loss) | 189.2 | 272 | 372.1 | 564.2 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Operating Profit (Loss) | (38.3) | (34.7) | (73.3) | (59.4) |
Rail Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 335.4 | 427.7 | 621.4 | 970.9 |
Rail Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 130.5 | 265.5 | 322.8 | 569.2 |
Rail Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 465.9 | 693.2 | 944.2 | 1,540.1 |
Operating Profit (Loss) | 37 | 88.8 | 87.7 | 246 |
Construction Products Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 130.7 | 141.7 | 251.6 | 263.3 |
Construction Products Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 0.6 | 4.1 | 2.8 | 7.4 |
Construction Products Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 131.3 | 145.8 | 254.4 | 270.7 |
Operating Profit (Loss) | 22.3 | 21.5 | 37.9 | 37.4 |
Inland Barge Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 33.5 | 118.3 | 96.2 | 229.1 |
Inland Barge Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Inland Barge Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 33.5 | 118.3 | 96.2 | 229.1 |
Operating Profit (Loss) | 0.5 | 14.3 | 6.9 | 26.9 |
Energy Equipment Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 212.2 | 199.1 | 440 | 431.6 |
Energy Equipment Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 26.3 | 41.5 | 53.9 | 82.4 |
Energy Equipment Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 238.5 | 240.6 | 493.9 | 514 |
Operating Profit (Loss) | 24.3 | 34.9 | 54.1 | 72.3 |
Railcar Leasing and Management Services Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 191.9 | 296.1 | 370.5 | 473.9 |
Railcar Leasing and Management Services Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 0.2 | 0.5 | 0.5 | 1.2 |
Railcar Leasing and Management Services Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 192.1 | 296.6 | 371 | 475.1 |
Operating Profit (Loss) | 110.8 | 117.7 | 195.8 | 191.9 |
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1.8 | 2 | 3.1 | 4 |
All Other | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 20.9 | 17.7 | 42.4 | 37.6 |
All Other | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 22.7 | 19.7 | 45.5 | 41.6 |
Operating Profit (Loss) | $ (5.7) | $ (5.2) | $ (10.3) | $ (10.3) |
Segment Information (Details Te
Segment Information (Details Textual) | 6 Months Ended |
Jun. 30, 2017segment | |
Segment Reporting [Abstract] | |
Number of principal business segments of Company | 5 |
Partially-Owned Leasing Subsi53
Partially-Owned Leasing Subsidiaries (Details Textual) - Partially-owned subsidiaries | 6 Months Ended |
Jun. 30, 2017USD ($)board_membersubsidiary | |
Noncontrolling Interest [Line Items] | |
Trinity guarantees of subsidiary-related activities | $ | $ 0 |
Railcar Leasing and Management Services Group | |
Noncontrolling Interest [Line Items] | |
Number of subsidiaries | subsidiary | 2 |
Number of board members | board_member | 7 |
Number of TILC designated board members | board_member | 2 |
Carrying value of investment in partially-owned subsidiaries | $ | $ 217,300,000 |
Weighted average ownership | 39.00% |
Weighted average ownership interest by institutional investors | 61.00% |
Railcar Leasing and Managemen54
Railcar Leasing and Management Services Group (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | |
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | $ 988.3 | $ 798.1 | |
Property, plant, and equipment, net | 6,073.2 | [1] | 5,966.8 |
Restricted cash | 194.8 | [1] | 178.2 |
Debt: | |||
Recourse | 880.2 | 881.5 | |
Less: unamortized discount | (17.9) | [1] | (27.1) |
Less: unamortized debt issuance costs | (3.3) | (3.8) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 859 | [1] | 850.6 |
Non-recourse | 2,438.2 | 2,232.4 | |
Less: unamortized debt issuance costs | (27.2) | (26.4) | |
Non-recourse debt, net of unamortized debt issuance costs | 2,411 | 2,206 | |
Total debt | 3,270 | [1] | 3,056.6 |
Net deferred tax liabilities | 1,194.6 | 1,057 | |
Wholly-owned subsidiaries | |||
Debt: | |||
Non-recourse debt, net of unamortized debt issuance costs | 1,069 | [1] | 840 |
Partially-owned subsidiaries | |||
Consolidating Financial Information | |||
Restricted cash | 77 | [1] | 78.4 |
Debt: | |||
Non-recourse debt, net of unamortized debt issuance costs | 1,342 | [1] | 1,366 |
Manufacturing/ Corporate | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | 953.1 | 961.7 | |
Leasing Group | |||
Debt: | |||
Non-recourse debt, net of unamortized debt issuance costs | 2,411 | 2,206 | |
Leasing Group | Wholly-owned subsidiaries | |||
Debt: | |||
Non-recourse | 1,082.1 | 851.4 | |
Less: unamortized debt issuance costs | (13.1) | (11.4) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,069 | 840 | |
Leasing Group | Partially-owned subsidiaries | |||
Debt: | |||
Non-recourse | 1,356.1 | 1,381 | |
Less: unamortized debt issuance costs | (14.1) | (15) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,342 | 1,366 | |
Operating Segments | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | 6,880.3 | 6,764.9 | |
Operating Segments | Manufacturing/ Corporate | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | 953.1 | 961.7 | |
Operating Segments | Leasing Group | Wholly-owned subsidiaries | |||
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | 8 | 7.2 | |
Property, plant, and equipment, net | 4,077.1 | 3,923.6 | |
Restricted cash | 117.7 | 99.7 | |
Debt: | |||
Recourse | 30.2 | 32.1 | |
Less: unamortized discount | 0 | 0 | |
Less: unamortized debt issuance costs | 0 | (0.1) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 30.2 | 32 | |
Non-recourse | 1,082.1 | 851.4 | |
Less: unamortized debt issuance costs | (13.1) | (11.4) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,069 | 840 | |
Total debt | 1,099.2 | 872 | |
Net deferred tax liabilities | 1,035.5 | 956.6 | |
Operating Segments | Leasing Group | Partially-owned subsidiaries | |||
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | 0 | 0 | |
Property, plant, and equipment, net | 1,850.1 | 1,879.6 | |
Restricted cash | 77 | 78.4 | |
Debt: | |||
Recourse | 0 | 0 | |
Less: unamortized discount | 0 | 0 | |
Less: unamortized debt issuance costs | 0 | 0 | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 0 | 0 | |
Non-recourse | 1,356.1 | 1,381 | |
Less: unamortized debt issuance costs | (14.1) | (15) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,342 | 1,366 | |
Total debt | 1,342 | 1,366 | |
Net deferred tax liabilities | 2 | 2 | |
Operating Segments | Manufacturing/ Corporate | Manufacturing/ Corporate | |||
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | 980.3 | 790.9 | |
Restricted cash | 0.1 | 0.1 | |
Debt: | |||
Recourse | 850 | 849.4 | |
Less: unamortized discount | (17.9) | (27.1) | |
Less: unamortized debt issuance costs | (3.3) | (3.7) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 828.8 | 818.6 | |
Non-recourse | 0 | 0 | |
Less: unamortized debt issuance costs | 0 | 0 | |
Non-recourse debt, net of unamortized debt issuance costs | 0 | 0 | |
Total debt | 828.8 | 818.6 | |
Net deferred tax liabilities | 157.1 | 98.4 | |
Net deferred profit on railcars sold to the Leasing Group | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | $ (807.1) | $ (798.1) | |
[1] | (unaudited) |
Railcar Leasing and Managemen55
Railcar Leasing and Management Services Group (Details 1) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues: | ||||
Total revenues | $ 905.5 | $ 1,184.9 | $ 1,782.8 | $ 2,372.8 |
Operating profit: | ||||
Total operating profit | 135.2 | 191.6 | 251.8 | 395 |
Select expense information: | ||||
Depreciation | 146.5 | 139.9 | ||
Interest | 45.7 | 45.6 | 90.7 | 91.4 |
Operating Segments | ||||
Revenues: | ||||
Total revenues | 1,084 | 1,514.2 | 2,205.2 | 3,070.6 |
Operating profit: | ||||
Total operating profit | 189.2 | 272 | 372.1 | 564.2 |
Railcar Leasing and Management Services Group | ||||
Revenues: | ||||
Total revenues | 191.9 | 296.1 | 370.5 | 473.9 |
Railcar Leasing and Management Services Group | Operating Segments | ||||
Revenues: | ||||
Total revenues | $ 192.1 | 296.6 | $ 371 | 475.1 |
Percent Change, Revenues | (35.20%) | (21.90%) | ||
Operating profit: | ||||
Total operating profit | $ 110.8 | $ 117.7 | $ 195.8 | $ 191.9 |
Percent Change, Operating Profit | (5.90%) | 2.00% | ||
Operating profit margin: | ||||
Total operating profit margin | 57.70% | 39.70% | 52.80% | 40.40% |
Select expense information: | ||||
Depreciation | $ 43.1 | $ 38.7 | $ 85.2 | $ 76.1 |
Percent Change, Depreciation | 11.40% | 12.00% | ||
Maintenance Costs | $ 23.9 | 31.8 | $ 44.4 | 63.4 |
Percent Change, Maintenance | (24.80%) | (30.00%) | ||
Rent | $ 9.9 | 9.9 | $ 20 | 19.4 |
Percent Change, Rent | 0.00% | 3.10% | ||
Interest | $ 31.3 | 31.4 | $ 61.9 | 63.2 |
Percent Change, Interest | (0.30%) | (2.10%) | ||
Railcar Leasing and Management Services Group | Operating Segments | Leasing and management | ||||
Revenues: | ||||
Total revenues | $ 185 | 178.5 | $ 363.9 | 349 |
Percent Change, Revenues | 3.60% | 4.30% | ||
Operating profit: | ||||
Total operating profit | $ 85.6 | $ 74.5 | $ 170.6 | $ 144.3 |
Percent Change, Operating Profit | 14.90% | 18.20% | ||
Operating profit margin: | ||||
Total operating profit margin | 46.30% | 41.70% | 46.90% | 41.30% |
Railcar Leasing and Management Services Group | Operating Segments | Railcars owned one year or less at the time of sale | ||||
Revenues: | ||||
Total revenues | $ 7.1 | $ 118.1 | $ 7.1 | $ 126.1 |
Operating profit: | ||||
Total operating profit | 1.5 | 31.8 | 1.5 | 34.1 |
Railcar Leasing and Management Services Group | Operating Segments | Railcars owned more than one year at the time of sale | ||||
Operating profit: | ||||
Total operating profit | $ 23.7 | $ 11.4 | $ 23.7 | $ 13.5 |
Railcar Leasing and Managemen56
Railcar Leasing and Management Services Group (Details 2) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Property Subject to or Available for Operating Lease [Line Items] | ||
Proceeds from sale leased railcars | $ 99.5 | $ 171.9 |
Railcar Leasing and Management Services Group | Railcars owned one year or less at the time of sale | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Proceeds from sale leased railcars | 7.1 | 126.1 |
Railcar Leasing and Management Services Group | Railcars owned more than one year at the time of sale | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Proceeds from sale leased railcars | 92.4 | 37.7 |
Rail Group | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Proceeds from sale leased railcars | $ 0 | $ 8.1 |
Railcar Leasing and Managemen57
Railcar Leasing and Management Services Group (Details 3) - Railcar Leasing and Management Services Group - Railroad Transportation Equipment $ in Millions | Jun. 30, 2017USD ($) |
Future contractual minimum rental revenue | |
Remaining six months of 2017 | $ 271.9 |
2,018 | 478.2 |
2,019 | 392.6 |
2,020 | 313 |
2,021 | 215.3 |
Thereafter | 478.2 |
Total | $ 2,149.2 |
Railcar Leasing and Managemen58
Railcar Leasing and Management Services Group (Details 4) - Railcar Leasing and Management Services Group $ in Millions | Jun. 30, 2017USD ($) |
Railroad transportation equipment leased from independent owner trusts | |
Future operating lease obligations | |
Remaining six months of 2017 | $ 14.6 |
2,018 | 29.2 |
2,019 | 28.8 |
2,020 | 26.1 |
2,021 | 26.1 |
Thereafter | 117.9 |
Total | 242.7 |
Future contractual minimum rental revenues | |
Remaining six months of 2017 | 21.6 |
2,018 | 34.2 |
2,019 | 23.5 |
2,020 | 14.3 |
2,021 | 9.5 |
Thereafter | 13.7 |
Total | 116.8 |
Operating leases other than leases with the Trusts | |
Future operating lease obligations | |
Remaining six months of 2017 | 5.9 |
2,018 | 12 |
2,019 | 9.5 |
2,020 | 7.7 |
2,021 | 7.6 |
Thereafter | 13.5 |
Total | 56.2 |
Future contractual minimum rental revenues | |
Remaining six months of 2017 | 6.7 |
2,018 | 9.2 |
2,019 | 6.8 |
2,020 | 4.5 |
2,021 | 3.3 |
Thereafter | 4.1 |
Total | $ 34.6 |
Railcar Leasing and Managemen59
Railcar Leasing and Management Services Group (Details Textual) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2017 | Dec. 31, 2016 | ||
Segment Reporting Information [Line Items] | |||
Assets | $ 9,452.1 | [1] | $ 9,125.3 |
Property, plant, and equipment, net | 6,073.2 | [1] | $ 5,966.8 |
Railcar Leasing and Management Services Group | Property lease guarantee | |||
Segment Reporting Information [Line Items] | |||
Operating lease obligations guaranteed | 7.4 | ||
Railcar Leasing and Management Services Group | Wholly-owned subsidiaries | |||
Segment Reporting Information [Line Items] | |||
Net book value of unpledged equipment | 2,281.5 | ||
Railcar Leasing and Management Services Group | Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 145.6 | ||
Cash | 54.1 | ||
Railcar Leasing and Management Services Group | Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | Railroad Transportation Equipment | |||
Segment Reporting Information [Line Items] | |||
Property, plant, and equipment, net | $ 63.7 | ||
Railcar Leasing and Management Services Group | Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | Railroad transportation equipment leased from independent owner trusts | |||
Segment Reporting Information [Line Items] | |||
Period of railcars leased from the Trusts under operating leases (in years) | 22 years | ||
Railcar Leasing and Management Services Group | Capital lease obligations | Wholly-owned subsidiaries | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | $ 41.4 | ||
Railcar Leasing and Management Services Group | Non-recourse debt | Wholly-owned subsidiaries | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | 1,729.8 | ||
Railcar Leasing and Management Services Group | Non-recourse debt | TRIP Holdings | TRIP Master Funding secured railcar equipment notes | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | 1,290.1 | ||
Railcar Leasing and Management Services Group | Non-recourse debt | TRL 2012 | TRL 2012 secured railcar equipment notes | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | $ 560 | ||
Railcar Leasing and Management Services Group | Minimum | |||
Segment Reporting Information [Line Items] | |||
Term of leases with third parties (in years) | 1 year | ||
Railcar Leasing and Management Services Group | Maximum | |||
Segment Reporting Information [Line Items] | |||
Term of leases with third parties (in years) | 20 years | ||
[1] | (unaudited) |
Derivative Instruments (Details
Derivative Instruments (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2006 | |
Derivative [Line Items] | ||||
Total stockholders' equity | $ 4,315.5 | [1] | $ 4,311.1 | |
AOCL – loss/ (income) | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 0.4 | $ (0.1) | ||
Designated as hedging instrument | Interest rate swap, Expired, 2006 secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Notional Amount | $ 200 | $ 200 | ||
Weighted average fixed interest rate | 4.87% | |||
Derivative liabilities | $ 0 | |||
Designated as hedging instrument | Interest rate swap, Expired, 2006 secured railcar equipment notes | AOCL – loss/ (income) | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | (0.5) | |||
Designated as hedging instrument | Interest rate swap, Expired, 2006 secured railcar equipment notes | Noncontrolling Interest | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 0 | |||
Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative [Line Items] | ||||
Notional Amount | $ 788.5 | |||
Weighted average fixed interest rate | 3.60% | |||
Derivative liabilities | $ 0 | |||
Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | AOCL – loss/ (income) | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 4.9 | |||
Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | Noncontrolling Interest | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 6.6 | |||
Designated as hedging instrument | Interest rate swap, Open, TRIP Master Funding secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Notional Amount | $ 35.4 | |||
Weighted average fixed interest rate | 2.62% | |||
Derivative liabilities | $ (0.7) | |||
Designated as hedging instrument | Interest rate swap, Open, TRIP Master Funding secured railcar equipment notes | AOCL – loss/ (income) | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 0.3 | |||
Designated as hedging instrument | Interest rate swap, Open, TRIP Master Funding secured railcar equipment notes | Noncontrolling Interest | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 0.4 | |||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | ||||
Derivative [Line Items] | ||||
Notional Amount | $ 180.7 | |||
Libor plus margin for 2017 promissory note | 3.00% | |||
Derivative asset | $ 2.1 | |||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | AOCL – loss/ (income) | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | 0.2 | |||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | Noncontrolling Interest | ||||
Derivative [Line Items] | ||||
Total stockholders' equity | $ 0 | |||
[1] | (unaudited) |
Derivative Instruments (Detai61
Derivative Instruments (Details 1) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Expected effect during next twelve months | $ 3.5 | $ 3.5 | ||
Interest expense | Designated as hedging instrument | Interest rate swap, Expired, 2006 secured railcar equipment notes | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Effect on interest expense | 0 | $ (0.1) | (0.1) | $ (0.2) |
Expected effect during next twelve months | (0.2) | (0.2) | ||
Interest expense | Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Effect on interest expense | 1.1 | 1.2 | 2.3 | 2.4 |
Expected effect during next twelve months | 3.5 | 3.5 | ||
Interest expense | Designated as hedging instrument | Interest rate swap, Open, TRIP Master Funding secured railcar equipment notes | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Loss on derivative, net | 0.1 | $ 0.2 | 0.3 | $ 0.5 |
Expected effect during next twelve months | $ 0.4 | $ 0.4 |
Derivative Instruments (Detai62
Derivative Instruments (Details Textual) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2017 | Dec. 31, 2016 | Jul. 31, 2011 | Dec. 31, 2006 | |
Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative [Line Items] | ||||
Expected effect during next twelve months | $ 3.5 | |||
Fuel derivative instruments | ||||
Derivative [Line Items] | ||||
Derivative asset | $ 0.3 | |||
Designated as hedging instrument | Interest rate swap, Expired, 2006 secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Notional amount | 200 | $ 200 | ||
Changes in fair value of cash flow hedges which is being amortized to income (loss) | 4.5 | |||
Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative [Line Items] | ||||
Notional amount | 788.5 | |||
Designated as hedging instrument | TRIP Master Funding secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Notional amount | $ 94.1 | |||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | ||||
Derivative [Line Items] | ||||
Notional amount | $ 180.7 | |||
Libor plus margin for 2017 promissory note | 3.00% | |||
Derivative asset | $ 2.1 |
Property, Plant, and Equipmen63
Property, Plant, and Equipment (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | |
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | $ 8,213.6 | [1] | $ 7,981 |
Less accumulated depreciation | (2,140.4) | [1] | (2,014.2) |
Property, plant, and equipment, net | 6,073.2 | [1] | 5,966.8 |
Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 1,976.4 | 1,936.1 | |
Less accumulated depreciation | (1,023.3) | (974.4) | |
Property, plant, and equipment, net | 953.1 | 961.7 | |
Partially-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 1,981.7 | [1] | 1,979.8 |
Less accumulated depreciation | (391.4) | [1] | (364.9) |
Land | Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 105.8 | 103.3 | |
Buildings and improvements | Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 654.4 | 642.6 | |
Machinery and other | Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 1,176.1 | 1,151.1 | |
Construction in progress | Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 40.1 | 39.1 | |
Operating Segments | |||
Components of property, plant, and equipment | |||
Property, plant, and equipment, net | 6,880.3 | 6,764.9 | |
Operating Segments | Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant, and equipment, net | 953.1 | 961.7 | |
Operating Segments | Leasing Group | Wholly-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 4,896.1 | 4,683.7 | |
Less accumulated depreciation | (819) | (760.1) | |
Property, plant, and equipment, net | 4,077.1 | 3,923.6 | |
Operating Segments | Leasing Group | Partially-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant, and equipment, net | 1,850.1 | 1,879.6 | |
Operating Segments | Machinery and other | Leasing Group | Wholly-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 10.7 | 10.7 | |
Operating Segments | Equipment on lease | Leasing Group | Wholly-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 4,885.4 | 4,673 | |
Operating Segments | Equipment on lease | Leasing Group | Partially-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 2,311.4 | 2,309.4 | |
Less accumulated depreciation | (461.3) | (429.8) | |
Net deferred profit on railcars sold to the Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | (970.4) | (948.2) | |
Less accumulated depreciation | 163.3 | 150.1 | |
Property, plant, and equipment, net | $ (807.1) | $ (798.1) | |
[1] | (unaudited) |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | [2] | |
Goodwill [Line Items] | ||||
Goodwill | $ 754.7 | [1] | $ 754.1 | |
Rail Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 134.6 | 134.6 | ||
Construction Products Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 111 | 111 | ||
Energy Equipment Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 507.3 | 506.7 | ||
Railcar Leasing and Management Services Group | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 1.8 | $ 1.8 | ||
[1] | (unaudited) | |||
[2] | (as reported) |
Warranties (Details)
Warranties (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Changes in the accruals for warranties | ||||
Beginning balance | $ 14 | $ 18.7 | $ 15.7 | $ 21.5 |
Warranty costs incurred | (2.4) | (2) | (4.1) | (4.8) |
Warranty originations and revisions | 4 | 2.8 | 4.8 | 4.4 |
Warranty expirations | (0.8) | (1.3) | (1.6) | (2.9) |
Ending balance | $ 14.8 | $ 18.2 | $ 14.8 | $ 18.2 |
Debt (Details)
Debt (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Unamortized discount | $ 17.9 | [1] | $ 27.1 |
Less: unamortized debt issuance costs | (3.3) | (3.8) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 859 | [1] | 850.6 |
Non-recourse debt | 2,438.2 | 2,232.4 | |
Less: unamortized debt issuance costs | (27.2) | (26.4) | |
Non-recourse debt | 2,411 | 2,206 | |
Total debt | 3,270 | [1] | 3,056.6 |
Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,069 | [1] | 840 |
Partially-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,342 | [1] | 1,366 |
Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 832.1 | 822.3 | |
Less: unamortized debt issuance costs | (3.3) | (3.7) | |
Long-term debt, net of debt issuance costs | 828.8 | 818.6 | |
Railcar Leasing and Management Services Group | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 2,411 | 2,206 | |
Railcar Leasing and Management Services Group | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,082.1 | 851.4 | |
Less: unamortized debt issuance costs | (13.1) | (11.4) | |
Non-recourse debt | 1,069 | 840 | |
Railcar Leasing and Management Services Group | Partially-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,356.1 | 1,381 | |
Less: unamortized debt issuance costs | (14.1) | (15) | |
Non-recourse debt | 1,342 | 1,366 | |
Line of credit | Revolving credit facility | Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 0 | 0 | |
Line of credit | Revolving credit facility | Railcar Leasing and Management Services Group | TILC warehouse facility | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 167.6 | 204.1 | |
Senior notes, net of unamortized discount of $0.3 and $0.4 | Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 399.7 | 399.6 | |
Unamortized discount | 0.3 | 0.4 | |
Convertible subordinated notes, net of unamortized discount | Corporate | |||
Debt Instrument [Line Items] | |||
Unamortized discount | 17.6 | 26.7 | |
Convertible subordinated notes, net of unamortized discount | Corporate | 3 7/8% Convertible Subordinated Notes Due 2036 [Member] | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 431.8 | 422.7 | |
Other | Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 0.6 | 0 | |
Capital lease obligations, net of unamortized debt issuances costs of $0.1 and $0.1 | Railcar Leasing and Management Services Group | |||
Debt Instrument [Line Items] | |||
Less: unamortized debt issuance costs | (0.1) | (0.1) | |
Capital lease obligations, net of unamortized debt issuances costs of $0.1 and $0.1 | 30.2 | 32 | |
Non-recourse debt | Railcar Leasing and Management Services Group | 2006 secured railcar equipment notes | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 170.5 | 194.2 | |
Non-recourse debt | Railcar Leasing and Management Services Group | 2009 secured railcar equipment notes | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 169.4 | 172.5 | |
Non-recourse debt | Railcar Leasing and Management Services Group | 2010 secured railcar equipment notes | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 273.5 | 280.6 | |
Non-recourse debt | Railcar Leasing and Management Services Group | TRL 2012 secured railcar equipment notes | Partially-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 413.8 | 425.5 | |
Non-recourse debt | Railcar Leasing and Management Services Group | TRIP Master Funding secured railcar equipment notes | Partially-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 942.3 | 955.5 | |
Promissory note | Railcar Leasing and Management Services Group | 2017 promissory notes | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | $ 301.1 | $ 0 | |
[1] | (unaudited) |
Debt (Details 1)
Debt (Details 1) - 3 7/8% Convertible Subordinated Notes Due 2036 [Member] - Convertible subordinated notes - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Coupon rate interest | $ 4.3 | $ 4.3 | $ 8.7 | $ 8.7 |
Amortized debt discount | 4.6 | 4.2 | 9.1 | 8.4 |
Total interest expense recognized on the Convertible Subordinated Notes | $ 8.9 | $ 8.5 | $ 17.8 | $ 17.1 |
Debt (Details 2)
Debt (Details 2) $ in Millions | Jun. 30, 2017USD ($) |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | $ 61.6 |
2,018 | 156.5 |
2,019 | 290.7 |
2,020 | 134 |
2,021 | 147.6 |
Thereafter | 2,528.1 |
Corporate | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 0.1 |
2,018 | 0.1 |
2,019 | 0.1 |
2,020 | 0.2 |
2,021 | 0.1 |
Thereafter | 849.4 |
Railcar Leasing and Management Services Group | Capital lease obligations | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 2 |
2,018 | 28.3 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Railcar Leasing and Management Services Group | Secured debt | 2006 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 12.1 |
2,018 | 25.3 |
2,019 | 28 |
2,020 | 29.8 |
2,021 | 29.2 |
Thereafter | 46.1 |
Railcar Leasing and Management Services Group | Secured debt | 2009 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 3.2 |
2,018 | 6.4 |
2,019 | 11.2 |
2,020 | 6.6 |
2,021 | 13.4 |
Thereafter | 128.6 |
Railcar Leasing and Management Services Group | Secured debt | 2010 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 6.6 |
2,018 | 10 |
2,019 | 7.6 |
2,020 | 14.2 |
2,021 | 20.1 |
Thereafter | 215 |
Railcar Leasing and Management Services Group | Secured debt | TRL 2012 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 11 |
2,018 | 22.9 |
2,019 | 21.9 |
2,020 | 19.3 |
2,021 | 19.9 |
Thereafter | 318.8 |
Railcar Leasing and Management Services Group | Secured debt | TRIP Master Funding secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 15.6 |
2,018 | 41.5 |
2,019 | 49.5 |
2,020 | 48.8 |
2,021 | 49.8 |
Thereafter | 737.1 |
Railcar Leasing and Management Services Group | Promissory note | 2017 promissory notes | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 7.6 |
2,018 | 15.1 |
2,019 | 15.1 |
2,020 | 15.1 |
2,021 | 15.1 |
Thereafter | 233.1 |
Railcar Leasing and Management Services Group | Line of credit | Revolving credit facility | TILC warehouse facility | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 3.4 |
2,018 | 6.9 |
2,019 | 1.7 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Railcar Leasing and Management Services Group | Line of credit | Revolving credit facility | Facility termination payments - TILC warehouse facility | |
Remaining principal payments under existing debt agreements | |
Remaining six months of 2017 | 0 |
2,018 | 0 |
2,019 | 155.6 |
2,020 | 0 |
2,021 | 0 |
Thereafter | $ 0 |
Debt (Details Textual)
Debt (Details Textual) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2017USD ($)day$ / shares | Dec. 31, 2016USD ($) | May 15, 2017USD ($) | |
Debt Instrument [Line Items] | |||
Non-recourse debt | $ 2,438,200,000 | $ 2,232,400,000 | |
Corporate | Convertible subordinated notes | 3 7/8% Convertible Subordinated Notes Due 2036 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||
Capital in excess of par value related to the Convertible Subordinated Notes' conversion options | $ 92,500,000 | 92,500,000 | |
Effective annual interest rate yield | 8.42% | ||
Percentage of conversion price at which Convertible Subordinated Notes are convertible (greater than or equal to) | 130.00% | ||
Convertible debt, trading days threshold | day | 20 | ||
Convertible debt, consecutive trading days threshold | 30 days | ||
Conversion price of convertible subordinated notes (in dollars per share) | $ / shares | $ 24.43 | ||
Corporate | Revolving credit facility | Line of credit | |||
Debt Instrument [Line Items] | |||
Revolving credit facility | $ 600,000,000 | ||
Remaining borrowing capacity on revolving credit facility | 507,400,000 | ||
Borrowing under revolving credit facility exclusive of letters of credit | 0 | ||
Corporate | Letter of credit | Line of credit | |||
Debt Instrument [Line Items] | |||
Used revolving credit facility for letters of credit | 92,600,000 | ||
Letters of credit expiring in current year | 3,800,000 | ||
Railcar Leasing and Management Services Group | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,082,100,000 | 851,400,000 | |
Railcar Leasing and Management Services Group | Promissory note | 2017 promissory notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 302,400,000 | ||
Railcar Leasing and Management Services Group | Promissory note | 2017 promissory notes | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 301,100,000 | 0 | |
Railcar Leasing and Management Services Group | Revolving credit facility | Line of credit | TILC warehouse facility | TILC [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility | $ 1,000,000,000 | ||
Effective annual interest rate yield | 2.95% | ||
TILC warehouse loan, amount outstanding | $ 167,600,000 | ||
Railcar Leasing and Management Services Group | Revolving credit facility | Line of credit | TILC warehouse facility | Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
TILC warehouse loan, unused portion | 832,400,000 | ||
Non-recourse debt | $ 167,600,000 | $ 204,100,000 | |
Interest rate cap, Open, 2017 promissory note | Designated as hedging instrument | |||
Debt Instrument [Line Items] | |||
Libor plus margin for 2017 promissory note | 2.91% |
Other, Net (Details)
Other, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Other, net (income) expense | ||||
Foreign currency exchange transactions | $ (0.3) | $ (2.6) | $ 1.3 | $ (2.9) |
Other | 0.8 | (2.3) | 0 | (2.7) |
Other, net | $ 0.5 | $ (4.9) | $ 1.3 | $ (5.6) |
Other, Net Details Textual (Det
Other, Net Details Textual (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Other Income and Expenses [Abstract] | ||||
Change in fair value of certain equity investments | $ (1.5) | $ 2.1 | $ (1.1) | $ 2.1 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Reconciliation between the statutory United States Federal income tax rate and the Company's effective income tax rate | ||||
Statutory rate | 35.00% | 35.00% | 35.00% | 35.00% |
State taxes | 1.50% | 1.20% | 1.50% | 1.10% |
Noncontrolling interest in partially-owned subsidiaries | (0.70%) | (1.00%) | (0.60%) | (1.10%) |
Settlements with tax authorities | (0.00%) | (0.00%) | (3.50%) | (0.00%) |
Equity compensation | 3.00% | 0.00% | 1.50% | 0.00% |
Other, net | 2.10% | (0.10%) | 1.60% | 0.50% |
Effective rate | 40.90% | 35.10% | 35.50% | 35.50% |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Change in unrecognized tax benefits | ||
Beginning balance | $ 28.2 | $ 65.2 |
Additions for tax positions related to the current year | 0 | 3 |
Additions for tax positions of prior years | 0.1 | 1 |
Reductions for tax positions of prior years | 0 | (0.1) |
Settlements | (23.3) | 0 |
Ending balance | $ 5 | $ 69.1 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Income Tax Examination [Line Items] | |||||
Tax benefit from 2006-2009 IRS audit examination closure | $ 5.8 | ||||
Additions for tax positions related to the current year | 0 | $ 3 | |||
Additions for tax positions of prior years | 0.1 | 1 | |||
Reductions for tax positions of prior years | 0 | (0.1) | |||
Unrecognized tax benefits including interest and penalties that would affect the Company's effective tax rate if recognized | $ 5.3 | $ 15.2 | 5.3 | 15.2 | |
Total accrued interest and penalties related to uncertain tax positions | 3.6 | 3.6 | $ 8.9 | ||
Increase (decrease) in income tax expense related to interest and penalties on unrecognized tax benefits | 0.1 | $ 0.4 | 5.3 | 0.9 | |
Federal and state tax authorities | |||||
Income Tax Examination [Line Items] | |||||
Additions for tax positions related to the current year | 3 | ||||
State tax authorities | |||||
Income Tax Examination [Line Items] | |||||
Reductions for tax positions of prior years | $ (0.1) | ||||
Settlement with taxing authority and lapse in statute of limitations | |||||
Income Tax Examination [Line Items] | |||||
Reasonably possible decrease in unrecognized federal and state tax benefits within twelve months | $ 1.3 | $ 1.3 |
Employee Retirement Plans (Deta
Employee Retirement Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Components of Net Retirement Cost | ||||
Service cost | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.2 |
Interest | 4.9 | 5.2 | 9.8 | 10.4 |
Expected return on plan assets | (6.8) | (6.8) | (13.6) | (13.6) |
Amortization of actuarial loss | 1.2 | 1.3 | 2.4 | 2.6 |
Defined benefit expense | (0.6) | (0.2) | (1.2) | (0.4) |
Profit sharing | 3.8 | 3.9 | 7.8 | 8.5 |
Multiemployer plan | 0.4 | 0.6 | 1 | 1.2 |
Net expense | $ 3.6 | $ 4.3 | $ 7.6 | $ 9.3 |
Employee Retirement Plans (De76
Employee Retirement Plans (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | ||||
Actual employer contributions to defined benefit plans | $ 0.9 | $ 2.4 | $ 0.9 | $ 3.1 |
Expected full year contributions by the employer to defined benefit plans | 2.5 | |||
Contributions to multiemployer plan | $ 0.3 | $ 0.6 | 0.9 | $ 1.1 |
Expected full year contributions by the employer to the multiemployer plan | $ 2.1 |
Accumulated Other Comprehensi77
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Amounts reclassified from accumulated other comprehensive loss, tax benefit | $ (1.2) | ||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | 4,311.1 | ||||
Other comprehensive income (loss), net of tax, before reclassifications | 0.6 | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.3, $0.9, and $1.2 | 3.7 | ||||
Less: noncontrolling interest | $ (2.2) | $ (2) | (4.3) | $ (4.9) | |
Other comprehensive income | 2.8 | ||||
Ending balance | [1] | 4,315.5 | 4,315.5 | ||
Currency translation adjustments | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Amounts reclassified from accumulated other comprehensive loss, tax benefit | 0 | ||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | (23.7) | ||||
Other comprehensive income (loss), net of tax, before reclassifications | 0.8 | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.3, $0.9, and $1.2 | 0 | ||||
Other comprehensive income | 0.8 | ||||
Ending balance | (22.9) | (22.9) | |||
Currency translation adjustments, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Less: noncontrolling interest | 0 | ||||
Unrealized gain/(loss) on derivative financial instruments | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Amounts reclassified from accumulated other comprehensive loss, tax benefit | (0.3) | ||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | (0.1) | ||||
Other comprehensive income (loss), net of tax, before reclassifications | (0.2) | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.3, $0.9, and $1.2 | 2.2 | ||||
Other comprehensive income | 0.5 | ||||
Ending balance | 0.4 | 0.4 | |||
Unrealized loss on derivative financial instruments, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Less: noncontrolling interest | (1.5) | ||||
Net actuarial gains/(losses) of defined benefit plans | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Amounts reclassified from accumulated other comprehensive loss, tax benefit | (0.9) | ||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | (89.7) | ||||
Other comprehensive income (loss), net of tax, before reclassifications | 0 | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.3, $0.9, and $1.2 | 1.5 | ||||
Other comprehensive income | 1.5 | ||||
Ending balance | (88.2) | (88.2) | |||
Net actuarial gains/(losses) of defined benefit plans, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Less: noncontrolling interest | 0 | ||||
Accumulated Other Comprehensive Loss | |||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | (113.5) | ||||
Less: noncontrolling interest | (2.8) | ||||
Ending balance | (110.7) | (110.7) | |||
Accumulated Other Comprehensive Loss, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | 392.6 | ||||
Less: noncontrolling interest | (1.5) | ||||
Ending balance | $ 385.8 | 385.8 | |||
Cost of revenues | |||||
Changes in accumulated other comprehensive loss | |||||
Before-tax reclassification of net actuarial gains/(losses) of defined benefit plans included in cost of revenues | $ 1.9 | ||||
[1] | (unaudited) |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Stock-based compensation | $ 8.6 | $ 12.5 | $ 16.2 | $ 22.8 |
Earnings Per Common Share (Deta
Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net Income (Loss) Attributable to Noncontrolling Interest | $ 2.9 | $ 4.2 | $ 8.6 | $ 9.1 |
Total weighted average restricted shares and antidilutive stock options (in shares) | 6.6 | 7 | 6.5 | 7 |
Computation of basic and diluted net income attributable to Trinity Industries, Inc | ||||
Net income attributable to Trinity Industries, Inc. | $ 51.1 | $ 94.6 | $ 97.1 | $ 191.8 |
Unvested restricted share participation | (1.1) | (2.9) | (2.3) | (5.7) |
Net income attributable to Trinity Industries, Inc. – basic | $ 50 | $ 91.7 | $ 94.8 | $ 186.1 |
Net income attributable to Trinity Industries, Inc. - basic, Average Shares (in shares) | 149.1 | 147.8 | 148.9 | 148.7 |
Net income attributable to Trinity Industries, Inc. - basic, EPS (in dollars per share) | $ 0.34 | $ 0.62 | $ 0.64 | $ 1.25 |
Effect of dilutive securities: | ||||
Nonparticipating unvested restricted shares and stock options, Income (Loss) | $ 0 | $ 0 | $ 0 | $ 0 |
Nonparticipating unvested restricted shares and stock options, average shares | 0.3 | 0 | 0.4 | 0 |
Convertible subordinated notes, Income (Loss) | $ 0 | $ 0 | $ 0 | $ 0 |
Convertible subordinated notes, Average Shares | 1.6 | 0 | 1.7 | 0 |
Net income attributable to Trinity Industries, Inc. – diluted | $ 50 | $ 91.7 | $ 94.8 | $ 186.1 |
Net income attributable to Trinity Industries, Inc. - diluted, Average Shares | 151 | 147.8 | 151 | 148.7 |
Net income attributable to Trinity Industries, Inc. - diluted, EPS (in dollars per share) | $ 0.33 | $ 0.62 | $ 0.63 | $ 1.25 |
Contingencies (Details Textual)
Contingencies (Details Textual) | Jun. 23, 2015USD ($) | Jun. 09, 2015USD ($) | Jun. 30, 2017USD ($)state | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)statelawsuitcounty | Jun. 30, 2016USD ($) | Jun. 16, 2016briefs | Mar. 28, 2016briefs | Mar. 11, 2015guard_rail | Oct. 20, 2014crash_test |
Loss Contingencies [Line Items] | ||||||||||
Revenues | $ 905,500,000 | $ 1,184,900,000 | $ 1,782,800,000 | $ 2,372,800,000 | ||||||
Accrued liabilities | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Total accruals | 26,000,000 | 26,000,000 | ||||||||
Construction Products Group | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Revenues | 130,700,000 | 141,700,000 | 251,600,000 | 263,300,000 | ||||||
Highway Products Litigation | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Number of additional crash tests requested | crash_test | 8 | |||||||||
Number of additional crash tests passed, first installation height | crash_test | 4 | |||||||||
Number of additional crash tests passed, second installation height | crash_test | 4 | |||||||||
Number of additional crash tests requested passed | crash_test | 8 | |||||||||
Number of ET Plus devices field measured by FHWA engineers (more than) | guard_rail | 1,000 | |||||||||
Highway Products Litigation | ET Plus | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Revenues | $ 900,000 | $ 1,100,000 | $ 2,300,000 | $ 1,900,000 | ||||||
Number of states that have removed product from qualified products list | state | 29 | 29 | ||||||||
Highway Products Litigation | False Claims Act, USA | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Damages awarded by jury verdict | $ 175,000,000 | |||||||||
Total amount of judgment entered by the District Court | 682,400,000 | |||||||||
Damages awarded by jury verdict, automatically trebled under the Act | 525,000,000 | |||||||||
Civil penalties included in judgment entered by the District Court | 138,400,000 | |||||||||
Costs and attorney's fees included in judgment entered by the District Court | $ 19,000,000 | |||||||||
Amount of supersedeas bond posted | $ 686,000,000 | |||||||||
Initial annual premium of supersedeas bond | $ 3,700,000 | |||||||||
Number of amicus curiae briefs filed seeking judgment reversal | briefs | 6 | |||||||||
Number of amicus curiae briefs filed in opposition of Company's appeal | briefs | 6 | |||||||||
Total accruals | $ 0 | $ 0 | ||||||||
Highway Products Litigation | State, county, and municipal actions | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Total accruals | 0 | $ 0 | ||||||||
Number of additional separate state qui tam actions filed | lawsuit | 9 | |||||||||
Number of class action lawsuits | lawsuit | 3 | |||||||||
Number of other counties claimed as parties to class action suit | county | 101 | |||||||||
Compensatory damages sought | $ 400,000,000 | |||||||||
Punitive damages sought | 100,000,000 | |||||||||
Highway Products Litigation | Class Action, Shareholder | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Total accruals | 0 | 0 | ||||||||
Environmental and workplace matters | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Total accruals | 3,700,000 | 3,700,000 | ||||||||
Minimum | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Range of possible loss | 4,400,000 | 4,400,000 | ||||||||
Maximum | ||||||||||
Loss Contingencies [Line Items] | ||||||||||
Range of possible loss | $ 21,600,000 | $ 21,600,000 |
Financial Statements for Guar81
Financial Statements for Guarantors of the Senior Notes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | $ 905.5 | $ 1,184.9 | $ 1,782.8 | $ 2,372.8 |
Cost of revenues | 681.9 | 897.7 | 1,341.6 | 1,787.6 |
Selling, engineering, and administrative expenses | 112.8 | 106.7 | 215.1 | 203.2 |
Gains/(losses) on dispositions of property | 24.4 | 11.1 | 25.7 | 13 |
Cost of revenues and operating costs | 770.3 | 993.3 | 1,531 | 1,977.8 |
Total operating profit | 135.2 | 191.6 | 251.8 | 395 |
Other (income) expense | 43.9 | 39.4 | 88 | 83.3 |
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Income before income taxes | 91.3 | 152.2 | 163.8 | 311.7 |
Provision (benefit) for income taxes | 37.3 | 53.4 | 58.1 | 110.8 |
Net income | 54 | 98.8 | 105.7 | 200.9 |
Net income attributable to noncontrolling interest | 2.9 | 4.2 | 8.6 | 9.1 |
Net income attributable to Trinity Industries, Inc. | 51.1 | 94.6 | 97.1 | 191.8 |
Other comprehensive income (loss) | 2.2 | 2 | 4.3 | 4.9 |
Comprehensive income | 56.2 | 100.8 | 110 | 205.8 |
Comprehensive income attributable to noncontrolling interest | 3.6 | 4.9 | 10.1 | 10.3 |
Comprehensive income attributable to Trinity Industries, Inc. | 52.6 | 95.9 | 99.9 | 195.5 |
Reportable legal entities | Parent | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cost of revenues | 1.4 | (1.3) | 3.8 | (3.6) |
Selling, engineering, and administrative expenses | 35.9 | 33.2 | 68.7 | 56.8 |
Gains/(losses) on dispositions of property | 0.1 | (0.7) | 0.6 | (0.9) |
Cost of revenues and operating costs | 37.2 | 32.6 | 71.9 | 54.1 |
Total operating profit | (37.2) | (32.6) | (71.9) | (54.1) |
Other (income) expense | 5.1 | (1.2) | 11.4 | (0.1) |
Equity in earnings of subsidiaries, net of taxes | 103.1 | 105.9 | 162.3 | 227.8 |
Income before income taxes | 60.8 | 74.5 | 79 | 173.8 |
Provision (benefit) for income taxes | 9.7 | (20.1) | (18.1) | (18) |
Net income | 51.1 | 94.6 | 97.1 | 191.8 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income attributable to Trinity Industries, Inc. | 51.1 | 94.6 | 97.1 | 191.8 |
Other comprehensive income (loss) | 1.2 | 0.9 | 2.2 | 3 |
Comprehensive income | 52.3 | 95.5 | 99.3 | 194.8 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Trinity Industries, Inc. | 52.3 | 95.5 | 99.3 | 194.8 |
Reportable legal entities | Combined Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 564.7 | 838 | 1,116.2 | 1,714 |
Cost of revenues | 455.6 | 668.9 | 899 | 1,375.3 |
Selling, engineering, and administrative expenses | 33.9 | 35.6 | 64.7 | 69.9 |
Gains/(losses) on dispositions of property | 20.9 | 10.5 | 21 | 10.3 |
Cost of revenues and operating costs | 468.6 | 694 | 942.7 | 1,434.9 |
Total operating profit | 96.1 | 144 | 173.5 | 279.1 |
Other (income) expense | 8.8 | 9.3 | 15.7 | 18.3 |
Equity in earnings of subsidiaries, net of taxes | 26.1 | 16 | 43.2 | 42.6 |
Income before income taxes | 113.4 | 150.7 | 201 | 303.4 |
Provision (benefit) for income taxes | 31.5 | 60.1 | 70.5 | 105 |
Net income | 81.9 | 90.6 | 130.5 | 198.4 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income attributable to Trinity Industries, Inc. | 81.9 | 90.6 | 130.5 | 198.4 |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 |
Comprehensive income | 81.9 | 90.6 | 130.5 | 198.4 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Trinity Industries, Inc. | 81.9 | 90.6 | 130.5 | 198.4 |
Reportable legal entities | Combined Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 473.4 | 539.6 | 937.2 | 1,067.4 |
Cost of revenues | 364.4 | 427.5 | 721 | 834.1 |
Selling, engineering, and administrative expenses | 43 | 37.9 | 81.7 | 76.5 |
Gains/(losses) on dispositions of property | 3.4 | 1.3 | 4.1 | 3.6 |
Cost of revenues and operating costs | 404 | 464.1 | 798.6 | 907 |
Total operating profit | 69.4 | 75.5 | 138.6 | 160.4 |
Other (income) expense | 30 | 31.3 | 60.9 | 65.1 |
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Income before income taxes | 39.4 | 44.2 | 77.7 | 95.3 |
Provision (benefit) for income taxes | 9.8 | 11.7 | 19.5 | 20.4 |
Net income | 29.6 | 32.5 | 58.2 | 74.9 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income attributable to Trinity Industries, Inc. | 29.6 | 32.5 | 58.2 | 74.9 |
Other comprehensive income (loss) | 1 | 1.1 | 2.1 | 1.9 |
Comprehensive income | 30.6 | 33.6 | 60.3 | 76.8 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Trinity Industries, Inc. | 30.6 | 33.6 | 60.3 | 76.8 |
Eliminations | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | (132.6) | (192.7) | (270.6) | (408.6) |
Cost of revenues | (139.5) | (197.4) | (282.2) | (418.2) |
Selling, engineering, and administrative expenses | 0 | 0 | 0 | 0 |
Gains/(losses) on dispositions of property | 0 | 0 | 0 | 0 |
Cost of revenues and operating costs | (139.5) | (197.4) | (282.2) | (418.2) |
Total operating profit | 6.9 | 4.7 | 11.6 | 9.6 |
Other (income) expense | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries, net of taxes | (129.2) | (121.9) | (205.5) | (270.4) |
Income before income taxes | (122.3) | (117.2) | (193.9) | (260.8) |
Provision (benefit) for income taxes | (13.7) | 1.7 | (13.8) | 3.4 |
Net income | (108.6) | (118.9) | (180.1) | (264.2) |
Net income attributable to noncontrolling interest | 2.9 | 4.2 | 8.6 | 9.1 |
Net income attributable to Trinity Industries, Inc. | (111.5) | (123.1) | (188.7) | (273.3) |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 |
Comprehensive income | (108.6) | (118.9) | (180.1) | (264.2) |
Comprehensive income attributable to noncontrolling interest | 3.6 | 4.9 | 10.1 | 10.3 |
Comprehensive income attributable to Trinity Industries, Inc. | $ (112.2) | $ (123.8) | $ (190.2) | $ (274.5) |
Financial Statements for Guar82
Financial Statements for Guarantors of the Senior Notes (Details 2) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Assets: | |||||
Cash and cash equivalents | $ 808.7 | [1] | $ 563.4 | $ 614 | $ 786 |
Short-term marketable securities | 179.6 | [1] | 234.7 | ||
Receivables, net of allowance | 351.4 | [1] | 378.7 | ||
Income tax receivable | 182.7 | [1] | 102.1 | ||
Inventory | 627.3 | [1] | 665.8 | ||
Property, plant, and equipment, net | 6,073.2 | [1] | 5,966.8 | ||
Investments in and advances to subsidiaries | 0 | 0 | |||
Restricted cash | 194.8 | [1] | 178.2 | ||
Goodwill and other assets | 1,034.4 | 1,035.6 | |||
Total assets | 9,452.1 | [1] | 9,125.3 | ||
Liabilities: | |||||
Accounts payable | 167.1 | [1] | 156.1 | ||
Accrued liabilities | 412.4 | [1] | 426.1 | ||
Debt | 3,270 | [1] | 3,056.6 | ||
Deferred income | 22 | [1] | 23.5 | ||
Deferred income taxes | 1,210.7 | [1] | 1,072.9 | ||
Advances from subsidiaries | 0 | 0 | |||
Other liabilities | 54.4 | [1] | 79 | ||
Total stockholders' equity | 4,315.5 | [1] | 4,311.1 | ||
Total liabilities and stockholders' equity | 9,452.1 | [1] | 9,125.3 | ||
Reportable legal entities | Parent | |||||
Assets: | |||||
Cash and cash equivalents | 784 | 537.9 | 592.6 | 768.3 | |
Short-term marketable securities | 179.6 | 234.7 | |||
Receivables, net of allowance | 0.4 | 1.1 | |||
Income tax receivable | 180.5 | 99.9 | |||
Inventory | 0 | 0 | |||
Property, plant, and equipment, net | 49.4 | 48.8 | |||
Investments in and advances to subsidiaries | 5,032.6 | 4,862.4 | |||
Restricted cash | 0 | 0 | |||
Goodwill and other assets | 145.6 | 150.8 | |||
Total assets | 6,372.1 | 5,935.6 | |||
Liabilities: | |||||
Accounts payable | 7.4 | 5.7 | |||
Accrued liabilities | 219.7 | 200 | |||
Debt | 828.2 | 818.7 | |||
Deferred income | 0 | 0 | |||
Deferred income taxes | 117 | 78.6 | |||
Advances from subsidiaries | 833.9 | 458.2 | |||
Other liabilities | 50.4 | 63.3 | |||
Total stockholders' equity | 4,315.5 | 4,311.1 | |||
Total liabilities and stockholders' equity | 6,372.1 | 5,935.6 | |||
Reportable legal entities | Combined Guarantor Subsidiaries | |||||
Assets: | |||||
Cash and cash equivalents | 6.1 | 5.2 | 1.3 | 1.7 | |
Short-term marketable securities | 0 | 0 | |||
Receivables, net of allowance | 176.3 | 219.2 | |||
Income tax receivable | 0 | 0 | |||
Inventory | 405.1 | 444.2 | |||
Property, plant, and equipment, net | 2,212.5 | 2,347.4 | |||
Investments in and advances to subsidiaries | 2,963.7 | 2,565 | |||
Restricted cash | 0.5 | 0 | |||
Goodwill and other assets | 587.1 | 585.1 | |||
Total assets | 6,351.3 | 6,166.1 | |||
Liabilities: | |||||
Accounts payable | 57.2 | 54.8 | |||
Accrued liabilities | 61.9 | 87.7 | |||
Debt | 30.2 | 32 | |||
Deferred income | 20.5 | 21.9 | |||
Deferred income taxes | 1,078.6 | 984.7 | |||
Advances from subsidiaries | 0 | 0 | |||
Other liabilities | 1.9 | 13.5 | |||
Total stockholders' equity | 5,101 | 4,971.5 | |||
Total liabilities and stockholders' equity | 6,351.3 | 6,166.1 | |||
Reportable legal entities | Combined Non-Guarantor Subsidiaries | |||||
Assets: | |||||
Cash and cash equivalents | 47.3 | 51.3 | 46 | 51.1 | |
Short-term marketable securities | 0 | 0 | |||
Receivables, net of allowance | 174.7 | 158.4 | |||
Income tax receivable | 2.2 | 2.2 | |||
Inventory | 232.8 | 231.5 | |||
Property, plant, and equipment, net | 4,333.3 | 4,029.8 | |||
Investments in and advances to subsidiaries | 363.2 | 334.6 | |||
Restricted cash | 165.6 | 147.1 | |||
Goodwill and other assets | 307.4 | 301 | |||
Total assets | 5,626.5 | 5,255.9 | |||
Liabilities: | |||||
Accounts payable | 102.9 | 96.1 | |||
Accrued liabilities | 136.5 | 139.7 | |||
Debt | 2,411.6 | 2,205.9 | |||
Deferred income | 1.5 | 1.6 | |||
Deferred income taxes | 14.8 | 9.3 | |||
Advances from subsidiaries | 0 | 0 | |||
Other liabilities | 2.1 | 2.2 | |||
Total stockholders' equity | 2,957.1 | 2,801.1 | |||
Total liabilities and stockholders' equity | 5,626.5 | 5,255.9 | |||
Eliminations | |||||
Assets: | |||||
Cash and cash equivalents | (28.7) | (31) | $ (25.9) | $ (35.1) | |
Short-term marketable securities | 0 | 0 | |||
Receivables, net of allowance | 0 | 0 | |||
Income tax receivable | 0 | 0 | |||
Inventory | (10.6) | (9.9) | |||
Property, plant, and equipment, net | (522) | (459.2) | |||
Investments in and advances to subsidiaries | (8,359.5) | (7,762) | |||
Restricted cash | 28.7 | 31.1 | |||
Goodwill and other assets | (5.7) | (1.3) | |||
Total assets | (8,897.8) | (8,232.3) | |||
Liabilities: | |||||
Accounts payable | (0.4) | (0.5) | |||
Accrued liabilities | (5.7) | (1.3) | |||
Debt | 0 | 0 | |||
Deferred income | 0 | 0 | |||
Deferred income taxes | 0.3 | 0.3 | |||
Advances from subsidiaries | (833.9) | (458.2) | |||
Other liabilities | 0 | 0 | |||
Total stockholders' equity | (8,058.1) | (7,772.6) | |||
Total liabilities and stockholders' equity | $ (8,897.8) | $ (8,232.3) | |||
[1] | (unaudited) |
Financial Statements for Guar83
Financial Statements for Guarantors of the Senior Notes (Details 3) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |||
Operating activities: | ||||||
Net income | $ 54 | $ 98.8 | $ 105.7 | $ 200.9 | ||
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 | ||
Other | 230.4 | 285.5 | ||||
Net cash provided (required) by operating activities | 336.1 | 486.4 | ||||
Investing activities: | ||||||
(Increase) decrease in short-term marketable securities | 55.1 | (115.1) | ||||
Proceeds from dispositions of property and other assets | 6 | 4.1 | ||||
Proceeds from railcar lease fleet sales owned more than one year | 92.4 | 37.7 | ||||
Capital expenditures – leasing | (271.6) | (346) | ||||
Capital expenditures – manufacturing and other | (43.4) | (79.8) | ||||
Acquisitions, net of cash acquired | (5.3) | 0 | ||||
(Increase) decrease in investment in partially-owned subsidiaries | 0 | 0 | ||||
Other | (2.1) | 2.3 | ||||
Net cash provided (required) by investing activities | (168.9) | (496.8) | ||||
Financing activities: | ||||||
Excess tax benefits from stock-based compensation | 0 | 0.6 | ||||
Payments to retire debt | (98.3) | (77.6) | ||||
Proceeds from issuance of debt | 299.4 | 0 | ||||
(Increase) decrease in restricted cash | (16.6) | 12.5 | ||||
Shares repurchased | (41.9) | (34.7) | ||||
Dividends paid to common shareholders | (33.5) | (33.4) | ||||
Purchase of shares to satisfy employee tax on vested stock | (14) | (16.1) | ||||
Distributions to noncontrolling interest | (16.9) | (10.9) | ||||
Distributions to controlling interest in partially-owned subsidiaries | 0 | 0 | ||||
Change in intercompany financing between entities | 0 | 0 | ||||
Other | (0.1) | (2) | ||||
Net cash provided (required) by financing activities | 78.1 | (161.6) | ||||
Net decrease in cash and cash equivalents | 245.3 | (172) | ||||
Cash and cash equivalents at beginning of period | 563.4 | 786 | ||||
Cash and cash equivalents at end of period | 808.7 | [1] | 614 | 808.7 | [1] | 614 |
Reportable legal entities | Parent | ||||||
Operating activities: | ||||||
Net income | 51.1 | 94.6 | 97.1 | 191.8 | ||
Equity in earnings of subsidiaries, net of taxes | (103.1) | (105.9) | (162.3) | (227.8) | ||
Other | (11.4) | 48.8 | ||||
Net cash provided (required) by operating activities | (76.6) | 12.8 | ||||
Investing activities: | ||||||
(Increase) decrease in short-term marketable securities | 55.1 | (115.1) | ||||
Proceeds from dispositions of property and other assets | 0 | 0 | ||||
Proceeds from railcar lease fleet sales owned more than one year | 0 | 0 | ||||
Capital expenditures – leasing | 0 | 0 | ||||
Capital expenditures – manufacturing and other | (5) | (8.5) | ||||
Acquisitions, net of cash acquired | 0 | 0 | ||||
(Increase) decrease in investment in partially-owned subsidiaries | 0 | 0 | ||||
Other | 0 | 0 | ||||
Net cash provided (required) by investing activities | 50.1 | (123.6) | ||||
Financing activities: | ||||||
Excess tax benefits from stock-based compensation | 0 | 0.6 | ||||
Payments to retire debt | 0 | 0 | ||||
Proceeds from issuance of debt | 0 | 0 | ||||
(Increase) decrease in restricted cash | 0 | 0 | ||||
Shares repurchased | (41.9) | (34.7) | ||||
Dividends paid to common shareholders | (33.5) | (33.4) | ||||
Purchase of shares to satisfy employee tax on vested stock | (14) | (16.1) | ||||
Distributions to noncontrolling interest | 0 | 0 | ||||
Distributions to controlling interest in partially-owned subsidiaries | 0 | 0 | ||||
Change in intercompany financing between entities | 362 | 18.7 | ||||
Other | 0 | 0 | ||||
Net cash provided (required) by financing activities | 272.6 | (64.9) | ||||
Net decrease in cash and cash equivalents | 246.1 | (175.7) | ||||
Cash and cash equivalents at beginning of period | 537.9 | 768.3 | ||||
Cash and cash equivalents at end of period | 784 | 592.6 | 784 | 592.6 | ||
Reportable legal entities | Combined Guarantor Subsidiaries | ||||||
Operating activities: | ||||||
Net income | 81.9 | 90.6 | 130.5 | 198.4 | ||
Equity in earnings of subsidiaries, net of taxes | (26.1) | (16) | (43.2) | (42.6) | ||
Other | 161.9 | 203.7 | ||||
Net cash provided (required) by operating activities | 249.2 | 359.5 | ||||
Investing activities: | ||||||
(Increase) decrease in short-term marketable securities | 0 | 0 | ||||
Proceeds from dispositions of property and other assets | 1 | 0.2 | ||||
Proceeds from railcar lease fleet sales owned more than one year | 446.2 | 27.3 | ||||
Capital expenditures – leasing | (268.2) | (343.7) | ||||
Capital expenditures – manufacturing and other | (7.9) | (8.1) | ||||
Acquisitions, net of cash acquired | 0 | 0 | ||||
(Increase) decrease in investment in partially-owned subsidiaries | 11.2 | 6.7 | ||||
Other | 0 | 1.5 | ||||
Net cash provided (required) by investing activities | 182.3 | (316.1) | ||||
Financing activities: | ||||||
Excess tax benefits from stock-based compensation | 0 | 0 | ||||
Payments to retire debt | (1.8) | (1.6) | ||||
Proceeds from issuance of debt | 0 | 0 | ||||
(Increase) decrease in restricted cash | (0.5) | (3) | ||||
Shares repurchased | 0 | 0 | ||||
Dividends paid to common shareholders | 0 | 0 | ||||
Purchase of shares to satisfy employee tax on vested stock | 0 | 0 | ||||
Distributions to noncontrolling interest | 0 | 0 | ||||
Distributions to controlling interest in partially-owned subsidiaries | 0 | 0 | ||||
Change in intercompany financing between entities | (428.3) | (39.2) | ||||
Other | 0 | 0 | ||||
Net cash provided (required) by financing activities | (430.6) | (43.8) | ||||
Net decrease in cash and cash equivalents | 0.9 | (0.4) | ||||
Cash and cash equivalents at beginning of period | 5.2 | 1.7 | ||||
Cash and cash equivalents at end of period | 6.1 | 1.3 | 6.1 | 1.3 | ||
Reportable legal entities | Combined Non-Guarantor Subsidiaries | ||||||
Operating activities: | ||||||
Net income | 29.6 | 32.5 | 58.2 | 74.9 | ||
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 | ||
Other | 88.5 | 45.8 | ||||
Net cash provided (required) by operating activities | 146.7 | 120.7 | ||||
Investing activities: | ||||||
(Increase) decrease in short-term marketable securities | 0 | 0 | ||||
Proceeds from dispositions of property and other assets | 5 | 3.9 | ||||
Proceeds from railcar lease fleet sales owned more than one year | 9.6 | 10.4 | ||||
Capital expenditures – leasing | (366.8) | (2.3) | ||||
Capital expenditures – manufacturing and other | (30.5) | (63.2) | ||||
Acquisitions, net of cash acquired | (5.3) | 0 | ||||
(Increase) decrease in investment in partially-owned subsidiaries | 0 | 0 | ||||
Other | (2.1) | 0.8 | ||||
Net cash provided (required) by investing activities | (390.1) | (50.4) | ||||
Financing activities: | ||||||
Excess tax benefits from stock-based compensation | 0 | 0 | ||||
Payments to retire debt | (96.5) | (76) | ||||
Proceeds from issuance of debt | 299.4 | 0 | ||||
(Increase) decrease in restricted cash | (18.5) | 6.3 | ||||
Shares repurchased | 0 | 0 | ||||
Dividends paid to common shareholders | 0 | 0 | ||||
Purchase of shares to satisfy employee tax on vested stock | 0 | 0 | ||||
Distributions to noncontrolling interest | (16.9) | (10.9) | ||||
Distributions to controlling interest in partially-owned subsidiaries | (11.2) | (6.7) | ||||
Change in intercompany financing between entities | 83.2 | 13.9 | ||||
Other | (0.1) | (2) | ||||
Net cash provided (required) by financing activities | 239.4 | (75.4) | ||||
Net decrease in cash and cash equivalents | (4) | (5.1) | ||||
Cash and cash equivalents at beginning of period | 51.3 | 51.1 | ||||
Cash and cash equivalents at end of period | 47.3 | 46 | 47.3 | 46 | ||
Eliminations | ||||||
Operating activities: | ||||||
Net income | (108.6) | (118.9) | (180.1) | (264.2) | ||
Equity in earnings of subsidiaries, net of taxes | 129.2 | 121.9 | 205.5 | 270.4 | ||
Other | (8.6) | (12.8) | ||||
Net cash provided (required) by operating activities | 16.8 | (6.6) | ||||
Investing activities: | ||||||
(Increase) decrease in short-term marketable securities | 0 | 0 | ||||
Proceeds from dispositions of property and other assets | 0 | 0 | ||||
Proceeds from railcar lease fleet sales owned more than one year | (363.4) | 0 | ||||
Capital expenditures – leasing | 363.4 | 0 | ||||
Capital expenditures – manufacturing and other | 0 | 0 | ||||
Acquisitions, net of cash acquired | 0 | 0 | ||||
(Increase) decrease in investment in partially-owned subsidiaries | (11.2) | (6.7) | ||||
Other | 0 | 0 | ||||
Net cash provided (required) by investing activities | (11.2) | (6.7) | ||||
Financing activities: | ||||||
Excess tax benefits from stock-based compensation | 0 | 0 | ||||
Payments to retire debt | 0 | 0 | ||||
Proceeds from issuance of debt | 0 | 0 | ||||
(Increase) decrease in restricted cash | 2.4 | 9.2 | ||||
Shares repurchased | 0 | 0 | ||||
Dividends paid to common shareholders | 0 | 0 | ||||
Purchase of shares to satisfy employee tax on vested stock | 0 | 0 | ||||
Distributions to noncontrolling interest | 0 | 0 | ||||
Distributions to controlling interest in partially-owned subsidiaries | 11.2 | 6.7 | ||||
Change in intercompany financing between entities | (16.9) | 6.6 | ||||
Other | 0 | 0 | ||||
Net cash provided (required) by financing activities | (3.3) | 22.5 | ||||
Net decrease in cash and cash equivalents | 2.3 | 9.2 | ||||
Cash and cash equivalents at beginning of period | (31) | (35.1) | ||||
Cash and cash equivalents at end of period | $ (28.7) | $ (25.9) | $ (28.7) | $ (25.9) | ||
[1] | (unaudited) |
Financial Statements for Guar84
Financial Statements for Guarantors of the Senior Notes (Details Textual) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | |||
Restricted cash | $ 194.8 | [1] | $ 178.2 |
Assets | 9,452.1 | [1] | 9,125.3 |
Combined Non-Guarantor Subsidiaries | Foreign locations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Assets | 332.8 | 349.4 | |
Combined Non-Guarantor Subsidiaries | Non-recourse debt | |||
Condensed Financial Statements, Captions [Line Items] | |||
Collateral securing debt | 3,599.9 | 3,300.9 | |
Combined Non-Guarantor Subsidiaries | Capital lease obligations, net of unamortized debt issuances costs of $0.1 and $0.1 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Collateral securing debt | 67.5 | 68 | |
Combined Non-Guarantor Subsidiaries | Reportable legal entities | |||
Condensed Financial Statements, Captions [Line Items] | |||
Restricted cash | 165.6 | 147.1 | |
Assets | $ 5,626.5 | $ 5,255.9 | |
[1] | (unaudited) |