Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 17, 2018 | |
Entity Information [Line Items] | ||
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Registrant Name | TRINITY INDUSTRIES INC | |
Entity Central Index Key | 99,780 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 146,298,614 |
Consolidated Statements of Oper
Consolidated Statements of Operations (unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues [Abstract] | ||||
Revenues | $ 930.9 | $ 973.6 | $ 2,704.5 | $ 2,756.4 |
Cost of revenues: | ||||
Total cost of revenues | 752 | 722.7 | 2,100.2 | 2,065.2 |
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | 111.1 | 114.6 | 326.4 | 330.1 |
Gains (losses) on dispositions of property: | ||||
Net gains on railcar lease fleet sales owned more than one year at the time of sale | 9.4 | 16.5 | 21 | 40.2 |
Other | 1.7 | (0.4) | 4.1 | 1.6 |
Total gains (losses) on disposition of property | 11.1 | 16.1 | 25.1 | 41.8 |
Total operating profit | 78.9 | 152.4 | 303 | 402.9 |
Other (income) expense: | ||||
Interest income | (2.4) | (3.1) | (10) | (7.1) |
Interest expense | 42.8 | 46.8 | 132.9 | 137.5 |
Other, net | (0.5) | 1.1 | (1.4) | 1.1 |
Total other (income) expense | 39.9 | 44.8 | 121.5 | 131.5 |
Income before income taxes | 39 | 107.6 | 181.5 | 271.4 |
Provision for income taxes | 10.7 | 39.7 | 46.1 | 97.8 |
Net income | 28.3 | 67.9 | 135.4 | 173.6 |
Net income attributable to noncontrolling interest | 0.6 | 1 | 3.4 | 9.6 |
Net income attributable to Trinity Industries, Inc. | $ 27.7 | $ 66.9 | $ 132 | $ 164 |
Net income attributable to Trinity Industries, Inc. per common share: | ||||
Basic (in dollars per share) | $ 0.19 | $ 0.44 | $ 0.89 | $ 1.08 |
Diluted (in dollars per share) | $ 0.19 | $ 0.43 | $ 0.87 | $ 1.06 |
Weighted average number of shares outstanding: | ||||
Basic (in shares) | 145 | 148 | 146.1 | 148.6 |
Diluted (in shares) | 145.8 | 151.3 | 148.8 | 151.1 |
Dividends declared per common share (in dollars per share) | $ 0.13 | $ 0.13 | $ 0.39 | $ 0.37 |
Manufacturing | ||||
Revenues [Abstract] | ||||
Revenues | $ 703.7 | $ 698.7 | $ 2,089.8 | $ 2,111 |
Cost of revenues: | ||||
Total cost of revenues | 619 | 566.1 | 1,755.3 | 1,732.8 |
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | 57.6 | 59.2 | 165.2 | 177.3 |
Leasing | ||||
Revenues [Abstract] | ||||
Revenues | 227.2 | 274.9 | 614.7 | 645.4 |
Cost of revenues: | ||||
Total cost of revenues | 133 | 156.6 | 344.9 | 332.4 |
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | 11.9 | 14 | 36.7 | 37.9 |
Other | ||||
Selling, engineering, and administrative expenses: | ||||
Total selling, engineering, and administrative expenses | $ 41.6 | $ 41.4 | $ 124.5 | $ 114.9 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 28.3 | $ 67.9 | $ 135.4 | $ 173.6 |
Derivative financial instruments: | ||||
Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $-, $(0.1), $-, and $(0.1) | 0.2 | (0.6) | 0.1 | (0.8) |
Reclassification adjustments for losses included in net income, net of tax benefit of $0.2, $0.1, $0.1, and $0.4 | 0.4 | 1 | 1.7 | 3.2 |
Currency translation adjustment | 0.5 | 0.8 | (1) | 1.6 |
Defined benefit plans: | ||||
Amortization of net actuarial losses, net of tax benefit of $0.2, $0.5, $0.6, and $0.9 | 1 | 0.9 | 2.7 | 2.4 |
Other comprehensive income | 2.1 | 2.1 | 3.5 | 6.4 |
Comprehensive income | 30.4 | 70 | 138.9 | 180 |
Less: comprehensive income attributable to noncontrolling interest | 0.9 | 1.5 | 4.5 | 11.6 |
Comprehensive income attributable to Trinity Industries, Inc. | $ 29.5 | $ 68.5 | $ 134.4 | $ 168.4 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized losses arising during the period | $ 0 | $ (0.1) | $ 0 | $ (0.1) |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 0 | 0.1 | 0 | 0.4 |
Amortization of net actuarial losses, net of tax benefit | $ 0 | $ 0.5 | $ 0 | $ 1.4 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | ||
ASSETS | ||||
Cash and cash equivalents | $ 427.4 | [1] | $ 778.6 | |
Short-term marketable securities | 0 | [1] | 319.5 | |
Receivables, net of allowance | 396.2 | [1] | 369.7 | |
Income tax receivable | 46.3 | [1] | 29 | |
Inventories: | ||||
Raw materials and supplies | 376.6 | [1] | 296.7 | |
Work in process | 182.2 | [1] | 179 | |
Finished goods | 148.2 | [1] | 164.9 | |
Inventory, net | 707 | [1] | 640.6 | |
Restricted cash, including partially-owned subsidiaries of $38.6 and $62.9 | 138.5 | [1] | 195.2 | |
Property, plant, and equipment, at cost, including partially-owned subsidiaries of $2,019.0 and $1,985.9 | 8,978.1 | [1] | 8,385.2 | |
Less accumulated depreciation, including partially-owned subsidiaries of $458.2 and $418.0 | (2,440.1) | [1] | (2,250.5) | |
Property, plant, and equipment, net | 6,538 | [1] | 6,134.7 | |
Goodwill | 787.8 | [1] | 780.3 | [2] |
Other assets | 363.8 | [1] | 295.6 | |
Total assets | 9,405 | [1] | 9,543.2 | |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||
Accounts payable | 219.5 | [1] | 175.4 | |
Accrued liabilities | 411 | [1] | 440 | |
Debt: | ||||
Recourse | 424.2 | [1] | 866.8 | |
Non-recourse debt | 2,851.5 | 2,375.6 | ||
Total debt | 3,275.7 | [1] | 3,242.4 | |
Deferred income | 18.4 | [1] | 20.5 | |
Deferred income taxes | 755.9 | [1] | 743.2 | |
Other liabilities | 85.1 | [1] | 63.7 | |
Total liabilities | 4,765.6 | [1] | 4,685.2 | |
Stockholders’ equity: | ||||
Preferred stock – 1.5 shares authorized and unissued | 0 | [1] | 0 | |
Common stock – 400.0 shares authorized | 1.5 | [1] | 1.6 | |
Capital in excess of par value | 250.2 | [1] | 482.5 | |
Retained earnings | 4,212.1 | [1] | 4,123.4 | |
Accumulated other comprehensive loss | (121.1) | [1] | (104.8) | |
Treasury stock | (54.4) | [1] | (1.6) | |
Total stockholders' equity | 4,288.3 | [1] | 4,501.1 | |
Noncontrolling interest | 351.1 | [1] | 356.9 | |
Total stockholders' equity, including portion attributable to noncontrolling interest | 4,639.4 | [1] | 4,858 | |
Total liabilities and stockholders' equity | 9,405 | [1] | 9,543.2 | |
Partially-owned subsidiaries | ||||
Inventories: | ||||
Restricted cash, including partially-owned subsidiaries of $38.6 and $62.9 | 38.6 | [1] | 62.9 | |
Property, plant, and equipment, at cost, including partially-owned subsidiaries of $2,019.0 and $1,985.9 | 2,019 | [1] | 1,985.9 | |
Less accumulated depreciation, including partially-owned subsidiaries of $458.2 and $418.0 | (458.2) | [1] | (418) | |
Debt: | ||||
Non-recourse debt | 1,320.5 | [1] | 1,350.8 | |
Wholly-owned subsidiaries | ||||
Debt: | ||||
Non-recourse debt | $ 1,531 | [1] | $ 1,024.8 | |
[1] | (unaudited) | |||
[2] | (as reported) |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2018 | [1] | Dec. 31, 2017 |
Unamortized discount | $ 8.5 | ||
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 | $ 138.5 | $ 195.2 | |
Property, plant and equipment, at cost | 8,978.1 | 8,385.2 | |
Less accumulated depreciation | 2,440.1 | 2,250.5 | |
Partially-owned subsidiaries | |||
Restricted cash | 38.6 | 62.9 | |
Property, plant and equipment, at cost | 2,019 | 1,985.9 | |
Less accumulated depreciation | $ 458.2 | $ 418 | |
[1] | (unaudited) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities: | ||
Net income | $ 135.4 | $ 173.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 234 | 220.7 |
Stock-based compensation expense | 29.3 | 22.4 |
Provision for deferred income taxes | 57.8 | 151.7 |
Net gains on railcar lease fleet sales owned more than one year at the time of sale | (21) | (40.2) |
Gains on dispositions of property and other assets | (4.1) | (1.6) |
Non-cash interest expense | 15 | 24.1 |
Asset Impairment Charges | 24.8 | 0 |
Other | 4.8 | (0.6) |
Changes in assets and liabilities: | ||
(Increase) decrease in receivables | (23.5) | (94.3) |
(Increase) decrease in inventories | (110.1) | 10.6 |
(Increase) decrease in other assets | (57.1) | (4.3) |
Increase (decrease) in accounts payable | 45.9 | 38.4 |
Increase (decrease) in accrued liabilities | (14.7) | 12.5 |
Increase (decrease) in other liabilities | 3.4 | (24.8) |
Net cash provided (required) by operating activities | 319.9 | 488.2 |
Investing activities: | ||
(Increase) decrease in short-term marketable securities | 319.5 | 84.7 |
Proceeds from dispositions of property and other assets | 11.8 | 8.1 |
Proceeds from railcar lease fleet sales owned more than one year at the time of sale | 123.4 | 160.3 |
Capital expenditures – leasing, net of sold lease fleet railcars owned one year or less with a net cost of $63.2 and $74.3 | (675.8) | (360.4) |
Capital expenditures – manufacturing and other | (63) | (61.9) |
Acquisitions, net of cash acquired | (25) | (47.5) |
Other | (1.9) | (0.3) |
Net cash provided (required) by investing activities | (311) | (217) |
Financing activities: | ||
Payments to retire debt | (739) | (334.9) |
Proceeds from issuance of debt, net of debt issuance costs | 561.3 | 534.1 |
Shares repurchased | (156.1) | (52.4) |
Dividends paid to common shareholders | (58.1) | (53) |
Purchase of shares to satisfy employee tax on vested stock | (11.5) | (14.1) |
Distributions to noncontrolling interest | (10.3) | (41.4) |
Other | (3.1) | (0.1) |
Net cash provided (required) by financing activities | (416.8) | 38.2 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (407.9) | 309.4 |
Cash, cash equivalents, and restricted cash at beginning of period | 973.8 | 741.6 |
Cash, cash equivalents, and restricted cash at end of period | $ 565.9 | $ 1,051 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (unaudited) (Parenthetical) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
Capital expenditures – leasing, net of sold railcars owned one year or less, net cost | $ 63.2 | $ 74.3 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (unaudited) - 9 months ended Sep. 30, 2018 - 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, 2017 | 150,900,000 | (100,000) | |||||||
Beginning balance at Dec. 31, 2017 | $ 4,858 | $ 1.6 | $ 482.5 | $ 4,123.4 | $ (104.8) | $ (1.6) | $ 4,501.1 | $ 356.9 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of new accounting principle | (4) | 14.7 | (18.7) | (4) | |||||
Net income | 135.4 | 132 | 3.4 | ||||||
Other comprehensive income | 3.5 | 2.4 | 2.4 | 1.1 | |||||
Cash dividends on common stock | (58) | (58) | (58) | ||||||
Restricted shares, net, (in shares) | 200,000 | (500,000) | |||||||
Restricted shares, net | $ 17.6 | $ 0 | 35.1 | $ (17.5) | 17.6 | ||||
Shares repurchased, shares | (4,327,158) | (4,300,000) | |||||||
Shares repurchased | $ (150.1) | $ (150.1) | (150.1) | ||||||
Stock options exercised | 0.3 | 0.3 | 0.3 | ||||||
Distributions to noncontrolling interest | (10.3) | 0 | (10.3) | ||||||
Retirement of treasury stock - shares | 3,400,000 | 3,400,000 | |||||||
Retirement of treasury stock - amount | 0 | $ 0 | 114.8 | $ 114.8 | 0 | ||||
Redemption of convertible subordinated notes | (152.9) | (152.9) | (152.9) | ||||||
Stockholders' equity, other | (0.1) | $ (0.1) | 0 | 0 | $ 0 | (0.1) | 0 | ||
Ending balance (in shares) at Sep. 30, 2018 | 147,700,000 | (1,500,000) | |||||||
Ending balance at Sep. 30, 2018 | $ 4,639.4 | [1] | $ 1.5 | $ 250.2 | $ 4,212.1 | $ (121.1) | $ (54.4) | $ 4,288.3 | $ 351.1 |
[1] | (unaudited) |
Consolidated Statement of Sto_2
Consolidated Statement of Stockholders' Equity (unaudited) (Parenthetical) | Sep. 30, 2018$ / 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 | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 , and the results of operations for the three and nine months ended September 30, 2018 and 2017 , and cash flows for the nine months ended September 30, 2018 and 2017 , 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 nine months ended September 30, 2018 may not be indicative of expected results of operations for the year ending December 31, 2018 . 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, 2017 . Spin-off Transaction In December 2017, the Company announced that its Board of Directors unanimously approved a plan to pursue a spin-off of the Company's infrastructure-related businesses to Trinity stockholders. The separation is planned as a tax-free spin-off transaction to the Company's stockholders for U.S. federal income tax purposes. The transaction will result in two separate public companies: (1) Trinity, the currently existing company, which will be comprised primarily of Trinity’s rail-related businesses and (2) Arcosa, Inc. ("Arcosa"), a new infrastructure company, focused on infrastructure-related products and services. On September 25, 2018, Trinity’s Board of Directors formally approved the separation of its infrastructure-related businesses from Trinity through a distribution of all of the common stock of Arcosa held by Trinity to Trinity stockholders. In connection with the approval, the Board set the distribution ratio, record date, and distribution date for the separation. The distribution is expected to be made at 12:01 a.m. local New York City time on November 1, 2018 to Trinity stockholders of record as of 5:00 p.m. local New York City time on October 17, 2018, the record date for the distribution. On the distribution date, Trinity stockholders will receive one share of Arcosa common stock for every three shares of Trinity common stock held as of the record date. No fractional shares of Arcosa’s common stock will be distributed. Fractional shares of Arcosa’s common stock will be aggregated and sold on the open market, and the aggregate net proceeds of the sales will be distributed ratably in the form of cash payments to Trinity stockholders who would otherwise be entitled to receive a fractional share of Arcosa’s common stock. The completion of the spin-off transaction is subject to the satisfaction or waiver of a number of conditions, including certain conditions described in the Information Statement included in Arcosa’s Form 10 filed with the Securities and Exchange Commission and in the form of the Separation and Distribution Agreement, which is filed as an exhibit to the Form 10. Trinity and Arcosa expect all conditions to the Arcosa distribution to be satisfied or waived on or before the distribution date. Following the distribution, Arcosa will be an independent, publicly-traded company on the New York Stock Exchange, and Trinity will retain no ownership interest in Arcosa. Upon completion of the spin-off transaction, Arcosa's results of operations will be presented as discontinued operations. See information in Item 1A "Risk Factors"of our 2017 Annual Report on Form 10-K under the heading "Risks Related to the Proposed Spin-Off of our Infrastructure-Related Businesses" for a description of some of the risks and uncertainties associated with the proposed transaction. Stockholders' Equity In December 2017 , the Company’s Board of Directors authorized a $ 500 million share repurchase program effective January 1, 2018 through December 31, 2019 . Under the program, 1,356,484 and 4,327,158 shares, respectively, were repurchased during the three and nine months ended September 30, 2018 , at a cost of approximately $50.0 million and $ 150.1 million , respectively, leaving a remaining authorization of $350.0 million . Certain shares of stock repurchased during December 2017, totaling $6.0 million , were cash settled in January 2018 in accordance with normal settlement practices. Under the Company's previous program that expired on December 31, 2017 , 1,942,200 shares were repurchased during the nine months ended September 30, 2017 , at a cost of approximately $52.4 million . There were no shares repurchased during the three months ended September 30, 2017 . Revenue Recognition Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The following is a description of principal activities from which the Company generates its revenue, separated by reportable segments. Payments for our products and services are generally due within normal commercial terms. For a further discussion regarding the Company’s reportable segments, see Note 4 Segment Information. Rail Group The Rail Group recognizes revenue when the customer has submitted its certificate of acceptance and legal title of the railcar has passed to the customer. Certain long-term contracts for the sales of railcars include price adjustments based on steel-price indices; this amount represents variable consideration for which we are constrained and we do not estimate these amounts prior to the time the railcar is delivered, at which time the pricing becomes fixed. Construction Products Group The Construction Products Group recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer. Inland Barge Group The Inland Barge Group recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer. Energy Equipment Group Within the Energy Equipment Group, revenue is recognized for our wind tower and certain utility structure product lines over time as the products are manufactured using an input approach based on the costs incurred relative to the total estimated costs of production. We recognize revenue over time for these products as they are highly customized to the needs of an individual customer resulting in no alternative use to the Company if not purchased by the customer after the contract is executed, and we have the right to bill the customer for our work performed to date plus at least a reasonable profit margin for work performed. For all other products, revenue is recognized when the customer has accepted the product and legal title of the product has passed to the customer. Railcar Leasing and Management Services Group 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. Revenue from servicing, maintenance, and management agreements is recognized as each performance period occurs. Fees for shipping and handling are recorded as revenue. The Company has elected to account for shipping and handling costs as activities to fulfill the promise to transfer the good. The fees and costs of shipping and handling activities are accrued if the related performance obligation has been satisfied. Unsatisfied Performance Obligations The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2018 and the percentage of the outstanding performance obligations as of September 30, 2018 expected to be delivered during the remainder of 2018: Unsatisfied performance obligations at September 30, 2018 Total Amount Percent expected to be delivered in 2018 (in millions) Rail Group: Railcars: External Customers $ 2,001.2 Leasing Group 1,199.6 $ 3,200.8 20 % Components and maintenance services $ 58.5 36 % Inland Barge Group $ 210.4 21 % Energy Equipment Group: Wind towers and utility structures $ 700.3 23 % Other $ 83.5 37 % Railcar Leasing and Management Services Group $ 123.1 5 % The remainder of the unsatisfied performance obligations for the Rail Group is expected to be delivered through 2023. The remainder of the unsatisfied performance obligations for the Inland Barge Group and wind towers and utility structures is expected to be delivered through 2020. Unsatisfied performance obligations for the Railcar Leasing and Management Services Group are related to servicing, maintenance, and management agreements and are expected to be performed through 2024. Substantially all other unsatisfied performance obligations beyond 2018 are expected to be delivered during 2019. 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 at 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 as a result of 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. Restricted Cash Restricted cash consists of cash and cash equivalents held either as collateral for the Company's non-recourse debt and lease obligations or as security for the performance of certain product sales agreements. As such, they are restricted in use. Recent Accounting Pronouncements On January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers," ("ASU 2014-09") which provides common revenue recognition guidance for U.S. generally accepted accounting principles. 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 to receive 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. The Company applied ASU 2014-09 to all contracts that were not complete as of January 1, 2018 using the modified retrospective method of adoption, resulting in a reduction to retained earnings of $4.0 million , net of tax, as of January 1, 2018 related to the cumulative effect of applying this standard. Therefore, the comparative information for the three and nine months ended September 30, 2017 has not been adjusted and continues to be reported under Accounting Standards Codification ("ASC") Topic 605. The primary impact of adopting the standard is a change in the timing of revenue recognition for our wind towers and certain utility structures product lines within our Energy Equipment Group. Previously, the Company recognized revenue when the product was delivered. Under ASU 2014-09, revenue is recognized over time as the products are manufactured. Revenue recognition policies in our other business segments remain substantially unchanged. The following tables summarize the impact of adopting ASU 2014-09 on the Company’s consolidated financial statements as of September 30, 2018 and for the three and nine months then ended: As Reported Adjustments Balance without adjustment for adoption of ASU 2014-09 (in millions) Consolidated Statement of Operations For the three months ended September 30, 2018: Revenues - manufacturing $ 703.7 $ (8.3 ) $ 695.4 Cost of revenues - manufacturing 619.0 (5.7 ) 613.3 Operating profit 78.9 (2.6 ) 76.3 Income before income taxes 39.0 (2.6 ) 36.4 Provision for income taxes 10.7 (0.6 ) 10.1 Net income 28.3 (2.0 ) 26.3 Net income attributable to Trinity Industries, Inc. 27.7 (2.0 ) 25.7 For the nine months ended September 30, 2018: Revenues - manufacturing $ 2,089.8 $ 6.4 $ 2,096.2 Cost of revenues - manufacturing 1,755.3 5.4 1,760.7 Operating profit 303.0 1.0 304.0 Income before income taxes 181.5 1.0 182.5 Provision for income taxes 46.1 0.2 46.3 Net income 135.4 0.8 136.2 Net income attributable to Trinity Industries, Inc. 132.0 0.8 132.8 Consolidated Balance Sheet Receivables, net of allowance $ 396.2 $ (16.1 ) $ 380.1 Inventories: Raw materials and supplies 376.6 — 376.6 Work in process 182.2 17.1 199.3 Finished goods 148.2 5.4 153.6 Accrued liabilities 411.0 (0.1 ) 410.9 Deferred income taxes 755.9 1.5 757.4 Retained earnings 4,212.1 5.0 4,217.1 Consolidated Statement of Cash Flows For the nine months ended September 30, 2018: Operating activities: Net income $ 135.4 $ 0.8 $ 136.2 Provision for deferred income taxes 57.8 0.2 58.0 (Increase) decrease in receivables (23.5 ) 8.3 (15.2 ) (Increase) decrease in inventories (110.1 ) 5.4 (104.7 ) Increase (decrease) in accrued liabilities (14.7 ) (14.7 ) (29.4 ) Net cash provided by operating activities 319.9 — 319.9 In February 2016, the FASB issued ASU 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. In July 2018, the FASB issued ASU No. 2018-11, which amends ASU 2016-02, permitting entities to record the right of use asset and lease liability on date of adoption with no requirement to recast comparative periods. The Company plans to adopt ASU 2016-02 and 2018-11 effective January 1, 2019. We are finalizing our assessment of the effects of the new standard, including its effects on our consolidated financial statements. In November 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. The Company adopted ASU 2016-18 effective January 1, 2018. Amounts previously reported have been adjusted to reflect this change. 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 in other income and excluded from operating profit. The Company adopted ASU 2017-07 effective January 1, 2018. Amounts previously reported have been adjusted to reflect this change. In February 2018, the FASB issued Accounting Standards Update No. 2018-02, “Income Statement - Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” (“ASU 2018-02”) which gives entities the option to reclassify from Accumulated Other Comprehensive Loss ("AOCL") to retained earnings the stranded tax effects resulting from the Tax Cuts and Jobs Act (the "Act") enacted on December 22, 2017. ASU 2018-02 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. The Company elected to adopt ASU 2018-02 as of January 1, 2018 resulting in a reclassification adjustment from AOCL, increasing retained earnings by $ 18.7 million for the nine months ended September 30, 2018. Reclassifications Certain prior year balances have been reclassified in the Notes to Consolidated Financial Statements to conform to the 2018 presentation. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures Acquisitions Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Acquisitions: Purchase price $ — $ 42.2 $ 25.0 $ 48.3 Net cash paid $ — $ 42.2 $ 25.0 $ 47.5 Goodwill recorded $ (0.3 ) $ 14.8 $ 9.6 $ 14.8 In March 2018, we completed the acquisition of certain assets of an inland barge business, which was recorded as a business combination based on preliminary valuations of the acquired assets and liabilities at their acquisition date fair value using level three inputs. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. See Note 3 Fair Value Accounting for a discussion of inputs in determining fair value. In May 2017, we completed the acquisition of the net assets of a lightweight aggregates business, and in July 2017, we completed the acquisition of the net assets of a trench shoring products business. Both acquisitions were in our Construction Products Group. Such acquired assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. See Note 3 Fair Value Accounting for a discussion of inputs in determining fair value. Divestitures During the third quarter of 2018, the Company’s management team committed to plans to divest certain businesses whose revenues are included in the other revenues component of the Energy Equipment Group. We are actively engaged with prospective buyers and expect to complete the divestiture of these businesses within the next twelve months. Accordingly, as of September 30, 2018, assets of $13.5 million and liabilities of $10.3 million related to these businesses have been allocated to the disposal group and are classified as held for sale in our Consolidated Balance Sheet. These amounts are included in Other assets and Other liabilities, respectively. The assets and liabilities of the businesses expected to be divested are recorded at fair value less expected costs to sell in accordance with ASC Topic 360. Our fair value estimates consist of level three inputs and are based on our ongoing discussions with the prospective buyers of these businesses. As a result, we recorded a pre-tax impairment charge of $24.8 million during the three months ended September 30, 2018 associated with the write-down of the net assets of these businesses to their estimated fair values. The impairment charge is recorded in Cost of revenues - manufacturing in our Consolidated Statement of Operations. We have concluded that the divestiture of these businesses does not represent a strategic shift that would result in a material effect on our operations and financial results; therefore, these pending disposals have not been reflected as discontinued operations in our Consolidated Financial Statements. There was no divestiture activity for the three and nine months ended September 30, 2017 . |
Fair Value Accounting
Fair Value Accounting | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 199.9 $ — $ — $ 199.9 Restricted cash 138.5 — — 138.5 Equity instruments (1) — 0.4 — 0.4 Interest rate hedge (1) — 3.0 — 3.0 Total assets $ 338.4 $ 3.4 $ — $ 341.8 Fair Value Measurement as of December 31, 2017 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 113.1 $ — $ — $ 113.1 Restricted cash 195.2 — — 195.2 Equity instruments (1) — 1.3 — 1.3 Interest rate hedge (1) — 1.6 — 1.6 Total assets $ 308.3 $ 2.9 $ — $ 311.2 (1) Included in other assets 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: September 30, 2018 December 31, 2017 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value (in millions) Recourse: Senior notes $ 399.7 $ 388.2 $ 399.7 $ 400.3 Convertible subordinated notes — — 449.4 715.0 Less: unamortized discount — (8.2 ) — 441.2 Capital lease obligations 26.5 26.5 28.3 28.3 Other 0.4 0.4 0.5 0.5 426.6 415.1 869.7 1,144.1 Less: unamortized debt issuance costs (2.4 ) (2.9 ) 424.2 866.8 Non-recourse: 2006 secured railcar equipment notes 139.4 143.2 158.5 165.7 2009 secured railcar equipment notes 161.7 173.6 166.2 169.6 2010 secured railcar equipment notes 258.9 261.3 266.9 281.9 2017 promissory notes 282.3 282.3 293.6 293.6 2018 secured railcar equipment notes 477.3 479.9 — — TILC warehouse facility 228.7 228.7 150.7 150.7 TRL 2012 secured railcar equipment notes 386.7 362.2 402.8 390.4 TRIP Master Funding secured railcar equipment notes 946.9 952.5 962.5 1,007.6 2,881.9 2,883.7 2,401.2 2,459.5 Less: unamortized debt issuance costs (30.4 ) (25.6 ) 2,851.5 2,375.6 Total $ 3,275.7 $ 3,298.8 $ 3,242.4 $ 3,603.6 The estimated fair values of our senior notes and convertible subordinated notes are based on a quoted market price in a market with little activity as of September 30, 2018 and December 31, 2017 ( Level 2 input). The estimated fair values of our 2006 , 2009 , 2010 , 2012 , and 2018 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 September 30, 2018 and December 31, 2017 using unobservable input values provided by a third party ( Level 3 inputs). The respective carrying values 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 | 9 Months Ended |
Sep. 30, 2018 | |
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, trench shields, shoring 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 September 30, 2018 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 408.2 Components and maintenance services 98.6 Rail Group $ 299.4 $ 207.4 506.8 $ 32.9 Highway products 79.4 Construction aggregates 52.9 Other 19.7 Construction Products Group 148.3 3.7 152.0 29.1 Inland Barge Group 49.3 — 49.3 3.0 Wind towers and utility structures 147.0 Other 71.2 Energy Equipment Group 203.1 15.1 218.2 (13.7 ) Leasing and management 175.9 Sales of leased railcars owned one year or less at the time of sale 51.6 Railcar Leasing and Management Services Group 227.2 0.3 227.5 92.2 All Other 3.6 23.6 27.2 (5.9 ) Segment Totals before Eliminations and Corporate 930.9 250.1 1,181.0 137.6 Corporate — — — (41.5 ) Eliminations – Lease subsidiary — (207.4 ) (207.4 ) (18.1 ) Eliminations – Other — (42.7 ) (42.7 ) 0.9 Consolidated Total $ 930.9 $ — $ 930.9 $ 78.9 Three Months Ended September 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 437.0 Components and maintenance services 55.4 Rail Group $ 317.4 $ 175.0 492.4 $ 50.5 Highway products 62.4 Construction aggregates 53.3 Other 16.2 Construction Products Group 130.1 1.8 131.9 16.8 Inland Barge Group 28.1 — 28.1 (0.7 ) Wind towers and utility structures 167.1 Other 79.1 Energy Equipment Group 220.6 25.6 246.2 26.3 Leasing and management 188.5 Sales of leased railcars owned one year or less at the time of sale 86.6 Railcar Leasing and Management Services Group 274.9 0.2 275.1 120.6 All Other 2.5 23.2 25.7 (4.9 ) Segment Totals before Eliminations and Corporate 973.6 225.8 1,199.4 208.6 Corporate — — — (41.4 ) Eliminations – Lease subsidiary — (175.0 ) (175.0 ) (14.6 ) Eliminations – Other — (50.8 ) (50.8 ) (0.2 ) Consolidated Total $ 973.6 $ — $ 973.6 $ 152.4 Nine Months Ended September 30, 2018 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 1,413.1 Components and maintenance services 267.4 Rail Group $ 948.7 $ 731.8 1,680.5 $ 149.5 Highway products 205.9 Construction aggregates 166.6 Other 60.1 Construction Products Group 425.1 7.5 432.6 79.9 Inland Barge Group 123.0 — 123.0 5.2 Wind towers and utility structures 427.5 Other 216.7 Energy Equipment Group 586.2 58.0 644.2 20.7 Leasing and management 534.7 Sales of leased railcars owned one year or less at the time of sale 80.8 Railcar Leasing and Management Services Group 614.7 0.8 615.5 255.1 All Other 6.8 68.5 75.3 (12.2 ) Segment Totals before Eliminations and Corporate 2,704.5 866.6 3,571.1 498.2 Corporate — — — (124.4 ) Eliminations – Lease subsidiary — (731.8 ) (731.8 ) (71.3 ) Eliminations – Other — (134.8 ) (134.8 ) 0.5 Consolidated Total $ 2,704.5 $ — $ 2,704.5 $ 303.0 Nine Months Ended September 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 1,269.4 Components and maintenance services 167.2 Rail Group $ 938.8 $ 497.8 1,436.6 $ 137.7 Highway products 191.5 Construction aggregates 155.1 Other 39.7 Construction Products Group 381.7 4.6 386.3 54.5 Inland Barge Group 124.3 — 124.3 6.1 Wind towers and utility structures 514.4 Other 225.7 Energy Equipment Group 660.6 79.5 740.1 80.0 Leasing and management 552.4 Sales of leased railcars owned one year or less at the time of sale 93.7 Railcar Leasing and Management Services Group 645.4 0.7 646.1 316.4 All Other 5.6 65.6 71.2 (15.2 ) Segment Totals before Eliminations and Corporate 2,756.4 648.2 3,404.6 579.5 Corporate — — — (114.9 ) Eliminations – Lease subsidiary — (497.8 ) (497.8 ) (58.4 ) Eliminations – Other — (150.4 ) (150.4 ) (3.3 ) Consolidated Total $ 2,756.4 $ — $ 2,756.4 $ 402.9 |
Partially-Owned Leasing Subsidi
Partially-Owned Leasing Subsidiaries | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 , the Company's carrying value of its investment in TRIP Holdings and RIV 2013 totaled $189.6 million . The Company's weighted average ownership interest in TRIP Holdings and RIV 2013 is 38% while the remaining 62% 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 | 9 Months Ended |
Sep. 30, 2018 | |
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: September 30, 2018 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 72.9 $ — $ 354.5 $ 427.4 Property, plant, and equipment, net $ 4,608.4 $ 1,815.9 $ 945.1 $ 7,369.4 Net deferred profit on railcars sold to the Leasing Group (831.4 ) Consolidated property, plant, and equipment, net $ 6,538.0 Restricted cash $ 99.8 $ 38.6 $ 0.1 $ 138.5 Debt: Recourse $ 26.5 $ — $ 400.4 $ 426.9 Less: unamortized discount — — (0.3 ) (0.3 ) Less: unamortized debt issuance costs — — (2.4 ) (2.4 ) 26.5 — 397.7 424.2 Non-recourse 1,548.5 1,333.6 — 2,882.1 Less: unamortized discount (0.2 ) — — (0.2 ) Less: unamortized debt issuance costs (17.3 ) (13.1 ) — (30.4 ) 1,531.0 1,320.5 — 2,851.5 Total debt $ 1,557.5 $ 1,320.5 $ 397.7 $ 3,275.7 Net deferred tax liabilities $ 682.0 $ 0.8 $ 53.2 $ 736.0 December 31, 2017 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 3.3 $ — $ 1,094.8 $ 1,098.1 Property, plant, and equipment, net $ 4,147.5 $ 1,824.6 $ 972.7 $ 6,944.8 Net deferred profit on railcars sold to the Leasing Group (810.1 ) Consolidated property, plant, and equipment, net $ 6,134.7 Restricted cash $ 132.2 $ 62.9 $ 0.1 $ 195.2 Debt: Recourse $ 28.3 $ — $ 849.9 $ 878.2 Less: unamortized discount — — (8.5 ) (8.5 ) Less: uamortized debt issuance costs — — (2.9 ) (2.9 ) 28.3 — 838.5 866.8 Non-recourse 1,035.9 1,365.3 — 2,401.2 Less: unamortized debt issuance costs (11.1 ) (14.5 ) — (25.6 ) 1,024.8 1,350.8 — 2,375.6 Total debt $ 1,053.1 $ 1,350.8 $ 838.5 $ 3,242.4 Net deferred tax liabilities $ 653.7 $ 0.8 $ 69.4 $ 723.9 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. See Note 13 Income Taxes for a discussion of the effects of the Act on net deferred tax liabilities. See Note 19 Financial Statements of Guarantors of the Senior Notes for a discussion of subsidiary guarantees of the Senior Notes. Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 Percent 2018 2017 Percent ($ in millions) Change ($ in millions) Change Revenues: Leasing and management $ 175.9 $ 188.5 (6.7 )% $ 534.7 $ 552.4 (3.2 )% Sales of railcars owned one year or less at the time of sale 51.6 86.6 * 80.8 93.7 * Total revenues $ 227.5 $ 275.1 (17.3 ) $ 615.5 $ 646.1 (4.7 ) Operating profit: Leasing and management $ 69.7 $ 86.2 (19.1 ) $ 216.6 $ 256.8 (15.7 ) Railcar sales: Railcars owned one year or less at the time of sale 13.1 17.9 * 17.5 19.4 * Railcars owned more than one year at the time of sale 9.4 16.5 * 21.0 40.2 * Total operating profit $ 92.2 $ 120.6 (23.5 ) $ 255.1 $ 316.4 (19.4 ) Operating profit margin: Leasing and management 39.6 % 45.7 % 40.5 % 46.5 % Railcar sales * * * * Total operating profit margin 40.5 % 43.8 % 41.4 % 49.0 % Selected expense information (1) : Depreciation $ 48.8 $ 43.3 12.7 $ 140.9 $ 128.5 9.6 Maintenance and compliance $ 24.1 $ 25.0 (3.6 ) $ 75.5 $ 69.4 8.8 Rent $ 9.7 $ 10.0 (3.0 ) $ 29.7 $ 30.0 (1.0 ) Interest $ 37.4 $ 32.1 16.5 $ 101.2 $ 94.0 7.7 * 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 nine months ended September 30, 2018 and 2017 , the Company received proceeds from the sales of leased railcars as follows: Nine Months Ended September 30, 2018 2017 (in millions) Leasing Group: Railcars owned one year or less at the time of sale $ 80.8 $ 93.7 Railcars owned more than one year at the time of sale 123.4 160.3 $ 204.2 $ 254.0 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 three months of 2018 2019 2020 2021 2022 Thereafter Total (in millions) Future contractual minimum rental revenue $ 129.0 $ 450.8 $ 371.7 $ 266.8 $ 200.7 $ 382.3 $ 1,801.3 Debt. Wholly-owned subsidiaries. The Leasing Group’s debt at September 30, 2018 consisted primarily of non-recourse debt. As of September 30, 2018 , Trinity’s wholly-owned subsidiaries included in the Leasing Group held equipment with a net book value of $2,427.7 million which is pledged as collateral for Leasing Group debt held by those subsidiaries, including equipment with a net book value of $39.9 million securing capital lease obligations. The net book value of unpledged equipment at September 30, 2018 was $2,113.2 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 $1,268.0 million is pledged as collateral for the TRIP Master Funding debt. TRL 2012 equipment with a net book value of $547.9 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. Under the terms of the operating lease agreements between the subsidiaries and the remaining Trusts, the Leasing Group has the option to purchase, at a predetermined fixed price, certain railcars from the remaining Trusts in 2019. In January 2018, the Leasing Group provided the Trusts with an irrevocable twelve-month notice of intent to exercise their option to purchase all of the Trusts' railcars for $223.6 million . The purchase option is for January 2019, however may be accelerated into the fourth quarter of 2018. These Leasing Group subsidiaries had total assets as of September 30, 2018 of $140.1 million , including cash of $49.5 million and railcars of $64.2 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 three months of 2018 2019 2020 2021 2022 Thereafter Total (in millions) Future operating lease obligations of Trusts’ railcars $ 7.3 $ 28.8 $ 26.1 $ 26.1 $ 24.9 $ 93.1 $ 206.3 Future contractual minimum rental revenues of Trusts’ railcars $ 10.7 $ 30.1 $ 20.1 $ 14.7 $ 9.8 $ 8.3 $ 93.7 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 three months of 2018 2019 2020 2021 2022 Thereafter Total (in millions) Future operating lease obligations $ 3.0 $ 10.5 $ 8.3 $ 7.6 $ 6.8 $ 7.1 $ 43.3 Future contractual minimum rental revenues $ 3.0 $ 9.0 $ 5.8 $ 4.1 $ 3.2 $ 1.3 $ 26.4 Operating lease obligations totaling $2.9 million are guaranteed by Trinity Industries, Inc. and certain subsidiaries. See Note 6 of the December 31, 2017 Consolidated Financial Statements filed on Form 10-K for a detailed explanation of these financing transactions. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 . 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 % $ — $ (0.3 ) $ — 2018 secured railcar equipment notes $ 249.3 4.41 % $ — $ 1.3 $ — TRIP Holdings warehouse loan $ 788.5 3.60 % $ — $ 3.3 $ 4.4 TRIP Master Funding secured railcar equipment notes $ 34.8 2.62 % $ — $ 0.3 $ 0.3 Open hedge: 2017 promissory notes $ 169.3 3.00 % $ 3.0 $ (0.6 ) $ — (1) Weighted 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 Nine Months Ended Expected effect during next twelve months 2018 2017 2018 2017 (in millions) 2006 secured railcar equipment notes $ — $ (0.1 ) $ (0.1 ) $ (0.2 ) $ (0.1 ) TRIP Holdings warehouse loan $ 0.5 $ 1.1 $ 1.7 $ 3.4 $ 2.0 TRIP Master Funding secured railcar equipment notes $ 0.1 $ 0.1 $ 0.2 $ 0.4 $ 0.2 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 AOCL through the date the related debt issuance closed in 2006 . The balance is being amortized to interest expense over the term of the related debt. 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 life of the terminated hedge with $2.0 million of additional interest expense expected to be recognized during the twelve months following September 30, 2018 . 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 TRIP Master Funding interest rate hedge was terminated in August 2017 in connection with the refinancing of the related indebtedness. The effect on interest expense is due to amortization of the AOCL balance. The balance included in AOCL at the date the hedge was terminated is being amortized over the life of the terminated hedge with $0.2 million of additional interest expense expected to be recognized during the twelve months following September 30, 2018 . 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 twelve months following September 30, 2018 . In May 2018 , Trinity Rail Leasing 2018 LLC ("TRL-2018") purchased an interest rate swaption derivative for $1.4 million to hedge the risk of potential interest rate increases prior to the TRL-2018 debt issuance. The effect on interest expense is due to amortization of the AOCL balance. The balance included in AOCL is being amortized over the life of the terminated hedge with $0.2 million of additional interest expense expected to be recognized during the twelve months following September 30, 2018 . 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. 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 profit for these instruments was not significant. The amount recorded in the consolidated balance sheet as of September 30, 2018 for these instruments was not significant. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 and December 31, 2017 . September 30, December 31, (in millions) Manufacturing/Corporate: Land $ 119.2 $ 122.1 Buildings and improvements 671.0 668.1 Machinery and other 1,246.1 1,223.6 Construction in progress 45.0 32.6 2,081.3 2,046.4 Less accumulated depreciation (1,136.2 ) (1,073.7 ) 945.1 972.7 Leasing: Wholly-owned subsidiaries: Machinery and other 12.8 10.7 Equipment on lease 5,555.1 4,995.7 5,567.9 5,006.4 Less accumulated depreciation (959.5 ) (858.9 ) 4,608.4 4,147.5 Partially-owned subsidiaries: Equipment on lease 2,356.7 2,317.7 Less accumulated depreciation (540.8 ) (493.1 ) 1,815.9 1,824.6 Deferred profit on railcars sold to the Leasing Group (1,027.8 ) (985.2 ) Less accumulated amortization 196.4 175.1 (831.4 ) (810.1 ) $ 6,538.0 $ 6,134.7 Subsequent Event On October 17, 2018, the Leasing Group acquired, from an unrelated seller, the entire equity interest of a railcar leasing entity for $75.4 million in cash. As a result of the purchase transaction, the Leasing Group acquired approximately 4,150 railcars, substantially all of which are currently under lease to third parties, and assumed indebtedness of approximately $283.9 million with maturities ranging from 2018 through 2035. The Company will record the acquired railcars, the attached leases and the assumed debt at fair value in its Consolidated Balance Sheet as of the purchase date. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goodwill by segment is as follows: September 30, December 31, (as reported) (in millions) Rail Group $ 134.6 $ 134.6 Construction Products Group 136.0 136.0 Inland Barge Group 9.6 — Energy Equipment Group 505.8 507.9 Railcar Leasing and Management Services Group 1.8 1.8 $ 787.8 $ 780.3 The increase in the Inland Barge Group goodwill during the nine months ended September 30, 2018 is due to an acquisition. Goodwill in the Energy Equipment Group decreased during the nine months ended September 30, 2018 due to fluctuations in foreign currency exchange rates and the allocation of approximately $1.6 million of goodwill to a disposal group as a result of the pending divestitures disclosed in Note 2 Acquisitions and Divestitures. |
Warranties
Warranties | 9 Months Ended |
Sep. 30, 2018 | |
Product Warranties Disclosures [Abstract] | |
Warranties | Warranties The changes in the accruals for warranties for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Beginning balance $ 12.9 $ 14.8 $ 12.7 $ 15.7 Warranty costs incurred (1.9 ) (2.5 ) (4.5 ) (6.6 ) Warranty originations and revisions (0.3 ) 2.1 2.8 6.9 Warranty expirations (0.4 ) (0.8 ) (0.7 ) (2.4 ) Ending balance $ 10.3 $ 13.6 $ 10.3 $ 13.6 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the components of debt as of September 30, 2018 and December 31, 2017 : September 30, 2018 December 31, (in millions) Corporate – Recourse: Revolving credit facility $ — $ — Senior notes, net of unamortized discount of $0.3 and $0.3 399.7 399.7 Convertible subordinated notes, net of unamortized discount of $- and $8.2 — 441.2 Other 0.4 0.5 400.1 841.4 Less: unamortized debt issuance costs (2.4 ) (2.9 ) 397.7 838.5 Leasing – Recourse: Capital lease obligations 26.5 28.3 Total recourse debt 424.2 866.8 Leasing – Non-recourse: Wholly-owned subsidiaries: 2006 secured railcar equipment notes 139.4 158.5 2009 secured railcar equipment notes 161.7 166.2 2010 secured railcar equipment notes 258.9 266.9 2017 promissory notes 282.3 293.6 2018 secured railcar equipment notes, net of unamortized discount of $0.2 and $- 477.3 — TILC warehouse facility 228.7 150.7 1,548.3 1,035.9 Less: unamortized debt issuance costs (17.3 ) (11.1 ) 1,531.0 1,024.8 Partially-owned subsidiaries: TRL 2012 secured railcar equipment notes 386.7 402.8 TRIP Master Funding secured railcar equipment notes 946.9 962.5 1,333.6 1,365.3 Less: unamortized debt issuance costs (13.1 ) (14.5 ) 1,320.5 1,350.8 Total non–recourse debt 2,851.5 2,375.6 Total debt $ 3,275.7 $ 3,242.4 We have a $600.0 million unsecured corporate revolving credit facility that matures in May 2020 . As of September 30, 2018 , we had letters of credit issued under our revolving credit facility in an aggregate principal amount of $78.8 million , leaving $521.2 million available for borrowing. Other than these letters of credit, there were no borrowings under our revolving credit facility as of September 30, 2018 , or during the nine month period then ended. Of the outstanding letters of credit as of September 30, 2018 , all are expected to expire in 2019 . 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 September 30, 2018 , 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. On April 23, 2018, the Company issued a Notice of Redemption with respect to the 3 7/8% Convertible Subordinated Notes (the "Notes") to redeem the Notes on June 1, 2018 (the "Redemption Date") at a redemption price in cash equal to 100% of their principal amount plus accrued but unpaid interest (including any contingent interest), if any, to but excluding June 1, 2018. Immediately prior to the Redemption Date, the aggregate principal amount of Notes outstanding was approximately $449.3 million . Prior to May 30, 2018 (the "Conversion Deadline"), holders of approximately $448.5 million aggregate principal amount of the Notes submitted notices for conversion of their Notes. As a result, on June 1, 2018, the Company redeemed the remaining approximately $0.8 million aggregate principal amount of the Notes for an aggregate cash amount of approximately $0.8 million , including the accrued and unpaid interest to, but excluding, June 1, 2018. Pursuant to the terms of the indenture governing the Notes, the settlement of the Notes submitted for conversion occurred on various dates between May 30, 2018 and July 3, 2018. The Company elected to exercise its rights to settle the converting Notes in cash rather than in shares of common stock or a combination of cash and shares of common stock. The Company has completed conversion settlements for the remaining Notes, for an aggregate cash amount of approximately $646.6 million . Following the redemption and settlement of the conversions, there were no Notes outstanding under the indenture, and the indenture was satisfied and discharged in accordance with its terms. The Notes were originally recorded net of unamortized discount to reflect their underlying economics by capturing the value of the conversion option at the time of issuance as borrowing costs. As of December 31, 2017 , capital in excess of par value included $92.5 million related to the estimated value of the Notes’ conversion options, in accordance with ASC 470-20. Debt discount recorded in the consolidated balance sheet was 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 Notes. Upon redemption of the Notes, a charge to capital in excess of par value in the amount of $152.9 million , net of tax, was recorded equal to the redemption amount in excess of the par value of the Notes representing the fair value of the conversion option redeemed. Total interest expense recognized on the Notes for the three and nine months ended September 30, 2018 and 2017 is as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Coupon rate interest $ — $ 4.4 $ 7.2 $ 13.1 Amortized debt discount — 4.7 8.2 13.8 $ — $ 9.1 $ 15.4 $ 26.9 See Note 17 Earnings Per Common Share for an explanation of the effects of the Notes on earnings per share. The TILC warehouse loan facility, established to finance railcars owned by TILC, had $228.7 million in outstanding borrowings as of September 30, 2018 . In March 2018 , the facility, previously totaling $1.0 billion , was extended through March 2021 at a reduced amount of $750.0 million at the Company's election. Under the renewed facility, the entire unused facility amount of $521.3 million was available as of September 30, 2018 based on the amount of warehouse-eligible, unpledged equipment. The warehouse loan facility is a non-recourse obligation 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 renewed facility bear interest at a defined index rate plus a margin, for an all-in interest rate of 3.83% at September 30, 2018 . Amounts outstanding at maturity, absent renewal, are payable under the renewed facility in March 2022 . In June 2018 , TRL-2018, a Delaware limited liability company and a limited purpose, indirect wholly-owned subsidiary of the Company owned through TILC, issued $482.5 million in Secured Railcar Equipment Notes ("the TRL-2018 Secured Railcar Equipment Notes"). The TRL-2018 Secured Railcar Equipment Notes consisted of two classes of notes with (i) an aggregate principal amount of $200.0 million of TRL-2018's Series 2018-1 Class A-1 Secured Railcar Equipment Notes (the "Class A-1 Notes"), and (ii) an aggregate principal amount of $282.5 million of TRL-2018's Series 2018-1 Class A-2 Secured Railcar Equipment Notes (the “Class A-2 Notes”). The TRL-2018 Secured Railcar Equipment Notes were issued pursuant to a Master Indenture, dated June 20, 2018 between TRL-2018 and Wilmington Trust Company, as indenture trustee. The Class A-1 Notes, of which $195.0 million was outstanding as of September 30, 2018 , bear interest at a fixed rate of 3.82% , are payable monthly, and have a stated final maturity date of June 17, 2048 . The Class A-2 Notes, of which $282.5 million was outstanding as of September 30, 2018 , bear interest at a fixed rate of 4.62% , are payable monthly, and have a stated final maturity date of June 17, 2048 . The Notes are obligations of TRL-2018 only, secured by a portfolio of railcars and operating leases thereon acquired and owned by TRL-2018, certain cash reserves, and other assets of TRL-2018. Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 11 of the December 31, 2017 Consolidated Financial Statements filed on Form 10-K. The remaining principal payments under existing debt agreements as of September 30, 2018 , are as follows: Remaining three months of 2018 2019 2020 2021 2022 Thereafter (in millions) Recourse: Corporate $ — $ 0.1 $ 0.2 $ 0.1 $ — $ 400.0 Leasing – capital lease obligations (Note 6) 1.0 25.5 — — — — Non-recourse – leasing (Note 6): 2006 secured railcar equipment notes 6.3 28.0 29.8 29.2 29.9 16.2 2009 secured railcar equipment notes 2.0 11.2 6.6 13.4 14.1 114.4 2010 secured railcar equipment notes 2.0 7.6 14.2 20.1 21.0 194.0 2017 promissory notes 3.8 15.1 15.1 15.1 15.1 218.1 2018 secured railcar equipment notes 5.0 20.0 20.0 20.0 20.0 392.5 TILC warehouse facility 1.8 7.3 7.3 7.3 1.2 — Facility termination payments - TILC warehouse facility — — — — 203.8 — TRL 2012 secured railcar equipment notes 6.0 21.9 19.3 19.9 19.6 300.0 TRIP Master Funding secured railcar equipment notes 4.7 23.8 32.9 40.4 41.8 803.3 Total principal payments $ 32.6 $ 160.5 $ 145.4 $ 165.5 $ 366.5 $ 2,438.5 Subsequent Event On October 17, 2018, the Leasing Group acquired, from an unrelated seller, the entire equity interest of a railcar leasing entity for $75.4 million in cash. As a result of the purchase transaction, the Leasing Group acquired approximately 4,150 railcars, substantially all of which are currently under lease to third parties, and assumed indebtedness of approximately $283.9 million with maturities ranging from 2018 through 2035. The Company will record the acquired railcars, the attached leases and the assumed debt at fair value in its Consolidated Balance Sheet as of the purchase date. |
Other, Net
Other, Net | 9 Months Ended |
Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, Net Other, net (income) expense consists of the following items: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Foreign currency exchange transactions $ 0.3 $ (0.6 ) $ 2.5 $ 0.7 Gain on equity investments (0.1 ) (0.2 ) (0.4 ) (0.2 ) Pension cost (1.0 ) (0.6 ) (3.3 ) (1.9 ) Other 0.3 2.5 (0.2 ) 2.5 Other, net $ (0.5 ) $ 1.1 $ (1.4 ) $ 1.1 Pension cost, previously included in operating profit, represents the non-service cost components of pension cost now included in Other, Net as a result of the adoption of ASU 2017-07. See Note 1 Summary of Significant Accounting Policies. Other for the three and nine months ended September 30, 2018 includes $0.8 million and $0.9 million , respectively, in expense re lated to the change in fair value of certain equity instruments. Other for the three and nine months ended September 30, 2017 includes $0.3 million and $1.4 million , respectively, in expense re lated to the change in fair value of certain equity instruments. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
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 Nine Months Ended 2018 2017 2018 2017 Statutory rate 21.0 % 35.0 % 21.0 % 35.0 % State taxes 2.3 1.4 1.9 1.4 Changes in state tax laws — 0.5 1.0 0.2 Noncontrolling interest in partially-owned subsidiaries (1.2 ) (1.4 ) (0.4 ) (0.9 ) Impairment and other foreign losses 9.2 0.4 2.6 0.5 Changes in valuation allowance and reserves (1.0 ) 0.1 0.6 0.1 Effects of Federal Tax Reform (2.6 ) — (0.7 ) — Settlements with tax authorities — — — (2.1 ) Equity compensation (0.4 ) (0.2 ) (1.8 ) 0.8 Other, net 0.1 1.1 1.2 1.0 Effective rate 27.4 % 36.9 % 25.4 % 36.0 % Our effective tax rate reflects the Company's estimate for 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 benefits or deficiencies related to equity compensation, and the impact of the completion of income tax audits that resulted in a net tax benefit. Additionally, a portion of the $24.8 million pre-tax impairment charge recorded in the three and nine months ended September 30, 2018 was attributable to certain of our foreign operations for which taxes are not provided. This impairment charge increased the losses in those jurisdictions with no corresponding tax benefit. The related effect on our effective tax rate has been reflected in the rate reconciliation table above. See Note 2 Acquisitions and Divestitures for further information regarding the impairment charge and Note 5 Partially-Owned Leasing Subsidiaries for a further explanation of activities with respect to our partially-owned leasing subsidiaries. The Act was enacted on December 22, 2017. The Act reduces the U.S. federal corporate income tax rate from 35.0% to 21.0% , requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creates new taxes on certain foreign-sourced earnings. In December 2017, we recorded a tax benefit after the initial assessment of the tax effects of the Act, and we will continue refining this amount throughout 2018. During the nine months ended September 30, 2018, we adjusted our initial assessment of the tax effects of the Act to record an additional net benefit for remeasurement of certain deferred tax balances and the transition tax. We are still analyzing certain aspects of the Act and refining our calculations, which could potentially affect the measurement of our deferred tax balance or give rise to new deferred tax amounts resulting in a final adjustment in the fourth quarter of 2018. The impact of the Act may differ from our estimate due to changes in the regulations, rulings, guidance, and interpretations issued by the Internal Revenue Service ("IRS") and the FASB as well as interpretations and assumptions made by the Company. For the items for which we were able to determine a reasonable estimate, we recognized an additional provisional net benefit of $1.0 million and $1.3 million , respectively, for the three and nine months ended September 30, 2018 , which is included as a component of income tax expense. The calculation of our estimated annual effective tax rate includes the estimated impact of provisions of the Act, such as interest limitations, and foreign limitations or inclusions. These estimates could change as additional information becomes available on these provisions of the Act. Taxing authority examinations The 2014-2016 tax years have been reviewed by the IRS with no significant adjustments. The 2014-2017 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 entities are generally open for audits for their 2010 tax years and forward. Unrecognized tax benefits The change in unrecognized tax benefits for the nine months ended September 30, 2018 and 2017 was as follows: Nine Months Ended 2018 2017 (in millions) Beginning balance $ 8.2 $ 28.2 Additions for tax positions of prior years 1.6 0.2 Settlements (1.5 ) (23.3 ) Expiration of statute of limitations (0.5 ) — Ending balance $ 7.8 $ 5.1 Additions for tax positions related to prior years of $1.6 million and $0.2 million recorded in the nine months ended September 30, 2018 and 2017 , respectively, are due to a state and foreign filing position. Settlements during the nine months ended September 30, 2018 were related to state tax audits. Settlements during the nine months ended September 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 September 30, 2018 and 2017 , that would affect the Company’s overall effective tax rate if recognized was $10.1 million and $5.7 million , respectively. There is a reasonable possibility that unrecognized federal and state tax benefits will decrease by $6.2 million by September 30, 2019, 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 September 30, 2018 and December 31, 2017 was $4.5 million and $4.1 million , respectively. Income tax expense included an increase of $0.1 million and $0.4 million in interest expense and penalties related to uncertain tax positions for the three and nine months ended September 30, 2018 , respectively. Income tax expense included an increase of $0.1 million and a decrease of $5.2 million in interest expense and penalties related to uncertain tax positions for the three and nine months ended September 30, 2017 , respectively. |
Employee Retirement Plans
Employee Retirement Plans | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans The following table summarizes the components of net retirement cost for the Company: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Expense Components Service cost $ — $ — $ 0.1 $ 0.2 Interest 4.6 4.9 13.7 14.7 Expected return on plan assets (6.9 ) (6.8 ) (20.6 ) (20.4 ) Amortization of actuarial loss 1.3 1.4 3.6 3.8 Defined benefit expense (1.0 ) (0.5 ) (3.2 ) (1.7 ) Profit sharing 4.7 3.9 13.5 11.7 Multiemployer plan 0.5 0.6 1.6 1.6 Net expense $ 4.2 $ 4.0 $ 11.9 $ 11.6 Trinity contributed $28.0 million and $31.7 million to the Company's defined benefit pension plans for the three and nine months ended September 30, 2018 , respectively. Trinity contributed $0.8 million and $1.7 million to the Company's defined benefit pension plans for the three and nine months ended September 30, 2017 , respectively. Total contributions to the Company's defined benefit pension plans in 2018 are expected to be approximately $31.7 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 $0.5 million and $1.6 million to the multiemployer plan for the three and nine months ended September 30, 2018 , respectively. The Company contributed $0.5 million and $1.4 million to the multiemployer plan for the three and nine months ended September 30, 2017 , respectively. Total contributions to the multiemployer plan for 2018 are expected to be approximately $2.3 million . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in AOCL for the nine months ended September 30, 2018 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, 2017 $ (22.4 ) $ 0.3 $ (82.7 ) $ (104.8 ) Other comprehensive loss, net of tax, before reclassifications (1.0 ) 0.1 — (0.9 ) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $-, $(0.1), $(0.9), and $(1.0) — 1.7 2.7 4.4 Less: noncontrolling interest — (1.1 ) — (1.1 ) Other comprehensive income (loss) (1.0 ) 0.7 2.7 2.4 Cumulative effect of adopting accounting standard (see Note 1) (0.2 ) 0.1 (18.6 ) (18.7 ) Balances at September 30, 2018 $ (23.6 ) $ 1.1 $ (98.6 ) $ (121.1 ) See Note 7 Derivative Instruments for information on the reclassification of amounts in AOCL into earnings. Reclassifications of unrealized before-tax losses on derivative financial instruments are included in interest expense in the consolidated statements of operations. Reclassifications of before-tax net actuarial gains/(losses) of defined benefit plans are included in other, net (income) expense. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation totaled approximately $10.3 million and $29.3 million for the three and nine months ended September 30, 2018 , respectively. Stock-based compensation totaled approximately $8.7 million and $24.9 million for the three and nine months ended September 30, 2017 , respectively. |
Earnings Per Common Share
Earnings Per Common Share | 9 Months Ended |
Sep. 30, 2018 | |
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 5.9 million shares for the three and nine months ended September 30, 2018 . Total weighted average restricted shares and antidilutive stock options were 6.3 million and 6.4 million shares for the three and nine months ended September 30, 2017, 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. $ 27.7 $ 66.9 Unvested restricted share participation (0.6 ) (1.3 ) Net income attributable to Trinity Industries, Inc. – basic 27.1 145.0 $ 0.19 65.6 148.0 $ 0.44 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.8 — 0.5 Convertible subordinated notes — — — 2.8 Net income attributable to Trinity Industries, Inc. – diluted $ 27.1 145.8 $ 0.19 $ 65.6 151.3 $ 0.43 Nine Months Ended Nine 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. $ 132.0 $ 164.0 Unvested restricted share participation (2.4 ) (3.6 ) Net income attributable to Trinity Industries, Inc. – basic 129.6 146.1 $ 0.89 160.4 148.6 $ 1.08 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.9 — 0.4 Convertible subordinated notes — 1.8 — 2.1 Net income attributable to Trinity Industries, Inc. – diluted $ 129.6 148.8 $ 0.87 $ 160.4 151.1 $ 1.06 |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
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. 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 September 29, 2017, the United States Court of Appeals for the Fifth Circuit ("Fifth Circuit") reversed the District Court’s $682.4 million judgment and rendered judgment as a matter of law in favor of the Company and Trinity Highway Products. On October 27, 2017, Mr. Harman filed a Petition for Rehearing En Banc in the Fifth Circuit, which was denied by the Fifth Circuit on November 14, 2017. On February 12, 2018, the relator, Mr. Joshua Harman, filed a petition for certiorari with the United States Supreme Court, seeking a review of the Fifth Circuit's decision. Mr. Harman's petition for certiorari remains pending. Further appellate review would 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. Based on information currently available to the Company and previously disclosed, including, but not limited to the significance of the successful completion of eight post-verdict crash tests of the ET Plus in 2015, the favorable findings and conclusions published in 2015 by two joint task forces of the Federal Highway Administration and the American Association of State Highway and Transportation Officials regarding the ET Plus end terminal system, the Fifth Circuit's unanimous panel opinion reversing the $682.4 million judgment and rendering judgment in favor of the Company, and the Fifth Circuit's subsequent denial of Mr. Harman's Petition for Rehearing En Banc, we do not believe that a loss is probable in this matter; therefore, no accrual has been included in the accompanying consolidated financial statements. State, county, and municipal actions Mr. Harman has also filed thirteen 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); 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); the Florida False Claims Act ( State of Florida ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc., and Trinity Highway Products, LLC , Case No. 2014-CA-000596, in the Circuit Court of the Second Judicial Circuit in and for Leon County, Florida); the Illinois False Claims Act ( State of Illinois ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC , Case No. 2014 L 000098, in the Circuit Court for the Sixth Judicial District, Sangamon County, Illinois); the Massachusetts False Claims Act ( Commonwealth of Massachusetts ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC , Case No. 1484-CV-02364, in the Superior Court Department of the Trial Court); and the Nevada False Claims Act ( State of Nevada ex rel. Joshua M. Harman V. Trinity Industries, Inc. and Trinity Highway Products, LLC , Case No. A-14-699028-C, in the District Court for Clark County, Nevada). In each of these thirteen 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, the above-referenced state qui tam cases, with the exception of the Massachusetts state qui tam case, 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 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. On December 6, 2017, the Court granted plaintiff's Motion for Class Certification, certifying a class of Missouri counties with populations of 10,000 or more persons, including the City of St. Louis and the State of Missouri's transportation authority that have or had ET Plus guardrail end terminals with 4-inch wide guide channels installed on roadways they own or maintain. On December 18, 2017, the Company and Trinity Highway Products filed a petition for permission to appeal the Order of Class Certification in the Missouri Court of Appeals for the Western District. On March 6, 2018, the Missouri Court of Appeals denied Trinity's petition for permission to appeal the Order of Class Certification. On March 15, 2018, the Company and Trinity Highway Products filed a Petition for Writ of Prohibition with the Missouri Supreme Court, seeking review of the Order of Class Certification. On May 1, 2018, the Missouri Supreme Court denied Trinity's Petition for Writ of Prohibition seeking review of the Order of Class Certification. The Company believes this lawsuit is without merit and intends to vigorously defend all allegations. While the financial impacts of these state, county, and municipal actions 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. As previously disclosed, National Cooperative Highway Research Program 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 believes the District Court judgment in the FCA case, coupled with the media attention such judgment generated, caused the plaintiff’s bar to seek out individuals involved in collisions with a Trinity Highway Products manufactured product as potential clients, which resulted 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 appeal in the Joshua Harman FCA case. 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. 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 $4.2 million to $27.4 million . This range includes any amount related to the Highway Products litigation matters described above in the section titled “Product liability cases.” At September 30, 2018 , total accruals of $25.9 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 $2.9 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 | 9 Months Ended |
Sep. 30, 2018 | |
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 Trinity Structural Towers, Inc. (collectively, the "Combined Guarantor Subsidiaries”). 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 September 30, 2018 , assets held by the Combined Non-Guarantor Subsidiaries included $ 110.9 million of restricted cash that was not available for distribution to Trinity Industries, Inc. (“Parent”), $ 4,296.4 million of equipment securing certain non-recourse debt, $ 67.4 million of equipment securing certain lease obligations held by the Combined Non-Guarantor Subsidiaries, and $ 304.9 million of assets located in foreign locations. As of December 31, 2017 , assets held by the Combined Non-Guarantor Subsidiaries included $ 143.0 million of restricted cash that was not available for distribution to the Parent, $ 3,509.1 million of equipment securing certain non-recourse debt, $ 66.2 million of equipment securing certain lease obligations held by the Combined Non-Guarantor Subsidiaries, and $ 317.3 million of assets located in foreign locations. Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 526.2 $ 550.3 $ (145.6 ) $ 930.9 Cost of revenues 5.7 442.3 455.1 (151.1 ) 752.0 Selling, engineering, and administrative expenses 40.0 32.4 38.7 — 111.1 Gains on dispositions of property (0.1 ) 7.7 3.5 — 11.1 45.8 467.0 490.3 (151.1 ) 852.0 Operating profit (loss) (45.8 ) 59.2 60.0 5.5 78.9 Other (income) expense (4.3 ) 8.3 35.9 — 39.9 Equity in earnings of subsidiaries, net of taxes 62.8 16.4 — (79.2 ) — Income before income taxes 21.3 67.3 24.1 (73.7 ) 39.0 Provision (benefit) for income taxes (6.4 ) 9.9 6.9 0.3 10.7 Net income 27.7 57.4 17.2 (74.0 ) 28.3 Net income attributable to noncontrolling interest — — — 0.6 0.6 Net income attributable to controlling interest $ 27.7 $ 57.4 $ 17.2 $ (74.6 ) $ 27.7 Net income $ 27.7 $ 57.4 $ 17.2 $ (74.0 ) $ 28.3 Other comprehensive income (loss) 1.4 — 0.7 — 2.1 Comprehensive income 29.1 57.4 17.9 (74.0 ) 30.4 Comprehensive income attributable to noncontrolling interest — — — 0.9 0.9 Comprehensive income attributable to controlling interest $ 29.1 $ 57.4 $ 17.9 $ (74.9 ) $ 29.5 Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,558.5 $ 1,585.4 $ (439.4 ) $ 2,704.5 Cost of revenues 6.4 1,292.3 1,260.3 (458.8 ) 2,100.2 Selling, engineering, and administrative expenses 119.3 99.8 107.3 — 326.4 Gains on dispositions of property 1.3 17.1 6.7 — 25.1 124.4 1,375.0 1,360.9 (458.8 ) 2,401.5 Operating profit (loss) (124.4 ) 183.5 224.5 19.4 303.0 Other (income) expense (2.5 ) 24.2 99.8 — 121.5 Equity in earnings of subsidiaries, net of taxes 244.3 63.3 — (307.6 ) — Income before income taxes 122.4 222.6 124.7 (288.2 ) 181.5 Provision (benefit) for income taxes (9.6 ) 37.3 27.7 (9.3 ) 46.1 Net income 132.0 185.3 97.0 (278.9 ) 135.4 Net income attributable to noncontrolling interest — — — 3.4 3.4 Net income attributable to controlling interest $ 132.0 $ 185.3 $ 97.0 $ (282.3 ) $ 132.0 Net income $ 132.0 $ 185.3 $ 97.0 $ (278.9 ) $ 135.4 Other comprehensive income (loss) 1.8 — 1.7 — 3.5 Comprehensive income 133.8 185.3 98.7 (278.9 ) 138.9 Comprehensive income attributable to noncontrolling interest — — — 4.5 4.5 Comprehensive income attributable to controlling interest $ 133.8 $ 185.3 $ 98.7 $ (283.4 ) $ 134.4 Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 622.5 $ 501.3 $ (150.2 ) $ 973.6 Cost of revenues (0.1 ) 493.6 385.7 (156.5 ) 722.7 Selling, engineering, and administrative expenses 39.5 35.6 39.5 — 114.6 Gains on dispositions of property (0.1 ) 15.9 0.3 — 16.1 39.5 513.3 424.9 (156.5 ) 821.2 Operating profit (loss) (39.5 ) 109.2 76.4 6.3 152.4 Other (income) expense 5.7 6.1 33.0 — 44.8 Equity in earnings of subsidiaries, net of taxes 111.7 17.5 — (129.2 ) — Income before income taxes 66.5 120.6 43.4 (122.9 ) 107.6 Provision (benefit) for income taxes (0.4 ) 35.5 6.4 (1.8 ) 39.7 Net income 66.9 85.1 37.0 (121.1 ) 67.9 Net income attributable to noncontrolling interest — — — 1.0 1.0 Net income attributable to controlling interest $ 66.9 $ 85.1 $ 37.0 $ (122.1 ) $ 66.9 Net income $ 66.9 $ 85.1 $ 37.0 $ (121.1 ) $ 67.9 Other comprehensive income (loss) 1.8 — 0.3 — 2.1 Comprehensive income 68.7 85.1 37.3 (121.1 ) 70.0 Comprehensive income attributable to noncontrolling interest — — — 1.5 1.5 Comprehensive income attributable to controlling interest $ 68.7 $ 85.1 $ 37.3 $ (122.6 ) $ 68.5 Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,738.6 $ 1,438.5 $ (420.7 ) $ 2,756.4 Cost of revenues 3.7 1,393.1 1,107.0 (438.6 ) 2,065.2 Selling, engineering, and administrative expenses 108.4 100.3 121.4 — 330.1 Gains on dispositions of property 0.5 36.9 4.4 — 41.8 111.6 1,456.5 1,224.0 (438.6 ) 2,353.5 Operating profit (loss) (111.6 ) 282.1 214.5 17.9 402.9 Other (income) expense 16.9 21.3 93.3 — 131.5 Equity in earnings of subsidiaries, net of taxes 274.1 60.6 — (334.7 ) — Income before income taxes 145.6 321.4 121.2 (316.8 ) 271.4 Provision (benefit) for income taxes (18.4 ) 105.8 26.0 (15.6 ) 97.8 Net income 164.0 215.6 95.2 (301.2 ) 173.6 Net income attributable to noncontrolling interest — — — 9.6 9.6 Net income attributable to controlling interest $ 164.0 $ 215.6 $ 95.2 $ (310.8 ) $ 164.0 Net income $ 164.0 $ 215.6 $ 95.2 $ (301.2 ) $ 173.6 Other comprehensive income (loss) 4.1 — 2.3 — 6.4 Comprehensive income 168.1 215.6 97.5 (301.2 ) 180.0 Comprehensive income attributable to noncontrolling interest — — — 11.6 11.6 Comprehensive income attributable to controlling interest $ 168.1 $ 215.6 $ 97.5 $ (312.8 ) $ 168.4 Condensed Consolidating Balance Sheet September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 333.0 $ 70.2 $ 51.8 $ (27.6 ) $ 427.4 Short-term marketable securities — — — — — Receivables, net of allowance — 201.1 196.4 (1.3 ) 396.2 Income tax receivable 41.4 — 4.9 — 46.3 Inventory — 459.0 258.3 (10.3 ) 707.0 Property, plant, and equipment, net 52.9 2,081.8 4,990.5 (587.2 ) 6,538.0 Investments in and advances to subsidiaries 5,806.5 3,373.4 341.3 (9,521.2 ) — Restricted cash — — 110.9 27.6 138.5 Goodwill and other assets 208.9 590.2 356.7 (4.2 ) 1,151.6 $ 6,442.7 $ 6,775.7 $ 6,310.8 $ (10,124.2 ) $ 9,405.0 Liabilities: Accounts payable $ 15.0 $ 93.6 $ 112.2 $ (1.3 ) $ 219.5 Accrued liabilities 216.7 55.7 138.6 — 411.0 Debt 397.3 26.5 2,851.9 — 3,275.7 Deferred income — 17.2 1.2 — 18.4 Deferred income taxes — 738.9 34.7 (17.7 ) 755.9 Advances from subsidiaries 1,104.5 — — (1,104.5 ) — Other liabilities 69.8 0.6 14.7 — 85.1 Total stockholders' equity 4,639.4 5,843.2 3,157.5 (9,000.7 ) 4,639.4 $ 6,442.7 $ 6,775.7 $ 6,310.8 $ (10,124.2 ) $ 9,405.0 Condensed Consolidating Balance Sheet December 31, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 763.9 $ 1.6 $ 65.3 $ (52.2 ) $ 778.6 Short-term marketable securities 319.5 — — — 319.5 Receivables, net of allowance 1.1 204.2 164.4 — 369.7 Income tax receivable 24.0 — 5.0 — 29.0 Inventory — 413.6 236.8 (9.8 ) 640.6 Property, plant, and equipment, net 47.6 2,310.7 4,293.0 (516.6 ) 6,134.7 Investments in and advances to subsidiaries 5,515.2 3,049.7 255.5 (8,820.4 ) — Restricted cash — — 143.0 52.2 195.2 Goodwill and other assets 159.2 590.9 326.3 (0.5 ) 1,075.9 $ 6,830.5 $ 6,570.7 $ 5,489.3 $ (9,347.3 ) $ 9,543.2 Liabilities: Accounts payable $ 7.5 $ 65.9 $ 102.2 $ (0.2 ) $ 175.4 Accrued liabilities 236.5 59.1 144.9 (0.5 ) 440.0 Debt 838.1 28.3 2,376.0 — 3,242.4 Deferred income — 19.1 1.4 — 20.5 Deferred income taxes 53.8 683.2 5.9 0.3 743.2 Advances from subsidiaries 775.2 — — (775.2 ) — Other liabilities 61.4 0.7 1.6 — 63.7 Total stockholders' equity 4,858.0 5,714.4 2,857.3 (8,571.7 ) 4,858.0 $ 6,830.5 $ 6,570.7 $ 5,489.3 $ (9,347.3 ) $ 9,543.2 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 132.0 $ 185.3 $ 97.0 $ (278.9 ) $ 135.4 Equity in earnings of subsidiaries, net of taxes (244.3 ) (63.3 ) — 307.6 — Other (24.1 ) 88.1 151.7 (31.2 ) 184.5 Net cash provided (required) by operating activities (136.4 ) 210.1 248.7 (2.5 ) 319.9 Investing activities: (Increase) decrease in short-term marketable securities 319.5 — — — 319.5 Proceeds from railcar lease fleet sales owned more than one year — 707.8 63.3 (647.7 ) 123.4 Proceeds from dispositions of property and other assets 0.2 2.5 9.1 — 11.8 Capital expenditures – leasing — (611.9 ) (711.6 ) 647.7 (675.8 ) Capital expenditures – manufacturing and other (11.6 ) (14.7 ) (36.7 ) — (63.0 ) Acquisitions, net of cash acquired — — (25.0 ) — (25.0 ) (Increase) decrease in investment in partially-owned subsidiaries — 7.1 — (7.1 ) — Other — (1.9 ) — — (1.9 ) Net cash provided (required) by investing activities 308.1 88.9 (700.9 ) (7.1 ) (311.0 ) Financing activities: Payments to retire debt (647.6 ) (1.8 ) (89.6 ) — (739.0 ) Proceeds from issuance of debt — — 561.3 — 561.3 Shares repurchased (156.1 ) — — — (156.1 ) Dividends paid to common shareholders (58.1 ) — — — (58.1 ) Purchase of shares to satisfy employee tax on vested stock (11.5 ) — — — (11.5 ) Distributions to noncontrolling interest — — (10.3 ) — (10.3 ) Distributions to controlling interest in partially-owned subsidiaries — — 7.1 (7.1 ) — Change in intercompany financing between entities 270.7 (228.6 ) (58.8 ) 16.7 — Other — — (3.1 ) — (3.1 ) Net cash provided (required) by financing activities (602.6 ) (230.4 ) 406.6 9.6 (416.8 ) Net increase (decrease) in cash, cash equivalents, and restricted cash (430.9 ) 68.6 (45.6 ) — (407.9 ) Cash, cash equivalents, and restricted cash at beginning of period 763.9 1.6 208.3 — 973.8 Cash, cash equivalents, and restricted cash at end of period $ 333.0 $ 70.2 $ 162.7 $ — $ 565.9 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 164.0 $ 215.6 $ 95.2 $ (301.2 ) $ 173.6 Equity in earnings of subsidiaries, net of taxes (274.1 ) (60.6 ) — 334.7 — Other 28.5 134.9 165.7 (14.5 ) 314.6 Net cash provided (required) by operating activities (81.6 ) 289.9 260.9 19.0 488.2 Investing activities: (Increase) decrease in short-term marketable securities 84.7 — — — 84.7 Proceeds from railcar lease fleet sales owned more than one year — 515.8 8.4 (363.9 ) 160.3 Proceeds from dispositions of property and other assets — 1.2 6.9 — 8.1 Capital expenditures – leasing — (349.2 ) (375.1 ) 363.9 (360.4 ) Capital expenditures – manufacturing and other (5.9 ) (12.3 ) (43.7 ) — (61.9 ) Acquisitions, net of cash acquired — — (47.5 ) — (47.5 ) (Increase) decrease in investment in partially-owned subsidiaries — 30.0 — (30.0 ) — Other — — (0.3 ) — (0.3 ) Net cash provided (required) by investing activities 78.8 185.5 (451.3 ) (30.0 ) (217.0 ) Financing activities: Payments to retire debt — (2.7 ) (332.2 ) — (334.9 ) Proceeds from issuance of debt — — 534.1 — 534.1 Shares repurchased (52.4 ) — — — (52.4 ) Dividends paid to common shareholders (53.0 ) — — — (53.0 ) Purchase of shares to satisfy employee tax on vested stock (14.1 ) — — — (14.1 ) Distributions to noncontrolling interest — — (41.4 ) — (41.4 ) Distributions to controlling interest in partially-owned subsidiaries — — (30.0 ) 30.0 — Change in intercompany financing between entities 437.4 (471.8 ) 53.5 (19.1 ) — Other — — (0.1 ) — (0.1 ) Net cash provided (required) by financing activities 317.9 (474.5 ) 183.9 10.9 38.2 Net increase (decrease) in cash, cash equivalents, and restricted cash 315.1 0.9 (6.5 ) (0.1 ) 309.4 Cash, cash equivalents, and restricted cash at beginning of period 537.9 5.2 198.4 0.1 741.6 Cash, cash equivalents, and restricted cash at end of period $ 853.0 $ 6.1 $ 191.9 $ — $ 1,051.0 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 , and the results of operations for the three and nine months ended September 30, 2018 and 2017 , and cash flows for the nine months ended September 30, 2018 and 2017 , 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 nine months ended September 30, 2018 may not be indicative of expected results of operations for the year ending December 31, 2018 . 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, 2017 . |
Spin-Off Transaction | Spin-off Transaction In December 2017, the Company announced that its Board of Directors unanimously approved a plan to pursue a spin-off of the Company's infrastructure-related businesses to Trinity stockholders. The separation is planned as a tax-free spin-off transaction to the Company's stockholders for U.S. federal income tax purposes. The transaction will result in two separate public companies: (1) Trinity, the currently existing company, which will be comprised primarily of Trinity’s rail-related businesses and (2) Arcosa, Inc. ("Arcosa"), a new infrastructure company, focused on infrastructure-related products and services. On September 25, 2018, Trinity’s Board of Directors formally approved the separation of its infrastructure-related businesses from Trinity through a distribution of all of the common stock of Arcosa held by Trinity to Trinity stockholders. In connection with the approval, the Board set the distribution ratio, record date, and distribution date for the separation. The distribution is expected to be made at 12:01 a.m. local New York City time on November 1, 2018 to Trinity stockholders of record as of 5:00 p.m. local New York City time on October 17, 2018, the record date for the distribution. On the distribution date, Trinity stockholders will receive one share of Arcosa common stock for every three shares of Trinity common stock held as of the record date. No fractional shares of Arcosa’s common stock will be distributed. Fractional shares of Arcosa’s common stock will be aggregated and sold on the open market, and the aggregate net proceeds of the sales will be distributed ratably in the form of cash payments to Trinity stockholders who would otherwise be entitled to receive a fractional share of Arcosa’s common stock. The completion of the spin-off transaction is subject to the satisfaction or waiver of a number of conditions, including certain conditions described in the Information Statement included in Arcosa’s Form 10 filed with the Securities and Exchange Commission and in the form of the Separation and Distribution Agreement, which is filed as an exhibit to the Form 10. Trinity and Arcosa expect all conditions to the Arcosa distribution to be satisfied or waived on or before the distribution date. Following the distribution, Arcosa will be an independent, publicly-traded company on the New York Stock Exchange, and Trinity will retain no ownership interest in Arcosa. Upon completion of the spin-off transaction, Arcosa's results of operations will be presented as discontinued operations. See information in Item 1A "Risk Factors"of our 2017 Annual Report on Form 10-K under the heading "Risks Related to the Proposed Spin-Off of our Infrastructure-Related Businesses" for a description of some of the risks and uncertainties associated with the proposed transaction. |
Stockholders' Equity | Stockholders' Equity In December 2017 , the Company’s Board of Directors authorized a $ 500 million share repurchase program effective January 1, 2018 through December 31, 2019 . Under the program, 1,356,484 and 4,327,158 shares, respectively, were repurchased during the three and nine months ended September 30, 2018 , at a cost of approximately $50.0 million and $ 150.1 million , respectively, leaving a remaining authorization of $350.0 million . Certain shares of stock repurchased during December 2017, totaling $6.0 million , were cash settled in January 2018 in accordance with normal settlement practices. Under the Company's previous program that expired on December 31, 2017 , 1,942,200 shares were repurchased during the nine months ended September 30, 2017 , at a cost of approximately $52.4 million . There were no shares repurchased during the three months ended September 30, 2017 . |
Revenue Recognition | Revenue Recognition Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The following is a description of principal activities from which the Company generates its revenue, separated by reportable segments. Payments for our products and services are generally due within normal commercial terms. For a further discussion regarding the Company’s reportable segments, see Note 4 Segment Information. Rail Group The Rail Group recognizes revenue when the customer has submitted its certificate of acceptance and legal title of the railcar has passed to the customer. Certain long-term contracts for the sales of railcars include price adjustments based on steel-price indices; this amount represents variable consideration for which we are constrained and we do not estimate these amounts prior to the time the railcar is delivered, at which time the pricing becomes fixed. Construction Products Group The Construction Products Group recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer. Inland Barge Group The Inland Barge Group recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer. Energy Equipment Group Within the Energy Equipment Group, revenue is recognized for our wind tower and certain utility structure product lines over time as the products are manufactured using an input approach based on the costs incurred relative to the total estimated costs of production. We recognize revenue over time for these products as they are highly customized to the needs of an individual customer resulting in no alternative use to the Company if not purchased by the customer after the contract is executed, and we have the right to bill the customer for our work performed to date plus at least a reasonable profit margin for work performed. For all other products, revenue is recognized when the customer has accepted the product and legal title of the product has passed to the customer. Railcar Leasing and Management Services Group 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. Revenue from servicing, maintenance, and management agreements is recognized as each performance period occurs. Fees for shipping and handling are recorded as revenue. The Company has elected to account for shipping and handling costs as activities to fulfill the promise to transfer the good. The fees and costs of shipping and handling activities are accrued if the related performance obligation has been satisfied. Unsatisfied Performance Obligations The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2018 and the percentage of the outstanding performance obligations as of September 30, 2018 expected to be delivered during the remainder of 2018: Unsatisfied performance obligations at September 30, 2018 Total Amount Percent expected to be delivered in 2018 (in millions) Rail Group: Railcars: External Customers $ 2,001.2 Leasing Group 1,199.6 $ 3,200.8 20 % Components and maintenance services $ 58.5 36 % Inland Barge Group $ 210.4 21 % Energy Equipment Group: Wind towers and utility structures $ 700.3 23 % Other $ 83.5 37 % Railcar Leasing and Management Services Group $ 123.1 5 % The remainder of the unsatisfied performance obligations for the Rail Group is expected to be delivered through 2023. The remainder of the unsatisfied performance obligations for the Inland Barge Group and wind towers and utility structures is expected to be delivered through 2020. Unsatisfied performance obligations for the Railcar Leasing and Management Services Group are related to servicing, maintenance, and management agreements and are expected to be performed through 2024. Substantially all other unsatisfied performance obligations beyond 2018 are expected to be delivered during 2019. |
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 at 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 as a result of 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. Restricted Cash Restricted cash consists of cash and cash equivalents held either as collateral for the Company's non-recourse debt and lease obligations or as security for the performance of certain product sales agreements. As such, they are restricted in use. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers," ("ASU 2014-09") which provides common revenue recognition guidance for U.S. generally accepted accounting principles. 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 to receive 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. The Company applied ASU 2014-09 to all contracts that were not complete as of January 1, 2018 using the modified retrospective method of adoption, resulting in a reduction to retained earnings of $4.0 million , net of tax, as of January 1, 2018 related to the cumulative effect of applying this standard. Therefore, the comparative information for the three and nine months ended September 30, 2017 has not been adjusted and continues to be reported under Accounting Standards Codification ("ASC") Topic 605. The primary impact of adopting the standard is a change in the timing of revenue recognition for our wind towers and certain utility structures product lines within our Energy Equipment Group. Previously, the Company recognized revenue when the product was delivered. Under ASU 2014-09, revenue is recognized over time as the products are manufactured. Revenue recognition policies in our other business segments remain substantially unchanged. The following tables summarize the impact of adopting ASU 2014-09 on the Company’s consolidated financial statements as of September 30, 2018 and for the three and nine months then ended: As Reported Adjustments Balance without adjustment for adoption of ASU 2014-09 (in millions) Consolidated Statement of Operations For the three months ended September 30, 2018: Revenues - manufacturing $ 703.7 $ (8.3 ) $ 695.4 Cost of revenues - manufacturing 619.0 (5.7 ) 613.3 Operating profit 78.9 (2.6 ) 76.3 Income before income taxes 39.0 (2.6 ) 36.4 Provision for income taxes 10.7 (0.6 ) 10.1 Net income 28.3 (2.0 ) 26.3 Net income attributable to Trinity Industries, Inc. 27.7 (2.0 ) 25.7 For the nine months ended September 30, 2018: Revenues - manufacturing $ 2,089.8 $ 6.4 $ 2,096.2 Cost of revenues - manufacturing 1,755.3 5.4 1,760.7 Operating profit 303.0 1.0 304.0 Income before income taxes 181.5 1.0 182.5 Provision for income taxes 46.1 0.2 46.3 Net income 135.4 0.8 136.2 Net income attributable to Trinity Industries, Inc. 132.0 0.8 132.8 Consolidated Balance Sheet Receivables, net of allowance $ 396.2 $ (16.1 ) $ 380.1 Inventories: Raw materials and supplies 376.6 — 376.6 Work in process 182.2 17.1 199.3 Finished goods 148.2 5.4 153.6 Accrued liabilities 411.0 (0.1 ) 410.9 Deferred income taxes 755.9 1.5 757.4 Retained earnings 4,212.1 5.0 4,217.1 Consolidated Statement of Cash Flows For the nine months ended September 30, 2018: Operating activities: Net income $ 135.4 $ 0.8 $ 136.2 Provision for deferred income taxes 57.8 0.2 58.0 (Increase) decrease in receivables (23.5 ) 8.3 (15.2 ) (Increase) decrease in inventories (110.1 ) 5.4 (104.7 ) Increase (decrease) in accrued liabilities (14.7 ) (14.7 ) (29.4 ) Net cash provided by operating activities 319.9 — 319.9 In February 2016, the FASB issued ASU 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. In July 2018, the FASB issued ASU No. 2018-11, which amends ASU 2016-02, permitting entities to record the right of use asset and lease liability on date of adoption with no requirement to recast comparative periods. The Company plans to adopt ASU 2016-02 and 2018-11 effective January 1, 2019. We are finalizing our assessment of the effects of the new standard, including its effects on our consolidated financial statements. In November 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. The Company adopted ASU 2016-18 effective January 1, 2018. Amounts previously reported have been adjusted to reflect this change. 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 in other income and excluded from operating profit. The Company adopted ASU 2017-07 effective January 1, 2018. Amounts previously reported have been adjusted to reflect this change. In February 2018, the FASB issued Accounting Standards Update No. 2018-02, “Income Statement - Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” (“ASU 2018-02”) which gives entities the option to reclassify from Accumulated Other Comprehensive Loss ("AOCL") to retained earnings the stranded tax effects resulting from the Tax Cuts and Jobs Act (the "Act") enacted on December 22, 2017. ASU 2018-02 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. The Company elected to adopt ASU 2018-02 as of January 1, 2018 resulting in a reclassification adjustment from AOCL, increasing retained earnings by $ 18.7 million for the nine months ended September 30, 2018. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Remaining Performance Obligation | The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2018 and the percentage of the outstanding performance obligations as of September 30, 2018 expected to be delivered during the remainder of 2018: Unsatisfied performance obligations at September 30, 2018 Total Amount Percent expected to be delivered in 2018 (in millions) Rail Group: Railcars: External Customers $ 2,001.2 Leasing Group 1,199.6 $ 3,200.8 20 % Components and maintenance services $ 58.5 36 % Inland Barge Group $ 210.4 21 % Energy Equipment Group: Wind towers and utility structures $ 700.3 23 % Other $ 83.5 37 % Railcar Leasing and Management Services Group $ 123.1 5 % |
ASU 2014-09 Adoption | The following tables summarize the impact of adopting ASU 2014-09 on the Company’s consolidated financial statements as of September 30, 2018 and for the three and nine months then ended: As Reported Adjustments Balance without adjustment for adoption of ASU 2014-09 (in millions) Consolidated Statement of Operations For the three months ended September 30, 2018: Revenues - manufacturing $ 703.7 $ (8.3 ) $ 695.4 Cost of revenues - manufacturing 619.0 (5.7 ) 613.3 Operating profit 78.9 (2.6 ) 76.3 Income before income taxes 39.0 (2.6 ) 36.4 Provision for income taxes 10.7 (0.6 ) 10.1 Net income 28.3 (2.0 ) 26.3 Net income attributable to Trinity Industries, Inc. 27.7 (2.0 ) 25.7 For the nine months ended September 30, 2018: Revenues - manufacturing $ 2,089.8 $ 6.4 $ 2,096.2 Cost of revenues - manufacturing 1,755.3 5.4 1,760.7 Operating profit 303.0 1.0 304.0 Income before income taxes 181.5 1.0 182.5 Provision for income taxes 46.1 0.2 46.3 Net income 135.4 0.8 136.2 Net income attributable to Trinity Industries, Inc. 132.0 0.8 132.8 Consolidated Balance Sheet Receivables, net of allowance $ 396.2 $ (16.1 ) $ 380.1 Inventories: Raw materials and supplies 376.6 — 376.6 Work in process 182.2 17.1 199.3 Finished goods 148.2 5.4 153.6 Accrued liabilities 411.0 (0.1 ) 410.9 Deferred income taxes 755.9 1.5 757.4 Retained earnings 4,212.1 5.0 4,217.1 Consolidated Statement of Cash Flows For the nine months ended September 30, 2018: Operating activities: Net income $ 135.4 $ 0.8 $ 136.2 Provision for deferred income taxes 57.8 0.2 58.0 (Increase) decrease in receivables (23.5 ) 8.3 (15.2 ) (Increase) decrease in inventories (110.1 ) 5.4 (104.7 ) Increase (decrease) in accrued liabilities (14.7 ) (14.7 ) (29.4 ) Net cash provided by operating activities 319.9 — 319.9 |
Acquisitions and Divestitures A
Acquisitions and Divestitures Acquisitions and Divestitures (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Acquisitions: Purchase price $ — $ 42.2 $ 25.0 $ 48.3 Net cash paid $ — $ 42.2 $ 25.0 $ 47.5 Goodwill recorded $ (0.3 ) $ 14.8 $ 9.6 $ 14.8 |
Fair Value Accounting (Tables)
Fair Value Accounting (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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 September 30, 2018 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 199.9 $ — $ — $ 199.9 Restricted cash 138.5 — — 138.5 Equity instruments (1) — 0.4 — 0.4 Interest rate hedge (1) — 3.0 — 3.0 Total assets $ 338.4 $ 3.4 $ — $ 341.8 Fair Value Measurement as of December 31, 2017 (in millions) Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 113.1 $ — $ — $ 113.1 Restricted cash 195.2 — — 195.2 Equity instruments (1) — 1.3 — 1.3 Interest rate hedge (1) — 1.6 — 1.6 Total assets $ 308.3 $ 2.9 $ — $ 311.2 (1) Included in other assets 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: September 30, 2018 December 31, 2017 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value (in millions) Recourse: Senior notes $ 399.7 $ 388.2 $ 399.7 $ 400.3 Convertible subordinated notes — — 449.4 715.0 Less: unamortized discount — (8.2 ) — 441.2 Capital lease obligations 26.5 26.5 28.3 28.3 Other 0.4 0.4 0.5 0.5 426.6 415.1 869.7 1,144.1 Less: unamortized debt issuance costs (2.4 ) (2.9 ) 424.2 866.8 Non-recourse: 2006 secured railcar equipment notes 139.4 143.2 158.5 165.7 2009 secured railcar equipment notes 161.7 173.6 166.2 169.6 2010 secured railcar equipment notes 258.9 261.3 266.9 281.9 2017 promissory notes 282.3 282.3 293.6 293.6 2018 secured railcar equipment notes 477.3 479.9 — — TILC warehouse facility 228.7 228.7 150.7 150.7 TRL 2012 secured railcar equipment notes 386.7 362.2 402.8 390.4 TRIP Master Funding secured railcar equipment notes 946.9 952.5 962.5 1,007.6 2,881.9 2,883.7 2,401.2 2,459.5 Less: unamortized debt issuance costs (30.4 ) (25.6 ) 2,851.5 2,375.6 Total $ 3,275.7 $ 3,298.8 $ 3,242.4 $ 3,603.6 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Financial information for segments | Three Months Ended September 30, 2018 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 408.2 Components and maintenance services 98.6 Rail Group $ 299.4 $ 207.4 506.8 $ 32.9 Highway products 79.4 Construction aggregates 52.9 Other 19.7 Construction Products Group 148.3 3.7 152.0 29.1 Inland Barge Group 49.3 — 49.3 3.0 Wind towers and utility structures 147.0 Other 71.2 Energy Equipment Group 203.1 15.1 218.2 (13.7 ) Leasing and management 175.9 Sales of leased railcars owned one year or less at the time of sale 51.6 Railcar Leasing and Management Services Group 227.2 0.3 227.5 92.2 All Other 3.6 23.6 27.2 (5.9 ) Segment Totals before Eliminations and Corporate 930.9 250.1 1,181.0 137.6 Corporate — — — (41.5 ) Eliminations – Lease subsidiary — (207.4 ) (207.4 ) (18.1 ) Eliminations – Other — (42.7 ) (42.7 ) 0.9 Consolidated Total $ 930.9 $ — $ 930.9 $ 78.9 Three Months Ended September 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 437.0 Components and maintenance services 55.4 Rail Group $ 317.4 $ 175.0 492.4 $ 50.5 Highway products 62.4 Construction aggregates 53.3 Other 16.2 Construction Products Group 130.1 1.8 131.9 16.8 Inland Barge Group 28.1 — 28.1 (0.7 ) Wind towers and utility structures 167.1 Other 79.1 Energy Equipment Group 220.6 25.6 246.2 26.3 Leasing and management 188.5 Sales of leased railcars owned one year or less at the time of sale 86.6 Railcar Leasing and Management Services Group 274.9 0.2 275.1 120.6 All Other 2.5 23.2 25.7 (4.9 ) Segment Totals before Eliminations and Corporate 973.6 225.8 1,199.4 208.6 Corporate — — — (41.4 ) Eliminations – Lease subsidiary — (175.0 ) (175.0 ) (14.6 ) Eliminations – Other — (50.8 ) (50.8 ) (0.2 ) Consolidated Total $ 973.6 $ — $ 973.6 $ 152.4 Nine Months Ended September 30, 2018 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 1,413.1 Components and maintenance services 267.4 Rail Group $ 948.7 $ 731.8 1,680.5 $ 149.5 Highway products 205.9 Construction aggregates 166.6 Other 60.1 Construction Products Group 425.1 7.5 432.6 79.9 Inland Barge Group 123.0 — 123.0 5.2 Wind towers and utility structures 427.5 Other 216.7 Energy Equipment Group 586.2 58.0 644.2 20.7 Leasing and management 534.7 Sales of leased railcars owned one year or less at the time of sale 80.8 Railcar Leasing and Management Services Group 614.7 0.8 615.5 255.1 All Other 6.8 68.5 75.3 (12.2 ) Segment Totals before Eliminations and Corporate 2,704.5 866.6 3,571.1 498.2 Corporate — — — (124.4 ) Eliminations – Lease subsidiary — (731.8 ) (731.8 ) (71.3 ) Eliminations – Other — (134.8 ) (134.8 ) 0.5 Consolidated Total $ 2,704.5 $ — $ 2,704.5 $ 303.0 Nine Months Ended September 30, 2017 Revenues Operating Profit (Loss) External Intersegment Total (in millions) Railcars $ 1,269.4 Components and maintenance services 167.2 Rail Group $ 938.8 $ 497.8 1,436.6 $ 137.7 Highway products 191.5 Construction aggregates 155.1 Other 39.7 Construction Products Group 381.7 4.6 386.3 54.5 Inland Barge Group 124.3 — 124.3 6.1 Wind towers and utility structures 514.4 Other 225.7 Energy Equipment Group 660.6 79.5 740.1 80.0 Leasing and management 552.4 Sales of leased railcars owned one year or less at the time of sale 93.7 Railcar Leasing and Management Services Group 645.4 0.7 646.1 316.4 All Other 5.6 65.6 71.2 (15.2 ) Segment Totals before Eliminations and Corporate 2,756.4 648.2 3,404.6 579.5 Corporate — — — (114.9 ) Eliminations – Lease subsidiary — (497.8 ) (497.8 ) (58.4 ) Eliminations – Other — (150.4 ) (150.4 ) (3.3 ) Consolidated Total $ 2,756.4 $ — $ 2,756.4 $ 402.9 |
Railcar Leasing and Managemen_2
Railcar Leasing and Management Services Group (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Sale Leaseback Transaction [Line Items] | |
Selected consolidating financial information for the Leasing Group | Selected consolidating financial information for the Leasing Group is as follows: September 30, 2018 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 72.9 $ — $ 354.5 $ 427.4 Property, plant, and equipment, net $ 4,608.4 $ 1,815.9 $ 945.1 $ 7,369.4 Net deferred profit on railcars sold to the Leasing Group (831.4 ) Consolidated property, plant, and equipment, net $ 6,538.0 Restricted cash $ 99.8 $ 38.6 $ 0.1 $ 138.5 Debt: Recourse $ 26.5 $ — $ 400.4 $ 426.9 Less: unamortized discount — — (0.3 ) (0.3 ) Less: unamortized debt issuance costs — — (2.4 ) (2.4 ) 26.5 — 397.7 424.2 Non-recourse 1,548.5 1,333.6 — 2,882.1 Less: unamortized discount (0.2 ) — — (0.2 ) Less: unamortized debt issuance costs (17.3 ) (13.1 ) — (30.4 ) 1,531.0 1,320.5 — 2,851.5 Total debt $ 1,557.5 $ 1,320.5 $ 397.7 $ 3,275.7 Net deferred tax liabilities $ 682.0 $ 0.8 $ 53.2 $ 736.0 December 31, 2017 Leasing Group Wholly- Owned Subsidiaries Partially-Owned Subsidiaries Manufacturing/ Corporate Total (in millions) Cash, cash equivalents, and short-term marketable securities $ 3.3 $ — $ 1,094.8 $ 1,098.1 Property, plant, and equipment, net $ 4,147.5 $ 1,824.6 $ 972.7 $ 6,944.8 Net deferred profit on railcars sold to the Leasing Group (810.1 ) Consolidated property, plant, and equipment, net $ 6,134.7 Restricted cash $ 132.2 $ 62.9 $ 0.1 $ 195.2 Debt: Recourse $ 28.3 $ — $ 849.9 $ 878.2 Less: unamortized discount — — (8.5 ) (8.5 ) Less: uamortized debt issuance costs — — (2.9 ) (2.9 ) 28.3 — 838.5 866.8 Non-recourse 1,035.9 1,365.3 — 2,401.2 Less: unamortized debt issuance costs (11.1 ) (14.5 ) — (25.6 ) 1,024.8 1,350.8 — 2,375.6 Total debt $ 1,053.1 $ 1,350.8 $ 838.5 $ 3,242.4 Net deferred tax liabilities $ 653.7 $ 0.8 $ 69.4 $ 723.9 |
Selected consolidating income statement information for the Leasing Group | Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 Percent 2018 2017 Percent ($ in millions) Change ($ in millions) Change Revenues: Leasing and management $ 175.9 $ 188.5 (6.7 )% $ 534.7 $ 552.4 (3.2 )% Sales of railcars owned one year or less at the time of sale 51.6 86.6 * 80.8 93.7 * Total revenues $ 227.5 $ 275.1 (17.3 ) $ 615.5 $ 646.1 (4.7 ) Operating profit: Leasing and management $ 69.7 $ 86.2 (19.1 ) $ 216.6 $ 256.8 (15.7 ) Railcar sales: Railcars owned one year or less at the time of sale 13.1 17.9 * 17.5 19.4 * Railcars owned more than one year at the time of sale 9.4 16.5 * 21.0 40.2 * Total operating profit $ 92.2 $ 120.6 (23.5 ) $ 255.1 $ 316.4 (19.4 ) Operating profit margin: Leasing and management 39.6 % 45.7 % 40.5 % 46.5 % Railcar sales * * * * Total operating profit margin 40.5 % 43.8 % 41.4 % 49.0 % Selected expense information (1) : Depreciation $ 48.8 $ 43.3 12.7 $ 140.9 $ 128.5 9.6 Maintenance and compliance $ 24.1 $ 25.0 (3.6 ) $ 75.5 $ 69.4 8.8 Rent $ 9.7 $ 10.0 (3.0 ) $ 29.7 $ 30.0 (1.0 ) Interest $ 37.4 $ 32.1 16.5 $ 101.2 $ 94.0 7.7 * 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 nine months ended September 30, 2018 and 2017 , the Company received proceeds from the sales of leased railcars as follows: Nine Months Ended September 30, 2018 2017 (in millions) Leasing Group: Railcars owned one year or less at the time of sale $ 80.8 $ 93.7 Railcars owned more than one year at the time of sale 123.4 160.3 $ 204.2 $ 254.0 |
Future contractual minimum rental revenues on leases | Future contractual minimum rental revenues on leases are as follows: Remaining three months of 2018 2019 2020 2021 2022 Thereafter Total (in millions) Future contractual minimum rental revenue $ 129.0 $ 450.8 $ 371.7 $ 266.8 $ 200.7 $ 382.3 $ 1,801.3 |
Railroad transportation equipment leased from independent owner trusts | |
Sale Leaseback Transaction [Line Items] | |
Future operating lease obligations and future contractual minimum rental revenues | 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 three months of 2018 2019 2020 2021 2022 Thereafter Total (in millions) Future operating lease obligations of Trusts’ railcars $ 7.3 $ 28.8 $ 26.1 $ 26.1 $ 24.9 $ 93.1 $ 206.3 Future contractual minimum rental revenues of Trusts’ railcars $ 10.7 $ 30.1 $ 20.1 $ 14.7 $ 9.8 $ 8.3 $ 93.7 |
Operating leases other than leases with the Trusts | |
Sale Leaseback Transaction [Line Items] | |
Future operating lease obligations and future contractual minimum rental revenues | Future amounts due as well as future contractual minimum rental revenues related to operating leases other than leases discussed above are as follows: Remaining three months of 2018 2019 2020 2021 2022 Thereafter Total (in millions) Future operating lease obligations $ 3.0 $ 10.5 $ 8.3 $ 7.6 $ 6.8 $ 7.1 $ 43.3 Future contractual minimum rental revenues $ 3.0 $ 9.0 $ 5.8 $ 4.1 $ 3.2 $ 1.3 $ 26.4 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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 % $ — $ (0.3 ) $ — 2018 secured railcar equipment notes $ 249.3 4.41 % $ — $ 1.3 $ — TRIP Holdings warehouse loan $ 788.5 3.60 % $ — $ 3.3 $ 4.4 TRIP Master Funding secured railcar equipment notes $ 34.8 2.62 % $ — $ 0.3 $ 0.3 Open hedge: 2017 promissory notes $ 169.3 3.00 % $ 3.0 $ (0.6 ) $ — (1) Weighted 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 Nine Months Ended Expected effect during next twelve months 2018 2017 2018 2017 (in millions) 2006 secured railcar equipment notes $ — $ (0.1 ) $ (0.1 ) $ (0.2 ) $ (0.1 ) TRIP Holdings warehouse loan $ 0.5 $ 1.1 $ 1.7 $ 3.4 $ 2.0 TRIP Master Funding secured railcar equipment notes $ 0.1 $ 0.1 $ 0.2 $ 0.4 $ 0.2 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant, and equipment | The following table summarizes the components of property, plant, and equipment as of September 30, 2018 and December 31, 2017 . September 30, December 31, (in millions) Manufacturing/Corporate: Land $ 119.2 $ 122.1 Buildings and improvements 671.0 668.1 Machinery and other 1,246.1 1,223.6 Construction in progress 45.0 32.6 2,081.3 2,046.4 Less accumulated depreciation (1,136.2 ) (1,073.7 ) 945.1 972.7 Leasing: Wholly-owned subsidiaries: Machinery and other 12.8 10.7 Equipment on lease 5,555.1 4,995.7 5,567.9 5,006.4 Less accumulated depreciation (959.5 ) (858.9 ) 4,608.4 4,147.5 Partially-owned subsidiaries: Equipment on lease 2,356.7 2,317.7 Less accumulated depreciation (540.8 ) (493.1 ) 1,815.9 1,824.6 Deferred profit on railcars sold to the Leasing Group (1,027.8 ) (985.2 ) Less accumulated amortization 196.4 175.1 (831.4 ) (810.1 ) $ 6,538.0 $ 6,134.7 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by segment | Goodwill by segment is as follows: September 30, December 31, (as reported) (in millions) Rail Group $ 134.6 $ 134.6 Construction Products Group 136.0 136.0 Inland Barge Group 9.6 — Energy Equipment Group 505.8 507.9 Railcar Leasing and Management Services Group 1.8 1.8 $ 787.8 $ 780.3 |
Warranties (Tables)
Warranties (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Product Warranties Disclosures [Abstract] | |
Changes in the accruals for warranties | The changes in the accruals for warranties for the three and nine months ended September 30, 2018 and 2017 are as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Beginning balance $ 12.9 $ 14.8 $ 12.7 $ 15.7 Warranty costs incurred (1.9 ) (2.5 ) (4.5 ) (6.6 ) Warranty originations and revisions (0.3 ) 2.1 2.8 6.9 Warranty expirations (0.4 ) (0.8 ) (0.7 ) (2.4 ) Ending balance $ 10.3 $ 13.6 $ 10.3 $ 13.6 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Components of debt | The following table summarizes the components of debt as of September 30, 2018 and December 31, 2017 : September 30, 2018 December 31, (in millions) Corporate – Recourse: Revolving credit facility $ — $ — Senior notes, net of unamortized discount of $0.3 and $0.3 399.7 399.7 Convertible subordinated notes, net of unamortized discount of $- and $8.2 — 441.2 Other 0.4 0.5 400.1 841.4 Less: unamortized debt issuance costs (2.4 ) (2.9 ) 397.7 838.5 Leasing – Recourse: Capital lease obligations 26.5 28.3 Total recourse debt 424.2 866.8 Leasing – Non-recourse: Wholly-owned subsidiaries: 2006 secured railcar equipment notes 139.4 158.5 2009 secured railcar equipment notes 161.7 166.2 2010 secured railcar equipment notes 258.9 266.9 2017 promissory notes 282.3 293.6 2018 secured railcar equipment notes, net of unamortized discount of $0.2 and $- 477.3 — TILC warehouse facility 228.7 150.7 1,548.3 1,035.9 Less: unamortized debt issuance costs (17.3 ) (11.1 ) 1,531.0 1,024.8 Partially-owned subsidiaries: TRL 2012 secured railcar equipment notes 386.7 402.8 TRIP Master Funding secured railcar equipment notes 946.9 962.5 1,333.6 1,365.3 Less: unamortized debt issuance costs (13.1 ) (14.5 ) 1,320.5 1,350.8 Total non–recourse debt 2,851.5 2,375.6 Total debt $ 3,275.7 $ 3,242.4 |
Total interest expense recognized on the Convertible Subordinated Notes | Total interest expense recognized on the Notes for the three and nine months ended September 30, 2018 and 2017 is as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Coupon rate interest $ — $ 4.4 $ 7.2 $ 13.1 Amortized debt discount — 4.7 8.2 13.8 $ — $ 9.1 $ 15.4 $ 26.9 |
Remaining principal payments under existing debt agreements | The remaining principal payments under existing debt agreements as of September 30, 2018 , are as follows: Remaining three months of 2018 2019 2020 2021 2022 Thereafter (in millions) Recourse: Corporate $ — $ 0.1 $ 0.2 $ 0.1 $ — $ 400.0 Leasing – capital lease obligations (Note 6) 1.0 25.5 — — — — Non-recourse – leasing (Note 6): 2006 secured railcar equipment notes 6.3 28.0 29.8 29.2 29.9 16.2 2009 secured railcar equipment notes 2.0 11.2 6.6 13.4 14.1 114.4 2010 secured railcar equipment notes 2.0 7.6 14.2 20.1 21.0 194.0 2017 promissory notes 3.8 15.1 15.1 15.1 15.1 218.1 2018 secured railcar equipment notes 5.0 20.0 20.0 20.0 20.0 392.5 TILC warehouse facility 1.8 7.3 7.3 7.3 1.2 — Facility termination payments - TILC warehouse facility — — — — 203.8 — TRL 2012 secured railcar equipment notes 6.0 21.9 19.3 19.9 19.6 300.0 TRIP Master Funding secured railcar equipment notes 4.7 23.8 32.9 40.4 41.8 803.3 Total principal payments $ 32.6 $ 160.5 $ 145.4 $ 165.5 $ 366.5 $ 2,438.5 Subsequent Event On October 17, 2018, the Leasing Group acquired, from an unrelated seller, the entire equity interest of a railcar leasing entity for $75.4 million in cash. As a result of the purchase transaction, the Leasing Group acquired approximately 4,150 railcars, substantially all of which are currently under lease to third parties, and assumed indebtedness of approximately $283.9 million with maturities ranging from 2018 through 2035. The Company will record the acquired railcars, the attached leases and the assumed debt at fair value in its Consolidated Balance Sheet as of the purchase date. |
Other, Net (Tables)
Other, Net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | |
Summary of other, net (income) expense | Other, net (income) expense consists of the following items: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Foreign currency exchange transactions $ 0.3 $ (0.6 ) $ 2.5 $ 0.7 Gain on equity investments (0.1 ) (0.2 ) (0.4 ) (0.2 ) Pension cost (1.0 ) (0.6 ) (3.3 ) (1.9 ) Other 0.3 2.5 (0.2 ) 2.5 Other, net $ (0.5 ) $ 1.1 $ (1.4 ) $ 1.1 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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 Nine Months Ended 2018 2017 2018 2017 Statutory rate 21.0 % 35.0 % 21.0 % 35.0 % State taxes 2.3 1.4 1.9 1.4 Changes in state tax laws — 0.5 1.0 0.2 Noncontrolling interest in partially-owned subsidiaries (1.2 ) (1.4 ) (0.4 ) (0.9 ) Impairment and other foreign losses 9.2 0.4 2.6 0.5 Changes in valuation allowance and reserves (1.0 ) 0.1 0.6 0.1 Effects of Federal Tax Reform (2.6 ) — (0.7 ) — Settlements with tax authorities — — — (2.1 ) Equity compensation (0.4 ) (0.2 ) (1.8 ) 0.8 Other, net 0.1 1.1 1.2 1.0 Effective rate 27.4 % 36.9 % 25.4 % 36.0 % |
Change in unrecognized tax benefits | The change in unrecognized tax benefits for the nine months ended September 30, 2018 and 2017 was as follows: Nine Months Ended 2018 2017 (in millions) Beginning balance $ 8.2 $ 28.2 Additions for tax positions of prior years 1.6 0.2 Settlements (1.5 ) (23.3 ) Expiration of statute of limitations (0.5 ) — Ending balance $ 7.8 $ 5.1 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Components of net retirement cost | The following table summarizes the components of net retirement cost for the Company: Three Months Ended Nine Months Ended 2018 2017 2018 2017 (in millions) Expense Components Service cost $ — $ — $ 0.1 $ 0.2 Interest 4.6 4.9 13.7 14.7 Expected return on plan assets (6.9 ) (6.8 ) (20.6 ) (20.4 ) Amortization of actuarial loss 1.3 1.4 3.6 3.8 Defined benefit expense (1.0 ) (0.5 ) (3.2 ) (1.7 ) Profit sharing 4.7 3.9 13.5 11.7 Multiemployer plan 0.5 0.6 1.6 1.6 Net expense $ 4.2 $ 4.0 $ 11.9 $ 11.6 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Changes in accumulated other comprehensive loss | Changes in AOCL for the nine months ended September 30, 2018 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, 2017 $ (22.4 ) $ 0.3 $ (82.7 ) $ (104.8 ) Other comprehensive loss, net of tax, before reclassifications (1.0 ) 0.1 — (0.9 ) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $-, $(0.1), $(0.9), and $(1.0) — 1.7 2.7 4.4 Less: noncontrolling interest — (1.1 ) — (1.1 ) Other comprehensive income (loss) (1.0 ) 0.7 2.7 2.4 Cumulative effect of adopting accounting standard (see Note 1) (0.2 ) 0.1 (18.6 ) (18.7 ) Balances at September 30, 2018 $ (23.6 ) $ 1.1 $ (98.6 ) $ (121.1 ) |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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. $ 27.7 $ 66.9 Unvested restricted share participation (0.6 ) (1.3 ) Net income attributable to Trinity Industries, Inc. – basic 27.1 145.0 $ 0.19 65.6 148.0 $ 0.44 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.8 — 0.5 Convertible subordinated notes — — — 2.8 Net income attributable to Trinity Industries, Inc. – diluted $ 27.1 145.8 $ 0.19 $ 65.6 151.3 $ 0.43 Nine Months Ended Nine 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. $ 132.0 $ 164.0 Unvested restricted share participation (2.4 ) (3.6 ) Net income attributable to Trinity Industries, Inc. – basic 129.6 146.1 $ 0.89 160.4 148.6 $ 1.08 Effect of dilutive securities: Nonparticipating unvested restricted shares and stock options — 0.9 — 0.4 Convertible subordinated notes — 1.8 — 2.1 Net income attributable to Trinity Industries, Inc. – diluted $ 129.6 148.8 $ 0.87 $ 160.4 151.1 $ 1.06 |
Financial Statements for Guar_2
Financial Statements for Guarantors of the Senior Notes (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Financial Statements for Guarantors of the Senior Notes [Abstract] | |
Statement of Operations and Comprehensive Income | Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 526.2 $ 550.3 $ (145.6 ) $ 930.9 Cost of revenues 5.7 442.3 455.1 (151.1 ) 752.0 Selling, engineering, and administrative expenses 40.0 32.4 38.7 — 111.1 Gains on dispositions of property (0.1 ) 7.7 3.5 — 11.1 45.8 467.0 490.3 (151.1 ) 852.0 Operating profit (loss) (45.8 ) 59.2 60.0 5.5 78.9 Other (income) expense (4.3 ) 8.3 35.9 — 39.9 Equity in earnings of subsidiaries, net of taxes 62.8 16.4 — (79.2 ) — Income before income taxes 21.3 67.3 24.1 (73.7 ) 39.0 Provision (benefit) for income taxes (6.4 ) 9.9 6.9 0.3 10.7 Net income 27.7 57.4 17.2 (74.0 ) 28.3 Net income attributable to noncontrolling interest — — — 0.6 0.6 Net income attributable to controlling interest $ 27.7 $ 57.4 $ 17.2 $ (74.6 ) $ 27.7 Net income $ 27.7 $ 57.4 $ 17.2 $ (74.0 ) $ 28.3 Other comprehensive income (loss) 1.4 — 0.7 — 2.1 Comprehensive income 29.1 57.4 17.9 (74.0 ) 30.4 Comprehensive income attributable to noncontrolling interest — — — 0.9 0.9 Comprehensive income attributable to controlling interest $ 29.1 $ 57.4 $ 17.9 $ (74.9 ) $ 29.5 Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,558.5 $ 1,585.4 $ (439.4 ) $ 2,704.5 Cost of revenues 6.4 1,292.3 1,260.3 (458.8 ) 2,100.2 Selling, engineering, and administrative expenses 119.3 99.8 107.3 — 326.4 Gains on dispositions of property 1.3 17.1 6.7 — 25.1 124.4 1,375.0 1,360.9 (458.8 ) 2,401.5 Operating profit (loss) (124.4 ) 183.5 224.5 19.4 303.0 Other (income) expense (2.5 ) 24.2 99.8 — 121.5 Equity in earnings of subsidiaries, net of taxes 244.3 63.3 — (307.6 ) — Income before income taxes 122.4 222.6 124.7 (288.2 ) 181.5 Provision (benefit) for income taxes (9.6 ) 37.3 27.7 (9.3 ) 46.1 Net income 132.0 185.3 97.0 (278.9 ) 135.4 Net income attributable to noncontrolling interest — — — 3.4 3.4 Net income attributable to controlling interest $ 132.0 $ 185.3 $ 97.0 $ (282.3 ) $ 132.0 Net income $ 132.0 $ 185.3 $ 97.0 $ (278.9 ) $ 135.4 Other comprehensive income (loss) 1.8 — 1.7 — 3.5 Comprehensive income 133.8 185.3 98.7 (278.9 ) 138.9 Comprehensive income attributable to noncontrolling interest — — — 4.5 4.5 Comprehensive income attributable to controlling interest $ 133.8 $ 185.3 $ 98.7 $ (283.4 ) $ 134.4 Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 622.5 $ 501.3 $ (150.2 ) $ 973.6 Cost of revenues (0.1 ) 493.6 385.7 (156.5 ) 722.7 Selling, engineering, and administrative expenses 39.5 35.6 39.5 — 114.6 Gains on dispositions of property (0.1 ) 15.9 0.3 — 16.1 39.5 513.3 424.9 (156.5 ) 821.2 Operating profit (loss) (39.5 ) 109.2 76.4 6.3 152.4 Other (income) expense 5.7 6.1 33.0 — 44.8 Equity in earnings of subsidiaries, net of taxes 111.7 17.5 — (129.2 ) — Income before income taxes 66.5 120.6 43.4 (122.9 ) 107.6 Provision (benefit) for income taxes (0.4 ) 35.5 6.4 (1.8 ) 39.7 Net income 66.9 85.1 37.0 (121.1 ) 67.9 Net income attributable to noncontrolling interest — — — 1.0 1.0 Net income attributable to controlling interest $ 66.9 $ 85.1 $ 37.0 $ (122.1 ) $ 66.9 Net income $ 66.9 $ 85.1 $ 37.0 $ (121.1 ) $ 67.9 Other comprehensive income (loss) 1.8 — 0.3 — 2.1 Comprehensive income 68.7 85.1 37.3 (121.1 ) 70.0 Comprehensive income attributable to noncontrolling interest — — — 1.5 1.5 Comprehensive income attributable to controlling interest $ 68.7 $ 85.1 $ 37.3 $ (122.6 ) $ 68.5 Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Revenues $ — $ 1,738.6 $ 1,438.5 $ (420.7 ) $ 2,756.4 Cost of revenues 3.7 1,393.1 1,107.0 (438.6 ) 2,065.2 Selling, engineering, and administrative expenses 108.4 100.3 121.4 — 330.1 Gains on dispositions of property 0.5 36.9 4.4 — 41.8 111.6 1,456.5 1,224.0 (438.6 ) 2,353.5 Operating profit (loss) (111.6 ) 282.1 214.5 17.9 402.9 Other (income) expense 16.9 21.3 93.3 — 131.5 Equity in earnings of subsidiaries, net of taxes 274.1 60.6 — (334.7 ) — Income before income taxes 145.6 321.4 121.2 (316.8 ) 271.4 Provision (benefit) for income taxes (18.4 ) 105.8 26.0 (15.6 ) 97.8 Net income 164.0 215.6 95.2 (301.2 ) 173.6 Net income attributable to noncontrolling interest — — — 9.6 9.6 Net income attributable to controlling interest $ 164.0 $ 215.6 $ 95.2 $ (310.8 ) $ 164.0 Net income $ 164.0 $ 215.6 $ 95.2 $ (301.2 ) $ 173.6 Other comprehensive income (loss) 4.1 — 2.3 — 6.4 Comprehensive income 168.1 215.6 97.5 (301.2 ) 180.0 Comprehensive income attributable to noncontrolling interest — — — 11.6 11.6 Comprehensive income attributable to controlling interest $ 168.1 $ 215.6 $ 97.5 $ (312.8 ) $ 168.4 |
Balance Sheet | Condensed Consolidating Balance Sheet September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 333.0 $ 70.2 $ 51.8 $ (27.6 ) $ 427.4 Short-term marketable securities — — — — — Receivables, net of allowance — 201.1 196.4 (1.3 ) 396.2 Income tax receivable 41.4 — 4.9 — 46.3 Inventory — 459.0 258.3 (10.3 ) 707.0 Property, plant, and equipment, net 52.9 2,081.8 4,990.5 (587.2 ) 6,538.0 Investments in and advances to subsidiaries 5,806.5 3,373.4 341.3 (9,521.2 ) — Restricted cash — — 110.9 27.6 138.5 Goodwill and other assets 208.9 590.2 356.7 (4.2 ) 1,151.6 $ 6,442.7 $ 6,775.7 $ 6,310.8 $ (10,124.2 ) $ 9,405.0 Liabilities: Accounts payable $ 15.0 $ 93.6 $ 112.2 $ (1.3 ) $ 219.5 Accrued liabilities 216.7 55.7 138.6 — 411.0 Debt 397.3 26.5 2,851.9 — 3,275.7 Deferred income — 17.2 1.2 — 18.4 Deferred income taxes — 738.9 34.7 (17.7 ) 755.9 Advances from subsidiaries 1,104.5 — — (1,104.5 ) — Other liabilities 69.8 0.6 14.7 — 85.1 Total stockholders' equity 4,639.4 5,843.2 3,157.5 (9,000.7 ) 4,639.4 $ 6,442.7 $ 6,775.7 $ 6,310.8 $ (10,124.2 ) $ 9,405.0 Condensed Consolidating Balance Sheet December 31, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Assets: Cash and cash equivalents $ 763.9 $ 1.6 $ 65.3 $ (52.2 ) $ 778.6 Short-term marketable securities 319.5 — — — 319.5 Receivables, net of allowance 1.1 204.2 164.4 — 369.7 Income tax receivable 24.0 — 5.0 — 29.0 Inventory — 413.6 236.8 (9.8 ) 640.6 Property, plant, and equipment, net 47.6 2,310.7 4,293.0 (516.6 ) 6,134.7 Investments in and advances to subsidiaries 5,515.2 3,049.7 255.5 (8,820.4 ) — Restricted cash — — 143.0 52.2 195.2 Goodwill and other assets 159.2 590.9 326.3 (0.5 ) 1,075.9 $ 6,830.5 $ 6,570.7 $ 5,489.3 $ (9,347.3 ) $ 9,543.2 Liabilities: Accounts payable $ 7.5 $ 65.9 $ 102.2 $ (0.2 ) $ 175.4 Accrued liabilities 236.5 59.1 144.9 (0.5 ) 440.0 Debt 838.1 28.3 2,376.0 — 3,242.4 Deferred income — 19.1 1.4 — 20.5 Deferred income taxes 53.8 683.2 5.9 0.3 743.2 Advances from subsidiaries 775.2 — — (775.2 ) — Other liabilities 61.4 0.7 1.6 — 63.7 Total stockholders' equity 4,858.0 5,714.4 2,857.3 (8,571.7 ) 4,858.0 $ 6,830.5 $ 6,570.7 $ 5,489.3 $ (9,347.3 ) $ 9,543.2 |
Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2018 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 132.0 $ 185.3 $ 97.0 $ (278.9 ) $ 135.4 Equity in earnings of subsidiaries, net of taxes (244.3 ) (63.3 ) — 307.6 — Other (24.1 ) 88.1 151.7 (31.2 ) 184.5 Net cash provided (required) by operating activities (136.4 ) 210.1 248.7 (2.5 ) 319.9 Investing activities: (Increase) decrease in short-term marketable securities 319.5 — — — 319.5 Proceeds from railcar lease fleet sales owned more than one year — 707.8 63.3 (647.7 ) 123.4 Proceeds from dispositions of property and other assets 0.2 2.5 9.1 — 11.8 Capital expenditures – leasing — (611.9 ) (711.6 ) 647.7 (675.8 ) Capital expenditures – manufacturing and other (11.6 ) (14.7 ) (36.7 ) — (63.0 ) Acquisitions, net of cash acquired — — (25.0 ) — (25.0 ) (Increase) decrease in investment in partially-owned subsidiaries — 7.1 — (7.1 ) — Other — (1.9 ) — — (1.9 ) Net cash provided (required) by investing activities 308.1 88.9 (700.9 ) (7.1 ) (311.0 ) Financing activities: Payments to retire debt (647.6 ) (1.8 ) (89.6 ) — (739.0 ) Proceeds from issuance of debt — — 561.3 — 561.3 Shares repurchased (156.1 ) — — — (156.1 ) Dividends paid to common shareholders (58.1 ) — — — (58.1 ) Purchase of shares to satisfy employee tax on vested stock (11.5 ) — — — (11.5 ) Distributions to noncontrolling interest — — (10.3 ) — (10.3 ) Distributions to controlling interest in partially-owned subsidiaries — — 7.1 (7.1 ) — Change in intercompany financing between entities 270.7 (228.6 ) (58.8 ) 16.7 — Other — — (3.1 ) — (3.1 ) Net cash provided (required) by financing activities (602.6 ) (230.4 ) 406.6 9.6 (416.8 ) Net increase (decrease) in cash, cash equivalents, and restricted cash (430.9 ) 68.6 (45.6 ) — (407.9 ) Cash, cash equivalents, and restricted cash at beginning of period 763.9 1.6 208.3 — 973.8 Cash, cash equivalents, and restricted cash at end of period $ 333.0 $ 70.2 $ 162.7 $ — $ 565.9 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2017 Parent Combined Combined Eliminations Consolidated (in millions) Operating activities: Net income $ 164.0 $ 215.6 $ 95.2 $ (301.2 ) $ 173.6 Equity in earnings of subsidiaries, net of taxes (274.1 ) (60.6 ) — 334.7 — Other 28.5 134.9 165.7 (14.5 ) 314.6 Net cash provided (required) by operating activities (81.6 ) 289.9 260.9 19.0 488.2 Investing activities: (Increase) decrease in short-term marketable securities 84.7 — — — 84.7 Proceeds from railcar lease fleet sales owned more than one year — 515.8 8.4 (363.9 ) 160.3 Proceeds from dispositions of property and other assets — 1.2 6.9 — 8.1 Capital expenditures – leasing — (349.2 ) (375.1 ) 363.9 (360.4 ) Capital expenditures – manufacturing and other (5.9 ) (12.3 ) (43.7 ) — (61.9 ) Acquisitions, net of cash acquired — — (47.5 ) — (47.5 ) (Increase) decrease in investment in partially-owned subsidiaries — 30.0 — (30.0 ) — Other — — (0.3 ) — (0.3 ) Net cash provided (required) by investing activities 78.8 185.5 (451.3 ) (30.0 ) (217.0 ) Financing activities: Payments to retire debt — (2.7 ) (332.2 ) — (334.9 ) Proceeds from issuance of debt — — 534.1 — 534.1 Shares repurchased (52.4 ) — — — (52.4 ) Dividends paid to common shareholders (53.0 ) — — — (53.0 ) Purchase of shares to satisfy employee tax on vested stock (14.1 ) — — — (14.1 ) Distributions to noncontrolling interest — — (41.4 ) — (41.4 ) Distributions to controlling interest in partially-owned subsidiaries — — (30.0 ) 30.0 — Change in intercompany financing between entities 437.4 (471.8 ) 53.5 (19.1 ) — Other — — (0.1 ) — (0.1 ) Net cash provided (required) by financing activities 317.9 (474.5 ) 183.9 10.9 38.2 Net increase (decrease) in cash, cash equivalents, and restricted cash 315.1 0.9 (6.5 ) (0.1 ) 309.4 Cash, cash equivalents, and restricted cash at beginning of period 537.9 5.2 198.4 0.1 741.6 Cash, cash equivalents, and restricted cash at end of period $ 853.0 $ 6.1 $ 191.9 $ — $ 1,051.0 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Stockholder's Equity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | |
Class of Stock [Line Items] | ||||
Stock Repurchase Program, Authorized Amount | $ 500,000,000 | $ 500,000,000 | ||
Treasury Stock, Shares, Acquired | 1,356,484 | 4,327,158 | 1,942,200 | |
Treasury Stock, Value, Acquired, Cost Method | $ 50,000,000 | $ 150,100,000 | $ 52,400,000 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 350,000,000 | $ 350,000,000 | ||
Shares_repurchased_settled_in_subsequent_month | $ 6,000,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Remaining performance obligation (Details) $ in Millions | Sep. 30, 2018USD ($) |
Rail Group | Railcars | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 3,200.8 |
Revenue, remaining performance obligation expected to be delivered in current year | 20.00% |
Rail Group | Railcars | External Customers | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 2,001.2 |
Rail Group | Railcars | Leasing | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | 1,199.6 |
Rail Group | Components and maintenance services | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 58.5 |
Revenue, remaining performance obligation expected to be delivered in current year | 36.00% |
Inland Barge Group | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 210.4 |
Revenue, remaining performance obligation expected to be delivered in current year | 21.00% |
Energy Equipment Group | Wind towers and utility structures | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 700.3 |
Revenue, remaining performance obligation expected to be delivered in current year | 23.00% |
Energy Equipment Group | Other | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 83.5 |
Revenue, remaining performance obligation expected to be delivered in current year | 37.00% |
Railcar Leasing and Management Services Group | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 123.1 |
Revenue, remaining performance obligation expected to be delivered in current year | 5.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Recent Accounting Pronouncement (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Jan. 01, 2018 |
Accounting Standards Update 2014-09 [Member] | Energy Equipment Group | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
ASU 2014-09 retained earnings decrease | $ 4 | |
AOCI Attributable to Parent [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect of new accounting principle | $ (18.7) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - ASU 2014-09 Adoption (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Revenues | $ 930.9 | $ 973.6 | $ 2,704.5 | $ 2,756.4 | ||||
Cost of revenues | 752 | 722.7 | 2,100.2 | 2,065.2 | ||||
Operating Profit (Loss) | 78.9 | 152.4 | 303 | 402.9 | ||||
Income before income taxes | 39 | 107.6 | 181.5 | 271.4 | ||||
Provision for income taxes | 10.7 | 39.7 | 46.1 | 97.8 | ||||
Net income | 28.3 | 67.9 | 135.4 | 173.6 | ||||
Net income attributable to Trinity Industries, Inc. | 27.7 | 66.9 | 132 | 164 | ||||
Receivables, net of allowance | 396.2 | [1] | 396.2 | [1] | $ 369.7 | |||
Raw materials and supplies | 376.6 | [1] | 376.6 | [1] | 296.7 | |||
Work in process | 182.2 | [1] | 182.2 | [1] | 179 | |||
Finished goods | 148.2 | [1] | 148.2 | [1] | 164.9 | |||
Accrued liabilities | 411 | [1] | 411 | [1] | 440 | |||
Deferred income taxes | 755.9 | [1] | 755.9 | [1] | 743.2 | |||
Retained earnings | 4,212.1 | [1] | 4,212.1 | [1] | $ 4,123.4 | |||
Provision for deferred income taxes | 57.8 | 151.7 | ||||||
(Increase) decrease in receivables | (23.5) | (94.3) | ||||||
(Increase) decrease in inventories | (110.1) | 10.6 | ||||||
Increase (decrease) in accrued liabilities | (14.7) | 12.5 | ||||||
Net cash provided (required) by operating activities | 319.9 | 488.2 | ||||||
Accounting Standards Update 2014-09 [Member] | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Operating Profit (Loss) | (2.6) | 1 | ||||||
Income before income taxes | (2.6) | 1 | ||||||
Provision for income taxes | (0.6) | 0.2 | ||||||
Net income | (2) | 0.8 | ||||||
Net income attributable to Trinity Industries, Inc. | (2) | 0.8 | ||||||
Receivables, net of allowance | [1] | (16.1) | (16.1) | |||||
Raw materials and supplies | [1] | 0 | 0 | |||||
Work in process | [1] | 17.1 | 17.1 | |||||
Finished goods | [1] | 5.4 | 5.4 | |||||
Accrued liabilities | [1] | (0.1) | (0.1) | |||||
Deferred income taxes | [1] | 1.5 | 1.5 | |||||
Retained earnings | [1] | 5 | 5 | |||||
Provision for deferred income taxes | 0.2 | |||||||
(Increase) decrease in receivables | 8.3 | |||||||
(Increase) decrease in inventories | 5.4 | |||||||
Increase (decrease) in accrued liabilities | (14.7) | |||||||
Net cash provided (required) by operating activities | 0 | |||||||
Balance without adjustment for ASU 2014-09 [Domain] | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Operating Profit (Loss) | 76.3 | 304 | ||||||
Income before income taxes | 36.4 | 182.5 | ||||||
Provision for income taxes | 10.1 | 46.3 | ||||||
Net income | 26.3 | 136.2 | ||||||
Net income attributable to Trinity Industries, Inc. | 25.7 | 132.8 | ||||||
Receivables, net of allowance | [1] | 380.1 | 380.1 | |||||
Raw materials and supplies | [1] | 376.6 | 376.6 | |||||
Work in process | [1] | 199.3 | 199.3 | |||||
Finished goods | [1] | 153.6 | 153.6 | |||||
Accrued liabilities | [1] | 410.9 | 410.9 | |||||
Deferred income taxes | [1] | 757.4 | 757.4 | |||||
Retained earnings | [1] | 4,217.1 | 4,217.1 | |||||
Provision for deferred income taxes | 58 | |||||||
(Increase) decrease in receivables | (15.2) | |||||||
(Increase) decrease in inventories | (104.7) | |||||||
Increase (decrease) in accrued liabilities | (29.4) | |||||||
Net cash provided (required) by operating activities | 319.9 | |||||||
Manufacturing | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Revenues | 703.7 | 698.7 | 2,089.8 | 2,111 | ||||
Cost of revenues | 619 | $ 566.1 | 1,755.3 | $ 1,732.8 | ||||
Manufacturing | Accounting Standards Update 2014-09 [Member] | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Revenues | (8.3) | 6.4 | ||||||
Cost of revenues | (5.7) | 5.4 | ||||||
Manufacturing | Balance without adjustment for ASU 2014-09 [Domain] | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Revenues | 695.4 | 2,096.2 | ||||||
Cost of revenues | $ 613.3 | $ 1,760.7 | ||||||
[1] | (unaudited) |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Acquisitions and Divestitures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition [Line Items] | ||||
Business Combination, Consideration Transferred | $ 0 | $ 42.2 | $ 25 | $ 48.3 |
Payments to Acquire Businesses, Net of Cash Acquired | 0 | 42.2 | 25 | 47.5 |
Goodwill, Period Increase (Decrease) | $ (0.3) | $ 14.8 | $ 9.6 | $ 14.8 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018businesses_acquiredbusinesses_divested | Sep. 30, 2017businesses_acquiredbusinesses_divested | Sep. 30, 2018USD ($)businesses_acquiredbusinesses_divested | Sep. 30, 2017USD ($)businesses_acquiredbusinesses_divested | |
Business Combinations [Abstract] | ||||
Assets held for sale | $ 13.5 | |||
Liability held for sale | 10.3 | |||
Asset Impairment Charges | $ 24.8 | $ 0 | ||
Number of Divestitures | businesses_divested | 0 | 0 | 0 | 0 |
Number of Businesses Acquired | businesses_acquired | 0 | 1 | 1 | 2 |
Fair Value Accounting - Assets
Fair Value Accounting - Assets and liabilities Measured at fair value on recurring basis (Details) - Fair value measurements, recurring - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Restricted cash | $ 199.9 | $ 113.1 |
Restricted cash | 138.5 | 195.2 |
Total assets | 341.8 | 311.2 |
Other assets | ||
Assets: | ||
Equity instruments(1) | 0.4 | 1.3 |
Other assets | Interest rate hedge | ||
Assets: | ||
Derivative Asset | 3 | 1.6 |
Level 1 | ||
Assets: | ||
Restricted cash | 199.9 | 113.1 |
Restricted cash | 138.5 | 195.2 |
Total assets | 338.4 | 308.3 |
Level 1 | Other assets | ||
Assets: | ||
Equity instruments(1) | 0 | 0 |
Level 1 | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative Asset | 0 | 0 |
Level 2 | ||
Assets: | ||
Restricted cash | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 3.4 | 2.9 |
Level 2 | Other assets | ||
Assets: | ||
Equity instruments(1) | 0.4 | 1.3 |
Level 2 | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative Asset | 3 | 1.6 |
Level 3 | ||
Assets: | ||
Restricted cash | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 0 | 0 |
Level 3 | Other assets | ||
Assets: | ||
Equity instruments(1) | 0 | 0 |
Level 3 | Other assets | Interest rate hedge | ||
Assets: | ||
Derivative Asset | $ 0 | $ 0 |
Fair Value Accounting - Carryin
Fair Value Accounting - Carrying amounts and estimated fair values of long-term debt (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | |
Carrying amounts and estimated fair values of long-term debt | |||
Convertible subordinated notes | $ 426.9 | $ 878.2 | |
Less: unamortized discount | (8.5) | ||
Less: unamortized debt issuance costs | (2.4) | (2.9) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 424.2 | [1] | 866.8 |
Non-recourse debt | 2,882.1 | 2,401.2 | |
Less: unamortized debt issuance costs | (30.4) | (25.6) | |
Non-recourse debt, net of unamortized debt issuance costs | 2,851.5 | 2,375.6 | |
Total debt | 3,275.7 | [1] | 3,242.4 |
2018 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Less: unamortized discount | (0.2) | ||
Carrying Value | |||
Carrying amounts and estimated fair values of long-term debt | |||
Long-term debt, including unamortized debt issuance costs, net of unamortized discount | 426.6 | 869.7 | |
Less: unamortized debt issuance costs | (2.4) | (2.9) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 424.2 | 866.8 | |
Non-recourse debt | 2,881.9 | 2,401.2 | |
Less: unamortized debt issuance costs | (30.4) | (25.6) | |
Non-recourse debt, net of unamortized debt issuance costs | 2,851.5 | 2,375.6 | |
Total debt | 3,275.7 | 3,242.4 | |
Carrying Value | 2006 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 139.4 | 158.5 | |
Carrying Value | 2009 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 161.7 | 166.2 | |
Carrying Value | 2010 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 258.9 | 266.9 | |
Carrying Value | 2017 promissory notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 282.3 | 293.6 | |
Carrying Value | 2018 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 477.3 | 0 | |
Carrying Value | TRL 2012 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 386.7 | 402.8 | |
Carrying Value | TRIP Master Funding secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 946.9 | 962.5 | |
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 | 399.7 | |
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 | 0 | 441.2 | |
Convertible subordinated notes | 0 | 449.4 | |
Less: unamortized discount | 0 | (8.2) | |
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 | 26.5 | 28.3 | |
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 | 0.4 | 0.5 | |
Carrying Value | Line of credit | TILC warehouse facility | Revolving credit facility | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 228.7 | 150.7 | |
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 | 415.1 | 1,144.1 | |
Non-recourse debt | 2,883.7 | 2,459.5 | |
Total debt | 3,298.8 | 3,603.6 | |
Estimated Fair Value | 2006 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 143.2 | 165.7 | |
Estimated Fair Value | 2009 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 173.6 | 169.6 | |
Estimated Fair Value | 2010 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 261.3 | 281.9 | |
Estimated Fair Value | 2017 promissory notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 282.3 | 293.6 | |
Estimated Fair Value | 2018 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 479.9 | 0 | |
Estimated Fair Value | TRL 2012 secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 362.2 | 390.4 | |
Estimated Fair Value | TRIP Master Funding secured railcar equipment notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Non-recourse debt | 952.5 | 1,007.6 | |
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 | 388.2 | 400.3 | |
Estimated Fair Value | Convertible subordinated notes | |||
Carrying amounts and estimated fair values of long-term debt | |||
Convertible subordinated notes | 0 | 715 | |
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 | 26.5 | 28.3 | |
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 | 0.4 | 0.5 | |
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 | $ 228.7 | $ 150.7 | |
[1] | (unaudited) |
Segment Information - Financial
Segment Information - Financial information for segments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 930.9 | $ 973.6 | $ 2,704.5 | $ 2,756.4 |
Operating Profit (Loss) | 78.9 | 152.4 | 303 | 402.9 |
Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 250.1 | 225.8 | 866.6 | 648.2 |
Intersegment | Eliminations – Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (42.7) | (50.8) | (134.8) | (150.4) |
Operating Profit (Loss) | 0.9 | (0.2) | 0.5 | (3.3) |
Intersegment | Eliminations – Lease subsidiary | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (207.4) | (175) | (731.8) | (497.8) |
Operating Profit (Loss) | (18.1) | (14.6) | (71.3) | (58.4) |
Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1,181 | 1,199.4 | 3,571.1 | 3,404.6 |
Operating Profit (Loss) | 137.6 | 208.6 | 498.2 | 579.5 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Operating Profit (Loss) | (41.5) | (41.4) | (124.4) | (114.9) |
Rail Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 299.4 | 317.4 | 948.7 | 938.8 |
Rail Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 207.4 | 175 | 731.8 | 497.8 |
Rail Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 506.8 | 492.4 | 1,680.5 | 1,436.6 |
Operating Profit (Loss) | 32.9 | 50.5 | 149.5 | 137.7 |
Construction Products Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 148.3 | 130.1 | 425.1 | 381.7 |
Construction Products Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 3.7 | 1.8 | 7.5 | 4.6 |
Construction Products Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 152 | 131.9 | 432.6 | 386.3 |
Operating Profit (Loss) | 29.1 | 16.8 | 79.9 | 54.5 |
Inland Barge Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 49.3 | 28.1 | 123 | 124.3 |
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 | 49.3 | 28.1 | 123 | 124.3 |
Operating Profit (Loss) | 3 | (0.7) | 5.2 | 6.1 |
Energy Equipment Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 203.1 | 220.6 | 586.2 | 660.6 |
Energy Equipment Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 15.1 | 25.6 | 58 | 79.5 |
Energy Equipment Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 218.2 | 246.2 | 644.2 | 740.1 |
Operating Profit (Loss) | (13.7) | 26.3 | 20.7 | 80 |
Railcar Leasing and Management Services Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 227.2 | 274.9 | 614.7 | 645.4 |
Railcar Leasing and Management Services Group | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 0.3 | 0.2 | 0.8 | 0.7 |
Railcar Leasing and Management Services Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 227.5 | 275.1 | 615.5 | 646.1 |
Operating Profit (Loss) | 92.2 | 120.6 | 255.1 | 316.4 |
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 3.6 | 2.5 | 6.8 | 5.6 |
All Other | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 23.6 | 23.2 | 68.5 | 65.6 |
All Other | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 27.2 | 25.7 | 75.3 | 71.2 |
Operating Profit (Loss) | (5.9) | (4.9) | (12.2) | (15.2) |
Railcars | Rail Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 408.2 | 437 | 1,413.1 | 1,269.4 |
Components and maintenance services | Rail Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 98.6 | 55.4 | 267.4 | 167.2 |
Highway products | Construction Products Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 79.4 | 62.4 | 205.9 | 191.5 |
Construction aggregates | Construction Products Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 52.9 | 53.3 | 166.6 | 155.1 |
Other | Construction Products Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 19.7 | 16.2 | 60.1 | 39.7 |
Other | Energy Equipment Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 71.2 | 79.1 | 216.7 | 225.7 |
Wind towers and utility structures | Energy Equipment Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 147 | 167.1 | 427.5 | 514.4 |
Leasing and management | Railcar Leasing and Management Services Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 175.9 | 188.5 | 534.7 | 552.4 |
Leasing and management | Railcar Leasing and Management Services Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 175.9 | 188.5 | 534.7 | 552.4 |
Operating Profit (Loss) | 69.7 | 86.2 | 216.6 | 256.8 |
Railcars owned one year or less at the time of sale | Railcar Leasing and Management Services Group | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 51.6 | 86.6 | 80.8 | 93.7 |
Railcars owned one year or less at the time of sale | Railcar Leasing and Management Services Group | Total | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 51.6 | 86.6 | 80.8 | 93.7 |
Operating Profit (Loss) | $ 13.1 | $ 17.9 | $ 17.5 | $ 19.4 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 9 Months Ended |
Sep. 30, 2018segment | |
Segment Reporting [Abstract] | |
Number of principal business segments of Company | 5 |
Partially-Owned Leasing Subsi_2
Partially-Owned Leasing Subsidiaries - Narrative (Details) | 9 Months Ended |
Sep. 30, 2018USD ($)subsidiaryboard_member | |
Partially-owned subsidiaries | |
Noncontrolling Interest [Line Items] | |
Trinity guarantees of subsidiary-related activities | $ | $ 0 |
Railcar Leasing and Management Services Group | Partially-owned subsidiaries | |
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 |
Partially-owned subsidiaries | Railcar Leasing and Management Services Group | |
Noncontrolling Interest [Line Items] | |
Carrying value of investment in partially-owned subsidiaries | $ | $ 189,600,000 |
Weighted average ownership | 38.00% |
Weighted average ownership interest by institutional investors | 62.00% |
Railcar Leasing and Managemen_3
Railcar Leasing and Management Services Group - Selected consolidating financial information for the Leasing Group (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | |
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | $ 427.4 | $ 1,098.1 | |
Property, plant, and equipment, net | 6,538 | [1] | 6,134.7 |
Restricted cash | 138.5 | [1] | 195.2 |
Debt: | |||
Recourse | 426.9 | 878.2 | |
Less: unamortized discount | (8.5) | ||
Less: unamortized debt issuance costs | (2.4) | (2.9) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 424.2 | [1] | 866.8 |
Non-recourse debt | 2,882.1 | 2,401.2 | |
Less: unamortized debt issuance costs | (30.4) | (25.6) | |
Non-recourse debt, net of unamortized debt issuance costs | 2,851.5 | 2,375.6 | |
Total debt | 3,275.7 | [1] | 3,242.4 |
Net deferred tax liabilities | 736 | 723.9 | |
Leasing Group | |||
Debt: | |||
Non-recourse debt, net of unamortized debt issuance costs | 2,851.5 | 2,375.6 | |
Operating Segments | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | 7,369.4 | 6,944.8 | |
Net deferred profit on railcars sold to the Leasing Group | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | (831.4) | (810.1) | |
Wholly-owned subsidiaries | |||
Debt: | |||
Non-recourse debt, net of unamortized debt issuance costs | 1,531 | [1] | 1,024.8 |
Wholly-owned subsidiaries | Leasing Group | |||
Debt: | |||
Non-recourse debt | 1,548.3 | 1,035.9 | |
Less: unamortized debt issuance costs | (17.3) | (11.1) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,531 | 1,024.8 | |
Wholly-owned subsidiaries | Operating Segments | Leasing Group | |||
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | 72.9 | 3.3 | |
Property, plant, and equipment, net | 4,608.4 | 4,147.5 | |
Restricted cash | 99.8 | 132.2 | |
Debt: | |||
Recourse | 26.5 | 28.3 | |
Less: unamortized discount | 0 | 0 | |
Less: unamortized debt issuance costs | 0 | 0 | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 26.5 | 28.3 | |
Non-recourse debt | 1,548.5 | 1,035.9 | |
Less: unamortized debt issuance costs | (17.3) | (11.1) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,531 | 1,024.8 | |
Total debt | 1,557.5 | 1,053.1 | |
Net deferred tax liabilities | 682 | 653.7 | |
Partially-owned subsidiaries | |||
Consolidating Financial Information | |||
Restricted cash | 38.6 | [1] | 62.9 |
Debt: | |||
Non-recourse debt, net of unamortized debt issuance costs | 1,320.5 | [1] | 1,350.8 |
Partially-owned subsidiaries | Leasing Group | |||
Debt: | |||
Non-recourse debt | 1,333.6 | 1,365.3 | |
Less: unamortized debt issuance costs | (13.1) | (14.5) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,320.5 | 1,350.8 | |
Partially-owned subsidiaries | Operating Segments | Leasing Group | |||
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | 0 | 0 | |
Property, plant, and equipment, net | 1,815.9 | 1,824.6 | |
Restricted cash | 38.6 | 62.9 | |
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 debt | 1,333.6 | 1,365.3 | |
Less: unamortized debt issuance costs | (13.1) | (14.5) | |
Non-recourse debt, net of unamortized debt issuance costs | 1,320.5 | 1,350.8 | |
Total debt | 1,320.5 | 1,350.8 | |
Net deferred tax liabilities | 0.8 | 0.8 | |
Manufacturing/ Corporate | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | 945.1 | 972.7 | |
Manufacturing/ Corporate | Operating Segments | |||
Consolidating Financial Information | |||
Property, plant, and equipment, net | 945.1 | 972.7 | |
Manufacturing/ Corporate | Operating Segments | Manufacturing/ Corporate | |||
Consolidating Financial Information | |||
Cash, cash equivalents, and short-term marketable securities | 354.5 | 1,094.8 | |
Restricted cash | 0.1 | 0.1 | |
Debt: | |||
Recourse | 400.4 | 849.9 | |
Less: unamortized discount | 0 | (8.5) | |
Less: unamortized debt issuance costs | (2.4) | (2.9) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 397.7 | 838.5 | |
Non-recourse debt | 0 | 0 | |
Less: unamortized debt issuance costs | 0 | 0 | |
Non-recourse debt, net of unamortized debt issuance costs | 0 | 0 | |
Total debt | 397.7 | 838.5 | |
Net deferred tax liabilities | 53.2 | $ 69.4 | |
Senior notes | |||
Debt: | |||
Less: unamortized discount | (0.3) | ||
Senior notes | Manufacturing/ Corporate | Operating Segments | Manufacturing/ Corporate | |||
Debt: | |||
Less: unamortized discount | (0.3) | ||
2018 secured railcar equipment notes | |||
Debt: | |||
Less: unamortized discount | (0.2) | ||
2018 secured railcar equipment notes | Wholly-owned subsidiaries | Operating Segments | Leasing Group | |||
Debt: | |||
Less: unamortized discount | $ (0.2) | ||
[1] | (unaudited) |
Railcar Leasing and Managemen_4
Railcar Leasing and Management Services Group - Selected consolidating income statement information for the Leasing Group (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues: | ||||
Revenues | $ 930.9 | $ 973.6 | $ 2,704.5 | $ 2,756.4 |
Operating profit: | ||||
Total operating profit | 78.9 | 152.4 | 303 | 402.9 |
Select expense information: | ||||
Depreciation | 234 | 220.7 | ||
Interest | 42.8 | 46.8 | 132.9 | 137.5 |
Operating Segments | ||||
Revenues: | ||||
Revenues | 1,181 | 1,199.4 | 3,571.1 | 3,404.6 |
Operating profit: | ||||
Total operating profit | 137.6 | 208.6 | 498.2 | 579.5 |
Railcar Leasing and Management Services Group | ||||
Revenues: | ||||
Revenues | 227.2 | 274.9 | 614.7 | 645.4 |
Railcar Leasing and Management Services Group | Leasing and management | ||||
Revenues: | ||||
Revenues | 175.9 | 188.5 | 534.7 | 552.4 |
Railcar Leasing and Management Services Group | Railcars owned one year or less at the time of sale | ||||
Revenues: | ||||
Revenues | 51.6 | 86.6 | 80.8 | 93.7 |
Railcar Leasing and Management Services Group | Operating Segments | ||||
Revenues: | ||||
Revenues | $ 227.5 | 275.1 | $ 615.5 | 646.1 |
Percent Change, Revenues | (17.30%) | (4.70%) | ||
Operating profit: | ||||
Total operating profit | $ 92.2 | $ 120.6 | $ 255.1 | $ 316.4 |
Percent Change, Operating Profit | (23.50%) | (19.40%) | ||
Operating profit margin: | ||||
Total operating profit margin | 40.50% | 43.80% | 41.40% | 49.00% |
Select expense information: | ||||
Depreciation | $ 48.8 | $ 43.3 | $ 140.9 | $ 128.5 |
Percent Change, Depreciation | 12.70% | 9.60% | ||
Maintenance costs | $ 24.1 | 25 | $ 75.5 | 69.4 |
Percent Change, Maintenance | (3.60%) | 8.80% | ||
Rent | $ 9.7 | 10 | $ 29.7 | 30 |
Percent Change, Rent | (3.00%) | (1.00%) | ||
Interest | $ 37.4 | 32.1 | $ 101.2 | 94 |
Percent Change, Interest | 16.50% | 7.70% | ||
Railcar Leasing and Management Services Group | Operating Segments | Leasing and management | ||||
Revenues: | ||||
Revenues | $ 175.9 | 188.5 | $ 534.7 | 552.4 |
Percent Change, Revenues | (6.70%) | (3.20%) | ||
Operating profit: | ||||
Total operating profit | $ 69.7 | $ 86.2 | $ 216.6 | $ 256.8 |
Percent Change, Operating Profit | (19.10%) | (15.70%) | ||
Operating profit margin: | ||||
Total operating profit margin | 39.60% | 45.70% | 40.50% | 46.50% |
Railcar Leasing and Management Services Group | Operating Segments | Railcars owned one year or less at the time of sale | ||||
Revenues: | ||||
Revenues | $ 51.6 | $ 86.6 | $ 80.8 | $ 93.7 |
Operating profit: | ||||
Total operating profit | 13.1 | 17.9 | 17.5 | 19.4 |
Railcar Leasing and Management Services Group | Operating Segments | Railcars owned more than one year at the time of sale | ||||
Operating profit: | ||||
Total operating profit | $ 9.4 | $ 16.5 | $ 21 | $ 40.2 |
Railcar Leasing and Managemen_5
Railcar Leasing and Management Services Group - Schedule of proceeds from leased railcars (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Property Subject to or Available for Operating Lease [Line Items] | ||
Proceeds from sale leased railcars | $ 204.2 | $ 254 |
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 | 80.8 | 93.7 |
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 | $ 123.4 | $ 160.3 |
Railcar Leasing and Managemen_6
Railcar Leasing and Management Services Group - Future contractual minimum rental revenues on leases (Details) - Railcar Leasing and Management Services Group - Railroad Transportation Equipment $ in Millions | Sep. 30, 2018USD ($) |
Future contractual minimum rental revenue | |
Remaining three months of 2018 | $ 129 |
2,018 | 450.8 |
2,019 | 371.7 |
2,020 | 266.8 |
2,021 | 200.7 |
Thereafter | 382.3 |
Total | $ 1,801.3 |
Railcar Leasing and Managemen_7
Railcar Leasing and Management Services Group - Future operating lease obligations and future contractual minimum rental revenues (Details) - Railcar Leasing and Management Services Group $ in Millions | Sep. 30, 2018USD ($) |
Railroad transportation equipment leased from independent owner trusts | |
Future operating lease obligations | |
Remaining three months of 2018 | $ 7.3 |
2,018 | 28.8 |
2,019 | 26.1 |
2,020 | 26.1 |
2,021 | 24.9 |
Thereafter | 93.1 |
Total | 206.3 |
Future contractual minimum rental revenues | |
Remaining three months of 2018 | 10.7 |
2,018 | 30.1 |
2,019 | 20.1 |
2,020 | 14.7 |
2,021 | 9.8 |
Thereafter | 8.3 |
Total | 93.7 |
Operating leases other than leases with the Trusts | |
Future operating lease obligations | |
Remaining three months of 2018 | 3 |
2,018 | 10.5 |
2,019 | 8.3 |
2,020 | 7.6 |
2,021 | 6.8 |
Thereafter | 7.1 |
Total | 43.3 |
Future contractual minimum rental revenues | |
Remaining three months of 2018 | 3 |
2,018 | 9 |
2,019 | 5.8 |
2,020 | 4.1 |
2,021 | 3.2 |
Thereafter | 1.3 |
Total | $ 26.4 |
Railcar Leasing and Managemen_8
Railcar Leasing and Management Services Group - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2017 | ||
Segment Reporting Information [Line Items] | |||
Assets | $ 9,405 | [1] | $ 9,543.2 |
Property, plant, and equipment, net | 6,538 | [1] | $ 6,134.7 |
Railcar Leasing and Management Services Group | Property lease guarantee | |||
Segment Reporting Information [Line Items] | |||
Operating lease obligations guaranteed | 2.9 | ||
Railcar Leasing and Management Services Group | Railroad transportation equipment leased from independent owner trusts | |||
Segment Reporting Information [Line Items] | |||
Lessee purchase option | $ 223.6 | ||
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 | ||
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | |||
Segment Reporting Information [Line Items] | |||
Net book value of unpledged equipment | $ 2,113.2 | ||
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Capital lease obligations | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | 39.9 | ||
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Non-recourse debt | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | 2,427.7 | ||
TRIP Holdings | Railcar Leasing and Management Services Group | Non-recourse debt | TRIP Master Funding secured railcar equipment notes | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | 1,268 | ||
TRL 2012 | Railcar Leasing and Management Services Group | Non-recourse debt | TRL 2012 secured railcar equipment notes | |||
Segment Reporting Information [Line Items] | |||
Collateral securing debt | 547.9 | ||
Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | Railcar Leasing and Management Services Group | |||
Segment Reporting Information [Line Items] | |||
Assets | 140.1 | ||
Cash | 49.5 | ||
Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | Railcar Leasing and Management Services Group | Railroad Transportation Equipment | |||
Segment Reporting Information [Line Items] | |||
Property, plant, and equipment, net | $ 64.2 | ||
Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | Railcar Leasing and Management Services Group | 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 | ||
[1] | (unaudited) |
Derivative Instruments - Intere
Derivative Instruments - Interest rate hedges (Details) - USD ($) $ in Millions | Sep. 30, 2018 | May 31, 2018 | Dec. 31, 2017 | Dec. 31, 2006 | |
Derivative [Line Items] | |||||
Total stockholders' equity | $ 4,639.4 | [1] | $ 4,858 | ||
AOCL – loss/ (income) | |||||
Derivative [Line Items] | |||||
Total stockholders' equity | 1.1 | $ 0.3 | |||
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 | (0.3) | ||||
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, 2018 secured railcar equipment notes | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 249.3 | $ 1.4 | |||
Weighted average fixed interest rate | 4.41% | ||||
Derivative liabilities | $ 0 | ||||
Designated as hedging instrument | Interest rate swap, Expired, 2018 secured railcar equipment notes | AOCL – loss/ (income) | |||||
Derivative [Line Items] | |||||
Total stockholders' equity | 1.3 | ||||
Designated as hedging instrument | Interest rate swap, Expired, 2018 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 | 3.3 | ||||
Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | Noncontrolling Interest | |||||
Derivative [Line Items] | |||||
Total stockholders' equity | 4.4 | ||||
Designated as hedging instrument | Interest rate swap, Open, TRIP Master Funding secured railcar equipment notes | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 34.8 | ||||
Weighted average fixed interest rate | 2.62% | ||||
Derivative liabilities | $ 0 | ||||
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 | 0.3 | ||||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 169.3 | ||||
Libor plus margin for 2017 promissory note | 3.00% | ||||
Derivative asset | $ 3 | ||||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | AOCL – loss/ (income) | |||||
Derivative [Line Items] | |||||
Total stockholders' equity | (0.6) | ||||
Designated as hedging instrument | Interest rate cap, Open, 2017 promissory note | Noncontrolling Interest | |||||
Derivative [Line Items] | |||||
Total stockholders' equity | $ 0 | ||||
[1] | (unaudited) |
Derivative Instruments - Effect
Derivative Instruments - Effect on statements of operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Expected effect during next twelve months | $ 2 | $ 2 | ||
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 | (0.1) | (0.1) | ||
Interest expense | Designated as hedging instrument | Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Effect on interest expense | 0.5 | 1.1 | 1.7 | 3.4 |
Expected effect during next twelve months | 2 | 2 | ||
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 | $ 0.1 | 0.2 | $ 0.4 |
Expected effect during next twelve months | $ 0.2 | $ 0.2 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |||
Sep. 30, 2018 | May 31, 2018 | Jul. 31, 2011 | Dec. 31, 2006 | |
Interest rate swap, Expired, TRIP Holdings warehouse loan | ||||
Derivative [Line Items] | ||||
Expected effect during next twelve months | $ 2 | |||
TRIP Master Funding secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Expected effect during next twelve months | 0.2 | |||
Interest rate swap, Expired, 2018 secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Expected effect during next twelve months | 0.2 | |||
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 | $ 169.3 | |||
Libor plus margin for 2017 promissory note | 3.00% | |||
Derivative asset | $ 3 | |||
Designated as hedging instrument | Interest rate swap, Expired, 2018 secured railcar equipment notes | ||||
Derivative [Line Items] | ||||
Notional amount | $ 249.3 | $ 1.4 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Components of property, plant, and equipment (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | |
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | $ 8,978.1 | [1] | $ 8,385.2 |
Less accumulated depreciation | (2,440.1) | [1] | (2,250.5) |
Property, plant, and equipment, net | 6,538 | [1] | 6,134.7 |
Operating Segments | |||
Components of property, plant, and equipment | |||
Property, plant, and equipment, net | 7,369.4 | 6,944.8 | |
Net deferred profit on railcars sold to the Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | (1,027.8) | (985.2) | |
Less accumulated amortization | (196.4) | (175.1) | |
Property, plant, and equipment, net | (831.4) | (810.1) | |
Manufacturing/ Corporate | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 2,081.3 | 2,046.4 | |
Less accumulated depreciation | (1,136.2) | (1,073.7) | |
Property, plant, and equipment, net | 945.1 | 972.7 | |
Manufacturing/ Corporate | Land | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 119.2 | 122.1 | |
Manufacturing/ Corporate | Buildings and improvements | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 671 | 668.1 | |
Manufacturing/ Corporate | Machinery and other | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 1,246.1 | 1,223.6 | |
Manufacturing/ Corporate | Construction in progress | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 45 | 32.6 | |
Manufacturing/ Corporate | Operating Segments | |||
Components of property, plant, and equipment | |||
Property, plant, and equipment, net | 945.1 | 972.7 | |
Wholly-owned subsidiaries | Operating Segments | Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 5,567.9 | 5,006.4 | |
Less accumulated depreciation | (959.5) | (858.9) | |
Property, plant, and equipment, net | 4,608.4 | 4,147.5 | |
Wholly-owned subsidiaries | Operating Segments | Machinery and other | Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 12.8 | 10.7 | |
Wholly-owned subsidiaries | Operating Segments | Equipment on lease | Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 5,555.1 | 4,995.7 | |
Partially-owned subsidiaries | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 2,019 | [1] | 1,985.9 |
Less accumulated depreciation | (458.2) | [1] | (418) |
Partially-owned subsidiaries | Operating Segments | Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant, and equipment, net | 1,815.9 | 1,824.6 | |
Partially-owned subsidiaries | Operating Segments | Equipment on lease | Leasing Group | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 2,356.7 | 2,317.7 | |
Less accumulated depreciation | $ (540.8) | $ (493.1) | |
[1] | (unaudited) |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment - Narrative (Details) - Acquired railcar leasing entity $ in Millions | Oct. 17, 2018USD ($) |
Business Acquisition [Line Items] | |
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 75.4 |
Railcars acquired in subsequent event | 4,150 |
Debt acquired in acquisition | $ 283.9 |
Goodwill - Goodwill by segment
Goodwill - Goodwill by segment (Details) - USD ($) $ in Millions | 9 Months Ended | |||
Sep. 30, 2018 | Dec. 31, 2017 | [2] | ||
Goodwill [Line Items] | ||||
Goodwill | $ 787.8 | [1] | $ 780.3 | |
Goodwill impairment, held for sale | 1.6 | |||
Rail Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 134.6 | 134.6 | ||
Construction Products Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 136 | 136 | ||
Inland Barge Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 9.6 | 0 | ||
Energy Equipment Group | ||||
Goodwill [Line Items] | ||||
Goodwill | 505.8 | 507.9 | ||
Railcar Leasing and Management Services Group | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 1.8 | $ 1.8 | ||
[1] | (unaudited) | |||
[2] | (as reported) |
Warranties - Changes in the acc
Warranties - Changes in the accruals for warranties (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Changes in the accruals for warranties | ||||
Beginning balance | $ 12.9 | $ 14.8 | $ 12.7 | $ 15.7 |
Warranty costs incurred | (1.9) | (2.5) | (4.5) | (6.6) |
Warranty originations and revisions | (0.3) | 2.1 | 2.8 | 6.9 |
Warranty expirations | (0.4) | (0.8) | (0.7) | (2.4) |
Ending balance | $ 10.3 | $ 13.6 | $ 10.3 | $ 13.6 |
Debt - Components of debt (Deta
Debt - Components of debt (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Unamortized discount | $ 8.5 | ||
Less: unamortized debt issuance costs | $ (2.4) | (2.9) | |
Recourse, net of unamortized discount and unamortized debt issuance costs | 424.2 | [1] | 866.8 |
Non-recourse debt, gross | 2,882.1 | 2,401.2 | |
Less: unamortized debt issuance costs | (30.4) | (25.6) | |
Non-recourse debt | 2,851.5 | 2,375.6 | |
Total debt | 3,275.7 | [1] | 3,242.4 |
2018 secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Unamortized discount | 0.2 | ||
Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 400.1 | 841.4 | |
Less: unamortized debt issuance costs | (2.4) | (2.9) | |
Long-term debt, net of debt issuance costs | 397.7 | 838.5 | |
Railcar Leasing and Management Services Group | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 2,851.5 | 2,375.6 | |
Line of credit | Revolving credit facility | Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 0 | 0 | |
Senior notes, net of unamortized discount of $0.3 and $0.3 | Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 399.7 | 399.7 | |
Unamortized discount | 0.3 | 0.3 | |
Convertible subordinated notes, net of unamortized discount | Corporate | |||
Debt Instrument [Line Items] | |||
Unamortized discount | 0 | 8.2 | |
Convertible subordinated notes, net of unamortized discount | Corporate | 3 7/8% Convertible Subordinated Notes Due 2036 | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 0 | 441.2 | |
Other | Corporate | |||
Debt Instrument [Line Items] | |||
Corporate - Recourse | 0.4 | 0.5 | |
Capital lease obligations | Railcar Leasing and Management Services Group | |||
Debt Instrument [Line Items] | |||
Capital lease obligations | 26.5 | 28.3 | |
Wholly-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,531 | [1] | 1,024.8 |
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 1,548.3 | 1,035.9 | |
Less: unamortized debt issuance costs | (17.3) | (11.1) | |
Non-recourse debt | 1,531 | 1,024.8 | |
Wholly-owned subsidiaries | Line of credit | Revolving credit facility | Railcar Leasing and Management Services Group | TILC warehouse facility | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 228.7 | 150.7 | |
Wholly-owned subsidiaries | Non-recourse debt | Railcar Leasing and Management Services Group | 2006 secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 139.4 | 158.5 | |
Wholly-owned subsidiaries | Non-recourse debt | Railcar Leasing and Management Services Group | 2009 secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 161.7 | 166.2 | |
Wholly-owned subsidiaries | Non-recourse debt | Railcar Leasing and Management Services Group | 2010 secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 258.9 | 266.9 | |
Wholly-owned subsidiaries | Non-recourse debt | Railcar Leasing and Management Services Group | 2018 secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount | 477.3 | 0 | |
Wholly-owned subsidiaries | Promissory note | Railcar Leasing and Management Services Group | 2017 promissory notes | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 282.3 | 293.6 | |
Partially-owned subsidiaries | |||
Debt Instrument [Line Items] | |||
Non-recourse debt | 1,320.5 | [1] | 1,350.8 |
Partially-owned subsidiaries | Railcar Leasing and Management Services Group | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 1,333.6 | 1,365.3 | |
Less: unamortized debt issuance costs | (13.1) | (14.5) | |
Non-recourse debt | 1,320.5 | 1,350.8 | |
Partially-owned subsidiaries | Non-recourse debt | Railcar Leasing and Management Services Group | TRL 2012 secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | 386.7 | 402.8 | |
Partially-owned subsidiaries | Non-recourse debt | Railcar Leasing and Management Services Group | TRIP Master Funding secured railcar equipment notes | |||
Debt Instrument [Line Items] | |||
Non-recourse debt, gross | $ 946.9 | $ 962.5 | |
[1] | (unaudited) |
Debt - Total interest expense r
Debt - Total interest expense recognized on the Convertible Notes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||||
Unamortized discount | $ 8.5 | ||||
2018 secured railcar equipment notes | |||||
Debt Instrument [Line Items] | |||||
Unamortized discount | $ 0.2 | $ 0.2 | |||
3 7/8% Convertible Subordinated Notes Due 2036 | Convertible subordinated notes | |||||
Debt Instrument [Line Items] | |||||
Coupon rate interest | 0 | $ 4.4 | 7.2 | $ 13.1 | |
Amortized debt discount | 0 | 4.7 | 8.2 | 13.8 | |
Total interest expense recognized on the Convertible Subordinated Notes | 0 | $ 9.1 | 15.4 | $ 26.9 | |
Trinity Rail Leasing 2018 | 2018 secured railcar equipment notes | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Unamortized discount | $ 0.2 | $ 0.2 | $ 0 |
Debt - Remaining principal paym
Debt - Remaining principal payments under existing debt agreements (Details) $ in Millions | Sep. 30, 2018USD ($) |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | $ 32.6 |
2,018 | 160.5 |
2,019 | 145.4 |
2,020 | 165.5 |
2,021 | 366.5 |
Thereafter | 2,438.5 |
Corporate | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 0 |
2,018 | 0.1 |
2,019 | 0.2 |
2,020 | 0.1 |
2,021 | 0 |
Thereafter | 400 |
Railcar Leasing and Management Services Group | Capital lease obligations | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 1 |
2,018 | 25.5 |
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 three months of 2018 | 6.3 |
2,018 | 28 |
2,019 | 29.8 |
2,020 | 29.2 |
2,021 | 29.9 |
Thereafter | 16.2 |
Railcar Leasing and Management Services Group | Secured debt | 2009 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 2 |
2,018 | 11.2 |
2,019 | 6.6 |
2,020 | 13.4 |
2,021 | 14.1 |
Thereafter | 114.4 |
Railcar Leasing and Management Services Group | Secured debt | 2010 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 2 |
2,018 | 7.6 |
2,019 | 14.2 |
2,020 | 20.1 |
2,021 | 21 |
Thereafter | 194 |
Railcar Leasing and Management Services Group | Secured debt | 2018 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 5 |
2,018 | 20 |
2,019 | 20 |
2,020 | 20 |
2,021 | 20 |
Thereafter | 392.5 |
Railcar Leasing and Management Services Group | Secured debt | TRL 2012 secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 6 |
2,018 | 21.9 |
2,019 | 19.3 |
2,020 | 19.9 |
2,021 | 19.6 |
Thereafter | 300 |
Railcar Leasing and Management Services Group | Secured debt | TRIP Master Funding secured railcar equipment notes | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 4.7 |
2,018 | 23.8 |
2,019 | 32.9 |
2,020 | 40.4 |
2,021 | 41.8 |
Thereafter | 803.3 |
Railcar Leasing and Management Services Group | Promissory note | 2017 promissory notes | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 3.8 |
2,018 | 15.1 |
2,019 | 15.1 |
2,020 | 15.1 |
2,021 | 15.1 |
Thereafter | 218.1 |
Railcar Leasing and Management Services Group | Line of credit | Revolving credit facility | TILC warehouse facility | |
Remaining principal payments under existing debt agreements | |
Remaining three months of 2018 | 1.8 |
2,018 | 7.3 |
2,019 | 7.3 |
2,020 | 7.3 |
2,021 | 1.2 |
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 three months of 2018 | 0 |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
2,021 | 203.8 |
Thereafter | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Oct. 17, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 02, 2018USD ($) | Jun. 01, 2018USD ($) | May 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |||||||
Non-recourse debt | $ 2,882,100,000 | $ 2,401,200,000 | |||||
Non-recourse debt | 2,851,500,000 | 2,375,600,000 | |||||
Redemption of convertible subordinated notes | 152,900,000 | ||||||
Convertible subordinated notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt Conversion, Converted Instrument, Settled in Par | 800,000 | ||||||
Debt Conversion, Converted Instrument, Amount | 646,600,000 | ||||||
Convertible Debt | $ 449,300,000 | $ 448,500,000 | |||||
Corporate | Convertible subordinated notes | 3 7/8% Convertible Subordinated Notes Due 2036 | |||||||
Debt Instrument [Line Items] | |||||||
Capital in excess of par value related to the Convertible Subordinated Notes' conversion options | $ 92,500,000 | ||||||
Effective annual interest rate yield | 8.42% | ||||||
Corporate | Revolving credit facility | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Revolving credit facility | $ 600,000,000 | ||||||
Remaining borrowing capacity on revolving credit facility | 521,200,000 | ||||||
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 | 78,800,000 | ||||||
Railcar Leasing and Management Services Group | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 2,851,500,000 | 2,375,600,000 | |||||
Wholly-owned subsidiaries | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 1,531,000,000 | [1] | 1,024,800,000 | ||||
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 1,548,300,000 | 1,035,900,000 | |||||
Non-recourse debt | 1,531,000,000 | 1,024,800,000 | |||||
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Promissory note | 2017 promissory notes | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 282,300,000 | 293,600,000 | |||||
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Revolving credit facility | Line of credit | TILC warehouse facility | |||||||
Debt Instrument [Line Items] | |||||||
TILC warehouse loan, unused portion | 521,300,000 | ||||||
Non-recourse debt | 228,700,000 | 150,700,000 | |||||
TILC | Railcar Leasing and Management Services Group | Revolving credit facility | Line of credit | TILC warehouse facility | |||||||
Debt Instrument [Line Items] | |||||||
Revolving credit facility | $ 750,000,000 | 1,000,000,000 | |||||
Effective annual interest rate yield | 3.83% | ||||||
TILC warehouse loan, amount outstanding | $ 228,700,000 | ||||||
Partially-owned subsidiaries | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 1,320,500,000 | [1] | 1,350,800,000 | ||||
Partially-owned subsidiaries | Railcar Leasing and Management Services Group | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 1,333,600,000 | 1,365,300,000 | |||||
Non-recourse debt | 1,320,500,000 | 1,350,800,000 | |||||
Partially-owned subsidiaries | Railcar Leasing and Management Services Group | Secured debt | TRIP Master Funding secured railcar equipment notes | |||||||
Debt Instrument [Line Items] | |||||||
Non-recourse debt | 946,900,000 | $ 962,500,000 | |||||
Trinity Rail Leasing 2018 | Secured debt | 2018 secured railcar equipment notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, issued amount | $ 482,500,000 | ||||||
Trinity Rail Leasing 2018 | Secured debt | 2018 Secured Railcar Equipment Class A-1 Note | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, issued amount | 195,000,000 | $ 200,000,000 | |||||
Debt instrument, stated interest rate | 3.82% | ||||||
Trinity Rail Leasing 2018 | Secured debt | 2018 Secured Railcar Equipment Class A-2 Note | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, issued amount | 282,500,000 | $ 282,500,000 | |||||
Debt instrument, stated interest rate | 4.62% | ||||||
Additional Paid-in Capital [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Redemption of convertible subordinated notes | $ 152,900,000 | ||||||
Acquired railcar leasing entity | |||||||
Debt Instrument [Line Items] | |||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 75,400,000 | ||||||
Railcars acquired in subsequent event | 4,150 | ||||||
Debt acquired in acquisition | $ 283,900,000 | ||||||
[1] | (unaudited) |
Other, Net - Summary of other,
Other, Net - Summary of other, net (income) expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Other, net (income) expense | ||||
Foreign currency exchange transactions | $ 0.3 | $ (0.6) | $ 2.5 | $ 0.7 |
Gain on equity investments | (0.1) | (0.2) | (0.4) | (0.2) |
Non-service cost component of pension cost | (1) | (0.6) | (3.3) | (1.9) |
Other | 0.3 | 2.5 | (0.2) | 2.5 |
Other, net | $ (0.5) | $ 1.1 | $ (1.4) | $ 1.1 |
Other, Net - Narrative (Details
Other, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Other Income and Expenses [Abstract] | ||||
Change in fair value of certain equity investments | $ 0.8 | $ 0.3 | $ 0.9 | $ 1.4 |
Income Taxes - Effective rate r
Income Taxes - Effective rate reconciliation (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Reconciliation between the statutory United States Federal income tax rate and the Company's effective income tax rate | |||||
Statutory rate | 21.00% | 35.00% | 21.00% | 35.00% | 35.00% |
State taxes | 2.30% | 1.40% | 1.90% | 1.40% | |
Changes in state tax laws | 0.00% | 0.50% | 1.00% | 0.20% | |
Noncontrolling interest in partially-owned subsidiaries | (1.20%) | (1.40%) | (0.40%) | (0.90%) | |
Impairment and other foreign losses | 9.20% | 0.40% | 2.60% | 0.50% | |
Changes in valuation allowance and reserves | (1.00%) | 0.10% | 0.60% | 0.10% | |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | (2.60%) | 0.00% | (0.70%) | 0.00% | |
Settlements with tax authorities | 0.00% | 0.00% | 0.00% | (2.10%) | |
Equity compensation | (0.40%) | (0.20%) | (1.80%) | 0.80% | |
Other, net | 0.10% | 1.10% | 1.20% | 1.00% | |
Effective rate | 27.40% | 36.90% | 25.40% | 36.00% |
Income Taxes - Change in unreco
Income Taxes - Change in unrecognized tax benefits (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Change in unrecognized tax benefits | ||
Beginning balance | $ 8.2 | $ 28.2 |
Additions for tax positions of prior years | 1.6 | 0.2 |
Settlements | (1.5) | (23.3) |
Expiration of statute of limitations | 0.5 | 0 |
Ending balance | $ 7.8 | $ 5.1 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Income Tax Examination [Line Items] | |||||
Asset Impairment Charges | $ 24.8 | $ 0 | |||
Statutory rate | 21.00% | 35.00% | 21.00% | 35.00% | 35.00% |
Effect of tax cuts and jobs act - Deferred Federal Income Tax Expense (Benefit) | $ 1 | $ 1.3 | |||
Additions for tax positions of prior years | 1.6 | $ 0.2 | |||
Unrecognized tax benefits including interest and penalties that would affect the Company's effective tax rate if recognized | 10.1 | $ 5.7 | 10.1 | 5.7 | |
Total accrued interest and penalties related to uncertain tax positions | 4.5 | 4.5 | $ 4.1 | ||
Increase (decrease) in income tax expense related to interest and penalties on unrecognized tax benefits | 0.1 | $ 0.1 | 0.4 | $ (5.2) | |
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 | $ (6.2) | $ (6.2) |
Employee Retirement Plans - Com
Employee Retirement Plans - Components of net retirement cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Components of Net Retirement Cost | ||||
Service cost | $ 0 | $ 0 | $ 0.1 | $ 0.2 |
Interest | 4.6 | 4.9 | 13.7 | 14.7 |
Expected return on plan assets | (6.9) | (6.8) | (20.6) | (20.4) |
Amortization of actuarial loss | 1.3 | 1.4 | 3.6 | 3.8 |
Defined benefit expense | (1) | (0.5) | (3.2) | (1.7) |
Profit sharing | 4.7 | 3.9 | 13.5 | 11.7 |
Multiemployer plan | 0.5 | 0.6 | 1.6 | 1.6 |
Net expense | $ 4.2 | $ 4 | $ 11.9 | $ 11.6 |
Employee Retirement Plans - Nar
Employee Retirement Plans - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Retirement Benefits [Abstract] | ||||
Actual employer contributions to defined benefit plans | $ 28 | $ 0.8 | $ 31.7 | $ 1.7 |
Expected full year contributions by the employer to defined benefit plans | 31.7 | 31.7 | ||
Contributions to multiemployer plan | $ 0.5 | $ 0.5 | 1.6 | $ 1.4 |
Expected full year contributions by the employer to the multiemployer plan | $ 2.3 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in accumulated other comprehensive loss (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | $ 4,858 | ||||
Other comprehensive loss, net of tax, before reclassifications | (0.9) | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $-, $(0.1), $(0.9), and $(1.0) | 4.4 | ||||
Less: noncontrolling interest | $ (2.1) | $ (2.1) | (3.5) | $ (6.4) | |
Other comprehensive income (loss) | 2.4 | ||||
Ending balance | [1] | 4,639.4 | 4,639.4 | ||
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | 1 | ||||
Currency translation adjustments | |||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | (22.4) | ||||
Other comprehensive loss, net of tax, before reclassifications | (1) | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $-, $(0.1), $(0.9), and $(1.0) | 0 | ||||
Other comprehensive income (loss) | (1) | ||||
Cumulative effect of new accounting principle | (0.2) | (0.2) | |||
Ending balance | (23.6) | (23.6) | |||
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | 0 | ||||
Currency translation adjustments, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Less: noncontrolling interest | 0 | ||||
Unrealized gain/(loss) on derivative financial instruments | |||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | 0.3 | ||||
Other comprehensive loss, net of tax, before reclassifications | 0.1 | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $-, $(0.1), $(0.9), and $(1.0) | 1.7 | ||||
Other comprehensive income (loss) | 0.7 | ||||
Cumulative effect of new accounting principle | 0.1 | 0.1 | |||
Ending balance | 1.1 | 1.1 | |||
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | 0.1 | ||||
Unrealized loss on derivative financial instruments, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Less: noncontrolling interest | (1.1) | ||||
Net actuarial gains/(losses) of defined benefit plans | |||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | (82.7) | ||||
Other comprehensive loss, net of tax, before reclassifications | 0 | ||||
Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $-, $(0.1), $(0.9), and $(1.0) | 2.7 | ||||
Other comprehensive income (loss) | 2.7 | ||||
Cumulative effect of new accounting principle | (18.6) | (18.6) | |||
Ending balance | (98.6) | (98.6) | |||
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | 0.9 | ||||
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 | (104.8) | ||||
Less: noncontrolling interest | (2.4) | ||||
Cumulative effect of new accounting principle | (18.7) | (18.7) | |||
Ending balance | (121.1) | (121.1) | |||
Accumulated Other Comprehensive Loss, noncontrolling interest | |||||
Changes in accumulated other comprehensive loss | |||||
Beginning balance | 356.9 | ||||
Less: noncontrolling interest | (1.1) | ||||
Ending balance | $ 351.1 | $ 351.1 | |||
[1] | (unaudited) |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Stock-based compensation | $ 10.3 | $ 8.7 | $ 29.3 | $ 24.9 |
Earnings Per Common Share - EPS
Earnings Per Common Share - EPS calculation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net Income (Loss) Attributable to Noncontrolling Interest | $ 0.6 | $ 1 | $ 3.4 | $ 9.6 |
Total weighted average restricted shares and antidilutive stock options (in shares) | 5.9 | 6.3 | 5.9 | 6.4 |
Computation of basic and diluted net income attributable to Trinity Industries, Inc | ||||
Net income attributable to Trinity Industries, Inc. | $ 27.7 | $ 66.9 | $ 132 | $ 164 |
Unvested restricted share participation | (0.6) | (1.3) | (2.4) | (3.6) |
Net income attributable to Trinity Industries, Inc. – basic | $ 27.1 | $ 65.6 | $ 129.6 | $ 160.4 |
Net income attributable to Trinity Industries, Inc. - basic, Average Shares (in shares) | 145 | 148 | 146.1 | 148.6 |
Net income attributable to Trinity Industries, Inc. - basic, EPS (in dollars per share) | $ 0.19 | $ 0.44 | $ 0.89 | $ 1.08 |
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 | 0.8 | 0.5 | 0.9 | 0.4 |
Convertible subordinated notes, Income (Loss) | $ 0 | $ 0 | $ 0 | $ 0 |
Convertible subordinated notes, Average Shares | 0 | 2.8 | 1.8 | 2.1 |
Net income attributable to Trinity Industries, Inc. – diluted | $ 27.1 | $ 65.6 | $ 129.6 | $ 160.4 |
Net income attributable to Trinity Industries, Inc. - diluted, Average Shares | 145.8 | 151.3 | 148.8 | 151.1 |
Net income attributable to Trinity Industries, Inc. - diluted, EPS (in dollars per share) | $ 0.19 | $ 0.43 | $ 0.87 | $ 1.06 |
Contingencies - Narrative (Deta
Contingencies - Narrative (Details) | Jun. 09, 2015USD ($) | Sep. 30, 2018USD ($)lawsuit |
Accrued liabilities | ||
Loss Contingencies [Line Items] | ||
Total accruals | $ 25,900,000 | |
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 | |
Total accruals | 0 | |
Highway Products Litigation | State, county, and municipal actions | ||
Loss Contingencies [Line Items] | ||
Total accruals | $ 0 | |
Number of additional separate state qui tam actions filed | lawsuit | 13 | |
Highway Products Litigation | Class Action, Shareholder | ||
Loss Contingencies [Line Items] | ||
Total accruals | $ 0 | |
Environmental and workplace matters | ||
Loss Contingencies [Line Items] | ||
Total accruals | 2,900,000 | |
Minimum | ||
Loss Contingencies [Line Items] | ||
Range of possible loss | 4,200,000 | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Range of possible loss | $ 27,400,000 |
Financial Statements for Guar_3
Financial Statements for Guarantors of the Senior Notes - Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | $ 930.9 | $ 973.6 | $ 2,704.5 | $ 2,756.4 |
Cost of revenues | 752 | 722.7 | 2,100.2 | 2,065.2 |
Selling, engineering, and administrative expenses | 111.1 | 114.6 | 326.4 | 330.1 |
Gains on dispositions of property | 11.1 | 16.1 | 25.1 | 41.8 |
Cost of revenues and operating costs | 852 | 821.2 | 2,401.5 | 2,353.5 |
Total operating profit | 78.9 | 152.4 | 303 | 402.9 |
Other (income) expense | 39.9 | 44.8 | 121.5 | 131.5 |
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Income before income taxes | 39 | 107.6 | 181.5 | 271.4 |
Provision (benefit) for income taxes | 10.7 | 39.7 | 46.1 | 97.8 |
Net income | 28.3 | 67.9 | 135.4 | 173.6 |
Net income attributable to noncontrolling interest | 0.6 | 1 | 3.4 | 9.6 |
Net income attributable to Trinity Industries, Inc. | 27.7 | 66.9 | 132 | 164 |
Other comprehensive income (loss) | 2.1 | 2.1 | 3.5 | 6.4 |
Comprehensive income | 30.4 | 70 | 138.9 | 180 |
Comprehensive income attributable to noncontrolling interest | 0.9 | 1.5 | 4.5 | 11.6 |
Comprehensive income attributable to Trinity Industries, Inc. | 29.5 | 68.5 | 134.4 | 168.4 |
Reportable legal entities | Parent | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cost of revenues | 5.7 | (0.1) | 6.4 | 3.7 |
Selling, engineering, and administrative expenses | 40 | 39.5 | 119.3 | 108.4 |
Gains on dispositions of property | (0.1) | (0.1) | 1.3 | 0.5 |
Cost of revenues and operating costs | 45.8 | 39.5 | 124.4 | 111.6 |
Total operating profit | (45.8) | (39.5) | (124.4) | (111.6) |
Other (income) expense | (4.3) | 5.7 | (2.5) | 16.9 |
Equity in earnings of subsidiaries, net of taxes | 62.8 | 111.7 | 244.3 | 274.1 |
Income before income taxes | 21.3 | 66.5 | 122.4 | 145.6 |
Provision (benefit) for income taxes | (6.4) | (0.4) | (9.6) | (18.4) |
Net income | 27.7 | 66.9 | 132 | 164 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income attributable to Trinity Industries, Inc. | 27.7 | 66.9 | 132 | 164 |
Other comprehensive income (loss) | 1.4 | 1.8 | 1.8 | 4.1 |
Comprehensive income | 29.1 | 68.7 | 133.8 | 168.1 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Trinity Industries, Inc. | 29.1 | 68.7 | 133.8 | 168.1 |
Reportable legal entities | Combined Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 526.2 | 622.5 | 1,558.5 | 1,738.6 |
Cost of revenues | 442.3 | 493.6 | 1,292.3 | 1,393.1 |
Selling, engineering, and administrative expenses | 32.4 | 35.6 | 99.8 | 100.3 |
Gains on dispositions of property | 7.7 | 15.9 | 17.1 | 36.9 |
Cost of revenues and operating costs | 467 | 513.3 | 1,375 | 1,456.5 |
Total operating profit | 59.2 | 109.2 | 183.5 | 282.1 |
Other (income) expense | 8.3 | 6.1 | 24.2 | 21.3 |
Equity in earnings of subsidiaries, net of taxes | 16.4 | 17.5 | 63.3 | 60.6 |
Income before income taxes | 67.3 | 120.6 | 222.6 | 321.4 |
Provision (benefit) for income taxes | 9.9 | 35.5 | 37.3 | 105.8 |
Net income | 57.4 | 85.1 | 185.3 | 215.6 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income attributable to Trinity Industries, Inc. | 57.4 | 85.1 | 185.3 | 215.6 |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 |
Comprehensive income | 57.4 | 85.1 | 185.3 | 215.6 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Trinity Industries, Inc. | 57.4 | 85.1 | 185.3 | 215.6 |
Reportable legal entities | Combined Non-Guarantor Subsidiaries | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 550.3 | 501.3 | 1,585.4 | 1,438.5 |
Cost of revenues | 455.1 | 385.7 | 1,260.3 | 1,107 |
Selling, engineering, and administrative expenses | 38.7 | 39.5 | 107.3 | 121.4 |
Gains on dispositions of property | 3.5 | 0.3 | 6.7 | 4.4 |
Cost of revenues and operating costs | 490.3 | 424.9 | 1,360.9 | 1,224 |
Total operating profit | 60 | 76.4 | 224.5 | 214.5 |
Other (income) expense | 35.9 | 33 | 99.8 | 93.3 |
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Income before income taxes | 24.1 | 43.4 | 124.7 | 121.2 |
Provision (benefit) for income taxes | 6.9 | 6.4 | 27.7 | 26 |
Net income | 17.2 | 37 | 97 | 95.2 |
Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income attributable to Trinity Industries, Inc. | 17.2 | 37 | 97 | 95.2 |
Other comprehensive income (loss) | 0.7 | 0.3 | 1.7 | 2.3 |
Comprehensive income | 17.9 | 37.3 | 98.7 | 97.5 |
Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Trinity Industries, Inc. | 17.9 | 37.3 | 98.7 | 97.5 |
Eliminations | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | (145.6) | (150.2) | (439.4) | (420.7) |
Cost of revenues | (151.1) | (156.5) | (458.8) | (438.6) |
Selling, engineering, and administrative expenses | 0 | 0 | 0 | 0 |
Gains on dispositions of property | 0 | 0 | 0 | 0 |
Cost of revenues and operating costs | (151.1) | (156.5) | (458.8) | (438.6) |
Total operating profit | 5.5 | 6.3 | 19.4 | 17.9 |
Other (income) expense | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries, net of taxes | (79.2) | (129.2) | (307.6) | (334.7) |
Income before income taxes | (73.7) | (122.9) | (288.2) | (316.8) |
Provision (benefit) for income taxes | 0.3 | (1.8) | (9.3) | (15.6) |
Net income | (74) | (121.1) | (278.9) | (301.2) |
Net income attributable to noncontrolling interest | 0.6 | 1 | 3.4 | 9.6 |
Net income attributable to Trinity Industries, Inc. | (74.6) | (122.1) | (282.3) | (310.8) |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 |
Comprehensive income | (74) | (121.1) | (278.9) | (301.2) |
Comprehensive income attributable to noncontrolling interest | 0.9 | 1.5 | 4.5 | 11.6 |
Comprehensive income attributable to Trinity Industries, Inc. | $ (74.9) | $ (122.6) | $ (283.4) | $ (312.8) |
Financial Statements for Guar_4
Financial Statements for Guarantors of the Senior Notes - Balance Sheet (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | |
Assets: | |||
Cash and cash equivalents | $ 427.4 | [1] | $ 778.6 |
Short-term marketable securities | 0 | [1] | 319.5 |
Receivables, net of allowance | 396.2 | [1] | 369.7 |
Income tax receivable | 46.3 | [1] | 29 |
Inventory | 707 | [1] | 640.6 |
Property, plant, and equipment, net | 6,538 | [1] | 6,134.7 |
Investments in and advances to subsidiaries | 0 | 0 | |
Restricted cash | 138.5 | [1] | 195.2 |
Goodwill and other assets | 1,151.6 | 1,075.9 | |
Total assets | 9,405 | [1] | 9,543.2 |
Liabilities: | |||
Accounts payable | 219.5 | [1] | 175.4 |
Accrued liabilities | 411 | [1] | 440 |
Debt | 3,275.7 | [1] | 3,242.4 |
Deferred income | 18.4 | [1] | 20.5 |
Deferred income taxes | 755.9 | [1] | 743.2 |
Advances from subsidiaries | 0 | 0 | |
Other liabilities | 85.1 | [1] | 63.7 |
Total stockholders' equity | 4,639.4 | [1] | 4,858 |
Total liabilities and stockholders' equity | 9,405 | [1] | 9,543.2 |
Reportable legal entities | Parent | |||
Assets: | |||
Cash and cash equivalents | 333 | 763.9 | |
Short-term marketable securities | 0 | 319.5 | |
Receivables, net of allowance | 0 | 1.1 | |
Income tax receivable | 41.4 | 24 | |
Inventory | 0 | 0 | |
Property, plant, and equipment, net | 52.9 | 47.6 | |
Investments in and advances to subsidiaries | 5,806.5 | 5,515.2 | |
Restricted cash | 0 | 0 | |
Goodwill and other assets | 208.9 | 159.2 | |
Total assets | 6,442.7 | 6,830.5 | |
Liabilities: | |||
Accounts payable | 15 | 7.5 | |
Accrued liabilities | 216.7 | 236.5 | |
Debt | 397.3 | 838.1 | |
Deferred income | 0 | 0 | |
Deferred income taxes | 0 | 53.8 | |
Advances from subsidiaries | 1,104.5 | 775.2 | |
Other liabilities | 69.8 | 61.4 | |
Total stockholders' equity | 4,639.4 | 4,858 | |
Total liabilities and stockholders' equity | 6,442.7 | 6,830.5 | |
Reportable legal entities | Combined Guarantor Subsidiaries | |||
Assets: | |||
Cash and cash equivalents | 70.2 | 1.6 | |
Short-term marketable securities | 0 | 0 | |
Receivables, net of allowance | 201.1 | 204.2 | |
Income tax receivable | 0 | 0 | |
Inventory | 459 | 413.6 | |
Property, plant, and equipment, net | 2,081.8 | 2,310.7 | |
Investments in and advances to subsidiaries | 3,373.4 | 3,049.7 | |
Restricted cash | 0 | 0 | |
Goodwill and other assets | 590.2 | 590.9 | |
Total assets | 6,775.7 | 6,570.7 | |
Liabilities: | |||
Accounts payable | 93.6 | 65.9 | |
Accrued liabilities | 55.7 | 59.1 | |
Debt | 26.5 | 28.3 | |
Deferred income | 17.2 | 19.1 | |
Deferred income taxes | 738.9 | 683.2 | |
Advances from subsidiaries | 0 | 0 | |
Other liabilities | 0.6 | 0.7 | |
Total stockholders' equity | 5,843.2 | 5,714.4 | |
Total liabilities and stockholders' equity | 6,775.7 | 6,570.7 | |
Reportable legal entities | Combined Non-Guarantor Subsidiaries | |||
Assets: | |||
Cash and cash equivalents | 51.8 | 65.3 | |
Short-term marketable securities | 0 | 0 | |
Receivables, net of allowance | 196.4 | 164.4 | |
Income tax receivable | 4.9 | 5 | |
Inventory | 258.3 | 236.8 | |
Property, plant, and equipment, net | 4,990.5 | 4,293 | |
Investments in and advances to subsidiaries | 341.3 | 255.5 | |
Restricted cash | 110.9 | 143 | |
Goodwill and other assets | 356.7 | 326.3 | |
Total assets | 6,310.8 | 5,489.3 | |
Liabilities: | |||
Accounts payable | 112.2 | 102.2 | |
Accrued liabilities | 138.6 | 144.9 | |
Debt | 2,851.9 | 2,376 | |
Deferred income | 1.2 | 1.4 | |
Deferred income taxes | 34.7 | 5.9 | |
Advances from subsidiaries | 0 | 0 | |
Other liabilities | 14.7 | 1.6 | |
Total stockholders' equity | 3,157.5 | 2,857.3 | |
Total liabilities and stockholders' equity | 6,310.8 | 5,489.3 | |
Eliminations | |||
Assets: | |||
Cash and cash equivalents | (27.6) | (52.2) | |
Short-term marketable securities | 0 | 0 | |
Receivables, net of allowance | (1.3) | 0 | |
Income tax receivable | 0 | 0 | |
Inventory | (10.3) | (9.8) | |
Property, plant, and equipment, net | (587.2) | (516.6) | |
Investments in and advances to subsidiaries | (9,521.2) | (8,820.4) | |
Restricted cash | 27.6 | 52.2 | |
Goodwill and other assets | (4.2) | (0.5) | |
Total assets | (10,124.2) | (9,347.3) | |
Liabilities: | |||
Accounts payable | (1.3) | (0.2) | |
Accrued liabilities | 0 | (0.5) | |
Debt | 0 | 0 | |
Deferred income | 0 | 0 | |
Deferred income taxes | (17.7) | 0.3 | |
Advances from subsidiaries | (1,104.5) | (775.2) | |
Other liabilities | 0 | 0 | |
Total stockholders' equity | (9,000.7) | (8,571.7) | |
Total liabilities and stockholders' equity | $ (10,124.2) | $ (9,347.3) | |
[1] | (unaudited) |
Financial Statements for Guar_5
Financial Statements for Guarantors of the Senior Notes - Statement of Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities: | ||||
Net income | $ 28.3 | $ 67.9 | $ 135.4 | $ 173.6 |
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Other | 184.5 | 314.6 | ||
Net cash provided (required) by operating activities | 319.9 | 488.2 | ||
Investing activities: | ||||
(Increase) decrease in short-term marketable securities | 319.5 | 84.7 | ||
Proceeds from dispositions of property and other assets | 11.8 | 8.1 | ||
Proceeds from railcar lease fleet sales owned more than one year | 123.4 | 160.3 | ||
Capital expenditures – leasing | (675.8) | (360.4) | ||
Capital expenditures – manufacturing and other | (63) | (61.9) | ||
Acquisitions, net of cash acquired | 0 | (42.2) | (25) | (47.5) |
(Increase) decrease in investment in partially-owned subsidiaries | 0 | 0 | ||
Other | (1.9) | (0.3) | ||
Net cash provided (required) by investing activities | (311) | (217) | ||
Financing activities: | ||||
Payments to retire debt | (739) | (334.9) | ||
Proceeds from issuance of debt, net of debt issuance costs | 561.3 | 534.1 | ||
Shares repurchased | (156.1) | (52.4) | ||
Dividends paid to common shareholders | (58.1) | (53) | ||
Purchase of shares to satisfy employee tax on vested stock | (11.5) | (14.1) | ||
Distributions to noncontrolling interest | (10.3) | (41.4) | ||
Distributions to controlling interest in partially-owned subsidiaries | 0 | 0 | ||
Change in intercompany financing between entities | 0 | 0 | ||
Other | (3.1) | (0.1) | ||
Net cash provided (required) by financing activities | (416.8) | 38.2 | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | (407.9) | 309.4 | ||
Cash, cash equivalents, and restricted cash at beginning of period | 973.8 | 741.6 | ||
Cash, cash equivalents, and restricted cash at end of period | 565.9 | 1,051 | 565.9 | 1,051 |
Reportable legal entities | Parent | ||||
Operating activities: | ||||
Net income | 27.7 | 66.9 | 132 | 164 |
Equity in earnings of subsidiaries, net of taxes | (62.8) | (111.7) | (244.3) | (274.1) |
Other | (24.1) | 28.5 | ||
Net cash provided (required) by operating activities | (136.4) | (81.6) | ||
Investing activities: | ||||
(Increase) decrease in short-term marketable securities | 319.5 | 84.7 | ||
Proceeds from dispositions of property and other assets | 0.2 | 0 | ||
Proceeds from railcar lease fleet sales owned more than one year | 0 | 0 | ||
Capital expenditures – leasing | 0 | 0 | ||
Capital expenditures – manufacturing and other | (11.6) | (5.9) | ||
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 | 308.1 | 78.8 | ||
Financing activities: | ||||
Payments to retire debt | (647.6) | 0 | ||
Proceeds from issuance of debt, net of debt issuance costs | 0 | 0 | ||
Shares repurchased | (156.1) | (52.4) | ||
Dividends paid to common shareholders | (58.1) | (53) | ||
Purchase of shares to satisfy employee tax on vested stock | (11.5) | (14.1) | ||
Distributions to noncontrolling interest | 0 | 0 | ||
Distributions to controlling interest in partially-owned subsidiaries | 0 | 0 | ||
Change in intercompany financing between entities | 270.7 | 437.4 | ||
Other | 0 | 0 | ||
Net cash provided (required) by financing activities | (602.6) | 317.9 | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | (430.9) | 315.1 | ||
Cash, cash equivalents, and restricted cash at beginning of period | 763.9 | 537.9 | ||
Cash, cash equivalents, and restricted cash at end of period | 333 | 853 | 333 | 853 |
Reportable legal entities | Combined Guarantor Subsidiaries | ||||
Operating activities: | ||||
Net income | 57.4 | 85.1 | 185.3 | 215.6 |
Equity in earnings of subsidiaries, net of taxes | (16.4) | (17.5) | (63.3) | (60.6) |
Other | 88.1 | 134.9 | ||
Net cash provided (required) by operating activities | 210.1 | 289.9 | ||
Investing activities: | ||||
(Increase) decrease in short-term marketable securities | 0 | 0 | ||
Proceeds from dispositions of property and other assets | 2.5 | 1.2 | ||
Proceeds from railcar lease fleet sales owned more than one year | 707.8 | 515.8 | ||
Capital expenditures – leasing | (611.9) | (349.2) | ||
Capital expenditures – manufacturing and other | (14.7) | (12.3) | ||
Acquisitions, net of cash acquired | 0 | 0 | ||
(Increase) decrease in investment in partially-owned subsidiaries | 7.1 | 30 | ||
Other | (1.9) | 0 | ||
Net cash provided (required) by investing activities | 88.9 | 185.5 | ||
Financing activities: | ||||
Payments to retire debt | (1.8) | (2.7) | ||
Proceeds from issuance of debt, net of debt issuance costs | 0 | 0 | ||
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 | (228.6) | (471.8) | ||
Other | 0 | 0 | ||
Net cash provided (required) by financing activities | (230.4) | (474.5) | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 68.6 | 0.9 | ||
Cash, cash equivalents, and restricted cash at beginning of period | 1.6 | 5.2 | ||
Cash, cash equivalents, and restricted cash at end of period | 70.2 | 6.1 | 70.2 | 6.1 |
Reportable legal entities | Combined Non-Guarantor Subsidiaries | ||||
Operating activities: | ||||
Net income | 17.2 | 37 | 97 | 95.2 |
Equity in earnings of subsidiaries, net of taxes | 0 | 0 | 0 | 0 |
Other | 151.7 | 165.7 | ||
Net cash provided (required) by operating activities | 248.7 | 260.9 | ||
Investing activities: | ||||
(Increase) decrease in short-term marketable securities | 0 | 0 | ||
Proceeds from dispositions of property and other assets | 9.1 | 6.9 | ||
Proceeds from railcar lease fleet sales owned more than one year | 63.3 | 8.4 | ||
Capital expenditures – leasing | (711.6) | (375.1) | ||
Capital expenditures – manufacturing and other | (36.7) | (43.7) | ||
Acquisitions, net of cash acquired | (25) | (47.5) | ||
(Increase) decrease in investment in partially-owned subsidiaries | 0 | 0 | ||
Other | 0 | (0.3) | ||
Net cash provided (required) by investing activities | (700.9) | (451.3) | ||
Financing activities: | ||||
Payments to retire debt | (89.6) | (332.2) | ||
Proceeds from issuance of debt, net of debt issuance costs | 561.3 | 534.1 | ||
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 | (10.3) | (41.4) | ||
Distributions to controlling interest in partially-owned subsidiaries | 7.1 | (30) | ||
Change in intercompany financing between entities | (58.8) | 53.5 | ||
Other | (3.1) | (0.1) | ||
Net cash provided (required) by financing activities | 406.6 | 183.9 | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | (45.6) | (6.5) | ||
Cash, cash equivalents, and restricted cash at beginning of period | 208.3 | 198.4 | ||
Cash, cash equivalents, and restricted cash at end of period | 162.7 | 191.9 | 162.7 | 191.9 |
Eliminations | ||||
Operating activities: | ||||
Net income | (74) | (121.1) | (278.9) | (301.2) |
Equity in earnings of subsidiaries, net of taxes | 79.2 | 129.2 | 307.6 | 334.7 |
Other | (31.2) | (14.5) | ||
Net cash provided (required) by operating activities | (2.5) | 19 | ||
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 | (647.7) | (363.9) | ||
Capital expenditures – leasing | 647.7 | 363.9 | ||
Capital expenditures – manufacturing and other | 0 | 0 | ||
Acquisitions, net of cash acquired | 0 | 0 | ||
(Increase) decrease in investment in partially-owned subsidiaries | (7.1) | (30) | ||
Other | 0 | 0 | ||
Net cash provided (required) by investing activities | (7.1) | (30) | ||
Financing activities: | ||||
Payments to retire debt | 0 | 0 | ||
Proceeds from issuance of debt, net of debt issuance costs | 0 | 0 | ||
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 | (7.1) | 30 | ||
Change in intercompany financing between entities | 16.7 | (19.1) | ||
Other | 0 | 0 | ||
Net cash provided (required) by financing activities | 9.6 | 10.9 | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 0 | (0.1) | ||
Cash, cash equivalents, and restricted cash at beginning of period | 0 | 0.1 | ||
Cash, cash equivalents, and restricted cash at end of period | $ 0 | $ 0 | $ 0 | $ 0 |
Financial Statements for Guar_6
Financial Statements for Guarantors of the Senior Notes - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||
Restricted cash | $ 138.5 | [1] | $ 195.2 |
Assets | 9,405 | [1] | 9,543.2 |
Combined Non-Guarantor Subsidiaries | Foreign locations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Assets | 304.9 | 317.3 | |
Combined Non-Guarantor Subsidiaries | Non-recourse debt | |||
Condensed Financial Statements, Captions [Line Items] | |||
Collateral securing debt | 4,296.4 | 3,509.1 | |
Combined Non-Guarantor Subsidiaries | Capital lease obligations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Collateral securing debt | 67.4 | 66.2 | |
Combined Non-Guarantor Subsidiaries | Reportable legal entities | |||
Condensed Financial Statements, Captions [Line Items] | |||
Restricted cash | 110.9 | 143 | |
Assets | $ 6,310.8 | $ 5,489.3 | |
[1] | (unaudited) |