1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
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(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________
Commission file number 1-6903
TRINITY INDUSTRIES, INC.
(Exact name of Company as specified in its charter)
Incorporated Under the Laws 75-0225040
of the State of Delaware ----------
(I.R.S. Employer
Identification No.)
2525 Stemmons Freeway
Dallas, Texas 75207-2401
------------- ----------
(Address of Principal (Zip Code)
Executive Offices)
(214) 631-4420
--------------
(Company's Telephone Number,
Including Area Code)
Indicate by check mark whether the Company (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No
---- ----
36,843,725
(Number of shares of common stock outstanding as of December 31, 2000)
2
Part I
Item 1 - Financial Statements
Trinity Industries, Inc.
Consolidated Balance Sheet
(in millions except per share data)
December 31 March 31
Assets 2000 2000
------------ ------------
(unaudited)
Cash and equivalents ...................... $ 14.8 $ 16.9
Receivables ............................... 218.2 349.8
Inventories:
Raw materials and supplies .............. 309.8 257.0
Work in process ......................... 41.0 37.5
Finished goods .......................... 57.8 66.1
------------ ------------
408.6 360.6
Property, plant and equipment, at cost .... 1,428.6 1,304.9
Less accumulated depreciation ............. (535.4) (491.7)
------------ ------------
893.2 813.2
Other assets .............................. 220.6 198.0
------------ ------------
$ 1,755.4 $ 1,738.5
============ ============
Liabilities and Stockholders' Equity
Short-term debt ........................... $ 405.6 $ 170.1
Accounts payable and accrued liabilities .. 331.9 360.9
Long-term debt ............................ 44.5 95.4
Deferred income taxes ..................... 14.6 58.5
Other liabilities ......................... 32.8 38.5
------------ ------------
829.4 723.4
------------ ------------
Stockholders' equity:
Common stock - par value $1 per share;
authorized 100.0 shares; shares issued
and outstanding - 43.8 ................ 43.8 43.8
Capital in excess of par value .......... 291.9 295.1
Retained earnings ....................... 805.8 860.6
Accumulated other comprehensive income .. (20.5) (19.8)
Treasury stock - (shares held at
December 31, 2000 - 7.0; at March 31,
1999 - 5.5), at cost .................. (195.0) (164.6)
------------ ------------
926.0 1,015.1
------------ ------------
$ 1,755.4 $ 1,738.5
============ ============
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Trinity Industries, Inc.
Consolidated Statement of Operations
(unaudited)
(in millions except per share data)
Nine Months
Ended December 31
2000 1999
------------ ------------
Revenues .......................................... $ 1,485.6 $ 2,094.2
Operating costs:
Cost of revenues ................................ 1,331.4 1,735.4
Selling, engineering and administrative
expenses ...................................... 162.1 135.7
------------ ------------
1,493.5 1,871.1
------------ ------------
Operating profit (loss) ........................... (7.9) 223.1
Other (income) expense:
Interest income ................................. (5.5) (0.9)
Interest expense ................................ 21.3 15.8
Other, net ...................................... 30.5 (1.4)
------------ ------------
46.3 13.5
------------ ------------
Income (loss) before income taxes ................. (54.2) 209.6
Provision (benefit) for income taxes:
Current ......................................... 17.8 72.8
Deferred ........................................ (37.3) 5.2
------------ ------------
(19.5) 78.0
Net income (loss) ................................. $ (34.7) $ 131.6
============ ============
Net income (loss) per common share:
Basic ........................................... $ (0.92) $ 3.31
============ ============
Diluted ......................................... $ (0.92) $ 3.29
============ ============
Weighted average number of shares outstanding:
Basic ........................................... 37.6 39.7
Diluted ......................................... 37.6 40.0
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Trinity Industries, Inc.
Consolidated Statement of Operations
(unaudited)
(in millions except per share data)
Three Months
Ended December 31
2000 1999
------------ ------------
Revenues ............................................. $ 401.2 $ 700.8
Operating costs:
Cost of revenues ................................... 372.9 586.4
Selling, engineering and administrative expenses ... 58.8 45.6
------------ ------------
431.7 632.0
------------ ------------
Operating profit (loss) .............................. (30.5) 68.8
Other (income) expense:
Interest income .................................... (2.2) (0.5)
Interest expense ................................... 8.4 5.8
Other, net ......................................... 29.5 --
------------ ------------
35.7 5.3
------------ ------------
Income (loss) before income taxes .................... (66.2) 63.5
Provision (benefit) for income taxes:
Current ............................................ 12.1 20.6
Deferred ........................................... (35.9) 2.6
------------ ------------
(23.8) 23.2
Net income (loss) .................................... $ (42.4) $ 40.3
============ ============
Net income (loss) per common share:
Basic .............................................. $ (1.14) $ 1.03
============ ============
Diluted ............................................ $ (1.14) $ 1.02
============ ============
Weighted average number of shares outstanding:
Basic .............................................. 37.1 39.3
Diluted ............................................ 37.1 39.5
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Trinity Industries, Inc.
Consolidated Statement of Cash Flows
(unaudited)
(in millions)
Nine Months
Ended December 31
2000 1999
------------ ------------
Operating activities:
Net income ........................................ $ (34.7) $ 131.6
Adjustments to reconcile net income to net cash
provided (required) by operating activities:
Depreciation and amortization ................... 66.2 59.6
Provision (benefit) for deferred income taxes ... (37.4) 5.2
Gain on sale of property, plant and equipment
and other assets ............................... (9.8) (6.9)
Restructuring and other unusual charges ......... 117.5 --
Other ........................................... 16.9 7.5
Change in assets and liabilities, net of effects
from acquisitions:
Decrease in receivables ........................ 122.9 22.4
(Increase) decrease in inventories ............. (59.6) 36.6
Increase in other assets ....................... (53.7) (1.5)
Decrease in accounts payable and
accrued liabilities ........................... (55.1) (111.7)
Increase (decrease) in other liabilities ....... (5.9) 10.9
------------ ------------
Total adjustments ............................. 102.0 22.1
------------ ------------
Net cash provided by operating
activities .................................... 67.3 153.7
Investing activities:
Proceeds from sale of property, plant
and equipment and other assets ................... 55.8 53.1
Capital expenditures .............................. (240.6) (105.9)
Payment for acquisitions, net of cash acquired .... (13.7) (12.8)
------------ ------------
Net cash required by
investing activities .......................... (198.5) (65.6)
Financing activities:
Issuance of common stock .......................... -- 0.7
Net borrowings of short-term debt ................. 235.5 19.0
Stock repurchases ................................. (34.6) (64.0)
Payments to retire long-term debt ................. (51.4) (26.3)
Dividends paid .................................... (20.4) (21.6)
------------ ------------
Net cash provided (required) by
financing activities .......................... 129.1 (92.2)
------------ ------------
Net decrease in cash and equivalents ............... (2.1) (4.1)
Cash and equivalents at beginning of year .......... 16.9 13.5
------------ ------------
Cash and equivalents at end of period .............. $ 14.8 $ 9.4
============ ============
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Trinity Industries, Inc.
Consolidated Statement of Stockholders' Equity
(unaudited)
(in millions except share and per share data)
Common Stock
--------------------- Capital Accumulated
Amount in Other Total
Shares $1.00 Excess Compre- Treasury Stock Stock-
(100,000,000) Par of Par Retained hensive ------------------------- holders'
(Authorized) Value Value Earnings Income Shares Amount Equity
------------ ------ ----------- -------- ------------ ----------- ----------- ---------
Balance at March 31, 1999....... 43,705,636 $ 43.7 $ 292.6 $ 722.9 $ (20.6) (2,363,932) $ (79.5) $ 959.1
Other ......................... 39,998 -- 0.9 -- -- -- -- 0.9
Stock repurchases ............. -- -- -- -- -- (2,136,715) (64.0) (64.0)
Net income .................... -- -- -- 131.6 -- -- -- 131.6
Currency translation
Adjustments ................. -- -- -- -- 0.5 -- -- 0.5
-----------
Comprehensive income .......... 132.1
Cash dividends
($0.54 per share) ............ -- -- -- (20.8) -- -- -- (20.8)
----------- ------ ----------- -------- -------- ----------- ----------- -----------
Balance December 31, 1999....... 43,745,634 $ 43.7 $ 293.5 $ 833.7 $ (20.1) (4,500,647) $ (143.5) $ 1,007.3
=========== ====== =========== ======== ======== =========== =========== ===========
Balance at March 31, 2000....... 43,796,351 $ 43.8 $ 295.1 $ 860.6 $ (19.8) (5,455,743) $ (164.6) $ 1,015.1
Other ......................... -- (3.2) -- -- 122,017 4.2 1.0
Stock repurchases ............. -- -- -- -- -- (1,618,900) (34.6) (34.6)
Net income .................... -- -- -- (34.7) -- -- -- (34.7)
Currency translation
Adjustments ................. -- -- -- -- (0.7) -- -- (0.7)
-----------
Comprehensive income .......... (35.4)
Cash dividends
($0.54 per share) ............ -- -- -- (20.1) -- -- -- (20.1)
----------- ------ ----------- -------- -------- ----------- ----------- -----------
Balance December 31, 2000....... 43,796,351 $ 43.8 $ 291.9 $ 805.8 $ (20.5) (6,952,626) $ (195.0) $ 926.0
=========== ====== =========== ======== ======== =========== =========== ===========
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Trinity Industries, Inc.
Notes to Consolidated Financial Statements
(unaudited)
December 31, 2000
General
The foregoing consolidated financial statements are unaudited and have been
prepared from the books and records of Trinity Industries, Inc. ("Trinity" or
the "Company"). In the opinion of management, all adjustments, consisting only
of normal and recurring adjustments necessary for a fair presentation of the
financial position of the Company as of December 31, 2000, the results of
operations for the three and nine month periods ended December 31, 2000 and 1999
and cash flows for the nine month periods ended December 31, 2000 and 1999, in
conformity with generally accepted accounting principles, have been made.
Because of seasonal and other factors, the results of operations for the nine
month period ended December 31, 2000 may not be indicative of expected results
of operations for the year ending March 31, 2001. 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 incorporated by reference in its Form 10-K for the
year ended March 31, 2000.
Second and Third Quarter Charges
In the second quarter, the Company recorded pretax charges of $51.9 million
($33.2 million after tax), or $0.88 per share, related primarily to
restructuring the Company's railcar operations, exiting the flange and valve
businesses, writing down certain inventory, curtailing international barge
operations, disposing of excess assets, staff reduction of corporate employees,
and writing down an investment.
In the third quarter, the Company recorded pretax charges of $65.6 million
($42.0 million after tax), or $1.13 per share, related primarily to
environmental liabilities associated with previously closed facilities,
write-downs of certain equity investments and acquired assets, including a 20%
investment in a Russian transportation company obtained with the acquisition of
Transcisco Industries in the fall of 1996, and other charges.
Classification of the charges in the income statement are detailed below:
2nd Qtr 3rd Qtr
Charges Charges Total
------- ------- ------
Cost of Revenues $44.1 $27.3 $ 71.4
Selling, Engineering,
and Administrative
Expenses 4.8 8.9 13.7
Other Expenses 3.0 29.4 32.4
----- ----- ------
Total $51.9 $65.6 $117.5
===== ===== ======
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The charges included in cost of sales and selling, engineering, and
administrative expenses are included in operating profit of the Company's
business segments as follows:
2nd Qtr 3rd Qtr
Charges Charges Total
------- ------- ------
Railcar Group $21.1 $ -- $ 21.1
Inland Barge 3.7 0.7 4.4
Parts & Services 6.2 19.0 25.2
Industrial 6.5 8.0 14.5
All Other -- 1.2 1.2
Corporate 11.4 7.3 18.7
----- ----- ------
Charged to operating
Profit 48.9 36.2 85.1
Other expense 3.0 29.4 32.4
----- ----- ------
Total $51.9 $65.6 $117.5
===== ===== ======
Costs included in the charges are summarized as follows:
Second Quarter Charges
Reserve
Total Non-Cash Balance
Charge Portion 12/31/00
------------ ------------ ------------
Property, plant & Equipment - write
downs to net realizable value to
be disposed of and related
shut-down costs $ 28.4 $ 28.4 $ --
Severance - approximately 3,900
employees to be paid primarily
by March 31, 2001 4.6 -- 1.2
Inventory 10.3 10.3 --
Investment 3.0 3.0 --
Other 5.6 -- 4.4
------------ ------------ ------------
Total 51.9 41.7 5.6
------------ ------------ ------------
Third Quarter Charges
Equity investment write-downs:
Russian transportation company 17.0 17.0 --
Other equity investments 17.5 17.5 --
------------ ------------ ------------
Total equity investment write-downs 34.5 34.5 --
Asset write-downs related to wholly-
owned businesses 18.7 17.7 1.0
Environmental liabilities 6.6 -- 6.6
Railcar Repair contract losses 4.0 -- 2.7
Accounts receivable reserves in
Parts & Services segment 2.9 2.9 --
Inventory, severance, and other
Charges 2.8 1.5 1.3
Gain on sale of real estate (3.9) -- --
------------ ------------ ------------
65.6 56.6 11.6
------------ ------------ ------------
Total $ 117.5 $ 98.3 $ 17.2
============ ============ ============
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Stock Repurchases
In the third quarter of fiscal 2001, the Company purchased 500,000 shares of the
Company's outstanding common stock at a cost of $11.1 million. The Company has
determined that it may purchase additional shares from time to time in the open
market and in negotiated transactions. Purchase of additional shares will be
based on market conditions and other relevant factors. No share repurchases are
presently anticipated in the fourth quarter of fiscal 2001.
Contingencies
The Company is involved in various claims and lawsuits incidental to its
business. In the opinion of management, these claims and suits in the aggregate
will not have a material adverse affect on the Company's consolidated financial
statements.
Segments of Business
The Company's operations consist of the following business segments: (1) the
Railcar Group, which manufactures and sells railcars; (2) the Inland Barge
Group, which manufactures barges and related products for inland waterway
services; (3) the Parts & Services Group, which manufactures and sells various
parts to manufacturers of railcars and other industrial products and provides
services such as railcar maintenance, fleet management, and leasing; (4) the
Highway Construction Products Group, which is primarily engaged in the
manufacture of highway guardrail and safety products and girders, beams, and
columns used in the construction of highway and railway bridges; (5) the
Concrete & Aggregate Group, composed of ready-mix concrete and aggregate; and
(6) the Industrial Group, which manufactures and sells containers, weld fittings
(tee, elbows, reducers, and caps) used in pressure piping systems, and pressure
and non-pressure containers for the storage and transportation of liquefied
gases and other liquid and dry products. Finally, All Other includes
transportation services, the Company's captive insurance company, and other
peripheral businesses.
The financial information for the year to date and quarter ended December 31,
2000 and 1999 is shown in tables below.
Nine months ended December 31, 2000 (unaudited)
(in millions)
Operating
Revenues Profit (Loss)
------------------------------------------------- After 2nd & 3rd
Outside Intersegment Total Qtr Charges
------------ ------------ ------------ ---------------
Railcar Group .......................... $ 586.1 $ 3.4 $ 589.5 $ 19.6
Inland Barge Group ..................... 140.6 -- 140.6 11.2
Parts & Services Group ................. 226.2 51.6 277.8 (1.4)
Highway Construction Products Group .... 164.9 -- 164.9 27.0
Concrete & Aggregate Group ............. 182.3 -- 182.3 12.8
Industrial Group ....................... 147.5 0.7 148.2 (4.9)
All Other .............................. 38.0 30.7 68.7 (10.9)
Eliminations and Corporate Items ....... -- -- (86.4) (61.3)
----------- -----------
Consolidated Total ..................... $ 1,485.6 $ (7.9)
=========== ===========
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Nine months ended December 31, 1999 (unaudited)
(in millions)
Revenues Operating
------------------------------------------------ Profit
Outside Intersegment Total (Loss)
------------ ------------ ------------ ------------
Railcar Group................................. $ 1,164.4 $ 5.2 $ 1,169.6 $ 126.3
Inland Barge Group ........................... 154.2 -- 154.2 20.1
Parts & Services Group ....................... 231.7 97.3 329.0 59.9
Highway Construction Products Group .......... 151.4 -- 151.4 28.8
Concrete & Aggregate Group ................... 189.2 -- 189.2 21.4
Industrial Group ............................. 162.1 0.9 163.0 12.0
All Other .................................... 41.2 47.1 88.3 3.3
Eliminations and Corporate Items ............. -- -- (150.5) (48.7)
------------ ------------
Consolidated Total ........................... $ 2,094.2 $ 223.1
============ ============
Three months ended December 31, 2000 (unaudited)
(in millions)
Operating
Revenues Profit (Loss)
------------------------------------------------- After 3rd
Outside Intersegment Total Qtr Charges
------------ ------------ ------------ ------------
Railcar Group................................. $ 133.3 $ 1.2 $ 134.5 $ 9.8
Inland Barge Group ........................... 39.8 -- 39.8 2.1
Parts & Services Group ....................... 69.1 18.3 87.4 (11.7)
Highway Construction Products Group .......... 43.4 -- 43.4 4.6
Concrete & Aggregate Group ................... 50.9 -- 50.9 0.8
Industrial Group ............................. 48.5 0.1 48.6 (4.2)
All Other .................................... 16.2 2.8 19.0 (8.8)
Eliminations and Corporate Items ............. -- -- (22.4) (23.1)
------------ ------------
Consolidated Total ........................... $ 401.2 $ (30.5)
============ ============
Three months ended December 31, 1999 (unaudited)
(in millions)
Revenues Operating
------------------------------------------------ Profit
Outside Intersegment Total (Loss)
------------ ------------ ------------ ------------
Railcar Group ......................... $ 402.9 $ 1.2 $ 404.1 $ 42.6
Inland Barge Group .................... 48.4 -- 48.4 6.4
Parts & Services Group ................ 74.0 30.6 104.6 16.8
Highway Construction Products Group ... 45.5 -- 45.5 7.8
Concrete & Aggregate Group ............ 60.0 -- 60.0 6.1
Industrial Group ...................... 55.7 0.4 56.1 4.1
All Other ............................. 14.3 15.9 30.2 0.9
Eliminations and Corporate Items ...... -- -- (48.1) (15.9)
------------ ------------
Consolidated Total .................... $ 700.8 $ 68.8
============ ============
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Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
Nine Months Ended December 31, 2000 Compared to
Nine Months Ended December 31,1999
Revenues for the first nine months of fiscal 2001 were $1,485.6 million compared
to $2,094.2 million for the first nine months of fiscal 2000. Excluding the 2nd
and 3rd quarter charges described earlier, operating profit was $77.2 million
compared to $223.1 million for the same period last year. The decrease is
primarily due to reduced railcar shipments and related declines in railcar parts
and service sales. Third quarter results in non-railcar segments of the company
were impacted by the winter weather which has temporarily delayed shipments
within the construction-related businesses.
Railcar Group operating profit, excluding the 2nd and 3rd quarter charges, was
$40.7 million compared to $126.3 million for the same period last year. Revenues
declined due to the current downturn in the North American railcar industry.
Operating profit margins were impacted by the lower revenues, changeover costs
of production lines to different car types, and start-up costs associated with
new products. Included in revenues for the second quarter were sales of railcars
from the Company's lease fleet of approximately $47.5 million, which resulted in
operating profits of approximately $8.5 million.
Comparison to the prior year for Railcar Group operating profit is affected by
the level of railcars delivered to customers of Trinity's leasing company. Sales
to Trinity's leasing company are eliminated in consolidation and profits are
deferred and amortized over the life of the asset. For the first nine months of
the current fiscal year, sales to the leasing company were $162.4 million while
profit was $10.9 million. This compares with sales and profit on cars sold to
the lease fleet of $29.9 million and $4.3 million, respectively, for the first
nine months of the previous year.
In the Inland Barge Group, operating profit, excluding the 2nd and 3rd quarter
charges, was $15.6 million compared to $20.1 million for the same period last
year. The declines in revenues and operating profit in comparison to the prior
year are predominately the result of reduced sales prices, primarily on hopper
barges, due to competitive markets.
Operating profit in the Parts & Services Group, excluding the 2nd and 3rd
quarter charges, was $23.8 million compared to $59.9 million for the same period
last year. This decrease in revenues and operating profit is primarily due to
the downturn in the railcar market and operating profit was also impacted by
start-up costs related to a non-railcar parts business.
Revenues for the Highway Construction Products Group increased due to a strong
construction market. Operating profit margins were impacted by an increased
proportion of revenues coming from bridge sales, which have lower margins.
Decreased operating profit in the Concrete & Aggregates Group was primarily due
to competitive pricing in certain markets and a significant increase in bad
weather in our market area compared to the prior year.
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In the Industrial Group, operating profit, excluding the 2nd and 3rd quarter
charges, decreased to $9.6 million from $12.0 million. Reduced revenues and
operating profit is primarily a result of competitive pricing pressure and the
impact of exiting the flange and valve business.
In the nine months ended December 31, 2000, selling, engineering and
administrative expenses excluding 2nd and 3rd charges, increased to $148.4
million from $135.7 million in comparison to the same period last year due to
approximately $10.2 million related to certain of the Company's e-commerce
initiatives and costs related to the increase in international activities and
new products which were partially offset by staffing and other cost reductions.
Three Months Ended December 31, 2000 Compared to
Three Months Ended December 31, 1999
Revenues for the third quarter of fiscal 2001 were $401.2 million compared to
$700.8 million for the third quarter of fiscal 2000 primarily due to reduced
railcar shipments and related declines in railcar parts and services sales.
Operating profit, excluding the 3rd quarter charges, was $5.7 million compared
to $68.8 million.
Railcar Group operating profit was $9.8 million compared to $42.6 million for
the same period last year. Results declined due to the current downturn in the
North American railcar industry. Operating profit margins were impacted by the
lower volumes, changeover of the production lines to different car types, and
start up costs associated with new products. Comparison to the prior year for
Railcar Group revenues and operating profit is affected by the level of railcars
delivered to customers of Trinity's leasing company. Approximately 42% of
railcar deliveries for the current quarter were to the Company's leasing fleet.
Sales to Trinity's leasing company are eliminated in consolidation and profits
are deferred and amortized over the life of the asset. For the current quarter,
sales to the leasing company were $95.7 million while profit was $6.0 million.
This compares with sales and profit on cars sold to the lease fleet of $9.3
million and $1.0 million, respectively, for the same quarter a year ago.
In the Inland Barge Group, operating profit, excluding the 3rd quarter charges,
was $2.8 million compared to $6.4 million for the same period last year. The
declines are predominately the result of reduced sales prices, primarily on
hopper barges, due to very competitive markets.
In the Parts & Service Group, operating profit, excluding the 3rd quarter
charges, was $7.3 million compared to $16.8 million for the same period last
year. This decrease in revenues and operating profit is primarily due to the
downturn in the railcar market and operating profit was also impacted by
start-up costs related to a non-railcar parts business.
Current quarter revenues and operating profit margins in the Highway
Construction Products Group were negatively affected by periods of harsh winter
weather which temporarily delayed shipments. Operating profit margins were also
impacted by an increased proportion of revenues coming from bridge sales which
have lower margins.
Decreased operating profit in the Concrete & Aggregate Group was primarily due
to competitive pricing in certain markets and to the bad weather conditions
discussed earlier.
In the Industrial Group, operating profit, excluding the 3rd quarter charges,
was $3.8 million compared to $4.1 million for the same period last year. Reduced
revenues and operating profit in the Industrial Group is primarily a result of
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competitive pricing pressure and the impact of exiting the flange and valve
business.
In the quarter ended December 31, 2000, selling, engineering and administrative
expenses, excluding third quarter charges, were $49.9 million compared to $45.6
million for the same period last year due to an increase of approximately $5.1
million related to certain of the Company's e-commerce initiatives and costs
related to international activities and new products which were partially offset
by staffing and other cost reductions.
Liquidity & Capital Resources
Net cash provided by operating activities decreased to $67.3 million for the
first nine months of fiscal 2001 compared to $153.7 million for the first nine
months of fiscal 2000. Capital expenditures during the first nine months of
fiscal 2001 were approximately $240.6 million of which approximately $163.8
million was for additions to the Company's lease fleet. This compares to $105.9
million of capital expenditures in the first nine months of fiscal 2000 of which
$31.5 million was for additions to the Company's lease fleet. Expenditures for
business acquisitions were $13.7 million. Proceeds from the sale of property,
plant and equipment were $55.8 million in the first nine months of fiscal 2001
compared to $53.1 million in fiscal 2000.
In the first nine months of fiscal 2001, the Company repurchased approximately
1.6 million shares of common stock for $34.6 million. The Company believes cash
provided from operations and cash available under uncommitted bank lines of
credit will be sufficient to meet its requirements for the remainder of the
fiscal year. The Company expects to refinance existing short-term debt, which is
primarily money market borrowings, with a combination of committed bank
facilities and long-term debt during the next fiscal year.
----------
Any statements contained herein that are not historical facts are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, and involve risks and uncertainties. These
forward-looking statements include expectations, beliefs, plans, objectives,
future financial performance, estimates, projections, goals and forecasts.
Potential factors which could cause the Company's actual results of operations
to differ materially from those in the forward-looking statements include market
conditions and demand for the Company's products; competition; technologies;
steel prices; interest rates and capital costs; taxes; unstable governments and
business conditions in emerging economies; and legal, regulatory and
environmental issues. Any forward-looking statement speaks only as of the date
on which such statement is made. The Company undertakes no obligation to update
any forward-looking statement to reflect events or circumstances after the date
on which such statement is made.
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Part II
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Description
10.1 Form of Amended and Restated Executive Severance
Agreement dated November 7, 2000, entered into between
the Registrant and the Chief executive Officer, each of
the four most highly paid executive officers other than
the Chief Executive Officer who were serving as
executive officers at the end of the last completed
fiscal year, three other executive officers, and two
executive officers of subsidiaries of the Registrant *
10.2 Form of Amended and Restated Executive Severance
Agreement dated November 7, 2000, entered into between
the Registrant and eight executive officers and
fourteen divisional officers of the Registrant *
* Management contracts
(b) No Form 8-K was filed during the quarter.
----------
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Trinity Industries, Inc.
By: /s/ Jim S. Ivy
----------------------------
Jim S. Ivy
Vice President and
Chief Financial Officer
February 14, 2001
14
15
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
10.1 Form of Amended and Restated Executive Severance Agreement dated
November 7, 2000, entered into between the Registrant and the
Chief executive Officer, each of the four most highly paid
executive officers other than the Chief Executive Officer who
were serving as executive officers at the end of the last
completed fiscal year, three other executive officers, and two
executive officers of subsidiaries of the Registrant *
10.2 Form of Amended and Restated Executive Severance Agreement dated
November 7, 2000, entered into between the Registrant and eight
executive officers and fourteen divisional officers of the
Registrant *
* Management contracts