Investments in affiliated companies represent investments in and loans to domestic and foreign affiliates, and primarily include companies offering lease financing and related services for customers operating rail and marine assets, as well as companies that lease aircraft engines. Loan amounts included in investments in affiliated companies were $16.3 million as of December 31, 2014 and $24.2 million as of December 31, 2013.

In 2014, we sold our investments in the Intermodal Investment Fund V and Intermodal Investment Fund VII affiliates. As a result of these sales, we received aggregate cash proceeds of $18.3 million.

In 2013, we dissolved our Singco and Somargas marine affiliates, taking direct ownership of five liquefied gas carrying vessels with a fair value of $151.8 million. In connection with the dissolution we paid $101.3 million, primarily to satisfy our share of the affiliates' external debt, and recognized a pretax gain of $2.5 million, which is recorded in share of affiliates' earnings. The vessels continue to operate in a vessel pooling arrangement that our former partner manages.

In 2013, we sold our 37.5% interest in AAE to our partner, Ahaus Alstätter Eisenbahn Holding AG (“AAE Holding”), and recognized a pretax gain of $9.3 million, which we reported as part of our share of affiliates' earnings. The sale price of $114.1 million consisted of a cash payment at closing of $23.0 million and a seller loan of €67.5 million ($91.1 million) at a market interest rate. The loan was paid in full in January 2015.

In 2012, our gas compression equipment leasing affiliate, Enerven Compression, LLC ("Enerven"), sold substantially all of its assets and is in the process of liquidating. In connection with the disposition, we recognized an impairment loss of $14.8 million in 2012, which we recorded in our share of affiliates' earnings. In 2013, we reversed $1.1 million of the prior impairment loss due to higher than expected proceeds from the asset sales.

The following table presents our most significant investments in affiliated companies and our ownership percentage in those companies by segment as of December 31, 2014 (in millions):



	Segment	Investment		Percentage Ownership
Rolls-Royce & Partners Finance (1)	Portfolio Management	$	293.6	50.0	%
Cardinal Marine Investments LLC	Portfolio Management	45.1		50.0	%
Adler Funding LLC	Rail North America	16.9		12.5	%
Other affiliates	Various	2.1		Various
Investments in Affiliated Companies		$	357.7

__________

(1) Combined investment balances of fourteen separate joint ventures (collectively, the "RRPF affiliates").

The following table shows our share of affiliates’ earnings by segment for the years ending December 31 (in millions):



	2014			2013			2012
Rail North America	$	7.9		$	10.3		$	6.5
Rail International	(0.3		)	21.1			(18.3		)
Portfolio Management	60.2			60.9			33.4
Share of affiliates' earnings (pretax)	67.8			92.3			21.6
Income taxes	(18.3		)	(16.5		)	(2.0		)
Share of Affiliates' Earnings	$	49.5		$	75.8		$	19.6

The following table shows our cash investments in and distributions from our affiliates by segment for the years ended December 31 (in millions):



	Cash Investments						Cash Distributions (1)
	2014		2013		2012		2014		2013		2012
Rail North America	$	—	$	—	$	—	$	20.0	$	—	$	14.9
Rail International	—		—		—		—		—		—
Portfolio Management	15.3		101.3		29.7		34.2		47.0		38.3
	$	15.3	$	101.3	$	29.7	$	54.2	$	47.0	$	53.2

__________


(1)	Cash distributions exclude proceeds from sales of affiliates of $19.4 million in 2014, $55.6 million in 2013, and $12.5 million in 2012.

Summarized Financial Data of Affiliates

The following table shows the aggregated operating results for the years ended December 31 for the affiliated companies we held at December 31 (in millions):



	2014		2013		2012
Revenues	$	339.0	$	334.5	$	651.8
Gains on sales of assets	33.7		43.5		57.4
Net income	99.6		108.6		75.3

The following table shows aggregated summarized balance sheet data for our affiliated companies as of December 31 (in millions):



	2014		2013
Current assets	$	211.6	$	200.5
Noncurrent assets	3,195.1		2,989.2
Total assets	$	3,406.7	$	3,189.7

Current liabilities	$	378.4	$	159.6
Noncurrent liabilities	2,388.2		2,408.8
Shareholders’ equity	640.1		621.3
Total liabilities and shareholders' equity	$	3,406.7	$	3,189.7

Summarized Financial Data for the RRPF Affiliates

As noted above, our affiliate investments include 50% interests in each of the RRPF affiliates, a collection of fourteen domestic and foreign joint ventures with Rolls-Royce plc (or affiliates thereof, collectively “Rolls-Royce”), a leading manufacturer of commercial aircraft jet engines. The RRPF affiliates are primarily engaged in two business activities: lease financing of aircraft engines to a diverse group of commercial aircraft operators worldwide and lease financing of aircraft engines to Rolls-Royce for use in their engine maintenance programs. In aggregate, the RRPF affiliates own 433 aircraft engines at December 31, 2014 which are generally depreciated over a useful life of 25 years to an estimated residual value. Lease terms vary but typically range from 7 to 10 years. Rolls-Royce manages each of the RRPF affiliates and also performs substantially all required maintenance activities. Our share of affiliates' earnings (after-tax) from the RRPF affiliates was $42.2 million in 2014, $46.5 million in 2013, and $36.7 million in 2012.

We derived the following financial information from the combined financial statements of the RRPF affiliates.

The following table shows condensed income statements of the RRPF affiliates for the years ending December 31 (in millions):



	2014			2013			2012
Lease revenue from third parties	$	176.9		$	147.6		$	140.4
Lease revenue from Rolls-Royce	124.7			119.7			112.9
Depreciation expense	(140.7		)	(120.2		)	(115.1		)
Interest expense	(59.5		)	(65.8		)	(64.8		)
Other expenses	(11.8		)	(10.2		)	(16.3		)
Gains on sales of assets	22.7			35.2			35.9
Income before income taxes	112.3			106.3			93.0
Income tax provision (benefits) (1)	(17.3		)	0.4			(3.8		)
Net income	$	95.0		$	106.7		$	89.2

_________

(1) Represents income taxes directly attributable to the RRPF affiliates in the United Kingdom. Several of the RRPF affiliates are flow through entities and income taxes are incurred at the shareholder level. Amounts shown for 2013 and 2012 include tax benefits of approximately $15.2 million and $9.2 million, attributable to statutory rate decreases in the United Kingdom.

The following table shows the condensed balance sheets of the RRPF affiliates as of December 31 (in millions):



	2014		2013
Current assets	$	146.3	$	151.0
Noncurrent assets, including operating assets, net of accumulated depreciation of $862.8 and $744.5 (a)	2,988.1		2,619.6
Total assets	$	3,134.4	$	2,770.6

Current liabilities	$	358.5	$	141.0
Long-term debt	2,012.9		1,963.1
Other liabilities	218.1		212.4
Shareholders’ equity	544.9		454.1
Total liabilities and shareholders' equity	$	3,134.4	$	2,770.6

_________

(a) All operating assets were pledged as collateral for long-term debt obligations.

The following table shows contractual future lease receipts from noncancelable leases of the RRPF affiliates as of December 31, 2014 (in millions):



	Rolls-Royce		Third Parties		Total
2015	$	144.6	$	158.9	$	303.5
2016	129.3		141.8		271.1
2017	109.7		130.0		239.7
2018	102.4		115.7		218.1
2019	97.1		70.7		167.8
Thereafter	212.3		216.2		428.5
	$	795.4	$	833.3	$	1,628.7

The following table shows maturities of debt obligations of the RRPF affiliates as of December 31, 2014 (in millions):



2015	$	277.0
2016	323.3
2017	252.2
2018	106.9
2019	426.0
Thereafter	904.5
Total debt principal (1)	$	2,289.9

_________

(1) All debt obligations are nonrecourse to the shareholders.