Debt

The following table summarizes the components of debt as of September 30, 2012 and December 31, 2011:



	September 30, 2012			December 31, 2011
				(as reported)
	(in millions)
Manufacturing/Corporate – Recourse:
Revolving credit facility	$	—		$	—
Convertible subordinated notes	450.0			450.0
Less: unamortized discount	(90.7		)	(99.8		)
	359.3			350.2
Other	5.1			4.2
	364.4			354.4
Leasing – Recourse:
Capital lease obligations	46.5			48.6
Term loan	51.4			54.7
	97.9			103.3
Total recourse debt	462.3			457.7

Leasing – Non-recourse:
2006 secured railcar equipment notes	259.1			269.3
Promissory notes	445.5			465.5
2009 secured railcar equipment notes	211.6			218.4
2010 secured railcar equipment notes	345.0			354.3
TILC warehouse facility	385.7			308.5
TRIP Holdings senior secured notes:
Total outstanding	170.0			170.0
Less: owned by Trinity	(108.8		)	(108.8		)
	61.2			61.2
TRIP Master Funding secured railcar equipment notes	807.7			840.0
Total non–recourse debt	2,515.8			2,517.2

Total debt	$	2,978.1		$	2,974.9

We have a $425.0 million unsecured revolving credit facility that matures on October 20, 2016. As of September 30, 2012, we had letters of credit issued under our revolving credit facility in an aggregate principal amount of $68.9 million, leaving $356.1 million available for borrowing. Other than these letters of credit, there were no borrowings under our revolving credit facility as of September 30, 2012, or for the nine month period then ended. Of the outstanding letters of credit as of September 30, 2012, a total of $0.5 million is expected to expire in 2012 and the remainder primarily in 2013. The majority of our letters of credit obligations supports the Company’s various insurance programs and generally renews 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. Borrowings under the credit facility bear interest at Libor plus 150.0 basis points or prime plus 50.0 basis points. As of September 30, 2012, we were in compliance with all such financial covenants.

The Company’s 3 7/8% convertible subordinated notes are recorded net of unamortized discount to reflect their underlying economics by capturing the value of the conversion option as borrowing costs. As of September 30, 2012 and December 31, 2011, capital in excess of par value included $92.8 million related to the estimated value of the Convertible Subordinated Notes’ conversion options, in accordance with ASC 470-20. Debt discount recorded in the consolidated balance sheet is being amortized through June 1, 2018 to yield an effective annual interest rate of 8.42% based upon the estimated market interest rate for comparable non-convertible debt as of the issuance date of the Convertible Subordinated Notes. Total interest expense recognized on the Convertible Subordinated Notes for the three and nine months ended September 30, 2012 and 2011 is as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
	(in millions)
Coupon rate interest	$	4.4	$	4.4	$	13.1	$	13.1
Amortized debt discount	3.1		2.9		9.1		8.4
	$	7.5	$	7.3	$	22.2	$	21.5

At September 30, 2012, the Convertible Subordinated Notes were convertible at a price of $51.19 per share resulting in 8,790,779 issuable shares. As of September 30, 2012, if the Convertible Subordinated Notes had been converted, no shares would have been issued since the trading price of the Company’s common stock was below the conversion price of the Convertible Subordinated Notes. The Company has not entered into any derivatives transactions associated with these notes.

The $475.0 million TILC warehouse loan facility, established to finance railcars owned by TILC, had $385.7 million outstanding and $89.3 million available as of September 30, 2012. The warehouse loan is a non-recourse obligation secured by a portfolio of railcars and operating leases, certain cash reserves, and other assets acquired and owned by the warehouse loan facility. The principal and interest of this indebtedness are paid from the cash flows of the underlying leases. Advances under the facility bear interest at a defined index rate plus a margin, for an all-in interest rate of 2.25% at September 30, 2012. The warehouse loan facility matures in February 2013. Amounts outstanding at maturity, absent renewal, will be payable in three installments in August 2013, February 2014, and August 2014.

Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 11 of the December 31, 2011 Consolidated Financial Statements filed on Form 10-K.

The remaining principal payments under existing debt agreements as of September 30, 2012 are as follows:



	Remaining three months of 2012		2013		2014			2015		2016		Thereafter
	(in millions)
Recourse:
Manufacturing/Corporate	$	0.3	$	1.7	$	2.4		$	0.2	$	0.2	$	450.3
Leasing – capital lease obligations (Note 5)	0.7		2.9		3.1			3.3		3.5		33.0
Leasing – term loan (Note 5)	0.7		3.0		3.2			3.4		41.1		—
Non-recourse – leasing (Note 5):
2006 secured railcar equipment notes	3.3		15.1		16.9			18.6		21.9		183.3
Promissory notes	21.3		28.5		25.4			22.7		347.6		—
2009 secured railcar equipment notes	2.4		10.2		9.9			9.6		6.5		173.0
2010 secured railcar equipment notes	3.5		14.6		14.0			15.3		15.0		282.6
TILC warehouse facility	2.0		10.7		5.9			—		—		—
TRIP Holdings senior secured notes:
Total outstanding	—		—		170.0			—		—		—
Less: owned by Trinity	—		—		(108.8		)	—		—		—
					61.2
TRIP Master Funding secured railcar equipment notes	9.9		41.0		40.1			35.7		29.3		651.7
Facility termination payments - TILC warehouse facility	—		122.4		244.7			—		—		—
Total principal payments	$	44.1	$	250.1	$	426.8		$	108.8	$	465.1	$	1,773.9