Financial Statements for Guarantors of the Senior Notes (Tables)

9 Months Ended

Sep. 30, 2014

Financial Statements for Guarantors of the Senior Notes [Abstract]

Statements of Operations and Comprehensive Income

Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2014
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Revenues	$	—		$	1,170.8	$	604.1		$	(212.1	)	$	1,562.8
Cost of revenues	—			922.9		461.6			(212.3		)	1,172.2
Selling, engineering, and administrative expenses	37.4			39.7		35.9			—			113.0
Gains on disposition of property, plant, and equipment	0.1			1.1		2.4			—			3.6
	37.3			961.5		495.1			(212.3		)	1,281.6
Operating profit (loss)	(37.3		)	209.3		109.0			0.2			281.2
Other (income) expense	5.4			3.4		38.0			—			46.8
Equity in earnings of subsidiaries, net of taxes	212.6			39.5		—			(252.1		)	—
Income (loss) from continuing operations before income taxes	169.9			245.4		71.0			(251.9		)	234.4
Provision (benefit) for income taxes	13.0			46.8		18.3			—			78.1
Income (loss) from continuing operations	156.9			198.6		52.7			(251.9		)	156.3
Income (loss) from discontinued operations, net of provision (benefit) for income taxes	—			0.9		(0.3		)	—			0.6
Net income (loss)	156.9			199.5		52.4			(251.9		)	156.9
Net income (loss) attributable to noncontrolling interest	7.5			7.5		—			(7.5		)	7.5
Net income (loss) attributable to controlling interest	$	149.4		$	192.0	$	52.4		$	(244.4	)	$	149.4
Net income (loss)	$	156.9		$	199.5	$	52.4		$	(251.9	)	$	156.9
Other comprehensive income (loss)	1.2			—		3.2			—			4.4
Comprehensive income	$	158.1		$	199.5	$	55.6		$	(251.9	)	$	161.3

Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2014
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Revenues	$	—		$	3,451.0	$	1,650.9		$	(593.3	)	$	4,508.6
Cost of revenues	—			2,671.7		1,265.4			(592.6		)	3,344.5
Selling, engineering, and administrative expenses	87.5			109.7		95.8			—			293.0
Gains on disposition of property, plant, and equipment	(0.1		)	48.3		55.2			—			103.4
	87.6			2,733.1		1,306.0			(592.6		)	3,534.1
Operating profit (loss)	(87.6		)	717.9		344.9			(0.7		)	974.5
Other (income) expense	13.7			12.4		111.0			—			137.1
Equity in earnings of subsidiaries, net of taxes	622.4			165.9		—			(788.3		)	—
Income (loss) from continuing operations before income taxes	521.1			871.4		233.9			(789.0		)	837.4
Provision (benefit) for income taxes	(41.9		)	277.8		38.9			(0.3		)	274.5
Income (loss) from continuing operations	563.0			593.6		195.0			(788.7		)	562.9
Income (loss) from discontinued operations, net of provision (benefit) for income taxes	—			0.2		(0.1		)	—			0.1
Net income (loss)	563.0			593.8		194.9			(788.7		)	563.0
Net income (loss) attributable to noncontrolling interest	23.0			23.0		—			(23.0		)	23.0
Net income (loss) attributable to controlling interest	$	540.0		$	570.8	$	194.9		$	(765.7	)	$	540.0
Net income (loss)	$	563.0		$	593.8	$	194.9		$	(788.7	)	$	563.0
Other comprehensive income (loss)	2.4			—		9.1			—			11.5
Comprehensive income	$	565.4		$	593.8	$	204.0		$	(788.7	)	$	574.5

Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2013
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
Revenues	$	—		$	811.5	$	454.2	$	(155.4	)	$	1,110.3
Cost of revenues	—			653.2		343.2		(160.1		)	836.3
Selling, engineering, and administrative expenses	17.2			31.3		22.1		—			70.6
Gains on disposition of property, plant, and equipment	0.4			0.5		1.3		—			2.2
	16.8			684.0		364.0		(160.1		)	904.7
Operating profit (loss)	(16.8		)	127.5		90.2		4.7			205.6
Other (income) expense	2.7			5.8		36.2		—			44.7
Equity in earnings of subsidiaries, net of taxes	126.6			50.9		—		(177.5		)	—
Income (loss) from continuing operations before income taxes	107.1			172.6		54.0		(172.8		)	160.9
Provision (benefit) for income taxes	1.0			19.1		33.3		1.7			55.1
Income (loss) from continuing operations	106.1			153.5		20.7		(174.5		)	105.8
Income (loss) from discontinued operations, net of provision (benefit) for income taxes	—			0.1		0.2		—			0.3
Net income (loss)	106.1			153.6		20.9		(174.5		)	106.1
Net income (loss) attributable to noncontrolling interest	6.5			6.5		—		(6.5		)	6.5
Net income (loss) attributable to controlling interest	$	99.6		$	147.1	$	20.9	$	(168.0	)	$	99.6
Net income (loss)	$	106.1		$	153.6	$	20.9	$	(174.5	)	$	106.1
Other comprehensive income (loss)	3.6			—		1.2		—			4.8
Comprehensive income	$	109.7		$	153.6	$	22.1	$	(174.5	)	$	110.9

Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2013
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Revenues	$	—		$	2,278.1	$	1,280.5		$	(449.3	)	$	3,109.3
Cost of revenues	—			1,835.5		976.3			(452.2		)	2,359.6
Selling, engineering, and administrative expenses	49.9			97.3		64.6			(0.7		)	211.1
Gains on disposition of property, plant, and equipment	0.2			7.5		2.2			—			9.9
	49.7			1,925.3		1,038.7			(452.9		)	2,560.8
Operating profit (loss)	(49.7		)	352.8		241.8			3.6			548.5
Other (income) expense	2.5			19.0		116.3			—			137.8
Equity in earnings of subsidiaries, net of taxes	295.8			103.4		—			(399.2		)	—
Income (loss) from continuing operations before income taxes	243.6			437.2		125.5			(395.6		)	410.7
Provision (benefit) for income taxes	(29.5		)	128.9		42.8			1.3			143.5
Income (loss) from continuing operations	273.1			308.3		82.7			(396.9		)	267.2
Income (loss) from discontinued operations, net of provision (benefit) for income taxes	—			11.8		(5.9		)	—			5.9
Net income (loss)	273.1			320.1		76.8			(396.9		)	273.1
Net income (loss) attributable to noncontrolling interest	10.4			10.4		—			(10.4		)	10.4
Net income (loss) attributable to controlling interest	$	262.7		$	309.7	$	76.8		$	(386.5	)	$	262.7
Net income (loss)	$	273.1		$	320.1	$	76.8		$	(396.9	)	$	273.1
Other comprehensive income (loss)	3.6			—		12.8			—			16.4
Comprehensive income	$	276.7		$	320.1	$	89.6		$	(396.9	)	$	289.5

Balance Sheets

Balance Sheet
September 30, 2014
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets:
Cash and cash equivalents	$	639.4	$	1.9	$	58.8	$	(36.4	)	$	663.7
Short-term marketable securities	—		—		—		—			—
Receivables, net of allowance	—		335.3		225.6		(0.2		)	560.7
Inventory	—		871.6		259.4		(20.8		)	1,110.2
Property, plant, and equipment, net	30.3		709.4		4,675.3		(559.7		)	4,855.3
Investments in and advances to subsidiaries	4,236.3		3,611.9		—		(7,848.2		)	—
Restricted cash	—		—		201.5		36.4			237.9
Goodwill and other assets	155.1		137.2		824.8		—			1,117.1
	$	5,061.1	$	5,667.3	$	6,245.4	$	(8,428.9	)	$	8,544.9
Liabilities:
Accounts payable	$	13.0	$	189.4	$	121.5	$	(0.2	)	$	323.7
Accrued liabilities	215.0		187.7		167.4		—			570.1
Debt	785.8		39.8		2,770.0		—			3,595.6
Deferred income	—		35.4		2.0		—			37.4
Deferred income taxes	12.7		591.3		2.1		—			606.1
Advances from subsidiaries	637.8		—		685.6		(1,323.4		)	—
Other liabilities	93.9		12.5		2.7		—			109.1
Total stockholders' equity	3,302.9		4,611.2		2,494.1		(7,105.3		)	3,302.9
	$	5,061.1	$	5,667.3	$	6,245.4	$	(8,428.9	)	$	8,544.9

Balance Sheet
December 31, 2013
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets:
Cash and cash equivalents	$	409.8	$	2.1	$	44.0	$	(27.4	)	$	428.5
Short-term marketable securities	149.7		—		—		—			149.7
Receivables, net of allowance	7.1		223.4		142.2		—			372.7
Inventory	—		642.1		180.7		(8.1		)	814.7
Property, plant, and equipment, net	44.5		947.2		4,264.7		(485.8		)	4,770.6
Investments in and advances to subsidiaries	3,431.7		2,806.5		79.8		(6,318.0		)	—
Restricted cash	—		25.0		208.3		27.4			260.7
Goodwill and other assets	133.1		144.3		247.8		(8.7		)	516.5
	$	4,175.9	$	4,790.6	$	5,167.5	$	(6,820.6	)	$	7,313.4
Liabilities:
Accounts payable	$	11.0	$	115.6	$	89.7	$	—		$	216.3
Accrued liabilities	213.0		202.7		151.7		—			567.4
Debt	375.9		42.2		2,571.7		—			2,989.8
Deferred income	—		38.7		2.1		—			40.8
Deferred income taxes	—		655.9		3.5		(8.7		)	650.7
Advances from subsidiaries	744.5		—		19.2		(763.7		)	—
Other liabilities	82.4		13.9		3.0		—			99.3
Total stockholders' equity	2,749.1		3,721.6		2,326.6		(6,048.2		)	2,749.1
	$	4,175.9	$	4,790.6	$	5,167.5	$	(6,820.6	)	$	7,313.4

Statements of Cash Flows

Statement of Cash Flows
Nine Months Ended September 30, 2014
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Operating activities:
Net income	$	563.0		$	593.8		$	194.9		$	(788.7	)	$	563.0
Equity in earnings of subsidiaries, net of taxes	(622.4		)	(165.9		)	—			788.3			—
Other	(159.3		)	(752.1		)	679.8			0.4			(231.2		)
Net cash provided (required) by operating activities - continuing operations	(218.7		)	(324.2		)	874.7			—			331.8
Net cash provided by operating activities - discontinued operations	—			0.8			—			—			0.8
Net cash provided (required) by operating activities	(218.7		)	(323.4		)	874.7			—			332.6
Investing activities:
(Increase) decrease in short-term marketable securities	149.7			—			—			—			149.7
Proceeds from railcar lease fleet sales	—			549.1			132.1			(423.8		)	257.4
Proceeds from disposition of property, plant, equipment, and other assets	0.4			—			21.5			—			21.9
Capital expenditures – leasing	—			(164.4		)	(429.8		)	423.8			(170.4		)
Capital expenditures – manufacturing and other	(7.8		)	(48.7		)	(113.5		)	—			(170.0		)
Acquisitions, net of cash acquired	—			—			(711.8		)	—			(711.8		)
(Increase) decrease in investment in partially-owned subsidiaries	—			(10.2		)	—			10.2			—
Other	—			1.5			0.5			—			2.0
Net cash provided (required) by investing activities - continuing operations	142.3			327.3			(1,101.0		)	10.2			(621.2		)
Net cash provided (required) by investing activities - discontinued operations	—			—			—			—			—
Net cash provided (required) by investing activities	142.3			327.3			(1,101.0		)	10.2			(621.2		)
Financing activities:
Proceeds from issuance of common stock, net	0.6			—			—			—			0.6
Excess tax benefits from stock-based compensation	24.2			—			—			—			24.2
Payments to retire debt	(0.5		)	(2.3		)	(137.4		)	—			(140.2		)
Proceeds from issuance of debt	395.4			—			332.0			—			727.4
(Increase) decrease in restricted cash	—			—			6.8			(9.0		)	(2.2		)
Shares repurchased	(36.5		)	—			—			—			(36.5		)
Dividends paid to common shareholders	(38.7		)	—			—			—			(38.7		)
Purchase of shares to satisfy employee tax on vested stock	(38.5		)	—			—			—			(38.5		)
Contributions from noncontrolling interest	—			—			49.6			—			49.6
Distributions to noncontrolling interest	—			—			(19.3		)	—			(19.3		)
Contributions from controlling interest in partially-owned subsidiaries	—			—			10.2			(10.2		)	—
Other	—			(0.5		)	(0.8		)	—			(1.3		)
Net cash provided (required) by financing activities - continuing operations	306.0			(2.8		)	241.1			(19.2		)	525.1
Net cash required by financing activities - discontinued operations	—			(1.3		)	—			—			(1.3		)
Net cash provided (required) by financing activities	306.0			(4.1		)	241.1			(19.2		)	523.8
Net increase (decrease) in cash and cash equivalents	229.6			(0.2		)	14.8			(9.0		)	235.2
Cash and cash equivalents at beginning of period	409.8			2.1			44.0			(27.4		)	428.5
Cash and cash equivalents at end of period	$	639.4		$	1.9		$	58.8		$	(36.4	)	$	663.7

Statement of Cash Flows
Nine Months Ended September 30, 2013
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Operating activities:
Net income	$	273.1		$	320.1		$	76.8		$	(396.9	)	$	273.1
Equity in earnings of subsidiaries, net of taxes	(295.8		)	(103.4		)	—			399.2			—
Other	(41.2		)	45.2			93.7			(2.3		)	95.4
Net cash provided (required) by operating activities - continuing operations	(63.9		)	261.9			170.5			—			368.5
Net cash provided (required) by operating activities - discontinued operations	—			12.5			(6.3		)	—			6.2
Net cash provided (required) by operating activities	(63.9		)	274.4			164.2			—			374.7
Investing activities:
(Increase) decrease in short-term marketable securities	(96.0		)	—			—			—			(96.0		)
Net change in TRIP Holdings Senior Secured Notes	108.8			—			—			(108.8		)	—
Proceeds from railcar lease fleet sales	—			258.5			34.3			(233.5		)	59.3
Proceeds from disposition of property, plant, equipment, and other assets	—			0.1			1.0			—			1.1
Capital expenditures – leasing	—			(434.2		)	(254.8		)	233.5			(455.5		)
Capital expenditures – manufacturing and other	(9.8		)	(36.5		)	(44.9		)	—			(91.2		)
Acquisitions, net of cash acquired	—			35.6			(72.8		)	—			(37.2		)
(Increase) decrease in investment in partially-owned subsidiaries	—			42.9			—			(42.9		)	—
Other	—			(7.7		)	(1.7		)	—			(9.4		)
Net cash provided (required) by investing activities - continuing operations	3.0			(141.3		)	(338.9		)	(151.7		)	(628.9		)
Net cash provided by investing activities - discontinued operations	—			0.4			—			—			0.4
Net cash provided (required) by investing activities	3.0			(140.9		)	(338.9		)	(151.7		)	(628.5		)
Financing activities:
Proceeds from issuance of common stock, net	2.1			—			—			—			2.1
Excess tax benefits from stock-based compensation	8.1			—			—			—			8.1
Payments to retire debt	—			(51.6		)	(284.7		)	108.8			(227.5		)
Proceeds from issuance of debt	—			—			175.4			—			175.4
(Increase) decrease in restricted cash	—			—			(8.6		)	(17.5		)	(26.1		)
Shares repurchased	(71.1		)	—			—			—			(71.1		)
Dividends paid to common shareholders	(27.5		)	—			—			—			(27.5		)
Purchase of shares to satisfy employee tax on vested stock	(9.1		)	—			—			—			(9.1		)
Proceeds from sale of interests in partially-owned leasing subsidiaries	—			—			296.7			—			296.7
Repurchase of noncontrolling interests in partially-owned leasing subsidiary	—			(84.0		)	—			—			(84.0		)
Contributions from noncontrolling interest	—			—			50.0						50.0
Distributions to noncontrolling interest	—			—			(3.3		)				(3.3		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			(42.9		)	42.9			—
Other	—			(0.1		)	0.8			—			0.7
Net cash provided (required) by financing activities - continuing operations	(97.5		)	(135.7		)	183.4			134.2			84.4
Net cash required by financing activities - discontinued operations	—			(1.0		)	—			—			(1.0		)
Net cash provided (required) by financing activities - continuing operations	(97.5		)	(136.7		)	183.4			134.2			83.4
Net increase (decrease) in cash and cash equivalents	(158.4		)	(3.2		)	8.7			(17.5		)	(170.4		)
Cash and cash equivalents at beginning of period	506.2			4.4			74.8			(12.4		)	573.0
Cash and cash equivalents at end of period	$	347.8		$	1.2		$	83.5		$	(29.9	)	$	402.6