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Debt
3 Months Ended
Mar. 31, 2015
Debt Disclosure [Abstract]  
Debt
Debt

The following table summarizes the components of debt as of March 31, 2015 and December 31, 2014:
 
March 31, 2015
 
December 31,
2014
 
(in millions)
Corporate – Recourse:
 
 
 
Revolving credit facility
$

 
$

Senior notes, net of unamortized discount of $0.4 and $0.4
399.6

 
399.6

Convertible subordinated notes, net of unamortized discount of $55.8 and $59.6
393.7

 
389.9

Other
0.7

 
0.7

 
794.0

 
790.2

Leasing – Recourse:
 
 
 
Capital lease obligations
38.3

 
39.1

Total recourse debt
832.3

 
829.3

 
 
 
 
Leasing – Non-recourse:
 
 
 
Wholly-owned subsidiaries:
 
 
 
2006 secured railcar equipment notes
218.6

 
223.0

Promissory notes
341.3

 
363.9

2009 secured railcar equipment notes
186.4

 
188.8

2010 secured railcar equipment notes
307.7

 
311.5

TILC warehouse facility
101.4

 
120.6

 
1,155.4

 
1,207.8

Partially-owned subsidiaries:
 
 
 
TRL 2012 secured railcar equipment notes (RIV 2013)
466.1

 
472.2

TRIP Master Funding secured railcar equipment notes
1,032.1

 
1,043.7

 
1,498.2

 
1,515.9

Total non–recourse debt
2,653.6

 
2,723.7

Total debt
$
3,485.9

 
$
3,553.0



We have a $425.0 million unsecured revolving credit facility that matures on October 20, 2016. As of March 31, 2015, we had letters of credit issued under our revolving credit facility in an aggregate principal amount of $88.6 million, leaving $336.4 million available for borrowing. Other than these letters of credit, there were no borrowings under our revolving credit facility as of March 31, 2015, or for the three month period then ended. Of the outstanding letters of credit as of March 31, 2015, a total of $87.2 million is expected to expire in 2015 and the remainder in 2016. The majority of our letters of credit obligations support the Company’s various insurance programs and generally renew 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 March 31, 2015, we were in compliance with all such financial covenants. Borrowings under the credit facility bear interest at Libor plus 1.50% or prime plus 0.50% and are guaranteed by certain 100%-owned subsidiaries of the Company.

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 March 31, 2015 and December 31, 2014, capital in excess of par value included $92.5 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 months ended March 31, 2015 and 2014 is as follows:
 
Three Months Ended
March 31,
 
2015
 
2014
 
(in millions)
Coupon rate interest
$
4.4

 
$
4.4

Amortized debt discount
3.8

 
3.5

 
$
8.2

 
$
7.9



Holders of the Convertible Subordinated Notes may convert their notes under the following circumstances: 1) if the daily closing price of our common stock is greater than or equal to 130% of the conversion price during 20 of the last 30 trading days of the preceding calendar quarter; 2) upon notice of redemption; or 3) upon the occurrence of specified corporate transactions pursuant to the terms of the applicable indenture. Upon conversion, the Company is required to pay cash up to the aggregate principal amount of the Convertible Subordinated Notes to be converted. Any conversion obligation in excess of the aggregate principal amount of the Convertible Subordinated Notes to be converted may be settled in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at the Company’s election. The conversion price, which is subject to adjustment upon the occurrence of certain events, was $25.16 per share as of March 31, 2015. The Convertible Subordinated Notes were subject to conversion as of April 1, 2015. Holders of the Convertible Subordinated Notes have the right to convert the notes until June 30, 2015. The Convertible Subordinated Notes may continue to be convertible after June 30, 2015, if certain conditions are satisfied during future measurement periods. See Note 17 Earnings Per Common Share for an explanation of the effects of the Convertible Subordinated Notes on earnings per share. The Company has not entered into any derivatives transactions associated with these notes.

The TILC warehouse loan facility, established to finance railcars owned by TILC, had $101.4 million in outstanding borrowings as of March 31, 2015. In April 2015, the facility was increased to $1 billion and extended through April 2018. Under the renewed facility, $898.6 million was unused as of the renewal date, of which $642.3 million was available based on the amount of warehouse-eligible, unpledged equipment. The warehouse loan facility 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 trust. 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 1.95% at March 31, 2015. Interest rate pricing remained unchanged under the renewed facility. Amounts outstanding at maturity, absent renewal, are payable under the renewed facility in April 2019.

Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 11 of the December 31, 2014 Consolidated Financial Statements filed on Form 10-K.The remaining principal payments under existing debt agreements as of March 31, 2015, after considering the extension of the TILC Warehouse facility in April 2015, are as follows:
 
Remaining nine months of 2015
 
2016
 
2017
 
2018
 
2019
 
Thereafter
 
(in millions)
Recourse:
 
Corporate
$
0.2

 
$
0.2

 
$
0.3

 
$

 
$

 
$
849.5

Leasing – capital lease obligations (Note 6)
2.5

 
3.5

 
3.7

 
28.6

 

 

Non-recourse – leasing (Note 6):
 
 
 
 
 
 
 
 
 
 
 
2006 secured railcar equipment notes
14.1

 
21.8

 
24.0

 
25.3

 
28.0

 
105.4

Promissory notes
18.9

 
322.4

 

 

 

 

2009 secured railcar equipment notes
7.2

 
6.5

 
6.3

 
6.5

 
11.2

 
148.7

2010 secured railcar equipment notes
11.5

 
14.9

 
13.7

 
10.0

 
7.6

 
250.0

TILC warehouse facility
2.8

 
3.7

 
3.7

 
3.7

 
0.7

 

TRL 2012 secured railcar equipment notes
(RIV 2013)
17.1

 
22.3

 
22.9

 
23.1

 
22.2

 
358.5

TRIP Master Funding secured railcar equipment notes
34.3

 
39.8

 
29.2

 
41.8

 
50.1

 
836.9

Facility termination payments - TILC warehouse facility

 

 

 

 
86.8

 

Total principal payments
$
108.6

 
$
435.1

 
$
103.8

 
$
139.0

 
$
206.6

 
$
2,549.0