8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): February 16, 2017

__________________________________________

(Exact name of registrant as specified in its charter)

Delaware	1-6903	75-0225040
(State or other jurisdiction of incorporation	(Commission File No.)	(I.R.S. Employer Identification No.)
2525 N. Stemmons Freeway, Dallas, Texas		75207-2401
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: 214-631-4420

Not Applicable

______________________________________________

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

The Registrant hereby furnishes the information set forth in its News Release, dated February 16, 2017, announcing operating results for the three and twelve month periods ended December 31, 2016, a copy of which is furnished as exhibit 99.1 and incorporated herein by reference. On February 17, 2017, the Registrant held a conference call and web cast with respect to its financial results for the three and twelve month periods ended December 31, 2016. The conference call scripts of Gail M. Peck, Vice President, Finance and Treasurer; S. Theis Rice, Senior Vice President and Chief Legal Officer; Timothy R. Wallace, Chairman, Chief Executive Officer, and President; William A. McWhirter II, Senior Vice President and Group President of the Construction Products, Energy Equipment and Inland Barge Groups; D. Stephen Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups; and James E. Perry, Senior Vice President and Chief Financial Officer are furnished as exhibits 99.2, 99.3, 99.4, 99.5, 99.6, and 99.7, respectively, and incorporated herein by reference.

This information is not "filed" pursuant to the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements. Additionally, the submission of the report on Form 8-K is not an admission of the materiality of any information in this report that is required to be disclosed solely by Regulation FD.

Item 7.01 Regulation FD Disclosure.

See "Item 2.02 — Results of Operations and Financial Condition."

This information is not "filed" pursuant to the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements. Additionally, the submission of the report on Form 8-K is not an admission of the materiality of any information in this report that is required to be disclosed solely by Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(a) - (c) Not applicable.

(d) Exhibits:

Exhibit No. / Description

99.1 News Release dated February 16, 2017 with respect to the operating results for the three and twelve month periods ended December 31, 2016.

99.2 Conference call script of February 17, 2017 of Gail M. Peck, Vice President, Finance and Treasurer.

99.3 Conference call script of February 17, 2017 of S. Theis Rice, Senior Vice President and Chief Legal Officer.

99.4 Conference call script of February 17, 2017 of Timothy R. Wallace, Chairman, Chief Executive Officer, and President.

99.5 Conference call script of February 17, 2017 of William A. McWhirter II, Senior Vice President and Group President of the Construction Products, Energy Equipment and Inland Barge Groups.

99.6 Conference call script of February 17, 2017 of D. Stephen Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups.

99.7 Conference call script of February 17, 2017 of James E. Perry, Senior Vice President and Chief Financial Officer.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Trinity Industries, Inc.
February 17, 2017	By:	/s/ James E. Perry
		Name: James E. Perry
		Title: Senior Vice President and Chief Financial Officer

Exhibit Index
Exhibit No.	Description
99.1	News Release dated February 16, 2017 with respect to the operating results for the three and twelve month periods ended December 31, 2016
99.2	Conference call script of February 17, 2017 of Gail M. Peck, Vice President, Finance and Treasurer
99.3	Conference call script of February 17, 2017 of S. Theis Rice, Senior Vice President and Chief Legal Officer.
99.4	Conference call script of February 17, 2017 of Timothy R. Wallace, Chairman, Chief Executive Officer, and President.
99.5	Conference call script of February 17, 2017 of William A. McWhirter II, Senior Vice President and Group President of the Construction Products, Energy Equipment and Inland Barge Groups.
99.6	Conference call script of February 17, 2017 of D. Stephen Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups.
99.7	Conference call script of February 17, 2017 of James E. Perry, Senior Vice President and Chief Financial Officer.

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Trinity Industries, Inc. Announces Fourth Quarter and Full Year 2016 Results

DALLAS, Texas - February 16, 2017 - Trinity Industries, Inc. (NYSE:TRN) today announced earnings results for the fourth quarter and full year ended December 31, 2016, including the following significant highlights:

Fourth Quarter 2016

• Quarterly revenues and net income of $1.1 billion and $67.6 million, respectively, compared to $1.5 billion and $200.0 million, respectively, in 2015

• Quarterly earnings per common diluted share of $0.44 compared to $1.30 per share in 2015

• No sales of leased railcars during the quarter compared to sales that generated $0.58 of earnings per common diluted share in 2015

• Quarterly deliveries and orders totaling 7,435 and 1,985 railcars, respectively, in the Rail Group

• An investment of $243.9 million in the Company's wholly-owned lease fleet during the quarter

Full Year 2016

• Consolidated revenues and net income of $4.6 billion and $343.6 million, respectively, compared to $6.4 billion and $796.5 million, respectively, in 2015

• Earnings per common diluted share of $2.25 compared to $5.08 per share in 2015

• Earnings per common diluted share from sales of leased railcars of $0.21 compared to $1.45 in 2015

• Railcar deliveries of 27,240 with Rail Group backlog of $3.0 billion as of December 31, 2016, compared to railcar deliveries of 34,295 in 2015 and Rail Group backlog of $5.4 billion as of December 31, 2015

• Owned and managed leased railcar fleet of 103,840 as of December 31, 2016, a 10% increase year-over-year

• Wind tower orders of $1.2 billion in 2016 and backlog of $1.1 billion as of December 31, 2016, an increase of 209% year-over-year

• Record operating profit in the Construction Products Group of $72.6 million compared to $54.5 million in 2015

Consolidated Results

Trinity Industries, Inc. reported net income attributable to Trinity stockholders of $67.6 million, or $0.44 per common diluted share, for the fourth quarter ended December 31, 2016. Net income for the same quarter of 2015 was $200.0 million, or $1.30 per common diluted share. Revenues for the fourth quarter of 2016 totaled $1.1 billion compared to revenues of $1.5 billion for the same quarter of 2015.

For the year ended December 31, 2016, the Company reported net income attributable to Trinity stockholders of $343.6 million, or $2.25 per common diluted share. In 2015, the Company reported net income of $796.5 million, or $5.08 per common diluted share. Revenues for the year ended December 31, 2016 were $4.6 billion compared to revenues of $6.4 billion in 2015.

"Our 2016 results were slightly ahead of our expectations and reflect our Company’s ability to successfully transition as market conditions shift," said Timothy R. Wallace, Trinity’s Chairman, CEO and President. “Our people have continued to execute well in a challenging business environment. We remain focused on controlling costs, maintaining a strong balance sheet, and initiatives to improve our performance.”

1

Mr. Wallace added, “Many of the market challenges we faced in 2016 persist in 2017. The oversupply of railcars and barges in North America continues to impact market fundamentals. The flexible nature of Trinity's business model positions our company to respond when market conditions shift.”

Business Group Results

In the fourth quarter of 2016, the Rail Group reported revenues of $816.4 million compared to revenues of $1,133.6 million in the fourth quarter of 2015. Operating profit and profit margin for the Rail Group was $110.3 million and 13.5% in the fourth quarter of 2016 compared to operating profit and profit margin of $267.9 million and 23.6% in the fourth quarter of 2015. The decrease in revenues and profit was primarily due to lower railcar deliveries and changes in product mix. The Rail Group shipped 7,435 railcars and received orders for 1,985 railcars during the fourth quarter. The Rail Group had a backlog of $3.0 billion as of December 31, 2016, representing 29,220railcars, compared to a backlog of $3.7 billion as of September 30, 2016, representing 34,870 railcars.

The Railcar Leasing and Management Services Group reported total revenues of $178.2 million in the fourth quarter of 2016 compared to total revenues of $372.7 million in the same quarter of 2015. Operating profit for this Group was $87.7 million in the fourth quarter of 2016 compared to operating profit of $187.5 million in the fourth quarter of 2015. The decrease in revenues and operating profit was due to the absence of sales of leased railcars from the lease fleet during the fourth quarter of 2016. Supplemental information for the Leasing Group is provided in the accompanying tables.

The Inland Barge Group reported revenues of $75.1 million in the fourth quarter of 2016 compared to revenues of $147.2 million in the fourth quarter of 2015. Operating profit and profit margin for this Group was $6.7 million and 8.9% in the fourth quarter of 2016 compared to $20.7 million and 14.1% in the fourth quarter of 2015.The decrease in revenues and operating profit compared to the same quarter last year was primarily due to lower barge deliveries and changes in product mix. As of December 31, 2016, the Inland Barge Group had a backlog of $120.0 million compared to a backlog of $177.3 million as of September 30, 2016.

The Energy Equipment Group reported revenues of $257.0 million in the fourth quarter of 2016 compared to revenues of $242.2 million in the same quarter of 2015. The increase in revenues compared to the same quarter last year was due to higher delivery volumes in the structural wind towers business partially offset by lower delivery volumes in other product lines. Operating profit and profit margin for the fourth quarter of 2016 was $29.6 million and 11.5% compared to $32.6 million and 13.5% in the same quarter last year as higher profit in our structural wind towers business was offset by lower profit from our other businesses. The backlog for structural wind towers as of December 31, 2016 was $1.1 billion compared to a backlog of $1.0 billion as of September 30, 2016. The Company added approximately $200 million in structural wind tower orders to its backlog during the fourth quarter of 2016.

The Construction Products Group reported revenues of $112.7 million in the fourth quarter of 2016 compared to revenues of $113.7 million in the fourth quarter of 2015. Operating profit and profit margin for the fourth quarter of 2016 increased to $11.4 million and 10.1% compared to operating profit and profit margin of $5.0 million and 4.4% in the fourth quarter of 2015. Revenues decreased compared to the same quarter last year primarily as a result of lower volumes in our highway products business partially offset by higher volumes in our construction aggregates business. Operating profit for the Group increased in the fourth quarter of 2016 primarily as a result of improved profit margin in our construction aggregates and highway products businesses.

Cash and Liquidity

At December 31, 2016, the Company had cash, cash equivalents, and short-term marketable securities of $798.1 million. When combined with capacity under committed credit facilities, the Company had approximately $2.1 billion of available liquidity at the end of the fourth quarter.

2

Share Repurchase

There were no shares repurchased during the fourth quarter of 2016 under the Company's current share repurchase authorization. During 2016 the Company repurchased 2,070,600 shares of common stock at a cost of $34.7 million leaving $215.4 million remaining under its current authorization through December 31, 2017.

Earnings Guidance for 2017

For the full year of 2017, the Company anticipates earnings per common diluted share of between $1.00 and $1.35.

At this time, based on the level of order inquiries and scheduled backlog production, the Rail Group expects full year 2017 deliveries of between 14,000 and 15,000.

The Company's earnings guidance for 2017 also includes expected sales of leased railcars of between $300 million and $400 million.

Actual results in 2017 may differ from present expectations and could be impacted by a number of factors including, among others, the risk factors disclosed in "Risk Factors" and "Forward-Looking Statements" in the Company's Annual Report on Form 10-K for the most recent fiscal year.

Conference Call

Trinity will hold a conference call at 11:00 a.m. Eastern on February 17, 2017 to discuss its fourth quarter and full year results. To listen to the call, please visit the Investor Relations section of the Trinity Industries website, www.trin.net and select the Conference Calls menu link. An audio replay may be accessed through the Company’s website or by dialing (402) 220-0868 until 11:59 p.m. Eastern on February 24, 2017.

Company Description

Trinity Industries, Inc., headquartered in Dallas, Texas, is a diversified industrial company that owns complementary market-leading businesses providing products and services to the energy, chemical, agriculture, transportation, and construction sectors, among others. Trinity reports its financial results in five principal business segments: the Rail Group, the Railcar Leasing and Management Services Group, the Inland Barge Group, the Construction Products Group, and the Energy Equipment Group. For more information, visit: www.trin.net.

Some statements in this release, which are not historical facts, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about Trinity's estimates, expectations, beliefs, intentions or strategies for the future, and the assumptions underlying these forward-looking statements. Trinity uses the words “anticipates,” “assumes,” “believes,” “estimates,” “expects,” “intends,” “forecasts,” “may,” “will,” “should,” “guidance,” “outlook,” and similar expressions to identify these forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from historical experience or our present expectations. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” and “Forward-Looking Statements” in the Company's Annual Report on Form 10-K for the most recent fiscal year.

3

Investor Contact:

Jessica Greiner

Vice President, Investor Relations

Trinity Corporate Services, LLC

214/631-4420

Media Contact:

Jack Todd

Vice President, Public Affairs

Trinity Industries, Inc.

214/589-8909

- TABLES TO FOLLOW -

4

Trinity Industries, Inc.

Condensed Consolidated Income Statements

(in millions, except per share amounts)

(unaudited)

	Three Months Ended December 31,
	2016			2015
Revenues	$	1,103.8		$	1,547.0
Operating costs:
Cost of revenues	841.2			1,116.1
Selling, engineering, and administrative expenses	101.9			137.1
Losses (gains) on dispositions of property:
Net gains on lease fleet sales	—			(63.3		)
Other	(2.9		)	(0.9		)
	940.2			1,189.0
Operating profit	163.6			358.0
Interest expense, net	43.7			45.3
Other, net	4.3			(1.6		)
Income before income taxes	115.6			314.3
Provision for income taxes	41.4			110.3
Net income	74.2			204.0
Net income attributable to noncontrolling interest	6.6			4.0
Net income attributable to Trinity Industries, Inc.	$	67.6		$	200.0
Net income attributable to Trinity Industries, Inc. per common share:
Basic	$	0.44		$	1.30
Diluted	$	0.44		$	1.30
Weighted average number of shares outstanding:
Basic	148.7			149.0
Diluted	149.4			149.6

Trinity is required to utilize the two-class method of accounting when calculating earnings per share as a result of unvested restricted shares that have non-forfeitable rights to dividends and are, therefore, considered to be a participating security. The unvested restricted shares are excluded from the weighted average number of shares outstanding for the purposes of determining earnings per share. The two-class method results in a lower earnings per share than is calculated from the face of the income statement. See Earnings Per Share Calculation table below.

5

Trinity Industries, Inc.

Condensed Consolidated Income Statements

(in millions, except per share amounts)

(unaudited)

	Year Ended December 31,
	2016			2015
Revenues	$	4,588.3		$	6,392.7
Operating costs:
Cost of revenues	3,456.1			4,656.2
Selling, engineering, and administrative expenses	407.4			476.4
Losses (gains) on dispositions of property:
Net gains on lease fleet sales	(13.5		)	(166.1		)
Other	(3.9		)	(12.7		)
	3,846.1			4,953.8
Operating profit	742.2			1,438.9
Interest expense, net	176.5			192.5
Other, net	(1.1		)	(5.6		)
Income before income taxes	566.8			1,252.0
Provision for income taxes	202.1			426.0
Net income	364.7			826.0
Net income attributable to noncontrolling interest	21.1			29.5
Net income attributable to Trinity Industries, Inc.	$	343.6		$	796.5
Net income attributable to Trinity Industries, Inc. per common share:
Basic	$	2.25		$	5.14
Diluted	$	2.25		$	5.08
Weighted average number of shares outstanding:
Basic	148.4			150.2
Diluted	148.6			152.2

Trinity is required to utilize the two-class method of accounting when calculating earnings per share as a result of unvested restricted shares that have non-forfeitable rights to dividends and are, therefore, considered to be a participating security. The unvested restricted shares are excluded from the weighted average number of shares outstanding for the purposes of determining earnings per share. The two-class method results in a lower earnings per share than is calculated from the face of the income statement. See Earnings Per Share Calculation table below.

6

Trinity Industries, Inc.

Condensed Segment Data

(in millions)

(unaudited)

	Three Months Ended December 31,
Revenues:	2016			2015
Rail Group	$	816.4		$	1,133.6
Construction Products Group	112.7			113.7
Inland Barge Group	75.1			147.2
Energy Equipment Group	257.0			242.2
Railcar Leasing and Management Services Group	178.2			372.7
All Other	23.9			28.3
Segment Totals before Eliminations	1,463.3			2,037.7
Eliminations - lease subsidiary	(279.8		)	(381.5		)
Eliminations - other	(79.7		)	(109.2		)
Consolidated Total	$	1,103.8		$	1,547.0
	Three Months Ended December 31,
Operating profit (loss):	2016			2015
Rail Group	$	110.3		$	267.9
Construction Products Group	11.4			5.0
Inland Barge Group	6.7			20.7
Energy Equipment Group	29.6			32.6
Railcar Leasing and Management Services Group	87.7			187.5
All Other	(5.1		)	(3.6		)
Segment Totals before Eliminations and Corporate Expenses	240.6			510.1
Corporate	(36.0		)	(53.9		)
Eliminations - lease subsidiary	(39.1		)	(95.8		)
Eliminations - other	(1.9		)	(2.4		)
Consolidated Total	$	163.6		$	358.0

7

Trinity Industries, Inc.

Condensed Segment Data

(in millions)

(unaudited)

	Year Ended December 31,
Revenues:	2016			2015
Rail Group	$	3,077.3		$	4,461.8
Construction Products Group	523.2			532.6
Inland Barge Group	403.1			652.9
Energy Equipment Group	1,012.7			1,113.7
Railcar Leasing and Management Services Group	827.0			1,104.8
All Other	92.2			112.3
Segment Totals before Eliminations	5,935.5			7,978.1
Eliminations - lease subsidiary	(1,021.9		)	(1,164.4		)
Eliminations - other	(325.3		)	(421.0		)
Consolidated Total	$	4,588.3		$	6,392.7
	Year Ended December 31,
Operating profit (loss):	2016			2015
Rail Group	$	459.9		$	931.6
Construction Products Group	72.6			54.5
Inland Barge Group	45.3			117.0
Energy Equipment Group	133.1			150.9
Railcar Leasing and Management Services Group	360.1			606.2
All Other	(18.9		)	(8.2		)
Segment Totals before Eliminations and Corporate Expenses	1,052.1			1,852.0
Corporate	(131.0		)	(152.6		)
Eliminations - lease subsidiary	(178.2		)	(259.6		)
Eliminations - other	(0.7		)	(0.9		)
Consolidated Total	$	742.2		$	1,438.9

8

Trinity Industries, Inc.

Leasing Group

Condensed Results of Operations (unaudited)

	Three Months Ended December 31,						Year Ended December 31,
	2016			2015			2016			2015
	($ in millions)
Revenues:
Leasing and management	$	178.2		$	179.0		$	700.9		$	699.9
Sales of railcars owned one year or less at the time of sale(1)	—			193.7			126.1			404.9
Total revenues	$	178.2		$	372.7		$	827.0		$	1,104.8
Operating profit:
Leasing and management	$	87.7		$	76.4		$	312.5		$	331.1
Railcar sales(1):
Railcars owned one year or less at the time of sale	—			47.8			34.1			109.0
Railcars owned more than one year at the time of sale	—			63.3			13.5			166.1
Total operating profit	$	87.7		$	187.5		$	360.1		$	606.2
Operating profit margin:
Leasing and management	49.2		%	42.7		%	44.6		%	47.3		%
Railcar sales	*			*			*			*
Total operating profit margin	49.2		%	50.3		%	43.5		%	54.9		%
Selected expense information(2):
Depreciation	$	40.7		$	36.5		$	156.2		$	142.3
Maintenance and compliance	$	19.6		$	31.4		$	104.3		$	97.3
Rent	$	10.0		$	10.3		$	39.3		$	41.6
Interest	$	30.8		$	32.0		$	125.2		$	138.8

	December 31, 2016		December 31, 2015
Leasing portfolio information:
Portfolio size (number of railcars):
Wholly-owned	60,440		52,030
Partially-owned	24,670		24,735
	85,110		76,765
Portfolio utilization	97.6	%	97.7	%

	Year Ended December 31,
	2016		2015
	(in millions)
Proceeds from sales of leased railcars:
Leasing Group:
Railcars owned one year or less at the time of sale	$	126.1	$	404.9
Railcars owned more than one year at the time of sale	37.7		514.6
Rail Group	8.1		260.5
	$	171.9	$	1,180.0

* Not meaningful

⁽¹⁾ The Company recognizes sales of railcars from the lease fleet which have been owned by the lease fleet for one year or less as revenue. Sales of railcars from the lease fleet which have been owned by the lease fleet for more than one year are recognized as a net gain or loss from the disposal of a long-term asset.

⁽²⁾Depreciation, maintenance and compliance, and rent expense are components of operating profit. Amortization of deferred profit on railcars sold from the Rail Group to the Leasing Group is included in the operating profit of the Leasing Group resulting in the recognition of depreciation expense based on the Company's original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges.

9

Trinity Industries, Inc.

Condensed Consolidated Balance Sheets

(in millions)

(unaudited)

	December 31, 2016		December 31, 2015
Cash and cash equivalents	$	563.4	$	786.0
Short-term marketable securities	234.7		84.9
Receivables, net of allowance	378.7		369.9
Income tax receivable	102.1		94.9
Inventories	665.8		943.1
Restricted cash	178.2		195.8
Net property, plant, and equipment	5,966.8		5,348.0
Goodwill	754.1		753.8
Other assets	281.5		309.5
	$	9,125.3	$	8,885.9
Accounts payable	$	156.1	$	216.8
Accrued liabilities	426.1		529.6
Debt, net of unamortized discount of $27.1 and $44.2	3,056.6		3,195.4
Deferred income	23.5		27.1
Deferred income taxes	1,072.9		752.2
Other liabilities	79.0		116.1
Stockholders' equity:
Trinity Industries, Inc.	3,918.5		3,653.9
Noncontrolling interest	392.6		394.8
	4,311.1		4,048.7
	$	9,125.3	$	8,885.9

10

Trinity Industries, Inc.

Additional Balance Sheet Information

(in millions)

(unaudited)

	December 31, 2016			December 31, 2015
Property, Plant, and Equipment
Corporate/Manufacturing:
Property, plant, and equipment	$	1,936.1		$	1,861.5
Accumulated depreciation	(974.4		)	(905.4		)
	961.7			956.1
Leasing:
Wholly-owned subsidiaries:
Machinery and other	10.7			10.7
Equipment on lease	4,673.0			3,763.5
Accumulated depreciation	(760.1		)	(647.9		)
	3,923.6			3,126.3
Partially-owned subsidiaries:
Equipment on lease	2,309.4			2,307.7
Accumulated depreciation	(429.8		)	(369.1		)
	1,879.6			1,938.6
Deferred profit on railcars sold to the Leasing Group	(948.2		)	(798.0		)
Accumulated amortization	150.1			125.0
	(798.1		)	(673.0		)
	$	5,966.8		$	5,348.0

11

Trinity Industries, Inc.

Additional Balance Sheet Information

(in millions)

(unaudited)

	December 31, 2016			December 31, 2015
Debt
Corporate - Recourse:
Revolving credit facility	$	—		$	—
Senior notes due 2024, net of unamortized discount of $0.4 and $0.4	399.6			399.6
Convertible subordinated notes, net of unamortized discount of $26.7 and $43.8	422.7			405.6
Other	—			0.5
	822.3			805.7
Less: unamortized debt issuance costs	(3.7		)	(4.7		)
	818.6			801.0
Leasing:
Wholly-owned subsidiaries:
Recourse:
Capital lease obligations, net of unamortized debt issuance costs of $0.1 and $0.1	32.0			35.7
	32.0			35.7
Non-recourse:
Secured railcar equipment notes	647.3			679.5
Warehouse facility	204.1			264.3
	851.4			943.8
Less: unamortized debt issuance costs	(11.4		)	(15.1		)
	840.0			928.7
Partially-owned subsidiaries - Non-recourse:
Secured railcar equipment notes	1,381.0			1,446.9
Less: unamortized debt issuance costs	(15.0		)	(16.9		)
	1,366.0			1,430.0
	$	3,056.6		$	3,195.4

12

Trinity Industries, Inc.

Additional Balance Sheet Information

($ in millions)

(unaudited)

	December 31, 2016			December 31, 2015
Leasing Debt Summary
Total Recourse Debt	$	32.0		$	35.7
Total Non-Recourse Debt	2,206.0			2,358.7
	$	2,238.0		$	2,394.4
Total Leasing Debt
Wholly-owned subsidiaries	$	872.0		$	964.4
Partially-owned subsidiaries	1,366.0			1,430.0
	$	2,238.0		$	2,394.4
Equipment on Lease(1)
Wholly-owned subsidiaries	$	3,923.6		$	3,126.3
Partially-owned subsidiaries	1,879.6			1,938.6
	$	5,803.2		$	5,064.9
Total Leasing Debt as a % of Equipment on Lease
Wholly-owned subsidiaries	22.2		%	30.8		%
Partially-owned subsidiaries	72.7		%	73.8		%
Combined	38.6		%	47.3		%

(1) Excludes net deferred profit on railcars sold to the Leasing Group.

13

Trinity Industries, Inc.

Condensed Consolidated Cash Flow Statements

(in millions)

(unaudited)

	Year Ended December 31,
	2016			2015
Operating activities:
Net income	$	364.7		$	826.0
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	283.0			266.4
Net gains on railcar lease fleet sales owned more than one year at the time of sale	(13.5		)	(166.1		)
Other	382.9			179.3
Changes in assets and liabilities:
(Increase) decrease in receivables	(16.0		)	(0.8		)
(Increase) decrease in inventories	273.3			128.5
Increase (decrease) in accounts payable and accrued liabilities	(165.6		)	(248.2		)
Other	(18.6		)	(45.4		)
Net cash provided by operating activities	1,090.2			939.7
Investing activities:
Proceeds from railcar lease fleet sales owned more than one year at the time of sale	37.7			514.6
Proceeds from dispositions of property	16.0			8.2
Capital expenditures - leasing, net of sold lease fleet railcars owned one year or less with a net cost of $92.0 and $295.9	(799.1		)	(833.8		)
Capital expenditures - manufacturing and other	(134.3		)	(196.0		)
(Increase) decrease in short-term marketable securities	(149.8		)	(9.9		)
Acquisitions	—			(46.2		)
Divestitures	—			51.3
Other	6.8			0.5
Net cash required by investing activities	(1,022.7		)	(511.3		)
Financing activities:
Payments to retire debt	(162.5		)	(587.2		)
Proceeds from issuance of debt	—			242.4
Shares repurchased	(34.7		)	(115.0		)
Dividends paid to common shareholders	(66.7		)	(64.9		)
Purchase of shares to satisfy employee tax on vested stock	(16.3		)	(27.5		)
Distributions to noncontrolling interest	(26.4		)	(39.2		)
Decrease in restricted cash	17.6			48.3
Other	(1.1		)	12.8
Net cash required by financing activities	(290.1		)	(530.3		)
Net decrease in cash and cash equivalents	(222.6		)	(101.9		)
Cash and cash equivalents at beginning of period	786.0			887.9
Cash and cash equivalents at end of period	$	563.4		$	786.0

14

Trinity Industries, Inc.

Earnings per Share Calculation

(in millions, except per share amounts)

(unaudited)

Basic net income attributable to Trinity Industries, Inc. per common share is computed by dividing net income attributable to Trinity remaining after allocation to unvested restricted shares by the weighted average number of basic common shares outstanding for the period.

	Three Months Ended December 31, 2016						Three Months Ended December 31, 2015
	Income			Average Shares	EPS		Income			Average Shares	EPS
Net income attributable to Trinity Industries, Inc.	$	67.6					$	200.0
Unvested restricted share participation	(1.8		)				(5.9		)
Net income attributable to Trinity Industries, Inc. - basic	65.8			148.7	$	0.44	194.1			149.0	$	1.30
Effect of dilutive securities:
Convertible subordinated notes	—			0.7			—			0.6
Net income attributable to Trinity Industries, Inc. - diluted	$	65.8		149.4	$	0.44	$	194.1		149.6	$	1.30

	Year Ended December 31, 2016						Year Ended December 31, 2015
	Income			Average Shares	EPS		Income			Average Shares	EPS
Net income attributable to Trinity Industries, Inc.	$	343.6					$	796.5
Unvested restricted share participation	(9.4		)				(24.1		)
Net income attributable to Trinity Industries, Inc. - basic	334.2			148.4	$	2.25	772.4			150.2	$	5.14
Effect of dilutive securities:
Convertible subordinated notes	—			0.2			0.3			2.0
Net income attributable to Trinity Industries, Inc. - diluted	$	334.2		148.6	$	2.25	$	772.7		152.2	$	5.08

15

Trinity Industries, Inc.

Reconciliation of EBITDA

(in millions)

(unaudited)

“EBITDA” is defined as net income plus interest expense, income taxes, and depreciation and amortization including goodwill impairment charges. EBITDA is not a calculation based on generally accepted accounting principles. The amounts included in the EBITDA calculation are, however, derived from amounts included in the historical consolidated statements of operations data. In addition, EBITDA should not be considered as an alternative to net income or operating income as an indicator of our operating performance, or as an alternative to operating cash flows as a measure of liquidity. We believe EBITDA assists investors in comparing a company’s performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA measure presented in this press release may not always be comparable to similarly titled measures by other companies due to differences in the components of the calculation.

	Three Months Ended December 31,
	2016		2015
Net income	$	74.2	$	204.0
Add:
Interest expense	45.2		45.9
Provision for income taxes	41.4		110.3
Depreciation and amortization expense	72.4		68.5
Earnings before interest expense, income taxes, and depreciation and amortization expense	$	233.2	$	428.7

	Year Ended December 31,
	2016		2015
Net income	$	364.7	$	826.0
Add:
Interest expense	181.9		194.7
Provision for income taxes	202.1		426.0
Depreciation and amortization expense	283.0		266.4
Earnings before interest expense, income taxes, and depreciation and amortization expense	$	1,031.7	$	1,713.1

- END -

16

EX-99.2

Exhibit 99.2

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of Gail M. Peck

Vice President, Finance and Treasurer

February 17, 2017

Thank you, Keith. Good morning everyone. Welcome to the Trinity Industries’ fourth quarter 2016 results conference call. I am Gail Peck, Vice President, Finance and Treasurer of Trinity. Thank you for joining us today.

Similar to the format we have used on our recent earnings call, we will begin with an update on the Highway Products litigation matter. We will then follow with our normal quarterly earnings conference call format.

Today’s speakers are:

•Theis Rice, Senior Vice President and Chief Legal Officer;

•Tim Wallace our Chairman, Chief Executive Officer and President;

•Bill McWhirter, Senior Vice President and Group President of the Construction Products, Energy Equipment, and Inland Barge Groups;

•Steve Menzies, Senior Vice President and Group President of the Rail and Railcar Leasing Groups; and

•James Perry, our Senior Vice President and Chief Financial Officer

Following their comments, we will then move to the Q&A session. Mary Henderson, our Vice President and Chief Accounting Officer, is also in the room with us today. I will now turn the call over to Theis Rice.

Theis

Tim

Bill

Steve

James

Q&A Session

Thank you, Keith. Before we conclude today's conference call, I’d like to take a minute and discuss some changes we are making in our Investor Relations program. I'm pleased to announce that Jessica Greiner will be assuming the role of Executive Director, Corporate Strategic Planning, assisting both Tim and James, and Preston Bass, who has been with Trinity for the past six years in various finance roles, will be our new Director of Investor Relations. Over the next few months, Preston will be taking on more of the lead role in our Investor Relations program while Jessica will be available to assist in the transition. For the last five years, Jessica has done a fantastic job in her role and will bring valuable insights to our strategic planning process.

And now for some housekeeping items….

A replay of today’s call will be available after one o'clock eastern standard time through midnight on February 24, 2017. The access number is (402) 220-0868. Also the replay will be available on the website located at www.trin.net.

We look forward to visiting with you again on our next conference call. Thank you for joining us this morning.

EX-99.3

Exhibit 99.3

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of S. Theis Rice

Senior Vice President and Chief Legal Officer

February 17, 2017

Thank you Gail and good morning everyone.

As previously reported, the False Claims Act judgment entered against Trinity Industries and Trinity Highway Products in June 2015 is currently on appeal to the U.S. Fifth Circuit Court of Appeals. Oral argument in the case was heard by the Court’s three judge panel on December 7, 2016. The Court could publish its decision at any time.

Trinity Industries and Trinity Highway Products have also been named in a number of other suits involving highway products that we believe are groundless, and represent opportunistic filings that seek to capitalize on the False Claims Act judgment now on appeal.

For a more detailed review of these suits, please see Note 18 to the financial statements in Trinity’s Form 10-K for the period ended December 31, 2016. Please also refer to etplusfacts.com for additional information.

I will now turn the call over to Tim.

EX-99.4

Exhibit 99.4

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of Timothy R. Wallace

Chairman, Chief Executive Officer, and President

February 17, 2017

Thank you Theis, and good morning everyone. Trinity’s 4th quarter and full year financial results were slightly better than our expectations. I am pleased with the way our people are confronting the challenges associated with today’s business environment.

A number of different factors, including the oversupply of railcars and barges in the North American market, continues to impact order volumes for new railcars and barges. The markets for these products are highly competitive and difficult to predict at this time. We are reducing production volumes in our railcar and barge manufacturing facilities and preparing for the possibility of extended downturns.

We continue to invest in leased railcars, which provide a base of earnings for our Company. During 2016, we added new leased railcars with a value of approximately $1 billion to our lease fleet, and expect to add another $500 - $600 million of asset value this year. We sold approximately $170 million of leased railcars to our Railcar Investment Vehicle platform last year, and we expect to sell another $300 - $400 million of assets this year. As most of you know, Railcar Investment Vehicles are portfolios of leased railcars developed and managed by TrinityRail that are sold to institutional investors.

Demand for the majority of our other manufactured products is being impacted by the current economic climate and political landscape. Generally speaking, we are seeing a unique mixture of uncertainty and optimism in the majority of the end markets our businesses serve. Our customers appear optimistic regarding the future of their businesses, yet they are delaying purchases of large capital equipment as they wait to see which public policies proposed by the new administration will be approved by Congress. The flexible nature of Trinity’s business model positions our company to respond when market conditions shift. Should a major infrastructure spending program be implemented, our industrial manufacturing, construction aggregates and railcar leasing businesses are positioned to capitalize on the resulting opportunities.

I am very pleased with the way Trinity’s people are collaborating throughout our enterprise. We have established an operating structure and a culture that encourages and reinforces collaborative initiatives throughout our company. All of Trinity’s businesses are interconnected in a variety of ways that benefit our customers and create value for our stakeholders. Our portfolio of businesses work well together to serve a variety of end markets, generating internal synergies that enhance each other’s performance.

We continue to look for opportunities to grow our company. During the past several years, we have invested in and continue to look for complementary businesses that serve infrastructure-related end markets adjacent to our existing businesses. We are interested in businesses that have products, services, technology and competencies that will enrich our portfolio. Today, there is a lot of capital in the market looking for acquisitions. As a result, market valuations continue to be high. We are disciplined in our approach and have the patience to wait until we believe the situation and timing are right before taking action.

Overall, I am pleased with our Company’s ability to successfully transition as market conditions shift. We strive to do our best in every market environment, and constantly work at strengthening our Company’s competitive positioning.

I will now turn it over to Bill for his comments.

EX-99.5

Exhibit 99.5

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of William A. McWhirter II,

Senior Vice President and Group President

Construction Products, Energy Equipment and Inland Barge Groups

February 17, 2017

Thank you Tim and good morning everyone.     

The performance of our Inland Barge Group during the fourth quarter reflects ongoing weak demand for barges that transport goods along the inland waterways. Year-over-year revenue and profit declined during the quarter due to fewer barge deliveries and changes in product mix. We received $18 million in barge orders during the fourth quarter compared to $190 million during the same quarter in 2015, bringing the total backlog to $120 million. We have rationalized our manufacturing footprint and now have two facilities operating.

The current weak demand environment follows multiple years of strong demand. The large number of barges manufactured during that time period, coupled with other freight movement factors, has resulted in available barges exceeding demand. Our customers are cautiously optimistic that fleet utilization will begin to improve later this year.

At this time, we are projecting a decline in revenues during 2017 of approximately 50%, and significantly lower operating profit. As we progress through the year, we expect operating performance to deteriorate to essentially a breakeven run rate. We have the manufacturing flexibility to respond quickly should demand improve.

The financial performance of the Energy Equipment Group during the fourth quarter reflects mixed demand conditions for the end markets we serve. The year-over-year increase in quarterly revenue for this group was primarily due to higher volumes in our wind towers business. The decline in quarterly operating profit was primarily due to weak results in our businesses that serve the oil and gas markets.

During 2016, the wind towers business received $1.2 billion of orders, including approximately $200 million added to the backlog in the fourth quarter. Our wind tower backlog now totals $1.1 billion providing production visibility and continuity for this business.

The production tax credit, along with improved wind turbine technology, is expected to encourage new wind farm installations during the next few years. However, as the tax credit phases out, the entire supply chain is challenged to reduce costs, resulting in significant margin pressure.

During the fourth quarter, we saw further evidence of a potential increase in demand for utility structures. However, pricing continues to be highly competitive.

As a result of these continued headwinds we expect revenues to be down slightly in 2017 for the total Energy Group compared to 2016, and operating margins to be compressed.

Moving to our Construction Products Group…

This Group achieved record operating profit in 2016 on revenues similar to 2015. The Construction Products Group’s financial results stemmed from a strong performance in our construction aggregates business and improved margins in our highway products business.

Demand for construction aggregates is strong primarily due to infrastructure-related work within our primary markets in the Southwestern U.S. We continue to look for opportunities to expand the market positions of this business.

Our highway products business is performing well. Funding initiatives at the Federal and State level are driving commitments to longer-term highway projects. We see opportunities for this segment should Congress pass a large infrastructure bill, as has been discussed by the new administration.

In closing, I am pleased with how our businesses are responding to mixed demand conditions.

And now, I will turn the presentation over to Steve.

EX-99.6

Exhibit 99.6

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of D. Stephen Menzies

Senior Vice President and Group President

Rail and Railcar Leasing Groups

February 17, 2017

Thank you, Bill, good morning!

TrinityRail’s performance for the fourth quarter met our expectations. Throughout 2016, our team did an outstanding job transitioning as market conditions deteriorated within the North American railcar industry. Our Rail Group achieved a 14.9% operating profit margin on deliveries of 27,240 railcars in 2016. The Leasing Group delivered a solid financial performance in 2016 driven by lease fleet growth, high lease fleet utilization, and disciplined cost management initiatives. TrinityRail’s performance reflects the strength of our integrated railcar manufacturing, leasing and services business model, and our operating and financial flexibility.

Declining railcar loadings through most of 2016, a large number of idle railcars, excess railcar production capacity and a sluggish industrial economy have resulted in challenging railcar market dynamics. Industry-wide new railcar orders decelerated throughout the year, totaling approximately 22,880 railcars in 2016, the lowest level since 2009 and well below the considered replacement rate for the North American railcar fleet. During the fourth quarter, Trinity’s Rail Group received orders totaling 1,985 railcars primarily from industrial shippers and railroads. Pricing pressure on fourth quarter railcar orders continued to reflect the weakness of most markets.

New railcar order inquiries are very weak thus far in 2017. Although, the general uncertainty exhibited by our customers in making capital investment decisions seems to be paired with a sense of optimism stemming from potential stimulative economic and regulatory policies of the new administration. However, it is too early to project the timing of a railcar market recovery. Further, it is unlikely that we will experience meaningful railcar demand improvement until railcar loadings demonstrate sustained increases and the overhang of surplus railcars is greatly reduced.

During the fourth quarter, TrinityRail delivered 7,435 railcars. As expected, weaker pricing, product mix changes, and costs associated with aligning our manufacturing footprint for a lower volume of deliveries in 2017 resulted in a 13.5% operating margin during the fourth quarter.

Our total railcar order backlog at the end of 2016 totaled 29,220 railcars, valued at approximately $3.0 billion. We place a high value on the visibility our backlog provides. Our backlog visibility allows for effective production planning. At this time last year, we guided to 27,000 railcar deliveries and a 15% margin for 2016 - right in-line with our actual performance. The backlog value includes an adjustment to the pricing of railcars under our long-term agreement with GATX. Pursuant to the long term agreement executed in 2014 with GATX, the market pricing adjustment applies to railcars for delivery beginning in 2018.

At the end of the fourth quarter, we had approximately 7,725 railcars in our order backlog intended for use in the frac sand market. As we mentioned on our last earnings call, 850 of those railcars are included in our 2017 production plans. Beyond 2017, the remaining railcars for frac sand service in our backlog include approximately 3,600 in 2018, and the remainder between 2019 and 2021. We continue to monitor this market very closely and are encouraged by signs of improving fundamentals for the demand for frac sand created

by increased drilling and greater amounts of sand used in fracking operations. Our operational flexibility enables our team to respond to very challenging and dynamic industry conditions.

On our last earnings call, we provided first-half 2017 delivery guidance of between approximately 7,000 and 8,000 railcars. For the full-year, we currently anticipate new railcar deliveries of between 14,000 and 15,000 railcars and an operating margin of 8 % in the Rail Group. We expect our operating margin to decline in the second half of the year reflecting continued slowing of production and the mix and pricing of railcars in our planned production schedule. At year end, we have sold or lease commitments for approximately 85% of the planned production slots in 2017. Our margin guidance, year-over-year, reflects a 47% decline due to lost operating leverage. We are also assuming that current market conditions will persist throughout 2017. I am confident our operations team will continue to execute with a high level of skill as we optimize our production footprint while maintaining flexibility to accommodate potential improvement in demand.

I am pleased with the operating improvements and flexibility of our expanded maintenance services capabilities. Our team is conducting HM-251 modifications while also providing regulatory compliance services for an increasing portion of our owned and managed lease fleets. We are making modifications to our lease fleet and modifications for third-parties. We continue to engage in dialogue with our customers regarding HM-251 modifications and are experiencing an increase in inquiries from customers. At the end of the fourth quarter, we had approximately 12,100 railcars operating in flammable service in our lease fleet that are impacted by HM-251 regulations, including approximately 25% that were in crude service. Approximately 2,100 of our railcars in flammable service have already been modified or were manufactured under the new standard, leaving 10,000 railcars that are subject to future compliance dates, with more than 90% of those dates occurring in 2023 and beyond.

The Leasing Group performed very well in the fourth quarter, contributing to a solid year while facing deteriorating market conditions. The scale and diversification of our owned and managed lease fleet of 103,840 railcars are providing a valuable base of earnings and cash flow to the company as railcar manufacturing profits decline. Revenue from operations in the fourth quarter was essentially flat year-over-year while profit from operations increased approximately 14.8%. New railcar fleet additions and effective management of fleet maintenance costs offset lease rate renewal declines that occurred during the year.. Utilization for the lease fleet increased sequentially at the end of the year to 97.6%. We continue to focus on maintaining high fleet utilization and keeping lease renewal terms comparatively short as we anticipate the opportunity to reprice assets in a more favorable future market environment. We will also continue to grow our lease fleet in 2017. At the end of 2016, our committed leased railcar backlog stood at 9,100 railcars with a value of $850 million which extends into 2021.

While we continue to expect railcar leasing fundamentals to remain challenging in 2017, our lease fleet is very well positioned to withstand the current market environment. With an average remaining lease term of 3.5 years, lease expirations in 2017 and 2018 are within a manageable range and consistent with recent prior years. As I mentioned, we are beginning to experience some firming in utilization and renewal rates at existing pricing levels. We expect revenue and profit from leasing operations to be relatively flat year over year.

Secondary markets continue to reflect strong valuations of leased railcar assets given the high interest level from financial institutions. We are planning leased railcar sales through the RIV platform during 2017 totaling $300-400 million. We will continue to balance investment demand from institutional investors with the growth of our wholly owned lease fleet.

In summary, the Rail Group and Leasing and Management Services Group are well prepared to execute in the current uncertain market environment. The consistency of the earnings contribution from our Leasing

operations and the flexibility our RIV platform provides reflect the value of the leasing strategy for TrinityRail and the Company. In our 2017 operating plan we are focused on optimizing our production efficiency at reduced production levels, and maintaining lease fleet utilization while continuing to invest in our lease fleet, product development and manufacturing processes and systems. The investments we have made in our lease fleet and our operating capabilities position us toward elevating TrinityRail’s performance throughout the entire business cycle.

I will now turn it over to James for his remarks.

EX-99.7

Exhibit 99.7

Trinity Industries, Inc.

Earnings Release Conference Call

Comments of James E. Perry

Senior Vice President and Chief Financial Officer

February 17, 2017

Thank you, Steve and good morning everyone.

Yesterday, we announced our results for the fourth quarter of 2016. For the quarter, the Company reported revenues of more than $1.1 billion and earnings per share of $0.44 compared to revenues of more than $1.5 billion and EPS of $1.30 for the fourth quarter of 2015. The quarterly results were slightly ahead of the expectations that we had previously provided, as most of our businesses performed well during the quarter, given the market conditions.

In the fourth quarter, as expected, we did not sell any portfolios of leased railcars. This impacted our year-over-year results as $480 million in sales of leased railcars during the same quarter in 2015 generated $0.58 of EPS.

For the full year 2016, we generated revenues of almost $4.6 billion and EPS of $2.25 compared to record revenues and EPS of $6.4 billion and $5.08 in 2015. During 2015, our EPS included $1.45 of earnings from the sale of leased railcars compared to $0.21 in 2016.

On a year-over-year basis, for both the fourth quarter and full year, the decline in our results reflect volume reductions in our rail and barge manufacturing businesses, changes in product mix, a lower level of sales of leased railcars, and ongoing uncertainty in the industrial economy.

During 2016, we continued to invest in our railcar lease fleet, our manufacturing operations and our

corporate infrastructure, as well as continuing to return capital to our shareholders.

During the fourth quarter, we invested in new railcars for our wholly-owned lease fleet with a value of $280 million, bringing our year-to-date total to just over $1 billion. The net cash investment in our wholly-owned fleet totaled $719 million in 2016, after taking into account $172 million of sales of leased railcars during the year and the corresponding deferred profit on railcars added to our lease fleet.

Investing in leased railcars has been an effective means for deploying our capital.  The short-term yield on leased railcars is attractive compared to other cash investment options, and our investments in leased railcars are potential sources of liquidity that enhance our financial flexibility.  The valuations of portfolios of leased railcars and railcar leasing operating platforms recently obtained in the market underscore the value of the investments we have made in this business.

During the fourth quarter, we invested $33 million in capital expenditures across our manufacturing businesses and at the corporate level, bringing the full-year investment total to $134 million.

During 2016, we paid $67 million in dividends and repurchased $35 million of our common stock for a total of more than $100 million. No share repurchase activity occurred during the fourth quarter, leaving us with $215 million of available authorization to repurchase shares through the end of 2017.

Our balance sheet is very strong with a high level of liquidity. At the end of the year, our cash, cash equivalents and short-term marketable securities totaled $800 million, essentially off-setting the recourse debt on our balance sheet. Available committed credit capacity under our $600 million corporate revolver and our $1 billion leasing warehouse facility totaled $1.3 billion at year-end, net of outstandings. Combined with cash instruments, our available liquidity position was $2.1 billion.

At year-end, we owned more than $2.4 billion of unencumbered leased railcars, bringing the loan-to-value on our wholly-owned lease fleet to 22%. This level of loan-to-value is low for a stand-alone leasing business and provides a very high level of financial flexibility to package these assets into a Railcar Investment Vehicle, sell them in the secondary market, or use them to support a secured financing. This flexibility is a key asset in the current economic environment.

Now, I will move to our guidance for 2017.

In our press release yesterday, we provided full year 2017 earnings guidance of $1.00 to $1.35 that now includes profit from the sales of leased railcars. Previously, in October, we provided first half 2017 earnings guidance of $0.45 to $0.60 for our operations that did not include any sales of leased railcars. We still expect our operations earnings to be within this range for the first half, but anticipate the level of EPS from operations to be lower in the second half of the year.

We anticipate total Company revenues, excluding sales of leased railcars, of approximately $3.4 billion in 2017.

Our full-year EPS guidance includes the following corporate-level assumptions:

•A tax rate of approximately 36%;

•Corporate expenses of between $130 million and $140 million;

•A reduction of three cents per share due to the two-class method of accounting, compared to calculating Trinity’s EPS directly from the face of the income statement;

•A reduction of two cents per share due to our non-controlling interest in the partially-owned lease fleet; and

•Dilution from the convertible notes of one cent per share, based on the current stock price.

As Steve mentioned, we expect our Rail Group to deliver 14,000 to 15,000 railcars in 2017. We expect Rail Group revenues of approximately $1.6 billion during 2017 with an operating margin of 8%, reflecting lower pricing of the railcars in our backlog due to market conditions as well as the product mix.

In 2017, we expect to eliminate $480 million of the Rail Group’s revenues due to sales to our leasing company. We expect to defer $55 million of operating profit from these sales. These revenue eliminations and profit deferrals result from the accounting treatment of sales from our railcar manufacturing company to our railcar leasing company.

We project Energy Equipment Group revenues of approximately $1 billion with an operating margin of 10% for the full year.

We anticipate revenues of $520 million for our Construction Products Group in 2017 with an operating margin of 14%.

For the Inland Barge Group, we expect revenues of $210 million and operating margin of 4% in 2017, both down substantially year-over-year. As Bill mentioned, overall demand conditions in the barge business are

at historically weak levels, and we have optimized our footprint accordingly. Our remaining two facilities have high levels of operating flexibility and can respond quickly should market demand shift.

In 2017, we expect our Leasing Group to record operating revenues, excluding sales of leased railcars, of $710 million with profit from operations of $295 million.

Our current full year guidance includes sales of leased railcars of $300 million to $400 million. We do not expect any of these sales to occur in the first quarter. The profit from these sales is incorporated into our EPS guidance range. As previously noted, we are balancing the long-term returns generated by retaining leased railcars in our wholly-owned fleet with the returns achievable through portfolio sales. The earnings and cash flow that our leased railcars generate while in our fleet are especially beneficial during down cycles in the industrial economy.

In terms of investment during 2017, we expect manufacturing and corporate capital expenditures in the range of $100 million to $140 million. We anticipate a net investment in our wholly-owned lease fleet of between $140 million and $240 million, after taking into account the proceeds from sales of leased railcars. This guidance range includes a modest level of opportunistic purchases of railcars in the secondary market.

As we indicated in our press release yesterday, actual results in 2017 may differ from present expectations and could be impacted by a number of factors including, among others, the “Risk Factors” and “Forward-Looking Statements” as disclosed in our 10-K.

We have historically built high cash balances and liquidity during strong markets so we can operate from a position of strength during economic downturns. Our current balance sheet reflects that focus, and we are actively seeking ways to enhance shareholder value through our investments as we pursue our vision of being a premier diversified industrial company.

Our operator will now prepare us for the question and answer session.

-- Q&A Session --