10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)
☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2019

	OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________ .

Commission File Number 1-6903

(Exact name of registrant as specified in its charter)

Delaware		75-0225040
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)
2525 N. Stemmons Freeway
Dallas,	Texas	75207-2401
(Address of principal executive offices)		(Zip Code)

(214) 631-4420

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	TRN	New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ  No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes þ   No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer þ Accelerated filer ¨ Non-accelerated filer ¨

Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐ No þ

At October 17, 2019, the number of shares of common stock, $0.01 par value, outstanding was 122,685,077.

TRINITY INDUSTRIES, INC.

FORM 10-Q

TABLE OF CONTENTS

Caption	Page
PART I FINANCIAL INFORMATION
Item 1. Financial Statements	3
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	38
Item 3. Quantitative and Qualitative Disclosures About Market Risk	51
Item 4. Controls and Procedures	52
PART II OTHER INFORMATION
Item 1. Legal Proceedings	53
Item 1A. Risk Factors	53
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	53
Item 3. Defaults Upon Senior Securities	53
Item 4. Mine Safety Disclosures	53
Item 5. Other Information	53
Item 6. Exhibits	54
SIGNATURES	55

2

PART I

Item 1. Financial Statements

Trinity Industries, Inc. and Subsidiaries

Consolidated Statements of Operations

(unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions, except per share amounts)
Revenues:
Manufacturing	$	487.4		$	379.7		$	1,351.1		$	1,159.4
Leasing	326.2			227.2			803.3			614.7
	813.6			606.9			2,154.4			1,774.1
Operating costs:
Cost of revenues:
Manufacturing	430.7			333.5			1,181.9			1,003.4
Leasing	218.4			133.0			509.1			344.9
	649.1			466.5			1,691.0			1,348.3
Selling, engineering, and administrative expenses:
Manufacturing	27.5			26.3			77.2			72.9
Leasing	10.7			11.9			36.2			36.7
Other	23.9			37.4			78.1			115.0
	62.1			75.6			191.5			224.6
Gains (losses) on dispositions of property:
Net gains on railcar lease fleet sales owned more than one year at the time of sale	18.1			9.4			44.7			21.0
Other	(0.2		)	1.0			2.5			3.1
	17.9			10.4			47.2			24.1
Total operating profit	120.3			75.2			319.1			225.3
Other (income) expense:
Interest income	(1.8		)	(2.4		)	(4.7		)	(10.0		)
Interest expense	55.8			42.8			165.5			132.9
Other, net	—			(0.4		)	0.2			(3.5		)
	54.0			40.0			161.0			119.4
Income from continuing operations before income taxes	66.3			35.2			158.1			105.9
Provision for income taxes	18.2			6.7			41.2			24.9
Income from continuing operations	48.1			28.5			116.9			81.0
Income (loss) from discontinued operations, net of provision (benefit) for income taxes of $(0.1), $4.0, $(0.6), and $21.2	(0.4		)	(0.2		)	(2.3		)	54.4
Net income	47.7			28.3			114.6			135.4
Net income (loss) attributable to noncontrolling interest	(1.3		)	0.6			(1.4		)	3.4
Net income attributable to Trinity Industries, Inc.	$	49.0		$	27.7		$	116.0		$	132.0
Basic earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.91		$	0.52
Income (loss) from discontinued operations	—			—			(0.02		)	0.37
Basic net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.89		$	0.89
Diluted earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.90		$	0.51
Income (loss) from discontinued operations	—			—			(0.02		)	0.36
Diluted net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.88		$	0.87
Weighted average number of shares outstanding:
Basic	124.7			145.0			127.6			146.1
Diluted	126.0			145.8			129.2			148.8

See accompanying notes to Consolidated Financial Statements.

3

Trinity Industries, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(unaudited)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2019			2018		2019			2018
	(in millions)
Net income	$	47.7		$	28.3	$	114.6		$	135.4
Other comprehensive income (loss):
Derivative financial instruments:
Unrealized (losses) gains arising during the period, net of tax benefit of $1.4, $-, $5.6, and $-	(4.6		)	0.2		(18.1		)	0.1
Reclassification adjustments for losses included in net income, net of tax benefit of $0.3, $0.2, $0.7, and $0.1	1.0			0.4		2.9			1.7
Currency translation adjustment	—			0.5		—			(1.0		)
Defined benefit plans:
Amortization of net actuarial losses, net of tax benefit of $0.3, $0.3, $0.9, and $0.9	0.9			1.0		2.5			2.7
	(2.7		)	2.1		(12.7		)	3.5
Comprehensive income	45.0			30.4		101.9			138.9
Less: comprehensive income (loss) attributable to noncontrolling interest	(0.9		)	0.9		(0.4		)	4.5
Comprehensive income attributable to Trinity Industries, Inc.	$	45.9		$	29.5	$	102.3		$	134.4

See accompanying notes to Consolidated Financial Statements.

4

Trinity Industries, Inc. and Subsidiaries

Consolidated Balance Sheets

	September 30, 2019			December 31, 2018
	(unaudited)
	(in millions)
ASSETS
Cash and cash equivalents	$	97.6		$	179.2
Receivables, net of allowance	304.7			276.6
Income tax receivable	21.1			40.4
Inventories:
Raw materials and supplies	342.2			342.5
Work in process	189.0			119.3
Finished goods	101.7			62.9
	632.9			524.7
Restricted cash, including partially-owned subsidiaries of $30.9 and $36.6	117.5			171.6
Property, plant, and equipment, at cost, including partially-owned subsidiaries of $2,057.5 and $2,032.0	9,011.8			8,253.4
Less accumulated depreciation, including partially-owned subsidiaries of $513.6 and $472.0	(2,095.1		)	(1,919.0		)
	6,916.7			6,334.4
Goodwill	208.8			208.8
Other assets	343.8			253.5
Total assets	$	8,643.1		$	7,989.2
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	$	250.8		$	212.1
Accrued liabilities	368.9			368.3
Debt:
Recourse	472.7			397.4
Non-recourse:
Wholly-owned subsidiaries	2,923.2			2,316.6
Partially-owned subsidiaries	1,289.3			1,315.2
	4,685.2			4,029.2
Deferred income	—			17.7
Deferred income taxes	784.1			743.1
Other liabilities	94.8			56.8
Total liabilities	6,183.8			5,427.2
Preferred stock – 1.5 shares authorized and unissued	—			—
Common stock – 400.0 shares authorized	1.3			1.3
Capital in excess of par value	—			1.2
Retained earnings	2,342.1			2,326.1
Accumulated other comprehensive loss	(130.5		)	(116.8		)
Treasury stock	(102.3		)	(1.0		)
	2,110.6			2,210.8
Noncontrolling interest	348.7			351.2
Total stockholders' equity	2,459.3			2,562.0
Total liabilities and stockholders' equity	$	8,643.1		$	7,989.2

See accompanying notes to Consolidated Financial Statements.

5

Trinity Industries, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(unaudited)

	Nine Months Ended September 30,
	2019			2018
	(in millions)
Operating activities:
Net income	$	114.6		$	135.4
(Income) loss from discontinued operations, net of income taxes	2.3			(54.4		)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	210.5			184.3
Stock-based compensation expense	21.4			21.8
Provision for deferred income taxes	38.5			36.4
Net gains on railcar lease fleet sales owned more than one year at the time of sale	(44.7		)	(21.0		)
Gains on dispositions of property and other assets	(2.5		)	(3.1		)
Non-cash interest expense	10.4			15.0
Other	(4.3		)	(1.3		)
Changes in operating assets and liabilities:
(Increase) decrease in receivables	(8.8		)	(34.4		)
(Increase) decrease in inventories	(108.2		)	(78.5		)
(Increase) decrease in other assets	(68.6		)	(56.5		)
Increase (decrease) in accounts payable	38.7			39.2
Increase (decrease) in accrued liabilities	(28.8		)	(2.8		)
Increase (decrease) in other liabilities	(6.5		)	(0.6		)
Net cash provided by operating activities – continuing operations	164.0			179.5
Net cash provided by operating activities – discontinued operations	—			140.4
Net cash provided by operating activities	164.0			319.9
Investing activities:
Decrease in short-term marketable securities	—			319.5
Proceeds from dispositions of property and other assets	19.5			6.9
Proceeds from railcar lease fleet sales owned more than one year at the time of sale	175.0			123.4
Capital expenditures – leasing, net of sold lease fleet railcars owned one year or less with a net cost of $210.3 and $63.2	(854.3		)	(675.8		)
Capital expenditures – manufacturing and other	(63.3		)	(30.0		)
Other	(0.2		)	(1.9		)
Net cash used in investing activities – continuing operations	(723.3		)	(257.9		)
Net cash used in investing activities – discontinued operations	—			(53.1		)
Net cash used in investing activities	(723.3		)	(311.0		)
Financing activities:
Payments to retire debt	(1,360.8		)	(738.9		)
Proceeds from issuance of debt	2,010.2			561.3
Shares repurchased	(154.9		)	(156.1		)
Dividends paid to common shareholders	(60.8		)	(58.1		)
Purchase of shares to satisfy employee tax on vested stock	(8.0		)	(11.5		)
Distributions to noncontrolling interest	(2.1		)	(10.3		)
Other	—			(3.2		)
Net cash provided by (used in) financing activities	423.6			(416.8		)
Net decrease in cash, cash equivalents, and restricted cash	(135.7		)	(407.9		)
Cash, cash equivalents, and restricted cash at beginning of period	350.8			973.8
Cash, cash equivalents, and restricted cash at end of period	$	215.1		$	565.9

See accompanying notes to Consolidated Financial Statements.

6

Trinity Industries, Inc. and Subsidiaries

Consolidated Statements of Stockholders' Equity

(unaudited)

	Common Stock				Capital in Excess of Par Value			Retained Earnings			Accumulated Other Comprehensive Loss			Treasury Stock					Trinity Stockholders’ Equity			Noncontrolling Interest			Total Stockholders’ Equity
	Shares		$0.01 Par Value											Shares		Amount
	(in millions, except par value and per common share amounts)
Balances at December 31, 2018	133.3		$	1.3	$	1.2		$	2,326.1		$	(116.8	)	(0.1	)	$	(1.0	)	$	2,210.8		$	351.2		$	2,562.0
Net income	—		—		—			30.6			—			—		—			30.6			(0.5		)	30.1
Other comprehensive (loss) income	—		—		—			—			(4.1		)	—		—			(4.1		)	0.3			(3.8		)
Cash dividends declared on common stock     ($0.17 per common share)	—		—		—			(22.3		)	—			—		—			(22.3		)	—			(22.3		)
Stock-based compensation expense	—		—		5.5			—			—			—		—			5.5			—			5.5
Shares repurchased	—		—		70.0			—			—			(3.5	)	(89.0		)	(19.0		)	—			(19.0		)
Other restricted share activity	—		—		0.6			—			—			—		(1.1		)	(0.5		)	—			(0.5		)
Distributions to noncontrolling interest	—		—		—			—			—			—		—			—			(0.4		)	(0.4		)
Cumulative effect of adopting new accounting standard	—		—		—			13.7			—			—		—			13.7			—			13.7
Other	—		—		—			(0.2		)	—			—		—			(0.2		)	—			(0.2		)
Balances at March 31, 2019	133.3		$	1.3	$	77.3		$	2,347.9		$	(120.9	)	(3.6	)	$	(91.1	)	$	2,214.5		$	350.6		$	2,565.1
Net income	—		—		—			36.4			—			—		—			36.4			0.4			36.8
Other comprehensive (loss) income	—		—		—			—			(6.5		)	—		—			(6.5		)	0.3			(6.2		)
Cash dividends declared on common stock     ($0.17 per common share)	—		—		—			(21.6		)	—			—		—			(21.6		)	—			(21.6		)
Stock-based compensation expense	—		—		7.5			—			—			—		—			7.5			—			7.5
Shares repurchased	—		—		—			—			—			(2.1	)	(44.0		)	(44.0		)	—			(44.0		)
Other restricted share activity	0.7		—		1.0			—			—			(0.5	)	(8.5		)	(7.5		)	—			(7.5		)
Distributions to noncontrolling interest	—		—		—			—			—			—		—			—			(0.5		)	(0.5		)
Retirement of treasury stock	(6.1	)	—		(85.8		)	(56.9		)	—			6.1		142.7			—			—			—
Balances at June 30, 2019	127.9		$	1.3	$	—		$	2,305.8		$	(127.4	)	(0.1	)	$	(0.9	)	$	2,178.8		$	350.8		$	2,529.6
Net income	—		—		—			49.0			—			—		—			49.0			(1.3		)	47.7
Other comprehensive (loss) income	—		—		—			—			(3.1		)	—		—			(3.1		)	0.4			(2.7		)
Cash dividends declared on common stock     ($0.17 per common share)	—		—		—			(21.3		)	—			—		—			(21.3		)	—			(21.3		)
Stock-based compensation expense	—		—		8.4			—			—			—		—			8.4			—			8.4
Shares repurchased	—		—		(8.6		)	8.6			—			(5.2	)	(100.9		)	(100.9		)	—			(100.9		)
Other restricted share activity	—		—		0.2			—			—			—		(0.5		)	(0.3		)	—			(0.3		)
Distributions to noncontrolling interest	—		—		—			—			—			—		—			—			(1.2		)	(1.2		)
Balances at September 30, 2019	127.9		$	1.3	$	—		$	2,342.1		$	(130.5	)	(5.3	)	$	(102.3	)	$	2,110.6		$	348.7		$	2,459.3

See accompanying notes to Consolidated Financial Statements.

7

	Common Stock					Capital in Excess of Par Value			Retained Earnings			Accumulated Other Comprehensive Loss			Treasury Stock					Trinity Stockholders’ Equity			Noncontrolling Interest			Total Stockholders’ Equity
	Shares		$0.01 Par Value												Shares		Amount
	(in millions, except par value and per common share amounts)
Balances at    December 31, 2017	150.9		$	1.6		$	482.5		$	4,123.4		$	(104.8	)	(0.1	)	$	(1.6	)	$	4,501.1		$	356.9		$	4,858.0
Net income	—		—			—			40.2			—			—		—			40.2			1.4			41.6
Other comprehensive income	—		—			—			—			1.5			—		—			1.5			0.4			1.9
Cash dividends declared on common stock     ($0.13 per common share)	—		—			—			(19.4		)	—			—		—			(19.4		)	—			(19.4		)
Stock-based compensation expense	—		—			6.2			—			—			—		—			6.2			—			6.2
Shares repurchased	—		—			—			—			—			(1.5	)	(50.0		)	(50.0		)	—			(50.0		)
Stock options exercised	—		—			0.1			—			—			—		—			0.1			—			0.1
Other restricted share activity	—		—			3.9			—			—			(0.1	)	(1.9		)	2.0			—			2.0
Distributions to noncontrolling interest	—		—			—			—			—			—		—			—			(5.8		)	(5.8		)
Cumulative effect of adopting new accounting standard	—		—			—			18.7			(18.7		)	—		—			—			—			—
Balances at    March 31, 2018	150.9		$	1.6		$	492.7		$	4,162.9		$	(122.0	)	(1.7	)	$	(53.5	)	$	4,481.7		$	352.9		$	4,834.6
Net income	—		—			—			64.1			—			—		—			64.1			1.4			65.5
Other comprehensive income	—		—			—			—			(0.9		)	—		—			(0.9		)	0.4			(0.5		)
Cash dividends declared on common stock     ($0.13 per common share)	—		—			—			(19.6		)	—			—		—			(19.6		)	—			(19.6		)
Stock-based compensation expense	—		—			8.0			—			—			—		—			8.0			—			8.0
Shares repurchased	—		—			—			—			—			(1.5	)	(50.1		)	(50.1		)	—			(50.1		)
Other restricted share activity	0.2		—			4.2			—			—			(0.3	)	(12.8		)	(8.6		)	—			(8.6		)
Distributions to noncontrolling interest	—		—			—			—			—			—		—			—			(4.5		)	(4.5		)
Retirement of treasury stock	(3.4	)	—			(114.8		)	—			—			3.4		114.8			—			—			—
Redemption of convertible subordinated notes	—		—			(152.9		)	—			—			—		—			(152.9		)	—			(152.9		)
Other	—		(0.1		)	—			—			—			—		—			(0.1		)	—			(0.1		)
Balances at    June 30, 2018	147.7		$	1.5		$	237.2		$	4,207.4		$	(122.9	)	(0.1	)	$	(1.6	)	$	4,321.6		$	350.2		$	4,671.8
Net income	—		—			—			27.7			—			—		—			27.7			0.6			28.3
Other comprehensive income	—		—			—			—			1.8			—		—			1.8			0.3			2.1
Cash dividends declared on common stock ($0.13 per common share)	—		—			—			(19.0		)	—			—		—			(19.0		)	—			(19.0		)
Stock-based compensation expense	—		—			7.6			—			—			—		—			7.6			—			7.6
Shares repurchased	—		—			—			—			—			(1.4	)	(50.0		)	(50.0		)	—			(50.0		)
Other restricted share activity	—		—			5.4			—			—			—		(2.8		)	2.6			—			2.6
Balances at    September 30, 2018	147.7		$	1.5		$	250.2		$	4,216.1		$	(121.1	)	(1.5	)	$	(54.4	)	$	4,292.3		$	351.1		$	4,643.4

See accompanying notes to Consolidated Financial Statements.

8

Trinity Industries, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

(Unaudited)

Note 1. Summary of Significant Accounting Policies

Basis of Presentation

The foregoing Consolidated Financial Statements are unaudited and have been prepared from the books and records of Trinity Industries, Inc. and its consolidated subsidiaries (“Trinity,” “Company,” “we,” “our,” or "us") including the accounts of our wholly-owned subsidiaries and partially-owned subsidiaries, TRIP Rail Holdings LLC (“TRIP Holdings”) and RIV 2013 Rail Holdings LLC ("RIV 2013"), in which we have a controlling interest. In our opinion, all normal and recurring adjustments necessary for a fair presentation of our financial position as of September 30, 2019, and the results of operations for the three and nine months ended September 30, 2019 and 2018, and cash flows for the nine months ended September 30, 2019 and 2018, have been made in conformity with generally accepted accounting principles. All significant intercompany accounts and transactions have been eliminated. Certain prior year balances have been reclassified to conform to the 2019 presentation.

Due to seasonal and other factors, the results of operations for the nine months ended September 30, 2019 may not be indicative of expected results of operations for the year ending December 31, 2019. These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with our audited Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2018.

Spin-off of Arcosa, Inc.

On November 1, 2018, we completed the separation of Trinity Industries, Inc. into two public companies: (1) Trinity Industries, Inc., comprised primarily of Trinity’s rail-related businesses, which are leading providers of railcar products and services in North America, and (2) Arcosa, Inc. ("Arcosa"), a new public company focused on infrastructure-related products and services. The separation was effected through a pro rata dividend to Trinity's shareholders of all outstanding Arcosa shares and was structured to qualify as a tax-free distribution for federal income tax purposes. Following the distribution, Arcosa became an independent, publicly-traded company on the New York Stock Exchange. Trinity did not retain an ownership interest in Arcosa following the completion of the spin-off transaction.

Upon completion of the spin-off transaction on November 1, 2018, the accounting requirements for reporting Arcosa as a discontinued operation were met. Accordingly, Arcosa's results of operations are presented as discontinued operations for all periods in this Quarterly Report on Form 10-Q. See Note 2 for further information related to the spin-off transaction.

Revenue Recognition

Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. We recognize revenue when we satisfy a performance obligation by transferring control over a product or service to a customer. Payments for our products and services are generally due within normal commercial terms. The following is a description of principal activities from which we generate our revenue, separated by reportable segments. See Note 4 for a further discussion regarding our reportable segments.

Railcar Leasing and Management Services Group

In our Railcar Leasing and Management Services Group ("Leasing Group"), revenue from rentals and operating leases, including contracts that contain non-level fixed lease payments, is recognized monthly on a straight-line basis. Leases not classified as operating leases are generally considered sales-type leases as a result of an option to purchase.

We review our operating lease receivables for collectibility on a regular basis, taking into consideration changes in factors such as the lessee’s payment history, the financial condition of the lessee, and business and economic conditions in the industry in which the lessee operates. In the event that the collectibility of a receivable with respect to any lessee is no longer probable, we de-recognize the revenue and related receivable and recognize future revenue only when the lessee makes a rental payment. Contingent rents are recognized when the contingency is resolved.

Selling profit or loss associated with sales-type leases is recognized upon lease commencement, and a net investment in the sales-type lease is recorded on the Consolidated Balance Sheet. Interest income related to sales-type leases is recognized over the lease term using the effective interest method.

Revenue is recognized from the sales of railcars from the lease fleet on a gross basis in leasing revenues and cost of revenues if the railcar has been owned for one year or less at the time of sale. Sales of railcars from the lease fleet owned for more than one year are recognized as a net gain or loss from the disposal of a long-term asset. Revenue from servicing and management agreements is recognized as each performance period occurs.

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We account for shipping and handling costs as activities to fulfill the promise to transfer the good; as such, these fees are recorded in revenue. The fees and costs of shipping and handling activities are accrued when the related performance obligation has been satisfied.

Rail Products Group

Our railcar manufacturing business recognizes revenue when the customer has submitted its certificate of acceptance and legal title of the railcar has passed to the customer. Certain long-term contracts for the sales of railcars include price adjustments based on steel-price indices; this amount represents variable consideration for which we are unable to estimate the final consideration until the railcar is delivered, at which time the pricing becomes fixed.

Within our maintenance services business, revenue is recognized over time as repair and maintenance projects are completed, using an input approach based on the costs incurred relative to the total estimated costs of performing the project. We recorded contract assets of $6.2 million and $10.2 million as of September 30, 2019 and December 31, 2018, respectively, related to unbilled revenues recognized on repair and maintenance services that have been performed, but for which the entire project has not yet been completed, and the railcar has not yet been shipped to the customer. These contract assets are included within the Receivables, net of allowance line in our Consolidated Balance Sheets.

All Other

Our highway products business recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer.

Unsatisfied Performance Obligations

The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2019 and the percentage of the outstanding performance obligations as of September 30, 2019 expected to be delivered during the remainder of 2019:

	Unsatisfied performance obligations at September 30, 2019
	Total Amount		Percent expected to be delivered in 2019
	(in millions)
Rail Products Group:
Products:
External Customers	$	1,628.3
Leasing Group	817.4
	$	2,445.7	33	%
Maintenance Services	$	44.9	49	%
Railcar Leasing and Management Services Group	$	90.0	5	%

The remainder of the unsatisfied performance obligations for the Rail Products Group is expected to be delivered through 2023. Unsatisfied performance obligations for the Railcar Leasing and Management Services Group are related to servicing, maintenance, and management agreements and are expected to be performed through 2029.

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Lease Accounting

Lessee

We are the lessee of operating leases predominantly for railcars, as well as office buildings, manufacturing equipment, and office equipment. Our operating leases have remaining lease terms ranging from one year to forty years, some of which include options to extend for up to five years, and some of which include options to terminate within one year. As of September 30, 2019, we had no finance leases in which we were the lessee.

The following table summarizes the impact of our operating leases on our Consolidated Financial Statements (in millions, except lease term and discount rate):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Consolidated Statement of Operations
Operating lease expense	$	4.0	$	13.3
Short-term lease expense	$	0.9	$	3.5
			September 30, 2019
Consolidated Balance Sheet
Right-of-use assets (1)			$	45.3
Lease liabilities (2)			$	46.0
Weighted average remaining lease term			4.9 years
Weighted average discount rate			4.1		%
			Nine Months Ended September 30, 2019
Consolidated Statement of Cash Flows
Cash flows from operating activities			$	13.3
Right-of-use assets recognized in exchange for new lease liabilites			$	8.4

⁽¹⁾ Included in other assets in our Consolidated Balance Sheet

⁽²⁾ Included in other liabilities in our Consolidated Balance Sheet

Future contractual minimum operating lease liabilities will mature as follows (in millions):

	Leasing Group		Non-Leasing Group		Total
Remaining three months of 2019	$	3.2	$	0.9	$	4.1
2020	9.5		3.1		12.6
2021	8.2		2.1		10.3
2022	7.5		1.8		9.3
2023	5.5		1.5		7.0
Thereafter	3.3		3.3		6.6
Total operating lease payments	$	37.2	$	12.7	$	49.9
Less: Present value adjustment					(3.9		)
Total operating lease liabilities					$	46.0

Lessor

Our Leasing Group enters into railcar operating leases with third parties with terms generally ranging between one year and ten years, although certain leases entered into in prior periods had lease terms of up to twenty years. The majority of our fleet operates on leases that earn fixed monthly lease payments. A portion of our fleet operates on per diem leases that earn usage-based variable lease payments. Some of our leases include options to extend the leases for up to five years, and a small percentage of our leases include options to terminate within one year with certain notice requirements and early termination penalties. Our sales-type leases include an option for the lessee to purchase the leased railcars with certain notice. As of September 30, 2019, non-Leasing Group operating leases were not significant, and we had no direct finance leases.

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We manage risks associated with residual values of leased railcars by investing across a diverse portfolio of railcar types, staggering lease maturities within any given railcar type, avoiding concentration of railcar type and industry, and participating in active secondary markets. Additionally, our lease agreements contain normal wear and tear return condition provisions and high mileage thresholds designed to protect the value of our residual assets. Our lease agreements do not contain any material residual value guarantees or restrictive covenants.

The following table summarizes the impact of our leases on our Consolidated Statement of Operations (in millions):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Operating lease revenues	$	169.5	$	506.9
Variable operating lease revenues	12.5		36.6
Sales-type lease revenues	26.3		60.5
Interest income on sales-type lease receivables	0.6		0.9
Profit recognized at sales-type lease commencement	3.7		7.8

Future contractual minimum lease receivables for sales-type leases will mature as follows (in millions):

Remaining three months of 2019	$	4.6
2020	15.7
2021	45.9
2022	—
2023	—
Thereafter	—
Total	$	66.2
Less: Unearned interest income	(7.8		)
Net investment in sales-type leases (1)	$	58.4

⁽¹⁾ Includes $0.9 million in receivables, net of allowance and $57.5 million in other assets in our Consolidated Balance Sheet

Future contractual minimum revenues for operating leases will mature as follows (in millions):

Remaining three months of 2019	$	149.4
2020	521.3
2021	413.0
2022	314.8
2023	217.1
Thereafter	388.2
Total	$	2,003.8

Financial Instruments

We consider all highly liquid debt instruments to be either cash and cash equivalents if purchased with a maturity of three months or less, or short-term marketable securities if purchased with a maturity of more than three months and less than one year.

Financial instruments that potentially subject us to a concentration of credit risk are primarily cash investments including restricted cash and receivables. Concentrations of credit risk with respect to receivables are limited due to control procedures that monitor the credit worthiness of customers, the large number of customers in our customer base, and their dispersion across different end markets and geographic areas. As receivables are generally unsecured, we maintain an allowance for doubtful accounts based upon the expected collectibility of all receivables. Receivable balances determined to be uncollectible are charged against the allowance. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values.

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Goodwill

As of September 30, 2019 and December 31, 2018, the carrying amount of our goodwill totaled $208.8 million, which is primarily attributable to the Rail Products Group.

Warranties

We provide various express, limited product warranties that generally range from one year to five years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. We provide for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assess the adequacy of the resulting reserves on a quarterly basis. The changes in the accruals for warranties for the three and nine months ended September 30, 2019 and 2018 are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Beginning balance	$	8.3		$	10.5		$	7.4		$	10.1
Warranty costs incurred	(1.7		)	(1.1		)	(3.2		)	(2.9		)
Warranty originations and revisions	3.2			(2.1		)	5.8			(0.2		)
Warranty expirations	—			(0.1		)	(0.2		)	0.2
Ending balance	$	9.8		$	7.2		$	9.8		$	7.2

Recent Accounting Pronouncements

Adopted in 2019

ASU 2016-02 — In February 2016, the FASB issued ASU No. 2016-02, "Leases", ("ASC 842") which amended the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASC 842 is effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. In July 2018, the FASB issued ASU No. 2018-11, which permits entities to record the right-of-use asset and lease liability on the date of adoption, with no requirement to recast comparative periods.

We adopted ASC 842 effective January 1, 2019 using the optional transition method of recognizing a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2019. Therefore, comparative financial information was not adjusted and continues to be reported under the prior lease accounting guidance in ASC 840. We elected the transition relief package of practical expedients, and as a result, we did not assess 1) whether existing or expired contracts contain embedded leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. We elected the short-term lease practical expedient by establishing an accounting policy to exclude leases with a term of 12 months or less, as well as the land easement practical expedient for maintaining our current accounting policy for existing or expired land easements. For qualifying operating leases in which we are the lessor, we do not separate lease components for our leased railcars from non-lease components, which are comprised of stand-ready maintenance obligations. We did not elect the practical expedient to use hindsight in determining a lease term and impairment of right-of-use assets at the adoption date.

Upon adoption, we recognized right-of-use assets and corresponding lease liabilities of $47.0 million and $48.3 million, respectively, in our Consolidated Balance Sheet based on the present value of future minimum lease payments under operating leases for which we are the lessee. This excluded the impact of railcars that were previously under operating leases as of January 1, 2019 but which were purchased on January 14, 2019 and are now wholly-owned by our Leasing Group. Additionally, we recorded an adjustment to opening retained earnings of $17.7 million ($13.7 million, net of tax) related to the derecognition of deferred profit related to sale-leaseback transactions. Our accounting treatment under ASC 842 for leases in which we are the lessor remained substantially unchanged from our accounting treatment under ASC 840. The adoption of ASC 842 did not have a significant impact on our consolidated results of operations or cash flows.

Effective in 2020

ASU 2018-15 — In August 2018, the FASB issued ASU No. 2018-15, "Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. ASU 2018-15 is effective for public companies during interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. We plan to adopt ASU 2018-15 effective January 1, 2020 on a prospective basis and are currently evaluating its impact on our Consolidated Financial Statements.

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ASU 2016-13 — In June 2016, the FASB issued ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments," which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. This approach may result in the earlier recognition of allowances for losses. In November 2018, the FASB issued ASU No. 2018-19, "Codification Improvements to Topic 326, Financial Instruments—Credit Losses," which excludes operating lease receivables from the scope of ASU 2016-13. ASU 2016-13 is effective for public companies during interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. We plan to adopt ASU 2016-13 effective January 1, 2020 on a prospective basis and are currently evaluating its impact on our Consolidated Financial Statements.

Note 2. Discontinued Operations

On November 1, 2018, we completed the spin-off of Arcosa. Upon completion of the spin-off transaction, the accounting requirements for reporting Arcosa as a discontinued operation were met, and, accordingly, Arcosa's historical results have been reclassified to discontinued operations for the periods presented herein.

In connection with the spin-off transaction, Trinity and Arcosa entered into various agreements to effect the distribution and provide a framework for their relationship after the separation, including a separation and distribution agreement, a transition services agreement, an employee matters agreement, a tax matters agreement, and an intellectual property matters agreement. Trinity is also party to certain commercial agreements with Arcosa entities. These agreements have various durations ranging between one and eighteen months. We have determined that the continuing cash flows generated by these agreements do not constitute significant continuing involvement in the operations of Arcosa. The amount billed for transition services provided under the above agreements was not material to our results of operations for the three and nine months ended September 30, 2019.

We incurred $0.5 million and $10.5 million in spin-off related transaction costs during the three months ended September 30, 2019 and 2018, respectively, of which $0.5 million and $9.2 million are included in income from discontinued operations, net of income taxes in our Consolidated Statements of Operations. We incurred $2.3 million and $28.8 million in spin-off related transaction costs during the nine months ended September 30, 2019 and 2018, respectively, of which $2.3 million and $25.6 million are included in income from discontinued operations, net of income taxes in our Consolidated Statements of Operations. These costs primarily relate to the preparation of regulatory filings, investment banking fees, professional fees associated with various legal, accounting, and tax matters related to the spin-off, and other separation activities within the finance, tax, legal, and information technology functions.

Arcosa is a stand-alone public company that separately reports its financial results. Due to differences between the basis of presentation for discontinued operations and the basis of presentation as a stand-alone company, the financial results of Arcosa included within discontinued operations may not be indicative of the actual financial results of Arcosa as a stand-alone company.

The following is a summary of operating results included in income (loss) from discontinued operations for the three and nine months ended September 30, 2019 and 2018:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Revenues	$	—		$	334.8		$	—		$	966.0
Cost of revenues	—			295.6			0.1			786.5
Selling, engineering, and administrative expenses	0.5			35.6			2.8			102.0
Other (income) expense	—			(0.2		)	—			1.9
Income (loss) from discontinued operations before income taxes	(0.5		)	3.8			(2.9		)	75.6
Provision (benefit) for income taxes	(0.1		)	4.0			(0.6		)	21.2
Income (loss) from discontinued operations, net of income taxes	$	(0.4	)	$	(0.2	)	$	(2.3	)	$	54.4

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Note 3. Derivative Instruments and Fair Value Accounting

Derivative Instruments

We use derivative instruments to mitigate the impact of changes in interest rates, both in anticipation of future debt issuances and to offset interest rate variability of certain floating rate debt issuances outstanding. We also may use derivative instruments to mitigate the impact of changes in natural gas and diesel fuel prices and changes in foreign currency exchange rates. Derivative instruments that are designated and qualify as cash flow hedges are accounted for by recording the effective portion of the gain or loss on the derivative instrument in accumulated other comprehensive loss ("AOCL") as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. We continuously monitor our derivative positions and the credit ratings of our counterparties and do not anticipate losses due to non-performance. See Note 8 for a description of our debt instruments.

Interest Rate Hedges

					Included in accompanying balance sheet at September 30, 2019
	Notional Amount		Interest Rate (1)		Asset/(Liability)			AOCL – loss/ (income)			Noncontrolling Interest
	(in millions, except %)
Expired hedges:
2006 secured railcar equipment notes	$	200.0	4.87	%	$	—		$	(0.2	)	$	—
2018 secured railcar equipment notes	$	249.3	4.41	%	$	—		$	1.1		$	—
TRIP Holdings warehouse loan	$	788.5	3.60	%	$	—		$	2.4		$	3.3
TRIP Master Funding secured railcar equipment notes	$	34.8	2.62	%	$	—		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	169.3	3.00	%	$	—		$	(0.7	)	$	—
Open hedge:
2017 promissory notes - interest rate swap	$	578.6	2.68	%	$	(34.1	)	$	34.0		$	—

⁽¹⁾ Weighted average fixed interest rate, except for the interest rate cap on the 2017 promissory notes.

	Effect on interest expense-increase/(decrease)
	Three Months Ended September 30,				Nine Months Ended September 30,						Expected effect during next twelve months(1)
	2019		2018		2019			2018
	(in millions)
Expired hedges:
2006 secured railcar equipment notes	$	—	$	—	$	(0.1	)	$	(0.1	)	$	(0.1	)
2018 secured railcar equipment notes	$	0.1	$	—	$	0.2		$	—		$	0.2
TRIP Holdings warehouse loan	$	0.5	$	0.5	$	1.5		$	1.7		$	2.0
TRIP Master Funding secured railcar equipment notes	$	0.1	$	0.1	$	0.2		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	—	$	—	$	(0.1	)	$	—		$	(0.1	)
Open hedge:
2017 promissory notes - interest rate swap	$	0.6	$	—	$	1.9		$	—		$	2.6

⁽¹⁾ Based on the fair value of open hedges as of September 30, 2019.

Other Derivatives

The effect of commodity and foreign exchange hedge transactions was immaterial to the Consolidated Financial Statements for all periods presented herein.

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Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to establish a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are listed below.

Level 1 — This level is defined as quoted prices in active markets for identical assets or liabilities. Our cash equivalents and restricted cash are instruments of the U.S. Treasury or highly-rated money market mutual funds. The assets measured as Level 1 in the fair value hierarchy are summarized below:

	Level 1
	September 30, 2019		December 31, 2018
	(in millions)
Assets:
Cash equivalents	$	18.8	$	124.9
Restricted cash	117.5		171.6
Total assets	$	136.3	$	296.5

Level 2 — This level is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Interest rate hedges are valued at exit prices obtained from each counterparty. The liabilities measured as Level 2 in the fair value hierarchy are summarized below:

	Level 2
	September 30, 2019		December 31, 2018
	(in millions)
Liabilities:
Interest rate hedge (1)	$	34.1	$	12.9
Total liabilities	$	34.1	$	12.9

⁽¹⁾ Included in accrued liabilities in our Consolidated Balance Sheets.

Level 3 — This level is defined as unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. As of September 30, 2019 and December 31, 2018, we have no assets measured as Level 3 in the fair value hierarchy.

See Note 8 for the estimated fair values of our debt instruments. The fair values of all other financial instruments are estimated to approximate carrying value.

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Note 4. Segment Information

We report our operating results in three principal business segments: (1) the Railcar Leasing and Management Services Group, which owns and operates a fleet of railcars and provides third-party fleet leasing, management, and administrative services; (2) the Rail Products Group, which manufactures and sells railcars and related parts and components, and provides railcar maintenance and modification services; and (3) All Other. The All Other segment includes our highway products business; our logistics businesses; legal, environmental, and maintenance costs associated with non-operating facilities; and other peripheral businesses. Gains and losses from the sale of property, plant, and equipment are included in the operating profit of each respective segment.

Sales and related net profits ("deferred profit") from the Rail Products Group to the Leasing Group are recorded in the Rail Products Group and eliminated in consolidation and are reflected in "Eliminations — Lease Subsidiary" in the tables below. Sales between these groups are recorded at prices comparable to those charged to external customers, taking into consideration quantity, features, and production demand. Amortization of deferred profit on railcars sold to the Leasing Group is included in the operating profit of the Leasing Group, resulting in the recognition of depreciation expense based on our original manufacturing cost of the railcars. Sales of railcars from the lease fleet are included in the Leasing Group, with related gains and losses computed based on the net book value of the original manufacturing cost of the railcars.

The financial information for these segments is shown in the tables below (in millions). We operate principally in North America.

	Three Months Ended September 30, 2019
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	326.2	$	409.0	$	78.4	$	—		$	—		$	—		$	813.6
Intersegment Revenue	0.2		314.0		12.0		—			(314.0		)	(12.2		)	—
Total Revenues	$	326.4	$	723.0	$	90.4	$	—		$	(314.0	)	$	(12.2	)	$	813.6
Operating Profit (Loss)	$	115.7	$	65.4	$	3.9	$	(23.9	)	$	(40.7	)	$	(0.1	)	$	120.3

	Three Months Ended September 30, 2018
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	227.2	$	290.2	$	89.5	$	—		$	—		$	—		$	606.9
Intersegment Revenue	0.3		207.4		12.9		—			(207.4		)	(13.2		)	—
Total Revenues	$	227.5	$	497.6	$	102.4	$	—		$	(207.4	)	$	(13.2	)	$	606.9
Operating Profit (Loss)	$	92.2	$	28.0	$	9.5	$	(37.4	)	$	(18.1	)	$	1.0		$	75.2

	Nine Months Ended September 30, 2019
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	803.3	$	1,125.9	$	225.2	$	—		$	—		$	—		$	2,154.4
Intersegment Revenue	0.6		913.0		40.1		—			(913.0		)	(40.7		)	—
Total Revenues	$	803.9	$	2,038.9	$	265.3	$	—		$	(913.0	)	$	(40.7	)	$	2,154.4
Operating Profit (Loss)	$	306.3	$	184.0	$	16.7	$	(78.1	)	$	(109.5	)	$	(0.3	)	$	319.1

	Nine Months Ended September 30, 2018
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	614.7	$	919.9	$	239.5	$	—		$	—		$	—		$	1,774.1
Intersegment Revenue	0.8		732.0		32.4		—			(732.0		)	(33.2		)	—
Total Revenues	$	615.5	$	1,651.9	$	271.9	$	—		$	(732.0	)	$	(33.2	)	$	1,774.1
Operating Profit (Loss)	$	255.1	$	128.0	$	27.7	$	(115.0	)	$	(71.3	)	$	0.8		$	225.3

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Note 5. Partially-Owned Leasing Subsidiaries

Through our wholly-owned subsidiary, Trinity Industries Leasing Company (“TILC”), we formed two subsidiaries, TRIP Holdings and RIV 2013, for the purpose of providing railcar leasing in North America. Each of TRIP Holdings and RIV 2013 are direct, partially-owned subsidiaries of TILC in which we have a controlling interest. Each is governed by a seven-member board of representatives, two of whom are designated by TILC. TILC is the agent of each of TRIP Holdings and RIV 2013 and, as such, has been delegated the authority, power, and discretion to take certain actions on behalf of the respective companies.

At September 30, 2019, the carrying value of our investment in TRIP Holdings and RIV 2013 totaled $186.8 million. Our weighted average ownership interest in TRIP Holdings and RIV 2013 is 38% while the remaining 62% weighted average interest is owned by third-party investor-owned funds. The investment in our partially-owned leasing subsidiaries is eliminated in consolidation.

Each of TRIP Holdings and RIV 2013 has wholly-owned subsidiaries that are the owners of railcars acquired from our Rail Products and Leasing Groups. These wholly-owned subsidiaries are TRIP Master Funding (wholly-owned by TRIP Holdings) and Trinity Rail Leasing 2012 LLC ("TRL-2012", wholly-owned by RIV 2013). Railcar purchases by these subsidiaries were funded by secured borrowings and capital contributions from TILC and third-party equity investors. TILC is the contractual servicer for TRIP Master Funding and TRL-2012, with the authority to manage and service each entity's owned railcars. Our controlling interest in each of TRIP Holdings and RIV 2013 results from our combined role as both equity member and agent/servicer. The noncontrolling interest included in the accompanying Consolidated Balance Sheets represents the non-Trinity equity interest in these partially-owned subsidiaries.

Trinity has no obligation to guarantee performance under any of our partially-owned subsidiaries' (or their respective subsidiaries') debt agreements, guarantee any railcar residual values, shield any parties from losses, or guarantee minimum yields.

The assets of each of TRIP Master Funding and TRL-2012 may only be used to satisfy the particular subsidiary's liabilities, and the creditors of each of TRIP Master Funding and TRL-2012 have recourse only to the particular subsidiary's assets. Each of TILC and the third-party equity investors receive distributions from TRIP Holdings and RIV 2013, when available, in proportion to its respective equity interests, and has an interest in the net assets of the partially-owned subsidiaries upon a liquidation event in the same proportion. TILC is paid fees for the services it provides to TRIP Master Funding and TRL-2012 and has the potential to earn certain incentive fees. TILC and the third-party equity investors have commitments to provide additional equity funding to TRIP Holdings that are scheduled to expire in May 2021 contingent upon certain returns on investment in TRIP Holdings and other conditions being met. There are no remaining equity commitments with respect to RIV 2013.

See Note 8 regarding the debt of TRIP Holdings and RIV 2013 and their respective subsidiaries.

Other Investments

TILC holds a 5% equity interest in an RIV fund that is managed and controlled by a third party that is also one of our RIV partners. We have evaluated the potential for consolidation using the variable interest model and have determined that Trinity is not required to consolidate this entity. The carrying value of our investment was not significant to our Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018.

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Note 6. Railcar Leasing and Management Services Group

The Railcar Leasing and Management Services Group owns and operates a fleet of railcars as well as provides third-party fleet leasing, management, and administrative services. Selected consolidated financial information for the Leasing Group is as follows:

	September 30, 2019
	Leasing Group
	Wholly- Owned Subsidiaries			Partially-Owned Subsidiaries			Manufacturing/ Corporate			Total
	(in millions)
Cash and cash equivalents	$	4.0		$	—		$	93.6		$	97.6
Property, plant, and equipment, net	$	5,597.0		$	1,794.5		$	396.3		$	7,787.8
Net deferred profit on railcars sold to the Leasing Group										(871.1		)
Consolidated property, plant, and equipment, net										$	6,916.7
Restricted cash	$	86.5		$	30.9		$	0.1		$	117.5
Debt:
Recourse, net of unamortized discount of $-, $-, $0.2, and $0.2	$	—		$	—		$	474.8		$	474.8
Less: unamortized debt issuance costs	—			—			(2.1		)	(2.1		)
	—			—			472.7			472.7
Non-recourse, net of unamortized discount of $2.5, $-, $-, and $2.5	2,944.7			1,300.6			—			4,245.3
Less: unamortized debt issuance costs	(21.5		)	(11.3		)	—			(32.8		)
	2,923.2			1,289.3			—			4,212.5
Total debt	$	2,923.2		$	1,289.3		$	472.7		$	4,685.2
Net deferred tax liabilities	$	833.5		$	1.0		$	(64.8	)	$	769.7

 

	December 31, 2018
	Leasing Group
	Wholly- Owned Subsidiaries			Partially-Owned Subsidiaries			Manufacturing/ Corporate			Total
	(in millions)
Cash and cash equivalents	$	6.0		$	—		$	173.2		$	179.2
Property, plant, and equipment, net	$	4,976.5		$	1,814.7		$	370.9		$	7,162.1
Net deferred profit on railcars sold to the Leasing Group										(827.7		)
Consolidated property, plant, and equipment, net										$	6,334.4
Restricted cash	$	134.9		$	36.6		$	0.1		$	171.6
Debt:
Recourse, net of unamortized discount of $-, $-, $0.3, and $0.3	$	—		$	—		$	399.7		$	399.7
Less: uamortized debt issuance costs	—			—			(2.3		)	(2.3		)
	—			—			397.4			397.4
Non-recourse, net of unamortized discount of $2.7, $-, $-, and $2.7	2,336.3			1,327.9			—			3,664.2
Less: unamortized debt issuance costs	(19.7		)	(12.7		)	—			(32.4		)
	2,316.6			1,315.2			—			3,631.8
Total debt	$	2,316.6		$	1,315.2		$	397.4		$	4,029.2
Net deferred tax liabilities	$	797.6		$	1.0		$	(67.0	)	$	731.6

Net deferred profit on railcars sold to the Leasing Group consists of intersegment profit that is eliminated in consolidation and is, therefore, not allocated to an operating segment. See Note 5 and Note 8 for a further discussion regarding our investment in our partially-owned leasing subsidiaries and the related indebtedness. See Note 15 for a discussion of subsidiary guarantees of our 4.55% senior notes due 2024 ("Senior Notes").

19

	Three Months Ended September 30,								Nine Months Ended September 30,
	2019			2018			Percent		2019			2018			Percent
	($ in millions)						Change		($ in millions)						Change
Revenues:
Leasing and management	$	190.1		$	175.9		8.1	%	$	566.6		$	534.7		6.0	%
Sales of railcars owned one year or less at the time of sale (1)	136.3			51.6			*		237.3			80.8			*
Total revenues	$	326.4		$	227.5		43.5		$	803.9		$	615.5		30.6
Operating profit(2):
Leasing and management	$	79.8		$	69.7		14.5		$	234.6		$	216.6		8.3
Railcar sales:
Railcars owned one year or less at the time of sale	17.8			13.1			*		27.0			17.5			*
Railcars owned more than one year at the time of sale	18.1			9.4			*		44.7			21.0			*
Total operating profit	$	115.7		$	92.2		25.5		$	306.3		$	255.1		20.1
Total operating profit margin	35.4		%	40.5		%			38.1		%	41.4		%
Leasing and management operating profit margin	42.0		%	39.6		%			41.4		%	40.5		%
Selected expense information:
Depreciation	$	59.4		$	48.8		21.7	%	$	171.6		$	140.9		21.8	%
Maintenance and compliance	$	24.9		$	24.1		3.3	%	$	79.2		$	75.5		4.9	%
Rent	$	3.8		$	9.7		(60.8	)%	$	13.6		$	29.7		(54.2	)%
Selling, engineering, and administrative expenses	$	10.7		$	11.9		(10.1	)%	$	36.2		$	36.7		(1.4	)%
Interest	$	50.0		$	37.4		33.7	%	$	146.4		$	101.2		44.7	%

 * Not meaningful

⁽¹⁾ Includes revenues associated with sales-type leases of $26.3 million and $60.5 million, respectively, for the three and nine months ended September 30, 2019.

⁽²⁾ Operating profit includes: depreciation; maintenance and compliance; rent; and selling, engineering, and administrative expenses. Amortization of deferred profit on railcars sold from the Rail Products Group to the Leasing Group is included in the operating profit of the Leasing Group, resulting in the recognition of depreciation expense based on our original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges.

During the nine months ended September 30, 2019 and 2018, the Leasing Group recognized sales of leased railcars as follows:

	Nine Months Ended September 30,
	2019		2018
	(in millions)
Railcars owned one year or less at the time of sale (1)	$	237.3	$	80.8
Railcars owned more than one year at the time of sale	175.0		123.4
	$	412.3	$	204.2

⁽¹⁾ Includes revenues associated with sales-type leases of $60.5 million for the nine months ended September 30, 2019.

Equipment consists primarily of railcars leased by third parties. The Leasing Group purchases equipment manufactured predominantly by the Rail Products Group and enters into lease contracts with third parties with terms generally ranging between one year and ten years, although certain leases entered into in prior periods had lease terms of up to twenty years. The Leasing Group primarily enters into operating leases. Future contractual minimum rental revenues on operating leases related to our wholly-owned and partially-owned subsidiaries are as follows:

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter		Total
	(in millions)
Future contractual minimum rental revenue	$	146.8	$	513.4	$	406.9	$	310.3	$	214.9	$	387.4	$	1,979.7

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Debt. Wholly-owned subsidiaries. The Leasing Group’s debt at September 30, 2019 consisted primarily of non-recourse debt. As of September 30, 2019, Trinity’s wholly-owned subsidiaries included in the Leasing Group held equipment with a net book value of $4,296.0 million which is pledged solely as collateral for Leasing Group debt held by those subsidiaries. The net book value of unpledged equipment at September 30, 2019 was $1,289.5 million. See Note 8 for more information regarding the Leasing Group debt.

Partially-owned subsidiaries. Debt owed by TRIP Holdings and RIV 2013 and their respective subsidiaries is nonrecourse to Trinity and TILC. Creditors of each of TRIP Holdings and RIV 2013 and their respective subsidiaries have recourse only to the particular subsidiary's assets. TRIP Master Funding equipment with a net book value of $1,249.7 million is pledged as collateral for the TRIP Master Funding debt. TRL-2012 equipment with a net book value of $544.8 million is pledged solely as collateral for the TRL-2012 secured railcar equipment notes. See Note 5 for a description of TRIP Holdings and RIV 2013.

Off Balance Sheet Arrangements. In prior years, the Leasing Group completed a series of financing transactions whereby railcars were sold to one or more separate independent owner trusts (“Trusts”). Each of the Trusts financed the purchase of the railcars with a combination of debt and equity. In each transaction, the equity participant in each of the respective Trusts is considered to be the primary beneficiary of the Trust; and therefore, the accounts of the Trusts, including the debt related to each of the Trusts, are not included as part of the Consolidated Financial Statements. The Leasing Group, through wholly-owned, qualified subsidiaries, leased railcars from the Trusts under operating leases with terms of twenty-two years, and subleased the railcars to independent third-party customers under shorter term operating lease agreements. The terms of the operating lease agreements between the subsidiaries and the remaining Trusts provided the Leasing Group with the option to purchase, at a predetermined fixed price, certain railcars from the remaining Trusts in 2019. On January 14, 2019, we completed the purchase for a purchase price of $218.4 million. As a result, 6,779 railcars previously under lease are now wholly-owned by our Leasing Group. The future contractual minimum rental revenues associated with these railcars are included in the table above.

Operating Lease Obligations. Future amounts due as well as future contractual minimum rental revenues related to operating leases related to the Leasing Group other than the leases discussed above are as follows: 

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter		Total
	(in millions)
Future operating lease obligations	$	3.2	$	9.5	$	8.2	$	7.5	$	5.5	$	3.3	$	37.2
Future contractual minimum rental revenues	$	2.6	$	7.9	$	6.1	$	4.5	$	2.2	$	0.8	$	24.1

Operating lease obligations totaling $3.0 million are guaranteed by Trinity Industries, Inc. and certain subsidiaries. See Note 6 in our 2018 Annual Report on Form 10-K for a detailed explanation of these financing transactions.

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Note 7. Property, Plant, and Equipment

The following table summarizes the components of property, plant, and equipment:

	September 30, 2019			December 31, 2018
	(in millions)
Manufacturing/Corporate:
Land	$	25.5		$	24.2
Buildings and improvements	389.0			385.5
Machinery and other	548.9			537.2
Construction in progress	50.4			16.3
	1,013.8			963.2
Less accumulated depreciation	(617.5		)	(592.3		)
	396.3			370.9
Leasing:
Wholly-owned subsidiaries:
Machinery and other	13.8			13.5
Equipment on lease	6,677.9			5,934.8
	6,691.7			5,948.3
Less accumulated depreciation	(1,094.7		)	(971.8		)
	5,597.0			4,976.5
Partially-owned subsidiaries:
Equipment on lease	2,401.0			2,371.9
Less accumulated depreciation	(606.5		)	(557.2		)
	1,794.5			1,814.7
Deferred profit on railcars sold to the Leasing Group	(1,094.7		)	(1,030.0		)
Less accumulated amortization	223.6			202.3
	(871.1		)	(827.7		)
	$	6,916.7		$	6,334.4

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Note 8. Debt

The carrying amounts and estimated fair values of our long-term debt are as follows:

	September 30, 2019					December 31, 2018
	Carrying Value			Estimated Fair Value		Carrying Value			Estimated Fair Value
	(in millions)
Corporate – Recourse:
Revolving credit facility	$	75.0		$	75.0	$	—		$	—
Senior notes, net of unamortized discount of $0.2 and $0.3	399.8			407.1		399.7			343.7
	474.8			482.1		399.7			343.7
Less: unamortized debt issuance costs	(2.1		)			(2.3		)
Total recourse debt	472.7					397.4
Leasing – Non-recourse:
Wholly-owned subsidiaries:
2006 secured railcar equipment notes	114.7			120.0		133.4			138.0
2009 secured railcar equipment notes	150.7			174.6		159.7			174.0
2010 secured railcar equipment notes	251.2			270.6		257.0			264.0
2017 promissory notes	635.4			635.4		660.2			660.2
2018 secured railcar equipment notes, net of unamortized discount of $0.2 and $0.2	457.3			478.3		472.2			475.2
TRIHC 2018 secured railcar equipment notes, net of unamortized discount of $2.1 and $2.5	268.3			275.2		279.0			278.1
2019 secured railcar equipment notes, net of unamortized discount of $0.2 and $-	521.3			536.0		—			—
TILC warehouse facility	545.8			545.8		374.8			374.8
	2,944.7			3,035.9		2,336.3			2,364.3
Less: unamortized debt issuance costs	(21.5		)			(19.7		)
	2,923.2					2,316.6
Partially-owned subsidiaries:
TRL 2012 secured railcar equipment notes	376.8			387.4		386.2			370.9
TRIP Master Funding secured railcar equipment notes	923.8			1,005.6		941.7			963.0
	1,300.6			1,393.0		1,327.9			1,333.9
Less: unamortized debt issuance costs	(11.3		)			(12.7		)
	1,289.3					1,315.2
Total non–recourse debt	4,212.5					3,631.8
Total debt	$	4,685.2		$	4,911.0	$	4,029.2		$	4,041.9

The estimated fair value of our Senior Notes is based on a quoted market price in a market with little activity as of September 30, 2019 and December 31, 2018 (Level 2 input). The estimated fair values of our 2006, 2009, 2010, 2012, 2018, and 2019 secured railcar equipment notes, TRIHC 2018 LLC ("TRIHC 2018"), and TRIP Rail Master Funding LLC (“TRIP Master Funding”) secured railcar equipment notes are based on our estimate of their fair value as of September 30, 2019 and December 31, 2018 using unobservable input values provided by a third party (Level 3 inputs). The respective carrying values of our revolving credit facility, TILC warehouse facility, and 2017 promissory notes approximate fair value because the interest rate adjusts to the market interest rate.

Revolving Credit Facility — We have a $450.0 million unsecured corporate revolving credit facility that matures in November 2023. During the nine months ended September 30, 2019, we had total borrowings of $825.0 million and total repayments of $750.0 million under the revolving credit facility, with a remaining outstanding balance of $75.0 million as of September 30, 2019. Additionally, we had outstanding letters of credit issued in an aggregate principal amount of $35.5 million, leaving $339.5 million available for borrowing as of September 30, 2019. The outstanding letters of credit as of September 30, 2019 are scheduled to expire in July 2020. Our letters of credit obligations support our various insurance programs and generally renew by their terms each year. The revolving credit facility bears interest at a variable rate based on LIBOR or an alternate base rate at the time of the borrowing and Trinity’s leverage as measured by a consolidated total indebtedness to consolidated EBITDA ratio, and was initially set at LIBOR plus 1.25% (1.50% as of September 30, 2019). A commitment fee accrues on the average daily unused portion of the revolving facility at the rate of 0.175% to 0.30% (0.20% as of September 30, 2019).

23

The revolving credit facility requires the maintenance of ratios related to minimum interest coverage for the leasing and manufacturing operations and maximum leverage. As of September 30, 2019, we were in compliance with all such financial covenants. Borrowings under the credit facility are guaranteed by certain of our 100%-owned subsidiaries.

TILC Warehouse Loan Facility — The TILC warehouse loan facility was established to finance railcars owned by TILC. During the nine months ended September 30, 2019, we had total borrowings of $663.1 million and total repayments of $492.1 million under the TILC warehouse loan facility, with a remaining outstanding balance of $545.8 million as of September 30, 2019. The entire unused facility amount of $204.2 million was available as of September 30, 2019 based on the amount of warehouse-eligible, unpledged equipment. The warehouse loan facility is a non-recourse obligation and is 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 3.69% at September 30, 2019. Amounts outstanding at maturity, absent renewal, are payable in March 2022.

TRL-2019 — In April 2019, Trinity Rail Leasing 2019 LLC ("TRL-2019"), a Delaware limited liability company and a limited purpose, indirect wholly-owned subsidiary of the Company owned through TILC, issued $528.3 million in Secured Railcar Equipment Notes (the "TRL-2019 Secured Railcar Equipment Notes"). The TRL-2019 Secured Railcar Equipment Notes were issued pursuant to a Master Indenture, dated as of April 10, 2019 between TRL-2019 and U.S. Bank National Association, as indenture trustee. The TRL-2019 Secured Railcar Equipment Notes bear interest at a fixed rate of 3.82%, are payable monthly, and have a stated final maturity date of April 17, 2049. The TRL-2019 Secured Railcar Equipment Notes are obligations of TRL-2019 and are non-recourse to Trinity. The obligations are secured by a portfolio of railcars and operating leases thereon, certain cash reserves, and other assets acquired and owned by TRL-2019. Net proceeds received from the transaction were used to repay approximately $347.0 million of borrowings under TILC’s secured warehouse loan facility, to repay approximately $125.0 million of borrowings under the Company’s revolving credit facility, and for general corporate purposes.

Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 11 of our 2018 Annual Report on Form 10-K.

The remaining principal payments under existing debt agreements as of September 30, 2019 are as follows:

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter
	(in millions)
Recourse:
Corporate	$	—	$	—	$	—	$	—	$	75.0	$	400.0
Non-recourse – leasing (Note 6):
2006 secured railcar equipment notes	10.0		29.7		29.1		29.8		16.1		—
2009 secured railcar equipment notes	2.5		6.6		13.4		14.0		11.8		102.4
2010 secured railcar equipment notes	2.6		14.1		20.0		20.9		22.5		171.1
2017 promissory notes	8.3		33.1		33.1		33.2		33.2		494.5
2018 secured railcar equipment notes	5.0		20.0		20.0		20.0		20.0		372.5
TRIHC 2018 secured railcar equipment notes	3.2		10.9		11.9		9.3		11.6		223.5
2019 secured railcar equipment notes	5.3		20.7		22.5		21.5		19.6		431.9
TILC warehouse facility	4.3		17.0		17.0		2.9		—		—
Facility termination payments - TILC warehouse facility	—		—		—		504.6		—		—
TRL 2012 secured railcar equipment notes	4.7		19.3		19.9		19.6		28.5		284.8
TRIP Master Funding secured railcar equipment notes	5.9		32.9		40.4		41.8		37.0		765.8
Total principal payments	$	51.8	$	204.3	$	227.3	$	717.6	$	275.3	$	3,246.5

24

Subsequent Event — In October 2019, TRL-2019 issued an additional $386.5 million in Secured Railcar Equipment Notes (the "TRL-2019-2 Secured Railcar Equipment Notes"). The TRL-2019-2 Secured Railcar Equipment Notes consisted of two classes of notes with (i) an aggregate principal amount of $106.9 million of TRL-2019's Series 2019-2 Class A-1 Secured Railcar Equipment Notes (the "Class A-1 Notes"), and (ii) an aggregate principal amount of $279.6 million of TRL-2019's Series 2019-2 Class A-2 Secured Railcar Equipment Notes (the “Class A-2 Notes”). The TRL-2019-2 Secured Railcar Equipment Notes were issued pursuant to a Master Indenture, dated April 10, 2019 between TRL-2019 and U.S. Bank National Association, as indenture trustee, as supplemented by a Series 2019-2 Supplement dated as of October 17, 2019. The Class A-1 Notes and Class A-2 Notes bear interest at fixed rates of 2.39% and 3.10%, respectively, are payable monthly, and have a stated final maturity date of October 17, 2049. The TRL-2019-2 Secured Railcar Equipment Notes are obligations of TRL-2019 and are non-recourse to Trinity. The obligations are secured by a portfolio of railcars and operating leases thereon, certain cash reserves, and other assets acquired and owned by TRL-2019. Net proceeds received from the transaction are being used to repay approximately $167 million in outstanding borrowings under the Leasing Group's secured warehouse loan facility, to repay approximately $125 million in outstanding borrowings under the Company's revolving credit facility, and for general corporate purposes.

Note 9. Income Taxes

Our effective tax rates were 27.5% and 26.1% for the three and nine months ended September 30, 2019, respectively, and 19.0% and 23.5% for the three and nine months ended September 30, 2018, respectively. Our effective tax rates differ from the U.S. statutory rate of 21.0% due to the impacts of state income taxes, the incremental tax on profits of branches taxed in both U.S. and foreign jurisdictions, excess tax benefits of equity based compensation, tax return true-ups, and non-deductible executive compensation.

Our federal tax years remain open under statute from 2014 forward. The 2014-2017 tax years have been reviewed by the Internal Revenue Service but remain open due to tax loss carryback claims that have been filed. We have state tax returns that are under audit in the normal course of business, and our Mexican subsidiaries' tax return statutes remain open from 2013 forward. We believe we are appropriately reserved for any potential matters.

During the nine months ended September 30, 2019, we effectively settled a state tax audit resulting in a decrease in uncertain tax positions of $5.7 million.

25

Note 10. Employee Retirement Plans

The following table summarizes the components of our net retirement cost:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Expense Components
Service cost	$	—		$	—		$	0.1		$	0.1
Interest	5.0			4.6			14.8			13.7
Expected return on plan assets	(5.8		)	(6.9		)	(17.3		)	(20.6		)
Amortization of actuarial loss	1.2			1.3			3.4			3.6
Net periodic benefit cost	0.4			(1.0		)	1.0			(3.2		)
Profit sharing	3.1			2.6			8.3			7.6
Net expense	$	3.5		$	1.6		$	9.3		$	4.4

We had no contributions to our defined benefit pension plans for the three months ended September 30, 2019. We contributed $0.2 million to our defined benefit pension plans for the nine months ended September 30, 2019. We contributed $28.0 million and $31.7 million to our defined benefit pension plans for the three and nine months ended September 30, 2018, respectively. We do not expect any further contributions to our defined benefit pension plans in 2019. The non-service cost components of net periodic benefit cost in the table above are included in other, net (income) expense in our Consolidated Statements of Operations.

Planned Pension Plan Termination

On September 4, 2019, our Board of Directors approved the termination of the Trinity Industries, Inc. Consolidated Pension Plan (the "Pension Plan"), effective December 31, 2019. Except for retirees currently receiving payments under the Pension Plan, participants will have the choice of receiving a single lump sum payment or an annuity from a highly-rated insurance company that will pay and administer future benefit payments. The Pension Plan is expected to be settled between late 2020 and early 2021, subject to required governmental approvals, and would then result in the Company no longer having any remaining funded pension plan obligations.

Upon settlement, we expect to recognize pre-tax pension settlement charges totaling between $145 million and $195 million. This range includes: (1) a non-cash charge for the recognition of all pre-tax actuarial losses accumulated in AOCL, which totaled approximately $140.4 million ($107.2 million, net of tax) as of December 31, 2018; and (2) a potential additional cash contribution to settle all of the Pension Plan’s obligations, which is not expected to exceed $25 million. The actual amount of the settlement charges and any potential cash contribution will depend on interest rates, Pension Plan asset returns, the lump-sum election rate, and other factors.

Note 11. Accumulated Other Comprehensive Loss

Changes in AOCL for the nine months ended September 30, 2019 are as follows:

	Currency translation adjustments			Unrealized gain/(loss) on derivative financial instruments			Net actuarial gains/(losses) of defined benefit plans			Accumulated Other Comprehensive Loss
	(in millions)
Balances at December 31, 2018	$	(1.3	)	$	(8.3	)	$	(107.2	)	$	(116.8	)
Other comprehensive loss, net of tax, before reclassifications	—			(18.1		)	—			(18.1		)
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.7, $0.9, and $1.6	—			2.9			2.5			5.4
Less: noncontrolling interest	—			(1.0		)	—			(1.0		)
Other comprehensive income (loss)	—			(16.2		)	2.5			(13.7		)
Balances at September 30, 2019	$	(1.3	)	$	(24.5	)	$	(104.7	)	$	(130.5	)

See Note 3 for information on the reclassification of amounts in AOCL into earnings. Reclassifications of unrealized before-tax losses on derivative financial instruments are included in interest expense in our Consolidated Statements of Operations. Reclassifications of before-tax net actuarial gains/(losses) of defined benefit plans are included in other, net (income) expense in our Consolidated Statements of Operations.

26

Note 12. Common Stock and Stock-Based Compensation

Stockholders' Equity

In December 2017, our Board of Directors authorized a $500 million share repurchase program effective January 1, 2018 through December 31, 2019. On November 16, 2018, we entered into an accelerated share repurchase program (the "ASR Program") to repurchase $350 million of the Company's common stock. The $350 million notional value of the ASR Program represented the entire remaining amount that was available to us under the share repurchase program that was in effect at that time. The ASR Program was completed in March 2019.

In March 2019, our Board of Directors authorized a new share repurchase program effective March 7, 2019 through December 31, 2020. The new share repurchase program authorizes the Company to repurchase up to $350.0 million of its common stock, not to exceed 13.7 million shares. The share repurchase program is designed to meet certain IRS safe harbor guidelines associated with our spin-off of Arcosa, which was completed on November 1, 2018.

During the three and nine months ended September 30, 2019, we repurchased 5,171,489 and 10,778,492 shares, respectively, at a cost of approximately $100.9 million and $233.9 million, respectively. The total for the nine months ended September 30, 2019 includes 2,607,172 shares at a cost of approximately $70.0 million representing the final settlement of the ASR Program, which was funded in November 2018 but a portion of which remained outstanding as of December 31, 2018. As of September 30, 2019, the Company had a remaining authorization to repurchase up to $186.1 million, not to exceed 5.5 million shares, of its common stock under the current repurchase program. Certain shares of stock repurchased during September 2019, totaling $9.0 million, were cash settled in October 2019 in accordance with normal settlement practices.

During the three and nine months ended September 30, 2018, 1,356,484 and 4,327,158 shares, respectively, were repurchased at a cost of approximately $50.0 million and $150.1 million, respectively, under the prior share repurchase program.

Stock-Based Compensation

Stock-based compensation totaled approximately $8.4 million and $21.4 million for the three and nine months ended September 30, 2019, respectively. Stock-based compensation totaled approximately $7.6 million and $21.8 million for the three and nine months ended September 30, 2018, respectively. The Company's annual grant of share-based awards generally occurs in the second quarter under our 2004 Fourth Amended and Restated Stock Option and Incentive Plan (the "Plan”). Expense related to restricted stock units issued to eligible employees under the Plan is recognized ratably over the vesting period, generally between three years and four years. Expense related to performance units is recognized ratably from their award date to the end of the performance period, generally three years. Expense related to restricted stock awards granted to non-employee directors under the Plan is recognized ratably over the vesting period, generally one year.

The following table summarizes stock-based compensation awards granted during the nine months ended September 30, 2019:

	Number of Shares Granted	Weighted Average Grant-Date Fair Value per Award
Restricted stock units	956,235	$	22.20
Restricted stock awards	20,321	$	22.27
Performance units	476,394	$	22.22

27

Note 13. Earnings Per Common Share

Basic net income attributable to Trinity Industries, Inc. per common share ("EPS") 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. Except when the effect would be antidilutive, the calculation of diluted EPS includes 1) the net impact of unvested RSAs and RSUs and 2) with respect to the nine months ended September 30, 2018, the dilutive impact of our then-outstanding convertible notes due 2036 (the "Convertible Notes"), which were converted and settled in cash during the second quarter of 2018. See Note 11 of our 2018 Annual Report on Form 10-K for further information regarding the settlement of the Convertible Notes. Total weighted average restricted shares were 5.5 million shares for the three and nine months ended September 30, 2019, respectively. Approximately 1.2 million and 0.2 million of these shares were excluded from the EPS calculation for the three and nine months ended September 30, 2019, respectively as their effect would have been antidilutive. Total weighted average restricted shares were 5.9 million shares for the three and nine months ended September 30, 2018, respectively. There were no antidilutive restrictive shares for the three and nine months ended September 30, 2018.

The computation of basic and diluted net income attributable to Trinity Industries, Inc. is as follows.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions, except per share amounts)
Income from continuing operations	$	48.1		$	28.5		$	116.9		$	81.0
Less: Net (income) loss attributable to noncontrolling interest	1.3			(0.6		)	1.4			(3.4		)
Unvested restricted share participation — continuing operations	(0.6		)	(0.6		)	(1.6		)	(1.9		)
Net income from continuing operations attributable to Trinity Industries, Inc.	48.8			27.3			116.7			75.7
Net income (loss) from discontinued operations, net of income taxes	(0.4		)	(0.2		)	(2.3		)	54.4
Unvested restricted share participation — discontinued operations	—			—			—			(0.5		)
Net income (loss) from discontinued operations attributable to Trinity Industries, Inc.	(0.4		)	(0.2		)	(2.3		)	53.9
Net income attributable to Trinity Industries, Inc., including the effect of unvested restricted share participation	$	48.4		$	27.1		$	114.4		$	129.6
Basic weighted average shares outstanding	124.7			145.0			127.6			146.1
Effect of dilutive securities:
Nonparticipating unvested RSUs and RSAs	1.3			0.8			1.6			0.9
Convertible subordinated notes	—			—			—			1.8
Diluted weighted average shares outstanding	126.0			145.8			129.2			148.8
Basic earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.91		$	0.52
Income (loss) from discontinued operations	—			—			(0.02		)	0.37
Basic net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.89		$	0.89
Diluted earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.90		$	0.51
Income (loss) from discontinued operations	—			—			(0.02		)	0.36
Diluted net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.88		$	0.87

28

Note 14. Contingencies

Highway products litigation

We previously reported the filing of a False Claims Act (“FCA”) complaint in the United States District Court for the Eastern District of Texas, Marshall Division (“District Court”) styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant, Case No. 2:12-cv-00089-JRG (E.D. Tex.). In this case, in which the U.S. Government declined to intervene, the relator, Mr. Joshua Harman, alleged the Company violated the FCA pertaining to sales of the Company's ET-Plus® System, a highway guardrail end-terminal system (“ET Plus”). On October 20, 2014, a trial in this case concluded with a jury verdict stating that the Company and its subsidiary, Trinity Highway Products, LLC (“Trinity Highway Products”), “knowingly made, used or caused to be made or used, a false record or statement material to a false or fraudulent claim" and awarding $175.0 million in damages. On June 9, 2015 the District Court entered judgment on the verdict in the total amount of $682.4 million, comprised of $175.0 million in damages, which amount is automatically trebled under the FCA to $525.0 million plus $138.4 million in civil penalties and $19.0 million in costs and attorneys' fees.

On September 29, 2017, the United States Court of Appeals for the Fifth Circuit ("Fifth Circuit") reversed the District Court’s $682.4 million judgment and rendered judgment as a matter of law in favor of the Company and Trinity Highway Products. On October 27, 2017, Mr. Harman filed a Petition for Rehearing En Banc in the Fifth Circuit, which was denied by the Fifth Circuit on November 14, 2017. On February 12, 2018, Mr. Harman, filed a petition for certiorari with the United States Supreme Court, seeking a review of the Fifth Circuit's decision. On January 7, 2019, the United States Supreme Court denied Mr. Harman's petition for certiorari. The denial of Mr. Harman's petition ends this action.

State, county, and municipal actions

Mr. Harman also has separate state qui tam actions currently pending pursuant to: the Virginia Fraud Against Taxpayers Act (Commonwealth of Virginia ex rel. Joshua M. Harman v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. CL13-698, in the Circuit Court, Richmond, Virginia); the Tennessee False Claims Act (State of Tennessee ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC, Case No. 14C2652, in the Circuit Court for Davidson County, Tennessee); the Massachusetts False Claims Act (Commonwealth of Massachusetts ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. 1484-CV-02364, in the Superior Court Department of the Trial Court); the New Jersey False Claims Act (State of New Jersey ex rel. Joshua M. Harman v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No.L-1344-14, in the Superior Court of New Jersey Law Division: Mercer County); and the California False Claims Act (State of California ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. RG 14721864, in the Superior Court of California, Alameda County). In each of these cases, Mr. Harman alleged the Company violated the respective states' false claims act pertaining to sales of the ET Plus, and he is seeking damages, civil penalties, attorneys’ fees, costs and interest. Also, the respective states’ Attorneys General filed Notices of Election to Decline Intervention in all of these matters, with the exception of the Commonwealth of Virginia Attorney General, who intervened in the Virginia matter. Following the United States Supreme Court’s denial of Mr. Harman’s petition for certiorari, the stays have expired or been lifted by court order in all of the above-referenced state qui tam cases except Virginia.

In a similar Georgia state qui tam action filed by Mr. Harman (State of Georgia ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC, Case No. 1:15-CV-1260, in the U.S. District Court for the Northern District of Georgia), on July 24, 2019, the Court entered an order dismissing Mr. Harman’s complaint without prejudice for lack of subject matter jurisdiction.

In a similar Illinois state qui tam action filed by Mr. Harman (State of Illinois ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. 2014 L 000098, in the Circuit Court for the Sixth Judicial District, Sangamon County, Illinois), on September 27, 2019, Mr. Harman filed an Unopposed Motion for Voluntary Dismissal with prejudice. On October 7, 2019, the Court entered an order dismissing the case.

As previously reported, state qui tam actions filed by Mr. Harman in the states of Delaware, Florida, Indiana, Iowa, Minnesota, Montana, Nevada, and Rhode Island were dismissed earlier this year.

The Company believes these state qui tam lawsuits are without merit and intends to vigorously defend all allegations. Other states could take similar or different actions, and could be considering similar state false claims or other litigation against the Company.

29

The Company has been served in a lawsuit filed November 5, 2015, titled Jackson County, Missouri, individually and on behalf of a class of others similarly situated vs. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. 1516-CV23684 (Circuit Court of Jackson County, Missouri). The case is being brought by plaintiff for and on behalf of itself and all Missouri counties with a population of 10,000 or more persons, including the City of St. Louis, and the State of Missouri’s transportation authority. The plaintiff alleges that the Company and Trinity Highway Products did not disclose design changes to the ET Plus and these allegedly undisclosed design changes made the ET Plus allegedly defective, unsafe, and unreasonably dangerous. The plaintiff alleges product liability negligence, product liability strict liability, and negligently supplying dangerous instrumentality for supplier’s business purposes. The plaintiff seeks compensatory damages, interest, attorneys' fees and costs, and in the alternative plaintiff seeks a declaratory judgment that the ET Plus is defective, the Company’s conduct was unlawful, and class-wide costs and expenses associated with removing and replacing the ET Plus throughout Missouri. On December 6, 2017, the Court granted plaintiff's Motion for Class Certification, certifying a class of Missouri counties with populations of 10,000 or more persons, including the City of St. Louis and the State of Missouri's transportation authority that have or had ET Plus guardrail end terminals with 4-inch wide guide channels installed on roadways they own or maintain. A trial date has been scheduled in this case for April 27, 2020.

The Company believes this lawsuit is without merit and intends to vigorously defend all allegations. While the financial impacts of these state, county, and municipal actions are currently unknown, they could be material.

Based on information currently available to the Company and previously disclosed, including, but not limited to the significance of the successful completion of eight post-verdict crash tests of the ET Plus in 2015, the favorable findings and conclusions published in 2015 by two joint task forces of the Federal Highway Administration and the American Association of State Highway and Transportation Officials regarding the ET Plus end terminal system, the Fifth Circuit's unanimous panel opinion reversing the $682.4 million judgment and rendering judgment in favor of the Company, and the United States Supreme Court’s subsequent denial of Mr. Harman's petition for certiorari in the FCA case, we currently do not believe that a loss is probable in any one or more of the actions described under "State, county, and municipal actions," therefore no accrual has been included in the accompanying Consolidated Financial Statements. Because of the complexity of these actions as well as the current status of certain of these actions, we are not able to estimate a range of possible losses with respect to any one or more of these actions.

Product liability cases

The Company is currently defending a number of product liability lawsuits in several different states that are alleged to involve the ET Plus as well as other products manufactured by Trinity Highway Products. These cases are diverse in light of the randomness of collisions in general and the fact that each accident involving a roadside device, such as an end terminal, or any other fixed object along the highway, has its own unique facts and circumstances. The Company carries general liability insurance to mitigate the impact of adverse judgment exposures in these product liability cases. To the extent that the Company believes that a loss is probable with respect to these product liability cases, the accrual for such losses is included in the amounts described below under "Other matters".

Shareholder class actions

On January 11, 2016, the previously reported cases styled Thomas Nemky, Individually and On Behalf of All Other Similarly Situated v. Trinity Industries, Inc., Timothy R. Wallace, and James E. Perry, Case No. (2:15-CV-00732) (“Nemky”) and Richard J. Isolde, Individually and On Behalf of All Other Similarly Situated v. Trinity Industries, Inc., Timothy R. Wallace, and James E. Perry, Case No. (3:15-CV-2093) ("Isolde"), were consolidated in the District Court for the Northern District of Texas, with all future filings to be filed in the Isolde case. On May 11, 2016, the Lead Plaintiffs filed their Consolidated Complaint alleging defendants Trinity Industries, Inc., Timothy R. Wallace, James E. Perry, and Gregory B. Mitchell violated Section 10(b) of the Securities Exchange Act of 1934, Rule 10b-5 promulgated thereunder, and defendants Mr. Wallace and Mr. Perry violated Section 20(a) of the Securities Exchange Act of 1934 by making materially false and misleading statements and/or by failing to disclose material facts about Trinity's ET Plus and the FCA case styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant, Case No. 2:12-cv-00089-JRG (E.D. Tex.). The parties reached an agreement to settle all claims in this case without any admission of liability or fault for $7.5 million, and on September 23, 2019, entered into a Stipulation of Settlement. Defendants have denied and continue to deny specifically each and all of the claims and contentions alleged by Lead Plaintiffs in this case. The settlement is subject to final court approval. On September 24, 2019, Lead Plaintiffs filed with the Court an Unopposed Motion for Preliminary Approval of Settlement and Approval of Notice to the Class. We have accrued a $2.5 million charge for these claims, net of insurance recoveries, which is included in the amounts described below under "Other matters".

30

Other matters

The Company is involved in claims and lawsuits incidental to our business arising from various matters, including product warranty, personal injury, environmental issues, workplace laws, and various governmental regulations. The Company evaluates its exposure to such claims and suits periodically and establishes accruals for these contingencies when a range of loss can be reasonably estimated. The range of reasonably possible losses for such matters is $29.6 million to $46.2 million, which includes our rights in indemnity and recourse to third parties of approximately $24.0 million, which is recorded in Other Assets on our Consolidated Balance Sheet as of September 30, 2019. This range includes any amounts related to the Highway Products litigation matters described above in the section titled “Highway products litigation” and the settlement described above in the section titled "Shareholder class actions." At September 30, 2019, total accruals of $33.8 million, including environmental and workplace matters described below, are included in accrued liabilities in the accompanying Consolidated Balance Sheets. The Company believes any additional liability would not be material to its financial position or results of operations.

Trinity is subject to remedial orders and federal, state, local, and foreign laws and regulations relating to the environment and the workplace. The Company has reserved $1.4 million to cover our probable and estimable liabilities with respect to the investigations, assessments, and remedial responses to such matters, taking into account currently available information and our contractual rights to indemnification and recourse to third parties. However, estimates of liability arising from future proceedings, assessments, or remediation are inherently imprecise. Accordingly, there can be no assurance that we will not become involved in future litigation or other proceedings involving the environment and the workplace or, if we are found to be responsible or liable in any such litigation or proceeding, that such costs would not be material to the Company. We believe that we are currently in substantial compliance with environmental and workplace laws and regulations.

31

Note 15. Financial Statements for Guarantors of the Senior Notes

Our Senior Notes are fully and unconditionally and jointly and severally guaranteed by certain of Trinity’s 100%-owned subsidiaries: Trinity Industries Leasing Company; Trinity North American Freight Car, Inc.; Trinity Rail Group, LLC; Trinity Tank Car, Inc.; Trinity Highway Products, LLC; and TrinityRail Maintenance Services, Inc. (collectively, the "Combined Guarantor Subsidiaries”).

The Senior Notes indenture agreement includes customary provisions for the release of the guarantees by the Combined Guarantor Subsidiaries upon the occurrence of certain allowed events including the release of one or more of the Combined Guarantor Subsidiaries as guarantor under our revolving credit facility. See Note 11 of our 2018 Annual Report on Form 10-K. The Senior Notes are not guaranteed by any of our remaining 100%-owned subsidiaries or partially-owned subsidiaries (“Combined Non-Guarantor Subsidiaries”).

As discussed in Note 11 of our 2018 Annual Report on Form 10-K, on November 1, 2018, we amended our Credit Agreement and the Supplemental Indenture governing our Senior Notes to release Trinity Marine Products, Inc., Trinity Meyer Utility Structures LLC and Trinity Structural Towers, Inc. from their obligations as guarantors for the Credit Agreement and the Senior Notes effective upon completion of the Arcosa spin-off as these businesses were transferred to Arcosa in connection with the spin-off. Additionally, upon completion of the Arcosa spin-off, the accounting requirements for reporting Arcosa as a discontinued operation were met. Accordingly, we have recast the financial information included in the tables below for all periods presented to: 1) reflect the historical balances and operating results of Arcosa as discontinued operations, 2) reclassify the historical balances and operating results of Trinity Marine Products, Inc., Trinity Meyer Utility Structures LLC and Trinity Structural Towers, Inc., who were formerly guarantor subsidiaries and whose results were previously reflected in the guarantor column, to the non-guarantor column, and 3) include Trinity Highway Products, LLC in the guarantor column. Additionally, amounts previously reported have been restated to include TrinityRail Maintenance Services, Inc. as a Guarantor Subsidiary.

As of September 30, 2019, assets held by the Combined Non-Guarantor Subsidiaries included $92.7 million of restricted cash that was not available for distribution to Trinity Industries, Inc. (“Parent”), $6,251.1 million of equipment securing certain non-recourse debt, and $127.4 million of assets located in foreign locations. As of December 31, 2018, assets held by the Combined Non-Guarantor Subsidiaries included $132.9 million of restricted cash that was not available for distribution to the Parent, $5,316.2 million of equipment securing certain non-recourse debt, $67.5 million of equipment securing certain lease obligations held by the Combined Non-Guarantor Subsidiaries, and $116.0 million of assets located in foreign locations.

32

Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	566.3	$	311.3		$	(64.0	)	$	813.6
Cost of revenues	1.1			466.8		254.7			(73.5		)	649.1
Selling, engineering, and administrative expenses	24.0			24.2		13.9			—			62.1
Gains on dispositions of property	(0.2		)	11.3		6.8			—			17.9
	25.3			479.7		261.8			(73.5		)	693.3
Operating profit (loss)	(25.3		)	86.6		49.5			9.5			120.3
Other (income) expense	(0.6		)	4.8		50.1			(0.3		)	54.0
Equity in earnings of subsidiaries, net of taxes	75.6			6.0		8.1			(89.7		)	—
Income from continuing operations before income taxes	50.9			87.8		7.5			(79.9		)	66.3
Provision (benefit) for income taxes	1.4			21.5		1.0			(5.7		)	18.2
Income from continuing operations	49.5			66.3		6.5			(74.2		)	48.1
Income (loss) from discontinued operations, net of income taxes	(0.5		)	—		0.1			—			(0.4		)
Net income	49.0			66.3		6.6			(74.2		)	47.7
Net loss attributable to noncontrolling interest	—			—		—			(1.3		)	(1.3		)
Net income attributable to controlling interest	$	49.0		$	66.3	$	6.6		$	(72.9	)	$	49.0
Net income	$	49.0		$	66.3	$	6.6		$	(74.2	)	$	47.7
Other comprehensive income (loss)	0.9			—		(3.6		)	—			(2.7		)
Comprehensive income	49.9			66.3		3.0			(74.2		)	45.0
Comprehensive loss attributable to noncontrolling interest	—			—		—			(0.9		)	(0.9		)
Comprehensive income attributable to controlling interest	$	49.9		$	66.3	$	3.0		$	(73.3	)	$	45.9

Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	449.0	$	231.5	$	(73.6	)	$	606.9
Cost of revenues	1.6			375.2		171.9		(82.2		)	466.5
Selling, engineering, and administrative expenses	35.6			28.3		11.7		—			75.6
Gains on dispositions of property	—			8.4		2.0		—			10.4
	37.2			395.1		181.6		(82.2		)	531.7
Operating profit (loss)	(37.2		)	53.9		49.9		8.6			75.2
Other (income) expense	(3.9		)	8.4		35.5		—			40.0
Equity in earnings of subsidiaries, net of taxes	63.8			8.0		7.3		(79.1		)	—
Income before income taxes	30.5			53.5		21.7		(70.5		)	35.2
Provision (benefit) for income taxes	(5.3		)	8.4		2.4		1.2			6.7
Income from continuing operations	35.8			45.1		19.3		(71.7		)	28.5
Income (loss) from discontinued operations, net of income taxes	(8.1		)	—		7.9		—			(0.2		)
Net income	27.7			45.1		27.2		(71.7		)	28.3
Net income attributable to noncontrolling interest	—			—		—		0.6			0.6
Net income attributable to controlling interest	$	27.7		$	45.1	$	27.2	$	(72.3	)	$	27.7
Net income	$	27.7		$	45.1	$	27.2	$	(71.7	)	$	28.3
Other comprehensive income	1.4			—		0.7		—			2.1
Comprehensive income	29.1			45.1		27.9		(71.7		)	30.4
Comprehensive income attributable to noncontrolling interest	—			—		—		0.9			0.9
Comprehensive income attributable to controlling interest	$	29.1		$	45.1	$	27.9	$	(72.6	)	$	29.5

33

Condensed Consolidating Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	1,492.7	$	853.1		$	(191.4	)	$	2,154.4
Cost of revenues	2.3			1,246.1		664.3			(221.7		)	1,691.0
Selling, engineering, and administrative expenses	71.3			77.6		42.6			—			191.5
Gains on dispositions of property	(0.2		)	20.4		27.0			—			47.2
	73.8			1,303.3		679.9			(221.7		)	1,835.3
Operating profit (loss)	(73.8		)	189.4		173.2			30.3			319.1
Other (income) expense	—			14.6		146.7			(0.3		)	161.0
Equity in earnings of subsidiaries, net of taxes	195.4			32.0		19.7			(247.1		)	—
Income from continuing operations before income taxes	121.6			206.8		46.2			(216.5		)	158.1
Provision (benefit) for income taxes	3.5			46.9		3.3			(12.5		)	41.2
Income from continuing operations	118.1			159.9		42.9			(204.0		)	116.9
Loss from discontinued operations, net of income taxes	(2.1		)	—		(0.2		)	—			(2.3		)
Net income	116.0			159.9		42.7			(204.0		)	114.6
Net loss attributable to noncontrolling interest	—			—		—			(1.4		)	(1.4		)
Net income attributable to controlling interest	$	116.0		$	159.9	$	42.7		$	(202.6	)	$	116.0
Net income	$	116.0		$	159.9	$	42.7		$	(204.0	)	$	114.6
Other comprehensive income (loss)	2.5			—		(15.2		)	—			(12.7		)
Comprehensive income	118.5			159.9		27.5			(204.0		)	101.9
Comprehensive loss attributable to noncontrolling interest	—			—		—			(0.4		)	(0.4		)
Comprehensive income attributable to controlling interest	$	118.5		$	159.9	$	27.5		$	(203.6	)	$	102.3

Condensed Consolidating Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	1,288.6	$	692.4	$	(206.9	)	$	1,774.1
Cost of revenues	2.3			1,059.1		515.3		(228.4		)	1,348.3
Selling, engineering, and administrative expenses	109.9			84.0		30.7		—			224.6
Gains on dispositions of property	1.4			18.5		4.2		—			24.1
	110.8			1,124.6		541.8		(228.4		)	1,548.8
Operating profit (loss)	(110.8		)	164.0		150.6		21.5			225.3
Other (income) expense	(1.4		)	24.2		96.6		—			119.4
Equity in earnings of subsidiaries, net of taxes	247.7			35.2		20.2		(303.1		)	—
Income from continuing operations before income taxes	138.3			175.0		74.2		(281.6		)	105.9
Provision (benefit) for income taxes	(6.3		)	33.4		6.6		(8.8		)	24.9
Income from continuing operations	144.6			141.6		67.6		(272.8		)	81.0
Income (loss) from discontinued operations, net of income taxes	(12.6		)	—		67.0		—			54.4
Net income	132.0			141.6		134.6		(272.8		)	135.4
Net income attributable to noncontrolling interest	—			—		—		3.4			3.4
Net income attributable to controlling interest	$	132.0		$	141.6	$	134.6	$	(276.2	)	$	132.0
Net income	$	132.0		$	141.6	$	134.6	$	(272.8	)	$	135.4
Other comprehensive income	1.8			—		1.7		—			3.5
Comprehensive income	133.8			141.6		136.3		(272.8		)	138.9
Comprehensive income attributable to noncontrolling interest	—			—		—		4.5			4.5
Comprehensive income attributable to controlling interest	$	133.8		$	141.6	$	136.3	$	(277.3	)	$	134.4

34

Condensed Consolidating Balance Sheet
September 30, 2019
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Assets:
Cash and cash equivalents	$	87.4	$	2.3	$	32.7	$	(24.8	)	$	97.6
Receivables, net of allowance	2.9		227.6		74.2		—			304.7
Income tax receivable	21.1		—		—		—			21.1
Inventory	—		592.4		40.6		(0.1		)	632.9
Property, plant, and equipment, net	42.3		1,275.9		6,387.5		(789.0		)	6,916.7
Investments in and advances to subsidiaries	4,655.8		3,167.3		357.0		(8,180.1		)	—
Restricted cash	—		—		92.7		24.8			117.5
Goodwill and other assets	252.1		300.0		62.8		(62.3		)	552.6
	$	5,061.6	$	5,565.5	$	7,047.5	$	(9,031.5	)	$	8,643.1
Liabilities:
Accounts payable	$	4.3	$	171.5	$	74.7	$	0.3		$	250.8
Accrued liabilities	179.8		34.4		158.6		(3.9		)	368.9
Debt	472.7		—		4,212.5		—			4,685.2
Deferred income taxes	—		860.4		2.2		(78.5		)	784.1
Advances from subsidiaries	1,893.8		—		—		(1,893.8		)	—
Other liabilities	51.7		41.9		1.2		—			94.8
Total stockholders' equity	2,459.3		4,457.3		2,598.3		(7,055.6		)	2,459.3
	$	5,061.6	$	5,565.5	$	7,047.5	$	(9,031.5	)	$	8,643.1

Condensed Consolidating Balance Sheet
December 31, 2018
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Assets:
Cash and cash equivalents	$	154.7	$	4.1	$	59.1	$	(38.7	)	$	179.2
Receivables, net of allowance	12.5		181.8		82.3		—			276.6
Income tax receivable	40.4		—		—		—			40.4
Inventory	—		485.8		40.9		(2.0		)	524.7
Property, plant, and equipment, net	42.0		1,436.3		5,579.7		(723.6		)	6,334.4
Investments in and advances to subsidiaries	4,558.6		2,981.7		661.1		(8,201.4		)	—
Restricted cash	—		—		132.9		38.7			171.6
Goodwill and other assets	205.1		197.9		106.8		(47.5		)	462.3
	$	5,013.3	$	5,287.6	$	6,662.8	$	(8,974.5	)	$	7,989.2
Liabilities:
Accounts payable	$	8.6	$	134.0	$	69.9	$	(0.4	)	$	212.1
Accrued liabilities	184.3		55.4		128.7		(0.1		)	368.3
Debt	397.4		—		3,631.8		—			4,029.2
Deferred income	—		16.5		1.2		—			17.7
Deferred income taxes	—		790.3		—		(47.2		)	743.1
Advances from subsidiaries	1,804.2		—		—		(1,804.2		)	—
Other liabilities	56.8		—		—		—			56.8
Total stockholders' equity	2,562.0		4,291.4		2,831.2		(7,122.6		)	2,562.0
	$	5,013.3	$	5,287.6	$	6,662.8	$	(8,974.5	)	$	7,989.2

35

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Operating activities:
Net income	$	116.0		$	159.9		$	42.7		$	(204.0	)	$	114.6
Loss from discontinued operations	2.1			—			0.2			—			2.3
Equity in earnings of subsidiaries, net of taxes	(195.4		)	(32.0		)	(19.7		)	247.1			—
Other	(17.2		)	(159.3		)	257.5			(33.9		)	47.1
Net cash provided by (used in) operating activities	(94.5		)	(31.4		)	280.7			9.2			164.0
Investing activities:
Proceeds from railcar lease fleet sales owned more than one year	—			1,184.6			180.0			(1,189.6		)	175.0
Proceeds from dispositions of property and other assets	—			6.3			13.2			—			19.5
Capital expenditures – leasing	—			(911.4		)	(1,132.5		)	1,189.6			(854.3		)
Capital expenditures – manufacturing and other	(4.0		)	(31.7		)	(27.6		)	—			(63.3		)
(Increase) decrease in investment in partially-owned subsidiaries	—			1.6			—			(1.6		)	—
Other	—			—			(0.2		)	—			(0.2		)
Net cash (used in) provided by investing activities	(4.0		)	249.4			(967.1		)	(1.6		)	(723.3		)
Financing activities:
Payments to retire debt	(750.0		)	—			(610.8		)	—			(1,360.8		)
Proceeds from issuance of debt	825.0			—			1,185.2			—			2,010.2
Shares repurchased	(154.9		)	—			—			—			(154.9		)
Dividends paid to common shareholders	(60.8		)	—			—			—			(60.8		)
Purchase of shares to satisfy employee tax on vested stock	(8.0		)	—			—			—			(8.0		)
Distributions to noncontrolling interest	—			—			(2.1		)	—			(2.1		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			(1.6		)	1.6			—
Change in intercompany financing between entities	179.9			(219.8		)	49.1			(9.2		)	—
Net cash (used in) provided by financing activities	31.2			(219.8		)	619.8			(7.6		)	423.6
Net decrease in cash, cash equivalents, and restricted cash	(67.3		)	(1.8		)	(66.6		)	—			(135.7		)
Cash, cash equivalents, and restricted cash at beginning of period	154.7			4.1			192.0			—			350.8
Cash, cash equivalents, and restricted cash at end of period	$	87.4		$	2.3		$	125.4		$	—		$	215.1

36

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Operating activities:
Net income	$	132.0		$	141.6		$	134.6		$	(272.8	)	$	135.4
Income (loss) from discontinued operations	12.6			—			(67.0		)	—			(54.4		)
Equity in earnings of subsidiaries, net of taxes	(247.7		)	(35.2		)	(20.2		)	303.1			—
Other	(39.5		)	29.0			132.9			(23.9		)	98.5
Net cash (used in) provided by operating activities – continuing operations	(142.6		)	135.4			180.3			6.4			179.5
Net cash (used in) provided by operating activities – discontinued operations	(12.6		)	—			153.0			—			140.4
Net cash (used in) provided by operating activities	(155.2		)	135.4			333.3			6.4			319.9
Investing activities:
Decrease in short-term marketable securities	319.5			—			—			—			319.5
Proceeds from railcar lease fleet sales owned more than one year	—			707.8			63.3			(647.7		)	123.4
Proceeds from dispositions of property and other assets	0.2			3.8			2.9			—			6.9
Capital expenditures – leasing	—			(611.9		)	(711.6		)	647.7			(675.8		)
Capital expenditures – manufacturing and other	(11.6		)	(9.9		)	(8.5		)	—			(30.0		)
(Increase) decrease in investment in partially-owned subsidiaries	—			7.1			—			(7.1		)	—
Other	—			—			(1.9		)	—			(1.9		)
Net cash (used in) provided by investing activities – continuing operations	308.1			96.9			(655.8		)	(7.1		)	(257.9		)
Net cash used in investing activities – discontinued operations	—			—			(53.1		)	—			(53.1		)
Net cash (used in) provided by investing activities	308.1			96.9			(708.9		)	(7.1		)	(311.0		)
Financing activities:
Payments to retire debt	(647.6		)	(1.8		)	(89.5		)	—			(738.9		)
Proceeds from issuance of debt	—			—			561.3			—			561.3
Shares repurchased	(156.1		)	—			—			—			(156.1		)
Dividends paid to common shareholders	(58.1		)	—			—			—			(58.1		)
Purchase of shares to satisfy employee tax on vested stock	(11.5		)	—			—			—			(11.5		)
Distributions to noncontrolling interest	—			—			(10.3		)	—			(10.3		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			7.1			(7.1		)	—
Change in intercompany financing between entities	289.6			(161.9		)	(135.5		)	7.8			—
Other	—			—			(3.2		)	—			(3.2		)
Net cash (used in) provided by financing activities	(583.7		)	(163.7		)	329.9			0.7			(416.8		)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(430.8		)	68.6			(45.7		)	—			(407.9		)
Cash, cash equivalents, and restricted cash at beginning of period	763.9			1.6			208.3			—			973.8
Cash, cash equivalents, and restricted cash at end of period	$	333.1		$	70.2		$	162.6		$	—		$	565.9

37

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide management's perspective on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. Our MD&A should be read in conjunction with the unaudited Consolidated Financial Statements and related Notes in Part I, Item 1 of this Quarterly Report on Form 10-Q and Item 8, Financial Statements and Supplementary Data, of our 2018 Annual Report on Form 10-K.

Forward-Looking Statements

This quarterly report on Form 10-Q (or statements otherwise made by the Company or on the Company’s behalf from time to time in other reports, filings with the Securities and Exchange Commission (“SEC”), news releases, conferences, website postings or otherwise) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements contained herein that are not historical facts are forward-looking statements and involve risks and uncertainties. These forward-looking statements include expectations, beliefs, plans, objectives, future financial performances, estimates, projections, goals, and forecasts. Trinity uses the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “forecasts,” “may,” “will,” “should,” and similar expressions to identify these forward-looking statements. Potential factors which could cause our actual results of operations to differ materially from those in the forward-looking statements include, among others:

• market conditions and customer demand for our business products and services;

• the cyclical nature of the industries in which we compete;

• variations in weather in areas where our highway products are sold, used, or installed;

• naturally-occurring events and disasters causing disruption to our manufacturing, product deliveries, and production capacity, thereby giving rise to an increase in expenses, loss of revenue, and property losses;

• the timing of introduction of new products;

• the timing and delivery of customer orders, sales of leased railcars, or a breach of customer contracts;

• the creditworthiness of customers and their access to capital;

• product price changes;

• changes in mix of products sold;

• the costs incurred to align manufacturing capacity with demand and the extent of its utilization;

• the operating leverage and efficiencies that can be achieved by our manufacturing businesses;

• availability and costs of steel, component parts, supplies, and other raw materials;

• competition and other competitive factors;

• changing technologies;

• surcharges and other fees added to fixed pricing agreements for steel, component parts, supplies, and other raw materials;

• interest rates and capital costs;

• counter-party risks for financial instruments;

• long-term funding of our operations;

• taxes;

• the stability of the governments and political and business conditions in certain foreign countries, particularly Mexico;

• changes in import and export quotas and regulations;

• business conditions in emerging economies;

• costs and results of litigation, including trial and appellate costs;

• changes in accounting standards or inaccurate estimates or assumptions in the application of accounting policies;

• legal, regulatory, and environmental issues, including compliance of our products with mandated specifications, standards, or testing criteria and obligations to remove and replace our products following installation or to recall our products and install different products manufactured by us or our competitors;

• actions by U.S. and/or foreign governments (particularly Mexico and Canada) relative to federal government budgeting, taxation policies, government expenditures, borrowing/debt ceiling limits, tariffs, and trade policies;

• the use of social or digital media to disseminate false, misleading and/or unreliable or inaccurate information;

• the inability to sufficiently protect our intellectual property rights;

• if the Company does not realize some or all of the benefits expected to result from the spin-off of Arcosa, Inc. ("Arcosa"), a new public company focused on infrastructure-related products and services, or if such benefits are delayed; and

• if the distribution of shares of Arcosa, together with certain related transactions, does not qualify as a transaction that is generally tax-free for U.S. federal income tax purposes, the Company's stockholders at the time of the distribution and the Company could be subject to significant tax liability.

Any forward-looking statement speaks only as of the date on which such statement is made. Except as required by federal securities laws, Trinity undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. For a discussion of risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in our 2018 Annual Report on Form 10-K.

38

Company Overview

Trinity Industries, Inc. and its consolidated subsidiaries (“Trinity,” “Company,” “we,” “our,” or "us") own businesses that are leading providers of railcar products and services in North America. Our rail-related businesses market their railcar products and services under the trade name TrinityRail^®. The TrinityRail integrated platform provides railcar leasing and management services, railcar manufacturing, and railcar maintenance and modification services. We also own businesses engaged in the manufacturing of products used on the nation's roadways and in traffic control, as well as a logistics business that provides support services to Trinity and a variety of other industrial manufacturers.

On November 1, 2018, we completed the separation of Trinity Industries, Inc. into two public companies: (1) Trinity Industries, Inc., primarily comprised of Trinity’s rail-related businesses, and (2) Arcosa, a new public company focused on infrastructure-related products and services. The separation was effected through a pro rata dividend to Trinity's shareholders of all outstanding Arcosa shares and was structured to qualify as a tax-free distribution for federal income tax purposes. Following the distribution, Arcosa became an independent, publicly-traded company on the New York Stock Exchange. Trinity did not retain an ownership interest in Arcosa following the completion of the spin-off transaction. See Note 2 of the Consolidated Financial Statements for further information related to the spin-off transaction.

Following the Arcosa spin-off, Trinity now reports its financial results in three principal business segments: the Railcar Leasing and Management Services Group, the Rail Products Group, and the All Other Group. Our All Other segment includes the results of our highway products business, which was previously reported within our former Construction Products Group. Additionally, our heads business, which was previously reported in our former Energy Equipment Group, is now included within the Rail Products Group. Further, our axles and couplers businesses were previously included in our Rail Products Group and were transferred to Arcosa in connection with the spin-off.

Arcosa's results of operations have been presented as discontinued operations for all periods presented in this Quarterly Report on Form 10-Q. Additionally, all intersegment sales between Arcosa and us, previously recorded as intersegment sales and eliminated in consolidation prior to the Arcosa spin-off, are now reflected as third-party sales. These sales, along with their related costs, are no longer eliminated in consolidation.

All segment results set forth herein have been recast to present results on a comparable basis.

39

Executive Summary

Financial and Operational Highlights

• Our revenues for the nine months ended September 30, 2019 were $2,154.4 million representing an increase of 21.4%, compared to the nine months ended September 30, 2018. Our operating profit for the nine months ended September 30, 2019 was $319.1 million representing an increase of 41.6%, compared to the nine months ended September 30, 2018.

• The Railcar Leasing and Management Services Group (the "Leasing Group") reported additions to the wholly-owned and partially-owned lease fleet of 7,220 railcars, for a total of 102,090 railcars as of September 30, 2019, an increase of 7.6% compared to September 30, 2018.

• For the nine months ended September 30, 2019, we made a net investment in our lease fleet of approximately $679.3 million, which includes new railcar additions and railcar modifications, net of deferred profit; secondary market purchases; and proceeds from the sales of leased railcars owned more than one year at the time of sale.

• The Leasing Group's lease fleet of 102,090 company-owned rail cars was 96.7% utilized as of September 30, 2019, in comparison to a lease fleet utilization of 97.6% on 94,870 company-owned railcars as of September 30, 2018. Our company-owned railcars include wholly-owned, partially-owned, and railcars under sale-leaseback arrangements.

• The total value of the railcar backlog at September 30, 2019 was $2.4 billion, compared to $3.2 billion at September 30, 2018. The Rail Products Group received orders for 7,635 railcars and delivered 15,080 railcars in the nine months ended September 30, 2019, in comparison to orders for 20,750 railcars and deliveries of 14,820 railcars in the nine months ended September 30, 2018.

See "Consolidated Results of Operations" and "Segment Discussion" below for additional information regarding our operating results.

Debt and Capital Allocation Updates

• In connection with the Company's ongoing efforts to optimize its balance sheet, in April 2019, Trinity Rail Leasing 2019 LLC ("TRL-2019"), a Delaware limited liability company and a limited purpose, indirect wholly-owned subsidiary of the Company owned through Trinity Industries Leasing Company (“TILC”), issued $528.3 million of TRL-2019 Secured Railcar Equipment Notes. These notes bear interest at a fixed rate of 3.82% and have a stated final maturity date of 2049.

• We repurchased approximately 5.2 million and 10.8 million shares during the three and nine months ended September 30, 2019, respectively, at a cost of approximately $100.9 million and $233.9 million. The total for the nine months ended September 30, 2019 includes the completion of our previously announced accelerated share repurchase program. As of September 30, 2019, the Company had a remaining authorization to repurchase up to $186.1 million, not to exceed 5.5 million shares, of its common stock under the current repurchase program.

See "Liquidity and Capital Resources" below for further information regarding these activities.

Litigation Updates

See Note 14 of the Consolidated Financial Statements for an update on the status of our Highway Products litigation.

Subsequent Events

• In October 2019, TRL-2019 issued an additional $386.5 million of TRL-2019 Secured Railcar Equipment Notes, consisting of two classes of notes with (i) an aggregate principal amount of $106.9 million of TRL-2019's Series 2019-2 Class A-1 Secured Railcar Equipment Notes (the "Class A-1 Notes"), and (ii) an aggregate principal amount of $279.6 million of TRL-2019's Series 2019-2 Class A-2 Secured Railcar Equipment Notes (the “Class A-2 Notes”). The Class A-1 Notes and Class A-2 Notes bear interest at fixed rates of 2.39% and 3.10%, respectively, and have a stated final maturity date of 2049. Net proceeds received from the transaction are being used to repay approximately $167 million in outstanding borrowings under the Leasing Group's secured warehouse loan facility, to repay approximately $125 million in outstanding borrowings under the Company's revolving credit facility, and for general corporate purposes.

40

Cyclical and Seasonal Trends Impacting Our Business

The industries in which we operate are cyclical in nature. Weaknesses in certain sectors of the U.S. and global economy may make it more difficult to sell or lease certain types of railcars. Additionally, adverse changes in commodity prices or lower demand for certain commodities could result in a decline in customer demand for various types of railcars. We continuously assess demand for our products and services and take steps to rationalize and diversify our leased railcar portfolio and align our manufacturing capacity appropriately. We diligently evaluate the creditworthiness of our customers and monitor performance of relevant market sectors; however, weaknesses in any of these market sectors could affect the financial viability of our underlying Leasing Group customers, which could negatively impact our recurring leasing revenues and operating profits. Due to their transactional nature, railcar sales from the lease fleet are the primary driver of fluctuations in results in the Railcar Leasing and Management Services Group. Results in our All Other Group are affected by seasonal fluctuations, with the second and third quarters historically being the quarters with the highest revenues.

Recent Market Developments

Demand for railcars continued at lower levels during the third quarter of 2019 due to economic uncertainty associated with industrial production and global tariffs and trade policies. These factors, combined with pressure on railcar loading volumes, are impacting railcar lease rates and utilization, as well as orders for new railcars, and we currently expect this trend to continue in the near term. We believe that our flexible manufacturing platform is designed to respond to cyclical changes in demand.

Strategic Initiatives

We are finalizing the initial phase of efforts to optimize our manufacturing footprint and to streamline certain functions to support our rail-focused strategy. In the fourth quarter, in connection with our assessment of future needs to support our go-forward business strategy, we anticipate recognizing a restructuring charge of approximately $10 million to $20 million, primarily from write-downs related to underutilized assets in our manufacturing footprint, and employee transition costs. We estimate that these actions will generate future annualized cost savings of approximately $8 million to $10 million. We expect to identify additional streamlining and cost savings opportunities in 2020.

41

Consolidated Results of Operations

The following table summarizes our consolidated results of operations for the three and nine months ended September 30, 2019 and 2018:

	Three Months Ended September 30,					Nine Months Ended September 30,
	2019		2018			2019		2018
	(in millions)
Revenues	$	813.6	$	606.9		$	2,154.4	$	1,774.1
Cost of revenues	649.1		466.5			1,691.0		1,348.3
Selling, engineering, and administrative expenses	62.1		75.6			191.5		224.6
Gains on disposition of property	17.9		10.4			47.2		24.1
Total operating profit	120.3		75.2			319.1		225.3
Interest expense, net	54.0		40.4			160.8		122.9
Other, net	—		(0.4		)	0.2		(3.5		)
Income from continuing operations before income taxes	66.3		35.2			158.1		105.9
Provision for income taxes	18.2		6.7			41.2		24.9
Income from continuing operations	$	48.1	$	28.5		$	116.9	$	81.0

Revenues

The tables below present revenues by segment for the three and nine months ended September 30, 2019 and 2018:

	Three Months Ended September 30, 2019
	Revenues								Percent
	External		Intersegment			Total			Change
	(in millions)
Railcar Leasing and Management Services Group	$	326.2	$	0.2		$	326.4		43.5	%
Rail Products Group	409.0		314.0			723.0			45.3
All Other	78.4		12.0			90.4			(11.7	)
Segment Totals before Eliminations	813.6		326.2			1,139.8			37.7
Eliminations – Lease subsidiary	—		(314.0		)	(314.0		)
Eliminations – Other	—		(12.2		)	(12.2		)
Consolidated Total	$	813.6	$	—		$	813.6		34.1
	Three Months Ended September 30, 2018
	Revenues
	External		Intersegment			Total
	(in millions)
Railcar Leasing and Management Services Group	$	227.2	$	0.3		$	227.5
Rail Products Group	290.2		207.4			497.6
All Other	89.5		12.9			102.4
Segment Totals before Eliminations	606.9		220.6			827.5
Eliminations – Lease subsidiary	—		(207.4		)	(207.4		)
Eliminations – Other	—		(13.2		)	(13.2		)
Consolidated Total	$	606.9	$	—		$	606.9

42

	Nine Months Ended September 30, 2019
	Revenues								Percent
	External		Intersegment			Total			Change
	(in millions)
Railcar Leasing and Management Services Group	$	803.3	$	0.6		$	803.9		30.6	%
Rail Products Group	1,125.9		913.0			2,038.9			23.4
All Other	225.2		40.1			265.3			(2.4	)
Segment Totals before Eliminations	2,154.4		953.7			3,108.1			22.4
Eliminations – Lease subsidiary	—		(913.0		)	(913.0		)
Eliminations – Other	—		(40.7		)	(40.7		)
Consolidated Total	$	2,154.4	$	—		$	2,154.4		21.4
	Nine Months Ended September 30, 2018
	Revenues
	External		Intersegment			Total
	(in millions)
Railcar Leasing and Management Services Group	$	614.7	$	0.8		$	615.5
Rail Products Group	919.9		732.0			1,651.9
All Other	239.5		32.4			271.9
Segment Totals before Eliminations	1,774.1		765.2			2,539.3
Eliminations – Lease subsidiary	—		(732.0		)	(732.0		)
Eliminations – Other	—		(33.2		)	(33.2		)
Consolidated Total	$	1,774.1	$	—		$	1,774.1

Operating Costs

Operating costs are comprised of cost of revenues; selling, engineering, and administrative costs; and gains or losses on property disposals. Operating costs by segment for the three and nine months ended September 30, 2019 and 2018 were as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Railcar Leasing and Management Services Group	$	210.7		$	135.3		$	497.6		$	360.4
Rail Products Group	657.6			469.6			1,854.9			1,523.9
All Other	86.5			92.9			248.6			244.2
Segment Totals before Eliminations and Corporate Expenses	954.8			697.8			2,601.1			2,128.5
Corporate	23.9			37.4			78.1			115.0
Eliminations – Lease subsidiary	(273.3		)	(189.3		)	(803.5		)	(660.7		)
Eliminations – Other	(12.1		)	(14.2		)	(40.4		)	(34.0		)
Consolidated Total	$	693.3		$	531.7		$	1,835.3		$	1,548.8

Operating Profit

Operating profit by segment for the three and nine months ended September 30, 2019 and 2018 was as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Railcar Leasing and Management Services Group	$	115.7		$	92.2		$	306.3		$	255.1
Rail Products Group	65.4			28.0			184.0			128.0
All Other	3.9			9.5			16.7			27.7
Segment Totals before Eliminations and Corporate Expenses	185.0			129.7			507.0			410.8
Corporate	(23.9		)	(37.4		)	(78.1		)	(115.0		)
Eliminations – Lease subsidiary	(40.7		)	(18.1		)	(109.5		)	(71.3		)
Eliminations – Other	(0.1		)	1.0			(0.3		)	0.8
Consolidated Total	$	120.3		$	75.2		$	319.1		$	225.3

43

Discussion of Consolidated Results

Revenues — Our revenues for the three months ended September 30, 2019 were $813.6 million, representing an increase of $206.7 million, or 34.1%, over the prior year period, primarily related to favorable pricing and product mix on external railcar sales, as well as higher railcar deliveries in the Rail Products Group. Additionally, revenues increased in the Leasing Group primarily from a higher volume of railcars sold from our lease fleet and higher leasing and management services revenue.

Our revenues for the nine months ended September 30, 2019 were $2,154.4 million, representing an increase of $380.3 million, or 21.4%, over the prior year period, primarily related to a higher volume of railcars sold from our lease fleet and higher leasing and management services revenue in the Leasing Group. Additionally, revenues increased in the Rail Products Group as a result of favorable pricing and product mix on external railcar sales and growth in our maintenance services business.

Cost of revenues — Our cost of revenues for the three months ended September 30, 2019 were $649.1 million, representing an increase of $182.6 million, or 39.1%, over the prior year period. Our cost of revenues for the nine months ended September 30, 2019 were $1,691.0 million, representing an increase of $342.7 million, or 25.4%, over the prior year period. The increase in cost of revenues in our Rail Products Group resulted primarily from product mix changes on external railcar sales and higher volumes in our maintenance services business. Additionally, cost of revenues increased in the Leasing Group due to a higher volume of railcars sold, including cost of revenues attributable to sales-type leases, and increased depreciation expense associated with the growth of our lease fleet.

Selling, engineering, and administrative expenses — Selling, engineering, and administrative expenses decreased by 17.9% and 14.7% for the three and nine months ended September 30, 2019, respectively, when compared to the prior year period primarily due to cost reductions associated with optimizing our post-spin corporate structure.

Gains on disposition of property — Gains on disposition of property increased by $7.5 million and $23.1 million for the three and nine months ended September 30, 2019, respectively, when compared to the prior year period primarily due to higher sales of leased railcars.

Operating profit — Operating profit for the three months ended September 30, 2019 totaled $120.3 million, representing an increase of 60.0% from the prior year period. Operating profit for the nine months ended September 30, 2019 totaled $319.1 million, representing an increase of 41.6% from the prior year period. The increase in operating profit resulted primarily from favorable product mix changes in the Rail Products Group, higher profits from railcar sales in the Leasing Group, and reductions in corporate selling, engineering, and administrative expenses.

For further information regarding the operating results of individual segments, see "Segment Discussion" below.

Interest expense, net — Interest expense, net for the three and nine months ended September 30, 2019 totaled $54.0 million and $160.8 million, respectively, compared to $40.4 million and $122.9 million for the three and nine months ended September 30, 2018, respectively. The increase in interest expense for the three and nine months ended September 30, 2019 was primarily driven by higher debt obligations associated with the Leasing Group and lower interest income when compared to the prior year period. However, in comparison to the prior year period, interest expense for the nine months ended September 30, 2019 was favorably impacted by the retirement of the convertible notes in the second quarter of 2018.

Other, net — For the nine months ended September 30, 2019, the increase in expense was primarily due to higher net periodic benefit costs associated with our company-sponsored pension plans.

Income taxes — Our effective tax rates were 27.5% and 26.1% for the three and nine months ended September 30, 2019, respectively, and 19.0% and 23.5% for the three and nine months ended September 30, 2018, respectively. Our effective tax rates differ from the U.S. statutory rate of 21.0% due to the impacts of state income taxes, the incremental tax on profits of branches taxed in both U.S. and foreign jurisdictions, excess tax benefits of equity based compensation, tax return true-ups, and non-deductible executive compensation.

Income tax refunds received, net of payments, during the nine months ended September 30, 2019 totaled $18.4 million. The total net income tax receivable position as of September 30, 2019 was $16.7 million.

44

Segment Discussion

Railcar Leasing and Management Services Group

	Three Months Ended September 30,								Nine Months Ended September 30,
	2019			2018			Percent		2019			2018			Percent
	(in millions)						Change		(in millions)						Change
Revenues:
Leasing and management	$	190.1		$	175.9		8.1	%	$	566.6		$	534.7		6.0	%
Sales of railcars owned one year or less at the time of sale (1)	136.3			51.6			*		237.3			80.8			*
Total revenues	$	326.4		$	227.5		43.5		$	803.9		$	615.5		30.6
Operating profit(2):
Leasing and management	$	79.8		$	69.7		14.5		$	234.6		$	216.6		8.3
Railcar sales:
Railcars owned one year or less at the time of sale	17.8			13.1			*		27.0			17.5			*
Railcars owned more than one year at the time of sale	18.1			9.4			*		44.7			21.0			*
Total operating profit	$	115.7		$	92.2		25.5		$	306.3		$	255.1		20.1
Total operating profit margin	35.4		%	40.5		%			38.1		%	41.4		%
Leasing and management operating profit margin:	42.0		%	39.6		%			41.4		%	40.5		%
Selected expense information:
Depreciation	$	59.4		$	48.8		21.7	%	$	171.6		$	140.9		21.8	%
Maintenance and compliance	$	24.9		$	24.1		3.3	%	$	79.2		$	75.5		4.9	%
Rent	$	3.8		$	9.7		(60.8	)%	$	13.6		$	29.7		(54.2	)%
Selling, engineering, and administrative expenses	$	10.7		$	11.9		(10.1	)%	$	36.2		$	36.7		(1.4	)%
Interest	$	50.0		$	37.4		33.7	%	$	146.4		$	101.2		44.7	%

 * Not meaningful

⁽¹⁾ Includes revenues associated with sales-type leases of $26.3 million and $60.5 million, respectively, for the three and nine months ended September 30, 2019.

⁽²⁾ Operating profit includes: depreciation; maintenance and compliance; rent; and selling, engineering, and administrative expenses. Amortization of deferred profit on railcars sold from the Rail Products Group to the Leasing Group is included in the operating profits of the Leasing Group, resulting in the recognition of depreciation expense based on our original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges.

Total revenues for the Railcar Leasing and Management Services Group increased by 43.5% and 30.6% for the three and nine months ended September 30, 2019, respectively, compared to the prior year period. Revenues related to sales of leased railcars owned one year or less increased due to a higher volume and mix of railcars sold from the fleet. Additionally, leasing and management revenues increased 8.1% and 6.0% for the three and nine months ended September 30, 2019, respectively, as a result of growth in the lease fleet and higher average lease rates when compared to the three and nine months ended September 30, 2018.

During the nine months ended September 30, 2019 and 2018, the Leasing Group recognized sales of leased railcars as follows:

	Nine Months Ended September 30,
	2019		2018
	(in millions)
Railcars owned one year or less at the time of sale (1)	$	237.3	$	80.8
Railcars owned more than one year at the time of sale	175.0		123.4
	$	412.3	$	204.2

⁽¹⁾ Includes revenues associated with sales-type leases of $60.5 million for the nine months ended September 30, 2019.

Operating profit increased by 25.5% and 20.1% for the three and nine months ended September 30, 2019, respectively, compared to the prior year period primarily due to higher profits from railcar sales, growth in the lease fleet, and lower rent expense resulting from the purchase of 6,779 railcars during the first quarter of 2019, which were previously under lease and are now wholly-owned. These increases were partially offset by higher depreciation expense associated with the growth in the lease fleet. See "Liquidity and Capital Resources" below for further information regarding the leased railcar purchase.

45

The Leasing Group generally uses its non-recourse warehouse loan facility or cash to provide initial funding for a portion of the purchase price of the railcars. After initial funding, the Leasing Group may obtain long-term financing for the railcars in the lease fleet through non-recourse asset-backed securities; long-term non-recourse operating leases pursuant to sale-leaseback transactions; long-term recourse debt such as equipment trust certificates; long-term non-recourse promissory notes; or third-party equity.

Information regarding the Leasing Group’s lease fleet, managed or owned through its wholly-owned and partially-owned subsidiaries, follows:

	September 30, 2019		September 30, 2018
Number of railcars:
Wholly-owned	77,485		70,220
Partially-owned	24,605		24,650
	102,090		94,870
Managed (third-party owned)	24,215		27,160
	126,305		122,030
Company-owned railcars (1):
Average age in years	9.4		8.9
Average remaining lease term in years	3.4		3.5
Fleet utilization	96.7	%	97.6	%

⁽¹⁾ Company-owned railcars includes wholly-owned, partially-owned, and railcars under sale-leaseback arrangements.

46

Rail Products Group

	Three Months Ended September 30,								Nine Months Ended September 30,
	2019			2018			Percent		2019			2018			Percent
	(in millions)						Change		(in millions)						Change
Revenues:
Rail Products	$	612.3		$	408.2		50.0	%	$	1,723.5		$	1,413.1		22.0	%
Maintenance services	99.8			76.5			30.5		277.4			200.5			38.4
Other	10.9			12.9			(15.5	)	38.0			38.3			(0.8	)
Total revenues	723.0			497.6			45.3		2,038.9			1,651.9			23.4
Operating costs:
Cost of revenues	644.8			457.0			41.1		1,816.4			1,486.3			22.2
Selling, engineering, and administrative expenses	12.5			12.6			(0.8	)	38.2			37.6			1.6
Losses on dispositions of property	0.3			—			*		0.3			—			*
Operating profit	$	65.4		$	28.0		133.6		$	184.0		$	128.0		43.8
Operating profit margin	9.0		%	5.6		%			9.0		%	7.7		%

* Not meaningful

Information related to our Rail Products Group backlog of railcars is summarized below:

	September 30,
	2019		2018		Percent
	(in millions)				Change
External Customers	$	1,628.3	$	2,001.2
Leasing Group	817.4		1,199.6
Total (1)	$	2,445.7	$	3,200.8	(23.6	)%

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019			2018			Percent
											Change
Beginning balance	23,170		24,580		30,875			22,585
Orders received	2,530		7,725		7,635			20,750
Shipments	(5,320	)	(3,990	)	(15,080		)	(14,820		)
Other adjustments (1)	(430	)	—		(3,480		)	(200		)
Ending balance	19,950		28,315		19,950			28,315
Average selling price in ending backlog					$	122,591		$	113,043		8.4	%

⁽¹⁾ For the three months ended September 30, 2019, the adjustment includes 200 railcars that resulted from an order cancellation negotiated with a customer for which the Company received compensation and recorded a cancellation fee, and 230 railcars that were removed from the backlog because of the financial condition of a Leasing Group customer. These adjustments resulted in a reduction of the backlog of approximately $70 million. Additionally, as previously disclosed, the adjustment for the nine months ended September 30, 2019 includes the removal in the first quarter of 2019 of contractually committed orders for approximately 3,050 leased railcars valued at $240 million because of the financial condition of one of the Leasing Group's customers. Substantially all of the railcars removed from the backlog during the three and nine months ended September 30, 2019 were planned for delivery subsequent to 2019. For the nine months ended September 30, 2018, the other adjustments line reflects the removal of 200 railcars.

Revenues and cost of revenues for the Rail Products Group increased for the three months ended September 30, 2019 by 45.3% and 41.1%, respectively, when compared to the prior year period. The increases in revenues and cost of revenues for the three months ended September 30, 2019 primarily resulted from higher railcar deliveries and favorable railcar pricing and product mix changes compared to the prior year period, as well as growth in our maintenance services business.

Revenues and cost of revenues for the Rail Products Group increased for the nine months ended September 30, 2019 by 23.4% and 22.2%, respectively, when compared to the prior year period. The increases in revenues and cost of revenues for the nine months ended September 30, 2019 primarily resulted from favorable railcar pricing and product mix changes compared to the prior year period, and growth in our maintenance services business.

Total backlog dollars decreased by 23.6% when compared to the prior year period primarily from a reduction in orders received, partially offset by a 8.4% higher average selling price on railcars included in backlog as a result of changes to the product mix. Approximately 33.0% of our railcar backlog is expected to be delivered during 2019 with the remainder to be delivered thereafter into 2023. The orders in our backlog from the Leasing Group are fully supported by lease commitments with external customers.

47

The final amount of backlog attributable to the Leasing Group may vary by the time of delivery as customers may choose to purchase railcars from the Rail Products Group rather than lease.

During the three months ended September 30, 2019, railcar shipments included sales to the Leasing Group of $261.9 million with a deferred profit of $35.8 million, representing 2,025 railcars, compared to $177.1 million with a deferred profit of $13.4 million, representing 1,691 railcars, in the comparable period in 2018. During the nine months ended September 30, 2019, railcar shipments included sales to the Leasing Group of $814.4 million with a deferred profit of $97.6 million, representing 6,822 railcars, compared to $649.7 million with a deferred profit of $57.8 million, representing 7,057 railcars, in the comparable period in 2018.

All Other

	Three Months Ended September 30,							Nine Months Ended September 30,
	2019		2018			Percent		2019		2018			Percent
	(in millions)					Change		(in millions)					Change
Revenues:
Highway Products	$	70.1	$	79.4		(11.7	)%	$	199.3	$	205.9		(3.2	)%
Other	20.3		23.0			(11.7	)	66.0		66.0			—
Total revenues	90.4		102.4			(11.7	)	265.3		271.9			(2.4	)
Operating costs:
Cost of revenues	71.3		79.9			(10.8	)	209.4		211.5			(1.0	)
Selling, engineering, and administrative expenses	14.9		13.7			8.8		38.9		35.3			10.2
Losses (gains) on dispositions of property	0.3		(0.7		)	*		0.3		(2.6		)	*
Operating profit	$	3.9	$	9.5		(58.9	)	$	16.7	$	27.7		(39.7	)

* Not meaningful

Revenues and cost of revenues decreased for the three and nine months ended September 30, 2019 when compared to the prior year period primarily due to decreased demand and lower shipping volumes in our highway products business. The decrease in cost of revenues for the three and nine months ended September 30, 2019 was partially offset by increased production costs in our highway products business. The decline in operating profit in the three and nine months ended September 30, 2019 primarily resulted from insurance recoveries and gains on dispositions of property recognized in the prior year. Operating profit was further impacted by higher product development costs during the nine months ended September 30, 2019.

Corporate

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019		2018		Percent		2019		2018		Percent
	(in millions)				Change		(in millions)				Change
Operating costs	$	23.9	$	37.4	(36.1	)%	$	78.1	$	115.0	(32.1	)%

Operating costs for the three and nine months ended September 30, 2019 decreased 36.1% and 32.1%, respectively, compared to the prior year period primarily due to cost reductions associated with optimizing our post-spin corporate structure and lower litigation-related expenses.

48

Liquidity and Capital Resources

Overview

We expect to finance future operating requirements with cash, cash equivalents, and short-term marketable securities; cash flows from operations; and short-term debt, long-term debt, and equity. Debt instruments that we have utilized include the TILC warehouse facility, senior notes, convertible subordinated notes, asset-backed securities, non-recourse promissory notes, sale-leaseback transactions, and our revolving credit facility.

As of September 30, 2019, we had an unrestricted cash and cash equivalents balance of $97.6 million, and $339.5 million available under our revolving credit facility. Under the TILC warehouse facility, $204.2 million was unused and available as of September 30, 2019 based on the amount of warehouse-eligible, unpledged equipment. We believe we have access to adequate capital resources to fund operating requirements and are an active participant in the capital markets.

Liquidity Highlights

TRL-2019 Railcar Financing — In April 2019, TRL-2019, a Delaware limited liability company and a limited purpose, indirect wholly-owned subsidiary of the Company owned through TILC, issued $528.3 million of TRL-2019 Secured Railcar Equipment Notes. In October 2019, TRL-2019 issued an additional $386.5 million of TRL-2019 Secured Railcar Equipment Notes, consisting of two classes of notes. These notes have a stated final maturity date of 2049.

Share Repurchases — In March 2019, our Board of Directors authorized a new share repurchase program effective March 7, 2019 through December 31, 2020. The new share repurchase program authorizes the Company to repurchase up to $350.0 million of its common stock, not to exceed 13.7 million shares, and is designed to meet certain IRS safe harbor guidelines associated with our spin-off of Arcosa. We repurchased approximately 5.2 million shares during the three months ended September 30, 2019, at a cost of approximately $100.9 million.

Dividend Payments — In March 2019, our Board of Directors declared a 31% increase to our quarterly dividend from $0.13 per share to $0.17 per share. We paid $60.8 million in dividends to our common stockholders during the nine months ended September 30, 2019.

Leased Railcar Purchase — Our Leasing Group previously leased railcars from certain independent owner trusts under operating leases, which contained an option to purchase the railcars at a predetermined fixed price in 2019. On January 14, 2019, we exercised the purchase option at a purchase price of $218.4 million. As a result, 6,779 railcars previously under lease are now wholly-owned by our Leasing Group. The purchase was funded using cash on hand and borrowings available to us under our revolving credit facility.

Cash Flows

The Consolidated Statements of Cash Flows include amounts related to discontinued operations, which are primarily related to the spin-off of Arcosa, completed on November 1, 2018. These amounts have been reclassified as discontinued operations for all periods presented.

The following table summarizes our cash flows from operating, investing, and financing activities for the nine months ended September 30, 2019 and September 30, 2018:

	Nine Months Ended September 30,
	2019			2018
	(in millions)
Net cash flows from continuing operations:
Operating activities	$	164.0		$	179.5
Investing activities	(723.3		)	(257.9		)
Financing activities	423.6			(416.8		)
Net cash flows from discontinued operations	—			87.3
Net decrease in cash, cash equivalents, and restricted cash	$	(135.7	)	$	(407.9	)

49

Operating Activities. Net cash provided by operating activities from continuing operations for the nine months ended September 30, 2019 was $164.0 million compared to $179.5 million for the nine months ended September 30, 2018. The decrease was driven primarily by changes in our operating assets and liabilities partially offset by higher net income from continuing operations.

	Nine Months Ended September 30,
	2019			2018
	(in millions)
Increase in receivables, inventories, and other assets	$	(185.6	)	$	(169.4	)
Increase in accounts payable, accrued liabilities, and other liabilities	3.4			35.8
Changes in operating assets and liabilities	$	(182.2	)	$	(133.6	)

The changes in our operating assets and liabilities resulted in a net use of $182.2 million for the nine months ended September 30, 2019, compared to a net use of $133.6 million for the nine months ended September 30, 2018.

Investing Activities. Net cash used in investing activities from continuing operations for the nine months ended September 30, 2019 was $723.3 million compared to $257.9 million for the nine months ended September 30, 2018. Significant investing activities are as follows:

• We made a net investment in the lease fleet of $679.3 million during the nine months ended September 30, 2019, compared to $552.4 million in the prior year period. Our net investment in the lease fleet includes new railcar additions and railcar modifications, net of deferred profit; secondary market purchases; and proceeds from the sales of leased railcars owned more than one year at the time of sale.

• Short-term marketable securities decreased by $319.5 million for the nine months ended September 30, 2018. There were no investing activities related to short-term marketable securities during the nine months ended September 30, 2019.

Financing Activities. Net cash provided by financing activities during the nine months ended September 30, 2019 was $423.6 million compared to $416.8 million of cash used in financing activities for the same period in 2018. Significant financing activities are as follows:

• During the nine months ended September 30, 2019, we had total borrowings of $2,010.2 million and total repayments of $1,360.8 million, for net proceeds of $649.4 million, primarily to support our investment in the lease fleet and for general and corporate purposes. During the nine months ended September 30, 2018, we had total borrowings of $561.3 million and total repayments of $738.9 million, for net repayments of $177.6 million, primarily related to the cash settlement of our then-outstanding convertible notes of $646.6 million, partially offset by proceeds from the issuance of debt in support of our investment in the lease fleet.

• We paid $60.8 million and $58.1 million in dividends to our common stockholders during the nine months ended September 30, 2019 and 2018, respectively.

• We repurchased common stock under our authorized share repurchase programs totaling $154.9 million and $156.1 million during the nine months ended September 30, 2019 and 2018, respectively. The cash outlay for shares repurchased during nine months ended September 30, 2019 excludes approximately $70.0 million related to the repurchased shares that were funded in November 2018 under the ASR program but delivered in the first quarter of 2019. Additionally, certain shares of stock repurchased during September 2019, totaling $9.0 million, were cash settled in October 2019 in accordance with normal settlement practices.

Current Debt Obligations

Please refer to Note 8 of the Consolidated Financial Statements for a description of our current debt obligations.

Capital Expenditures

For the full year 2019, we anticipate a net investment in our lease fleet of between $850 million and $950 million, which includes new railcar additions and railcar modifications, net of deferred profit; secondary market purchases; and proceeds from the sales of leased railcars owned more than one year at the time of sale. Capital expenditures related to manufacturing and corporate are projected to range between $110 million and $120 million for the full year 2019.

Equity Investment

See Note 5 of the Consolidated Financial Statements for information about our investment in partially-owned leasing subsidiaries.

50

Off Balance Sheet Arrangements

As of September 30, 2019, we had letters of credit issued under our Credit Agreement in an aggregate principal amount of $35.5 million, the full amount of which is expected to expire in July 2020. Our letters of credit obligations support our various insurance programs and generally renew by their terms each year. See Note 8 of the Consolidated Financial Statements for further information about our corporate revolving credit facility.

See Note 6 of the Consolidated Financial Statements for information about off balance sheet arrangements with regard to our Leasing Group.

Derivative Instruments

We may use derivative instruments to mitigate the impact of changes in interest rates, both in anticipation of future debt issuances and to offset interest rate variability of certain floating rate debt issuances outstanding. We also may use derivative instruments from time to time to mitigate the impact of changes in natural gas and diesel fuel prices and changes in foreign currency exchange rates. Derivative instruments that are designated and qualify as cash flow hedges are accounted for in accordance with applicable accounting standards. See Note 3 of the Consolidated Financial Statements for discussion of how we utilize our derivative instruments.

Planned Pension Plan Termination

On September 4, 2019, our Board of Directors approved the termination of the Trinity Industries, Inc. Consolidated Pension Plan (the "Pension Plan"), effective December 31, 2019. Except for retirees currently receiving payments under the Pension Plan, participants will have the choice of receiving a single lump sum payment or an annuity from a highly-rated insurance company that will pay and administer future benefit payments. The Pension Plan is expected to be settled between late 2020 and early 2021, subject to required governmental approvals, and would then result in the Company no longer having any remaining funded pension plan obligations.

Upon settlement, we expect to recognize pre-tax pension settlement charges totaling between $145 million and $195 million. This range includes: (1) a non-cash charge for the recognition of all pre-tax actuarial losses accumulated in Accumulated Other Comprehensive Loss, which totaled approximately $140.4 million ($107.2 million, net of tax) as of December 31, 2018; and (2) a potential additional cash contribution to settle all of the Pension Plan’s obligations, which is not expected to exceed $25 million. The actual amount of the settlement charges and any potential cash contribution will depend on interest rates, Pension Plan asset returns, the lump-sum election rate, and other factors.

Contractual Obligations and Commercial Commitments

Except as described below, as of September 30, 2019, there have been no material changes to our contractual obligations from December 31, 2018:

• Contractual obligations that relate to operating leases, decreased by $199.0 million for the exercise of the option to purchase 6,779 railcars previously under operating leases. We completed the purchase on January 14, 2019. See Note 1 and Note 6 of the Consolidated Financial Statements for additional information regarding our operating lease obligations.

• In April 2019, TRL-2019 issued $528.3 million of TRL-2019 Secured Railcar Equipment Notes. These notes have a stated final maturity date of 2049. See Note 8 of the Consolidated Financial Statements for additional information regarding TRL-2019.

Recent Accounting Pronouncements

See Note 1 of the Consolidated Financial Statements for information about recent accounting pronouncements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

There has been no material change in our market risks since December 31, 2018 as set forth in Item 7A of our 2018 Annual Report on Form 10-K. Refer to Note 8 and Note 3 of the Consolidated Financial Statements for a discussion of debt-related activity and the impact of hedging activity, respectively, for the three and nine months ended September 30, 2019.

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Item 4. Controls and Procedures

Disclosure Controls and Procedures

We maintain disclosure controls and procedures designed to ensure that we are able to collect and record the information we are required to disclose in the reports we file with the SEC, and to process, summarize, and disclose this information within the time periods specified in the rules of the SEC. Our Chief Executive and Chief Financial Officers are responsible for establishing and maintaining these procedures and, as required by the rules of the SEC, evaluating their effectiveness. Based on their evaluation of our disclosure controls and procedures that took place as of the end of the period covered by this report, the Chief Executive and Chief Financial Officers believe that these procedures are effective to 1) ensure that we are able to collect, process, and disclose the information we are required to disclose in the reports we file with the SEC within the required time periods and 2) accumulate and communicate this information to our management, including our Chief Executive and Chief Financial Officers, to allow timely decisions regarding this disclosure.

Internal Controls over Financial Reporting

During the period covered by this report, there have been no changes in our internal controls over financial reporting that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.

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PART II

Item 1. Legal Proceedings

The information provided in Note 14 of the Consolidated Financial Statements is hereby incorporated into this Part II, Item 1 by reference.

Item 1A. Risk Factors

There have been no material changes from the risk factors previously disclosed in Item 1A of our 2018 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

This table provides information with respect to purchases by the Company of shares of its Common Stock during the quarter ended September 30, 2019:

Period	Number of Shares Purchased (1)	Average Price Paid per Share (1)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2)
July 1, 2019 through July 31, 2019	837,069	$	19.12	835,383	$	271,015,960
August 1, 2019 through August 31, 2019	1,516,505	$	19.29	1,513,503	$	241,821,017
September 1, 2019 through September 30, 2019	2,822,796	$	19.75	2,822,603	$	186,074,050
Total	5,176,370			5,171,489

⁽¹⁾ These columns include the following transactions during the three months ended September 30, 2019: (i) the surrender to the Company of 4,322 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock issued to employees, (ii) the purchase of 559 shares of common stock by the Trustee for assets held in a non-qualified employee profit sharing plan trust, and (iii) the purchase of 5,171,489 shares of common stock on the open market as part of our share repurchase program.

⁽²⁾ In March 2019, our Board of Directors authorized a new share repurchase program effective March 7, 2019 through December 31, 2020. The new share repurchase program authorizes the Company to repurchase up to $350.0 million of its common stock, not to exceed 13.7 million shares. The share repurchase program is designed to meet certain IRS safe harbor guidelines associated with the spin-off of Arcosa, which was completed November 1, 2018. 5,171,489 shares were repurchased under the new share repurchase program during the three months ended September 30, 2019, at a cost of approximately $100.9 million. As of September 30, 2019, the Company had a remaining authorization to repurchase up to $186.1 million, not to exceed 5.5 million shares, of its common stock under the current repurchase program. Certain shares of stock repurchased during September 2019, totaling $9.0 million, were cash settled in October 2019 in accordance with normal settlement practices. The approximate dollar value of shares that were eligible to be repurchased under such share repurchase program is shown as of the end of such month or quarter.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

NO.	DESCRIPTION
10.1	Note Purchase Agreement dated October 8, 2019, among Trinity Industries Leasing Company, Trinity Rail Leasing 2019 LLC, Wells Fargo Securities LLC, Credit Suisse Securities (USA) LLC, Credit Agricole Securities (USA) Inc., and BofA Securities, Inc. (filed herewith).
10.1.1	Series 2019-2 Supplement dated October 17, 2019, between Trinity Rail Leasing 2019 LLC and U.S. Bank National Association, as indenture trustee (filed herewith).
31.1	Rule 13a-15(e) and 15d-15(e) Certification of the Chief Executive Officer (filed herewith).
31.2	Rule 13a-15(e) and 15d-15(e) Certification of the Chief Financial Officer (filed herewith).
32.1	Certification pursuant to 18U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
32.2	Certification pursuant to 18U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
101.INS	Inline XBRL Instance Document — the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema Document (filed electronically herewith).
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed electronically herewith).
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document (filed electronically herewith).
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed electronically herewith).
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document (filed electronically herewith).
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

_____________________________

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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, thereunto duly authorized.

TRINITY INDUSTRIES, INC.	By	/s/ Melendy E. Lovett
Registrant
		Melendy E. Lovett
		Senior Vice President and
		Chief Financial Officer
		October 24, 2019

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EX-10.1

Exhibit 10.1

$386,500,000

Trinity Rail Leasing 2019 LLC

Secured Railcar Equipment Notes, Series 2019‑2

Class	Principal Amount	Interest Rate
Class A-1	$106,900,000	2.390%
Class A-2	$279,600,000	3.100%

NOTE PURCHASE AGREEMENT

October 8, 2019

Wells Fargo Securities LLC 550 S. Tryon Street Charlotte, NC 28202	BofA Securities, Inc. One Bryant Park, 11th Floor New York, NY 10036
Credit Agricole Securities (USA) Inc. 1301 Avenue of the Americas New York, NY 10019	Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010

Dear Ladies and Gentlemen:

1. Introductory. Trinity Rail Leasing 2019 LLC, a Delaware limited liability company (the “Issuer”) and a direct, wholly‑owned special purpose subsidiary of Trinity Industries Leasing Company (“TILC”), proposes, subject to the terms and conditions stated herein, to issue and sell to Wells Fargo Securities LLC (“Wells”), Credit Suisse Securities (USA) LLC (“CS”), Credit Agricole Securities (USA) Inc. (“CAS”) and BofA Securities, Inc. (“BofA”) (each, an “Initial Purchaser” and collectively, the “Initial Purchasers”) U.S.$106,900,000 principal amount of its Series 2019‑2 Class A‑1 Secured Railcar Equipment Notes (the “Class A‑1 Notes”) and U.S.$279,600,000 principal amount of its Series 2019‑2 Class A‑2 Secured Railcar Equipment Notes (the “Class A‑2 Notes”, and together with the Class A‑1 Notes, the “Offered Notes”) to be issued pursuant to the Master Indenture, dated as of April 10, 2019 (as modified or supplemented thereafter, other than by a series supplement, the “Master Indenture”), as supplemented by the Series 2019‑2 Supplement thereto, to be dated on or about October 17, 2019 (the “Series 2019‑2 Supplemental Indenture” together with the Master Indenture, the “Indenture”), between the Issuer and U.S. Bank National Association as indenture trustee (the “Trustee”). The United States Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder are herein referred to as the “Securities Act.” Capitalized terms used but not defined herein shall have the meanings given to such terms in the Offering Circular (as defined below).

2. Representations and Warranties of the Issuer and TILC. Each of the Issuer and TILC, jointly and severally, represents and warrants to, and agrees with, the Initial Purchasers that, as of the date hereof (unless otherwise indicated below):

(a) The Issuer has prepared a preliminary offering circular dated October 2, 2019 (including any supplement thereto, the “Preliminary Offering Circular”), and the Issuer will prepare a final offering circular dated the date hereof (the “Offering Circular”), in each case relating to the Offered Notes to be offered by the Initial Purchasers. The Preliminary Offering Circular and the Offering Circular, together with any General Use Issuer Free Writing Communication (as hereinafter defined) and all amendments and supplements to such documents, are hereinafter collectively referred to as the “Offering Document”.

The Offering Document at a particular time means the Offering Document in the form actually amended or supplemented and issued at that time. “Final Offering Document” means the Offering Document that discloses the offering price and other final terms of the Offered Notes and is dated as of the date of this Note Purchase Agreement (this “Agreement”) (even if finalized and issued subsequent to the date of this Agreement). “General Disclosure Package” means the Preliminary Offering Circular, together with any General Use Issuer Free Writing Communications (as hereinafter defined) at the Applicable Time (as hereinafter defined) considered together with the offering price on the cover page of the Offering Circular and the information contained in Schedule D hereto. “Applicable Time” means 3:03 P.M. (New York time) on the date of this Agreement. As of its date and as of the Closing Date, the Final Offering Document will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. At the Applicable Time, neither (i) the Preliminary Offering Circular, (ii) the General Disclosure Package, nor (iii) any individual Limited Use Issuer Free Writing Communication (as hereinafter defined), when considered together with the General Disclosure Package, contained, nor as of the Closing Date will contain, any untrue statement of a material fact or omitted, or will omit, to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding two sentences do not apply to statements in or omissions from the Offering Document, the General Disclosure Package or any Limited Use Issuer Free Writing Communication (as hereinafter defined) based upon written information furnished to the Issuer or TILC by the Initial Purchasers specifically for use therein, it being understood and agreed that the only such information is that described as such in Sections 8(b) hereof.

“Free Writing Communication” means a written communication (as such term is defined in Rule 405 under the Securities Act) that constitutes an offer to sell or a solicitation of an offer to buy the Offered Notes and is made by means other than the Preliminary Offering Circular or the Offering Circular. “Issuer Free Writing Communication” means a Free Writing Communication prepared by or on behalf of, or authorized for distribution to investors by, the Issuer or TILC or used or referred to by the Issuer or TILC, in the form retained in the records of the Issuer or TILC. “General Use Issuer Free Writing Communication” means any Issuer Free Writing Communication that is intended for general distribution to prospective investors and is set forth on Schedule B hereto. “Limited Use Issuer Free Writing Communication” means any Issuer Free Writing Communication that is not a General Use Issuer Free Writing Communication and is set forth on Schedule C hereto.

(b) The Issuer has been duly formed and is a validly existing limited liability company in good standing under the laws of the state of Delaware, with power and authority (as a limited liability company and otherwise) to own its properties and conduct its business as described in the General Disclosure Package or Additional Issuer Information (as hereinafter defined); and the Issuer is duly qualified to do business as a foreign limited liability company in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification.

(c) TILC has been duly incorporated and is a validly existing corporation in good standing under the laws of the state of Delaware, with power and authority (as a corporation and otherwise) to own its properties and conduct its business as described in the General Disclosure Package; and TILC is duly

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qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification.

(d) As of the Closing Date, the Indenture and each other Transaction Document (as defined in Section 5(d)) will have been duly authorized, executed and delivered by the Issuer or TILC, as the case may be; the Offered Notes have been duly authorized by the Issuer, and when the Offered Notes are duly authenticated by the Trustee in accordance with the Indenture and delivered and paid for pursuant to this Agreement, the Offered Notes will have been duly executed, authenticated, issued and delivered by the Issuer and each of the Indenture, each other Transaction Document and the Offered Notes will conform to the description thereof contained in the Final Offering Document and each of the Indenture and the other Transaction Documents (assuming the valid execution and delivery thereof by the other parties thereto) and the Offered Notes will constitute valid and legally binding obligations of the Issuer or TILC, as the case may be, enforceable in accordance with their terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.

(e) Except as contemplated by the Transaction Documents, no consent, approval, authorization, order of, filing with, or any other action by any governmental agency or body or any court is required for the consummation of the transactions contemplated by this Agreement or any Transaction Document in connection with the issuance and sale of the Offered Notes.

(f) The execution, delivery and performance of the Indenture, this Agreement and each other Transaction Document and the issuance and sale of the Offered Notes and compliance with the terms and provisions thereof by the Issuer or TILC, as the case may be, will not result in a breach or violation of any of the terms and provisions of, or constitute a default under, or conflict with, (i) any statute, any rule, regulation or order of any governmental agency or body or any court, domestic or foreign, having jurisdiction over the Issuer or TILC or any of their respective properties, or (ii) any agreement or instrument to which the Issuer or TILC is a party or by which the Issuer or TILC is bound or to which any of the properties of the Issuer or TILC are subject, or (iii) the limited liability company agreement or certificate of formation of the Issuer or the certificate of incorporation or by‑laws of TILC. The Issuer has full power and authority to sell the Offered Notes as contemplated by this Agreement.

(g) This Agreement has been duly authorized, executed and delivered by each of the Issuer and TILC.

(h) Except as disclosed in the General Disclosure Package, the Issuer has good and marketable title to all real properties and all other properties and assets owned by it, free from liens, encumbrances and defects that would materially affect the value thereof or materially interfere with the use made or to be made thereof by it; and except as disclosed in the General Disclosure Package, the Issuer holds any leased real or personal property held by it under valid and enforceable leases with no exceptions that would materially interfere with the use made or to be made thereof by it.

(i) Each of the Issuer and TILC possesses all material certificates, authorities or permits issued by appropriate governmental agencies or bodies necessary to conduct the business now operated by it and has not received any notice of proceedings relating to the revocation or modification of any such certificate, authority or permit that, if determined adversely to the Issuer or TILC, as applicable, would individually or in the aggregate have a material adverse effect on the condition (financial or other), business, properties or results of operations of the Issuer or TILC, as applicable, taken as a whole (“Material Adverse Effect”).

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(j) Except as disclosed in the General Disclosure Package, neither the Issuer nor TILC is in violation of any statute, any rule, regulation, decision or order of any governmental agency or body or any court, domestic or foreign, relating to the use, disposal or release of hazardous or toxic substances or relating to the protection or restoration of the environment or human exposure to hazardous or toxic substances (collectively, “environmental laws”), nor owns or operates any real property contaminated with any substance that is subject to any environmental laws, is liable for any off‑site disposal or contamination pursuant to any environmental laws, or is subject to any claim relating to any environmental laws, which violation, contamination, liability or claim would individually or in the aggregate have a Material Adverse Effect; and neither the Issuer or TILC is aware of any pending investigation which might lead to such a claim.

(k) Except as disclosed in the General Disclosure Package, there are no pending actions, suits, proceedings or investigations against or affecting the Issuer or TILC or their respective properties that, if determined adversely to the Issuer or TILC, would individually or in the aggregate have a Material Adverse Effect, or would materially and adversely affect the ability of the Issuer or TILC to perform its obligations under the Indenture, this Agreement, or any other Transaction Document to which it is a party, or would seek to materially and adversely affect the federal income tax attributes of the Offered Notes, or which are otherwise material in the context of the sale of the Offered Notes; and no such actions, suits, proceedings or investigations are threatened or, to the Issuer’s or TILC’s knowledge, contemplated.

(l) Since December 31, 2018, there has been no material adverse change, nor any development or event involving a prospective material adverse change, in the condition (financial or other), business, properties or results of operations of TILC and TILC’s subsidiaries taken as a whole.

(m) The Issuer is not, and is not controlled by, an “investment company” registered or required to be registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”) and, after giving effect to the offering and sale of the Offered Notes and the application of proceeds thereof as described in the Offering Document, will not be, and will not be controlled by, an “investment company” registered or required to be registered under the Investment Company Act. The Issuer will not be an “investment company” within the meaning of Section 3(a)(1) of the Investment Company Act, although there may be additional exemptions or exclusions available to the Issuer. The Issuer is not relying on the exemptions set forth in Section 3(c)(1) or Section 3(c)(7) of the Investment Company Act. The Issuer does not constitute a “covered fund” for purposes of the banking regulations adopted under Section 13 of the Bank Holding Company Act of 1956, as amended, commonly known as the “Volcker Rule”.

(n) No securities of the same class (within the meaning of Rule 144A(d)(3) under the Securities Act) as the Offered Notes are listed on any national securities exchange registered under Section 6 of the United States Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (“Exchange Act”) or quoted in a U.S. automated inter‑dealer quotation system. The securities are eligible for resale pursuant to Rule 144A under the Securities Act (“Rule 144A”). The General Disclosure Package contains, and the Offering Document will contain, all the information specified in and meeting the requirements of Rule 144A.

(o) No member of the “expanded group” (including any “controlled partnership” with respect thereto), if any, of which the Issuer is a member (or, in the event the Issuer is a disregarded entity for U.S. federal income tax purposes, of which the Issuer’s owner is a member or controlled partnership with respect thereto) has purchased, or is purchasing, any of the Offered Notes. For these purposes, “controlled partnership” and “expanded group” are defined in Treasury Regulation sections 1.385‑1(c)(1) and 1.385‑1(c)(4), respectively.

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(p) Assuming the representations of the Initial Purchasers set forth in Section 4(a) and (b) are true and accurate, the offer, sale and delivery of the Offered Notes to the Initial Purchasers and to subsequent purchasers in the manner contemplated by this Agreement and the Offering Document will be exempt from the registration requirements of the Securities Act, and it is not necessary to qualify an indenture in respect of the Offered Notes under the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”).

(q) Neither the Issuer or TILC, or any of their respective affiliates, or any person acting on its or their behalf (other than the Initial Purchasers, as to whom no such representation is made) (i) has, within the six‑month period prior to the date hereof, offered or sold in the United States or to any U.S. person (as such terms are defined in Regulation S under the Securities Act (“Regulation S”)) the Offered Notes or any security of the same class or series as the Offered Notes or (ii) has offered or will offer or sell the Offered Notes (A) in the United States by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act or (B) with respect to any such securities sold in reliance on Rule 903 of Regulation S, by means of any directed selling efforts within the meaning of Rule 902(c) of Regulation S. The Issuer, TILC, and their respective affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom no such representation is made) have complied and will comply with the offering restrictions requirement of Regulation S. Neither the Issuer or TILC has entered and none will enter into any contractual arrangement with respect to the distribution of the Offered Notes except for this Agreement.

(r) The proceeds to the Issuer from the offering of the Offered Notes and the related transactions will not be used to purchase or carry any security (except as contemplated in Permitted Investments in respect of the Indenture Accounts).

(s) There is no “substantial U.S. market interest” as defined in Rule 902(j) of Regulation S in the Issuer’s debt securities.

(t) Except as contemplated in the applicable Engagement Letter (as defined below) and as disclosed in the General Disclosure Package, there are no contracts, agreements or understandings between the Issuer or TILC and any person that would give rise to a valid claim against the Issuer or TILC, or any Initial Purchaser for a brokerage commission, finder’s fee or other like payment.

(u) On the Closing Date, the Issuer will own all of its right, title and interest in and to the Railcars, together with the related Leases thereon and certain other related assets specified therein, free and clear of any lien, mortgage, pledge, charge, encumbrance, adverse claim or other security interest (collectively, “Liens”), except to the extent permitted in the Indenture or any other Transaction Document, as applicable.

(v) As of the Closing Date, each of the representations and warranties of the Issuer or TILC set forth in each of the Transaction Documents to which they are parties will be true and correct in all material respects.

(w) Any taxes, fees and other governmental charges that would be incurred by reason of the execution and delivery of the Transaction Documents or the execution, delivery and sale of the Offered Notes and that would be due and payable as of the Closing Date have been or will be paid prior to the Closing Date.

(x) Each of the Issuer, TILC, and their respective subsidiaries and, to their knowledge, their respective affiliates, is in compliance, in all material respects, with (i) the Trading with the Enemy Act,

5

and each of the foreign assets control regulations of the United States Treasury Department (31 CFR, Subtitle B, Chapter V) and any other enabling legislation or executive order relating thereto, and (ii) the Uniting And Strengthening America By Providing Appropriate Tools Required To Intercept And Obstruct Terrorism (USA Patriot Act of 2001), as may be applicable to each of them. No part of the proceeds of the Offered Notes will be used by the Issuer, any subsidiary of the Issuer or any affiliate of the Issuer, directly or, to the knowledge of the Issuer, indirectly, for any payments to any governmental official or employee, political party, official of a political party, candidate for political office, or anyone else acting in an official capacity, in order to obtain, retain or direct business or obtain any improper advantage, in violation of (i) the U.S. Foreign Corrupt Practices Act of 1977, as amended, or, as applicable (ii) the U.K. Bribery Act of 2010, as amended, or (iii) any other anti‑bribery or anti‑corruption laws, regulations or ordinances in any jurisdiction in which the Issuer or TILC is located or doing business (collectively, the “Anti‑Corruption Laws”).

(y) The operations of the Issuer and TILC and their respective subsidiaries are and have been conducted at all times in material compliance with applicable financial recordkeeping and reporting requirements of the Currency and Foreign Transactions Reporting Act of 1970, as amended, the applicable money laundering statutes of all jurisdictions, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any governmental agency (collectively, the “Money Laundering Laws”). The Issuer, TILC and their respective subsidiaries (i) have instituted, maintained and are complying with policies, procedures and controls reasonably designed to comply with all Anti‑Corruption Laws and Money Laundering Laws and are currently complying with, and will at all times comply with, all Anti‑Corruption Laws and Money Laundering Laws, and (ii) are not knowingly and have not been under administrative, civil or criminal investigation with respect to any Anti‑Corruption Laws or Money Laundering Laws or received written notice from or made a voluntary disclosure to any governmental entity regarding a possible violation by it of any Anti‑Corruption Laws or Money Laundering Laws. The Issuer, TILC and their respective subsidiaries will not fund any repayment of the Offered Notes in violation of any Anti‑Corruption Laws or Money Laundering Laws. No part of the proceeds of any Offered Notes will be used by the Issuer, TILC or any of their respective subsidiaries or affiliates directly or to their knowledge, indirectly, in violation of any Anti‑Corruption Laws or Money Laundering Laws.

(z) Neither the Issuer or TILC, any of their respective subsidiaries or, to the knowledge of the Issuer or TILC, any director, officer, agent, employee or affiliate of the Issuer or TILC or, to the knowledge of the Issuer or TILC, any of their respective subsidiaries (i) is a person whose property or interest in property is blocked or subject to blocking pursuant to Section 1 of Executive Order 13224 of September 23, 2001 Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)), (the “Executive Order”), or (ii) engages in any dealings or transactions with blocked persons prohibited by Section 2 of such Executive Order.

(aa) None of the Issuer or TILC, or any of their respective subsidiaries (x) is a person named on the list of Specially Designated Nationals and Blocked Persons maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) available at: https://www.treasury.gov/resource‑center/sanctions/SDN‑List/Pages/default.aspx, or as otherwise published from time to time; (y) is (A) an agency of the government of a country, (B) an organization controlled by a country, or (C) a Person resident in a country that is subject to a sanctions program identified on the list maintained by OFAC and available at: https://www.treasury.gov/resource‑center/sanctions/Programs/Pages/Programs.aspx, or as otherwise published from time to time, as such program may be applicable to such agency, organization or person; or (z) derives more than 10% of its assets or operating income from investments in or transactions with any such country, agency, organization or Person. None of the proceeds from the Offered Notes will be used by the Issuer, TILC, or any of their respective subsidiaries or affiliates to finance any operations,

6

investments or activities in, or make any payments to, any such country, agency, organization, or Person in violation of Sanctions.

(ab) None of the Issuer, TILC, or any of their respective subsidiaries or, to their knowledge, any of their respective affiliates (i) is a Sanctioned Person (as hereinafter defined), (ii) is controlled by, or is acting on behalf of, a Sanctioned Person, (iii) is knowingly under investigation for an alleged breach of Sanction(s) by the government authority that enforces Sanctions (as hereinafter defined), (iv) will use the proceeds of any Offered Note for the purpose of providing financing to, or otherwise making funds directly or indirectly available to, any Sanctioned Person, or providing financing to or otherwise funding any transaction which would be prohibited by any applicable Sanction or, to the knowledge of the Issuer or TILC, would otherwise cause the Indenture Trustee, any Noteholder or any party to this Agreement or any entity affiliated with any such party, to be in violation of any applicable Sanction, (v) will fund any repayment of the Offered Notes with proceeds derived from any transaction that would be prohibited by applicable Sanctions or, to the knowledge of the Issuer or TILC, would otherwise cause the Indenture Trustee, any Noteholder or any party to this Agreement, to their knowledge, to be in violation of any applicable Sanction, and (vi) will fail to notify the Indenture Trustee and the Initial Purchasers in writing not more than five (5) Business Days after becoming aware of any breach of this clause (bb).

For purposes of this Agreement, a “Sanction” means any trade, economic or financial sanctions laws, regulations, embargoes or restrictive measures administered, enacted or enforced by a Sanctions Authority.

“Sanctions Authority” means (a) the United States Government, (b) the United Nations Security Council, (c) the European Union, (d) the United Kingdom, (e) the Swiss Secretariat of Economic Affairs, (f) the governments, official institutions or agencies and other relevant sanctions authorities of any of the foregoing in clauses (a) through (e), including OFAC, the US Department of State, and Her Majesty’s Treasury or (g) any other governmental authority with jurisdiction over the Issuer, TILC, any of their affiliates or, to the knowledge of the Issuer, TILC, the Indenture Trustee or the Initial Purchasers.

“Sanctioned Person” means (a) any Person that is listed on, or owned or controlled by a Person listed on (or a Person acting on behalf of such a Person) (i) the list of “Specially Designated Nationals and Blocked Persons” maintained by OFAC available at http://www.treasury.gov/resource‑center/sanctions/SDN‑List/Pages/default.aspx or as otherwise published from time to time, the “Sectoral Sanctions Identifications” list maintained by OFAC available at http://www.treasury.gov/resource‑center/sanctions/SDN‑List/Pages/ssi_list.aspx or as otherwise published from time to time, or the “Foreign Sanctions Evaders” list maintained by OFAC available at http://www.treasury.gov/resource‑center/sanctions/SDNList/Pages/ fse_list.aspx or as otherwise published from time to time, (ii) the Consolidated List of Financial Sanctions Targets and the Investment Ban List maintained by Her Majesty’s Treasury or (iii) any similar list maintained by, or public announcement of a Sanctions designation made by, a Sanctions Authority having jurisdiction over the Issuer or TILC, each as amended, supplemented or substituted from time to time; or (b) (i) an agency of the government of a Sanctioned Jurisdiction, (ii) an organization directly or indirectly controlled by a Sanctioned Jurisdiction or (iii) a Person resident in (or organized under the laws of) a Sanctioned Jurisdiction (to the extent subject to a Sanctions program administered by OFAC, the European Union or the United Nations), or (iv) a Person who is owned or controlled by, or acting on behalf of such a Person.

“Sanctioned Jurisdiction” means any country or territory to the extent that the government of such country or territory is the subject of Sanctions consisting of a general embargo imposed by any Sanctions Authority.

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(ac) The operations of the Issuer and TILC and their respective subsidiaries are and have been conducted at all times in material compliance with the USA Patriot Act of 2001, as amended, and the rules and regulations thereunder.

(ad) In connection with any rating for the Offered Notes, the Issuer has provided to each rating agency rating the Offered Notes a written representation that satisfies the requirement of paragraph (a)(3)(iii) of Rule 17g‑5 under the Exchange Act (“Rule 17g‑5”). The Issuer has complied, and as of the Closing Date, the Issuer will comply, in all material respects with the representations, certifications and covenants made by the Issuer to S&P and KBRA (the “Hired NRSROs”) in connection with the engagement of the Hired NRSROs to issue and monitor a credit rating on the Offered Notes, including any representation provided to the Hired NRSROs by the Issuer in connection with Rule 17g‑5, and has made accessible, via a password‑protected internet website established and maintained by TILC, to any non‑hired nationally recognized statistical rating organization, as contemplated by Rule 17g‑5, all information provided to the Hired NRSROs in connection with the issuance and monitoring of the credit ratings on the Offered Notes in accordance with Rule 17g‑5. The Issuer shall be solely responsible for compliance with Rule 17g‑5 in connection with the issuance, monitoring and maintenance of the credit rating on the Offered Notes. The Initial Purchasers are not responsible for compliance with any aspect of Rule 17g‑5 in connection with the Offered Notes.

(ae) TILC engaged independent accountants for the purpose of delivering the Independent Accountants’ Report on Applying Agreed-Upon Procedures, dated on or about October 17, 2019 (such independent accountants, the “Accountants”, and such report, the “Report”),and the only report generated as a result of such engagement is the Report. Neither the Issuer nor TILC has engaged any third-party due diligence services providers to provide any services that would be “due diligence services” (as defined in Rule 17g-10(d)(1) under the Exchange Act) were the Offered Notes subject to such Rule.

(af) [Reserved].

(ag) The requirements imposed on the “sponsor of a securitization transaction” in accordance with the final rules contained in Regulation RR, 17 C.F.R. §246.1, et seq. (the “Credit Risk Retention Rules”) implementing the credit risk retention requirements of Section 15G of the Exchange Act, do not apply to TILC, as sponsor (the “Sponsor”) or the transaction the subject of the Offered Notes.

3. Purchase, Sale and Delivery of Offered Notes. (a) On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Issuer agrees to sell to the Initial Purchasers, severally and not jointly, and each Initial Purchaser agrees severally and not jointly to purchase from the Issuer, at a purchase price of 99.97631% of the principal amount of the Class A-1 Notes and 99.94473% of the principal amount of the Class A-2 Notes, the principal amount of Offered Notes set forth opposite the name of such Initial Purchaser in Schedule A hereto.

(b) The Issuer will deliver against payment of the purchase price the Offered Notes to be offered and sold by the Initial Purchasers in reliance on Regulation S (the “Regulation S Notes”), each in the form of one or more permanent global notes in registered form without interest coupons (the “Regulation S Global Notes”) which will be deposited with the Trustee as custodian for Cede & Co., as nominee of The Depository Trust Company (“DTC”) for the respective accounts of the DTC participants for Euroclear Bank S.A./N.V., as operator of the Euroclear System (“Euroclear”), and Clearstream Banking, société anonyme (“Clearstream, Luxembourg”) and registered in the name of Cede & Co., as nominee for DTC. The Issuer will deliver against payment of the purchase price the Offered Notes to be purchased by the Initial Purchasers hereunder and to be offered and sold by the Initial Purchasers in reliance on Rule 144A under the Securities Act (the “144A Notes”), each in the form of one permanent global note in definitive

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form without interest coupons (the “Restricted Global Note”) deposited with the Trustee as custodian for DTC and registered in the name of Cede & Co., as nominee for DTC. The Regulation S Global Notes and the Restricted Global Note shall be assigned separate CUSIP numbers. The Global Notes shall include the legend regarding restrictions on transfer set forth under “Transfer Restrictions” in the Final Offering Document. Until the termination of the distribution compliance period (as defined in Regulation S) with respect to the offering of the Offered Notes, interests in the Regulation S Global Notes may only be held by the DTC participants for Euroclear and Clearstream, Luxembourg. Interests in any permanent Global Notes will be held only in book‑entry form through Euroclear, Clearstream, Luxembourg or DTC, as the case may be, except in the limited circumstances described in the Final Offering Document.

Payment for the Regulation S Notes and the 144A Notes shall be made by each Initial Purchaser in Federal (same day) funds by or wire transfer to an account at a bank acceptable to it, on October 17, 2019, or at such other time not later than seven full business days thereafter as the Initial Purchasers and the Issuer determine, such time being herein referred to as the “Closing Date”, against delivery to the Trustee as custodian for DTC of (i) the Regulation S Global Notes representing all of the Regulation S Notes for the respective accounts of the DTC participants for Euroclear and Clearstream, Luxembourg and (ii) the Restricted Global Note representing all of the 144A Notes. The Regulation S Global Notes and the Restricted Global Note will be made available for checking at the office of Vedder Price P.C., 1633 Broadway, New York, New York 10019, at least 24 hours prior to the Closing Date.

(c) The Issuer agrees to pay each Initial Purchaser for its own account all fees and expenses as provided in the applicable engagement letter, fee letter or other written correspondence, dated or communicated on or about the date hereof, among the Issuer, TILC and the applicable Initial Purchaser (each, an “Engagement Letter”).

4. Representations by Initial Purchasers; Resale by Initial Purchasers. (a) Each Initial Purchaser severally represents and warrants to the Issuer that it is an “accredited investor” within the meaning of Regulation D under the Securities Act.

(b) Each Initial Purchaser severally acknowledges that the Offered Notes have not been registered under the Securities Act and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except in accordance with Regulation S or pursuant to an exemption from the registration requirements of the Securities Act. Each Initial Purchaser severally represents and agrees that it has offered and sold the Offered Notes, and will offer and sell the Offered Notes (i) as part of its distribution at any time and (ii) otherwise until 40 days after the later of the commencement of the offering and the Closing Date, only in accordance with Rule 903 or Rule 144A. Accordingly, none of the Initial Purchasers nor its affiliates, nor any persons acting on its behalf or their behalf, has engaged or will engage in any directed selling efforts with respect to the Offered Notes, and such Initial Purchaser, its affiliates and all persons acting on its or their behalf have complied and will comply with the offering restrictions requirement of Regulation S. Each Initial Purchaser severally agrees that, at or prior to confirmation of sale of the Offered Notes, other than a sale pursuant to Rule 144A, it will have sent to each distributor, dealer or person receiving a selling concession, fee or other remuneration that purchases the Offered Notes from it during the restricted period a confirmation or notice to substantially the following effect:

“The Securities covered hereby have not been registered under the U.S. Securities Act of 1933 (the “Securities Act”) and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (i) as part of their distribution at any time or (ii) otherwise until 40 days after the later of the date of the commencement of the offering and the closing date, except in either case in accordance with Regulation S (or Rule 144A if

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available) under the Securities Act. Terms used above have the meanings given to them by Regulation S.”

Terms used in this subsection (b) have the meanings given to them by Regulation S.

(c) Each Initial Purchaser severally agrees that it and each of its affiliates has not entered and will not enter into any contractual arrangement (other than any agreement among the Initial Purchasers) with respect to the distribution of the Offered Notes except with the prior written consent of the Issuer.

(d) Each Initial Purchaser severally agrees that it and each of its affiliates will not offer or sell the Offered Notes in the United States by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, including, but not limited to (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar media or broadcast over television or radio, or (ii) any seminar or meeting whose attendees have been invited by any general solicitation or general advertising. Each Initial Purchaser severally agrees, with respect to resales made in reliance on Rule 144A of any of the Offered Notes, to deliver either with the confirmation of such resale or otherwise prior to settlement of such resale a notice to the effect that the resale of such Offered Notes has been made in reliance upon the exemption from the registration requirements of the Securities Act provided by Rule 144A.

(e) Each Initial Purchaser severally agrees that it and each of its affiliates will not communicate or cause to be communicated the Offering Document in Canada or to any resident of Canada and understands that any Canadian residents may not, directly or indirectly, purchase the Offered Notes or any beneficial interest therein from such Initial Purchaser.

(f) Each Initial Purchaser severally represents and agrees that (i) with respect to any oral communications regarding Rating Information with the Hired NRSROs which are initiated by the Hired NRSROs or arranged by such Initial Purchaser in connection with the issuance or monitoring of a credit rating on the Offered Notes, such Initial Purchaser (A) has referred and will refer such oral communication to the Issuer to respond to the Hired NRSROs or (B) has invited and will invite the Issuer to participate in such oral communication and (ii) any communication (other than oral communications) regarding Rating Information or delivery of Rating Information to the Hired NRSROs has been and will immediately be disclosed to the Issuer for the purpose of allowing the Issuer to make accessible to any non‑hired nationally recognized statistical rating organization all Rating Information provided to the Hired NRSROs in connection with the issuance and monitoring of the credit rating on the Offered Notes in accordance with Rule 17g‑5. “Rating Information” means any information provided to the Hired NRSROs for the purpose of (A) determining the initial credit rating for the Offered Notes, including information about the characteristics of the Railcars, related property and the legal structure of the Offered Notes, and (B) undertaking credit rating surveillance on the Offered Notes, including information about the characteristics and performance of the Railcars and related property.

(g) Each Initial Purchaser severally represents and agrees that (i) it has only communicated or caused to be communicated and will only communicate or cause to be communicated any invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 (the “FSMA”)) received by it in connection with the issue or sale of any Offered Notes in circumstances in which section 21(1) of the FSMA does not apply to the Issuer; and (ii) it has complied and will comply with all applicable provisions of the FSMA with respect to anything done by it in relation to the Offered Notes in, from or otherwise involving the United Kingdom.

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(h) Each Initial Purchaser severally represents and agrees that that it has not offered, sold or otherwise made available and will not offer, sell or otherwise make available any Offered Notes to any retail investor in the European Economic Area. For the purposes of this provision, (i) the expression “retail investor” means a person who is one (or more) of the following: (A) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”), (B) a customer within the meaning of Directive 2016/97 (as amended), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II or (C) not a qualified investor as defined in Directive 2003/71/EC (as amended) and (ii) the expression “offer" includes the communication in any form and by any means of sufficient information on the terms of the offer and the Offered Notes to be offered so as to enable an investor to decide to purchase or subscribe the Offered Notes.

5. Certain Agreements of the Issuer and TILC. The Issuer and TILC jointly and severally agree with the Initial Purchasers that:

(a) The Issuer will advise the Initial Purchasers promptly of any proposal to amend or supplement the Offering Document and will not effect such amendment or supplementation without the consent of the Initial Purchasers. If, at any time following delivery of any document included in the Offering Document or any Limited Use Issuer Free Writing Communication and prior to the completion of the resale of the Offered Notes by the Initial Purchasers, there occurs an event or development as a result of which such document included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances prevailing at that subsequent time not misleading, or if it is necessary at any such time to amend or supplement the Offering Document or any Limited Use Free Writing Communication to comply with any applicable law, the Issuer will promptly notify the Initial Purchasers of such event and will promptly prepare, at its own expense, an amendment or supplement which will correct such statement or omission. Neither the Initial Purchasers’ consent to, nor the delivery by the Initial Purchasers to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7. The first sentence of this subsection does not apply to statements in or omissions from any document in the General Disclosure Package or any Limited Use Issuer Free Writing Communication in reliance upon and in conformity with written information furnished to the Issuer or TILC by the Initial Purchasers specifically for use therein, it being understood and agreed that the only such information is that described as such in Sections 8(a) and 8(b) hereof.

(b) The Issuer will furnish to each Initial Purchaser copies of each document comprising a part of the Offering Document and each Limited Use Issuer Free Writing Communication, in each case as soon as available and in such quantities as such Initial Purchaser requests, and the Issuer will furnish to each Initial Purchaser on the date hereof three (3) copies of each document comprising a part of the Offering Document and each Limited Use Issuer Free Writing Communication signed by a duly authorized officer of the Issuer, one of which will include the independent accountants’ reports in the Offering Document manually signed by such independent accountants. At any time when the Issuer is not subject to Section 13 or 15(d) of the Exchange Act, the Issuer will promptly furnish or cause to be furnished to the Initial Purchasers and, upon request of holders and prospective purchasers of the Offered Notes, to such holders and purchasers, copies of the information (the “Additional Issuer Information”) required to be delivered to holders and prospective purchasers of the Offered Notes in accordance with Rule 144A(d)(4) under the Securities Act (or any successor provision thereto) in order to permit compliance with Rule 144A in connection with resales by such holders of the Offered Notes. TILC will pay the expenses of printing and distributing to the Initial Purchasers all such documents. Any Additional Issuer Information delivered to any holders and prospective purchasers of the Offered Notes will not contain any untrue statement of a material fact or omit to state any

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material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

(c) The Issuer will arrange for the qualification of the Offered Notes for sale and the determination of their eligibility for investment under the laws of such jurisdictions in the United States as the Initial Purchasers designate and will continue such qualifications in effect so long as required for the resale of the Offered Notes by the Initial Purchasers, provided that the Issuer will not be required to qualify as a foreign corporation or to file a general consent to service of process in any such jurisdiction.

(d) So long as the Offered Notes are outstanding, if not filed electronically with the Securities and Exchange Commission (the “Commission”) or posted on the website of TILC, the Issuer will furnish to the Initial Purchasers (i) as soon as available, copies of each report furnished to the Issuer or any of its affiliates, in the case of the Issuer, pursuant to any Operative Agreement (collectively, the “Transaction Documents”), by first class mail as soon as practicable after such reports are furnished to the Issuer or any of its affiliates or shareholders, as the case may be, (ii) copies of each amendment to any of the Transaction Documents, (iii) copies of all reports and other communications (financial or other) furnished to the Trustee under the Indenture or to holders of the Offered Notes, and copies of any reports and financial statements, if any, furnished to or filed with the Commission, any governmental or regulatory authority or any national securities exchange, and (iv) from time to time such other information as the Initial Purchasers may reasonably request relating to the Issuer or TILC, or any of their respective affiliates, the Offered Notes and the Transaction Documents. TILC and the Issuer shall make their officers, employees, independent accountants and legal counsel reasonably available upon request by the Initial Purchasers.

(e) During the period of three (3) years after the Closing Date, the Issuer will, upon request, furnish to the Initial Purchasers and any holder of Offered Notes a copy of the restrictions on transfer applicable to the Offered Notes.

(f) During the period of two (2) years after the Closing Date none of the Issuer and TILC will, or will permit any of its affiliates (as defined in Rule 144 under the Securities Act) to, resell any of the Offered Notes that have been reacquired by any of them.

(g) The Issuer or TILC will pay all expenses incidental to the performance of their respective obligations under this Agreement, including but not limited to: (i) all expenses in connection with the execution, issue, authentication, packaging and initial delivery of the Offered Notes, the preparation and printing of this Agreement, the Offered Notes, the documents comprising any part of the Offering Document, each Limited Use Issuer Free Writing Communication and any other document relating to the issuance, offer, sale and delivery of the Offered Notes; (ii) the cost of any advertising approved by the Issuer or TILC in connection with the issue of the Offered Notes; (iii) any expenses (including fees and disbursements of counsel) incurred in connection with qualification of the Offered Notes for sale under the laws of such jurisdictions in the United States as the Initial Purchasers designate and the printing of memoranda relating thereto; (iv) any fees charged by the Hired NRSROs for the rating of the Offered Notes and charged by the Trustee, including the fees and disbursements of counsel for the Trustee in connection with the Indenture; and (v) expenses incurred in distributing the documents comprising any part of the Offering Document (including any amendments and supplements thereto) and any Limited Use Issuer Free Writing Communications to the Initial Purchasers or to prospective purchasers of the Offered Notes. The Issuer and TILC jointly and severally will also pay or reimburse the Initial Purchasers (to the extent incurred by them) for all travel expenses of the Initial Purchasers’, the Issuer’s, TILC’s officers and employees and any other expenses of the Initial Purchasers, the Issuer or TILC in connection with attending or hosting meetings with prospective purchasers of the Offered Notes from the Initial Purchasers. In addition to the foregoing, but without duplication, the Issuer or TILC will pay to each Initial Purchaser on the Closing Date the amounts

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in respect of its costs and expenses as set forth in the applicable Engagement Letter as reimbursement of such Initial Purchaser’s other expenses, including fees and disbursements of legal counsel retained by the Initial Purchasers consistent with prior approvals of TILC.

(h) In connection with the offering and the sale of the Offered Notes, until the Initial Purchasers shall have notified the Issuer, TILC and the other Initial Purchasers of the completion of the resale of the Offered Notes, neither the Issuer nor TILC or any of their respective affiliates has or will, either alone or with one or more other persons, bid for or purchase for any account in which it or any of its affiliates has a beneficial interest any Offered Notes or attempt to induce any person to purchase any Offered Notes; and neither the Issuer nor TILC or any of their respective affiliates will make bids or purchases for the purpose of creating actual, or apparent, active trading in, or of raising the price of, the Offered Notes.

(i) For a period of 90 days, with respect to the Issuer, and 45 days, with respect to TILC, after the date of the Offering Circular, neither the Issuer nor TILC will offer, sell, contract to sell, pledge or otherwise dispose of, directly or indirectly, or file with the Commission a registration statement under the Securities Act relating to, any United States dollar‑denominated asset‑backed debt securities issued, sponsored or guaranteed by the Issuer, TILC or any of their respective affiliates and having a maturity of more than one year from the date of issue, or publicly disclose the intention to make any such offer, sale, pledge, disposition or filing, without the prior written consent of the Initial Purchasers. Neither the Issuer nor TILC will at any time offer, sell, contract to sell, pledge or otherwise dispose of, directly or indirectly, any securities under circumstances where such offer, sale, pledge, contract or disposition would cause the exemption afforded by Section 4(a)(2) of the Securities Act or the safe harbor of Regulation S thereunder to cease to be applicable to the offer and sale of the Offered Notes.

(j) The Issuer, TILC or any of their respective affiliates, or any person acting on its or their behalf (other than the Initial Purchasers, as to which no agreement is being made pursuant to this clause (j)), shall not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security that would be integrated with the offer or sale of the Offered Notes in a manner that would require the registration under the Securities Act of the sale of the Offered Notes or that would be integrated with the offer or sale of the Offered Notes for purposes of the rules and regulations of any trading market.

(k) The Issuer and TILC (the “Indemnitors”) jointly and severally will indemnify and hold harmless the Initial Purchasers against any documentary, stamp or similar issuance tax, including any interest and penalties, on the creation, issuance and sale of the Offered Notes and on the execution and delivery of this Agreement. All payments to be made by the Issuer or TILC under this Agreement shall be made without withholding or deduction for or on account of any present or future taxes, duties or governmental charges whatsoever unless the Issuer or TILC is compelled by law to deduct or withhold such taxes, duties or charges. In that event, the Issuer or TILC, as applicable, shall pay such additional amounts as may be necessary in order that the net amounts received after such withholding or deduction shall equal the amounts that would have been received if no withholding or deduction had been made; provided that the Indemnitors will not be required to indemnify or gross‑up for such taxes and withholdings to the extent imposed as a result of a failure of such Initial Purchaser to provide any duly executed and completed form or document described in the last sentence of this paragraph upon the execution of this Agreement or to be delivered thereafter upon the reasonable request of its Indemnitors which evidences such Initial Purchaser’s entitlement to a complete exemption for such taxes and withholdings. Furthermore, the Indemnitors hereby request that each Initial Purchaser hereby provides to them IRS Form W‑9 or IRS Form W‑8BEN, W‑8BEN‑E, W‑8IMY or W‑8ECI, whichever is applicable, to the extent not already provided.

(l) To the extent, if any, that the rating provided with respect to the Offered Notes by the Hired NRSROs is conditional upon the furnishing of documents or the taking of any other action on or

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prior to the Closing Date by the Issuer or TILC, the Issuer or TILC, as the case may be, shall use its reasonable best efforts to promptly furnish such documents and take any other such action on or prior to the Closing Date.

(m) The cash proceeds of the Offered Notes, together with amounts released from the Liquidity Reserve Account, will be used by the Issuer as follows: (i) to add funds to the Collections Account in connection with the issuance of the Offered Notes, if necessary to assure sufficient funds are available for payments on the first Payment Date; (ii) to pay certain costs of issuance; (iii) to fund cash payments to Trinity Rail Leasing Warehouse Trust (“TRLWT”) representing the purchase price for the Issuer’s acquisition of Railcars from TRLWT, which purchase price will be equal to the applicable Railcars’ Initial Appraised Value, and (iv) to fund cash payments to TILC as a portion of the purchase price for the Issuer’s acquisition of Railcars from TILC, which purchase price will be equal to the applicable Railcars’ Initial Appraised Value.

(n) The Issuer will comply with the representation made by the Issuer to each Hired NRSRO pursuant to paragraph (a)(3)(iii) of Rule 17g‑5.

6. Free Writing Communications. (a) Each of the Issuer and TILC, jointly and severally, represents and agrees that, without the prior consent of the Initial Purchasers, and each Initial Purchaser severally represents and agrees that, without the prior consent of TILC and the Initial Purchasers, it has not made and will not make any offer relating to the Offered Notes that would constitute an Issuer Free Writing Communication. Any such Issuer Free Writing Communication consented to by TILC and the Initial Purchasers is hereinafter referred to as a “Permitted Free Writing Communication.” The parties hereto agree that the Issuer Free Writing Communications listed on Schedules B and C hereto are each Permitted Free Writing Communications.

(b) To the extent it would be an Issuer Free Writing Communication, each of the Issuer and TILC consents to the use by the Initial Purchaser of a Free Writing Communication that (a) contains only information describing the preliminary or final terms of the Offered Notes or the offering thereof, and (b) does not contain any material information about the Issuer or TILC or the securities of any of them that was provided by any of the Issuer and TILC or on behalf of any of them. Any such Free Writing Communication is a Permitted Free Writing Communication for purposes of this Agreement.

7. Conditions of the Obligations of the Initial Purchasers. The obligations of the Initial Purchasers to purchase and pay for the Offered Notes will be subject to the accuracy of the representations and warranties herein on the part of the Issuer and TILC, to the accuracy of the statements of officers of the Issuer and TILC made pursuant to the provisions hereof, to the performance by each of the Issuer and TILC of its obligations hereunder and to the following additional conditions precedent on or prior to the Closing Date:

(a) On the Closing Date, the Initial Purchasers shall have received from a third party that is a nationally recognized accounting firm reasonably satisfactory to the Initial Purchasers a letter or letters, in the form heretofore agreed to regarding the Preliminary Offering Circular and Offering Circular, each dated as of the review date or the date of the Preliminary Offering Circular or Offering Circular, as applicable.

(b) Subsequent to the execution and delivery of this Agreement, there shall not have occurred: (i) any change, or any development or event involving a prospective change, in the condition (financial or other), business, properties or results of operations of the Issuer or TILC and its subsidiaries taken as one enterprise which, in the judgment of the Initial Purchasers or any of their affiliates, is material and adverse and makes it impractical or inadvisable to proceed with completion of the offering or the sale

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of and payment for the Offered Notes; (ii) any downgrading in the rating of any debt securities of TILC by any “nationally recognized statistical rating organization” (as defined for purposes of Rule 436(g) under the Securities Act), or any public announcement that any such organization has under surveillance or review its rating of any debt securities of TILC (other than an announcement with positive implications of a possible upgrading, and no implication of a possible downgrading, of such rating) or any announcement by such organization that the Issuer or TILC has been placed on negative outlook; (iii) any change in U.S. or international financial, political or economic conditions or currency exchange rates or exchange controls as would, in the judgment of the Initial Purchasers or any of their affiliates, be likely to prejudice materially the success of the proposed issue, sale or distribution of the Offered Notes, whether in the primary market or in respect of dealings in the secondary market; (iv) any material suspension or material limitation of trading in securities generally on the New York Stock Exchange, or any setting of minimum prices for trading on such exchange; (v) any suspension of trading of any securities of the Issuer or TILC or any of its affiliates on any exchange or in the over‑the‑counter market; (vi) any banking moratorium declared by U.S. Federal or New York authorities; (vii) any major disruption of settlements of securities or clearance services in the United States; or (viii) any attack on, outbreak or escalation of hostilities or act of terrorism involving the United States, any declaration of war by Congress or any other national or international calamity or emergency if, in the judgment of the Initial Purchasers or any of their affiliates, the effect of any such attack, outbreak, escalation, act, declaration, calamity or emergency makes it impractical or inadvisable to proceed with completion of the offering or sale of and payment for the Offered Notes.

(c) The Initial Purchasers shall have received opinions, dated the Closing Date, of (i) Vedder Price P.C., counsel for the Issuer, (ii) the Secretary of TILC, and (iii) such other law firms acceptable to the Initial Purchasers and their counsel, to the effect that:

(i) The Issuer has been duly formed and is a validly existing limited liability company in good standing under the laws of the state of Delaware, with power and authority (as a limited liability company and otherwise) to own its properties and conduct its business as described in the General Disclosure Package or Additional Issuer Information; and the Issuer is duly qualified to do business as a foreign limited liability company in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification;

(ii) TILC has been duly incorporated and is a validly existing corporation in good standing under the laws of the state of Delaware, with power and authority (as a corporation and otherwise) to own its properties and conduct its business as described in the General Disclosure Package; TILC is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification;

(iii) The Indenture and the other Transaction Documents have been duly authorized, executed and delivered by the Issuer or TILC, as applicable; the Offered Notes have been duly authorized, executed, authenticated, issued and delivered and conform to the description thereof contained in the Final Offering Document; and each Transaction Document with respect to which it is a party, constitutes a valid and legally binding obligation of the Issuer or TILC, as applicable, enforceable against the Issuer or TILC, as applicable, in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles;

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(iv) The Indenture creates a valid lien upon all of the Collateral (as defined in the Indenture) as granted under the Indenture and subject to the lien thereof, subject only to the exceptions referred to in the Indenture, and will create a similar lien upon all properties and assets that become part of the Collateral after the date of such opinion and required to be subjected to the lien of the Indenture, subject only to the exceptions referred to in the Indenture; the Trustee for the benefit of the holders of the Offered Notes from time to time will have, upon the filing of certain financing statements, a perfected security interest in the Collateral;

(v) The Issuer is not and, after giving effect to the offering and sale of the Offered Notes and the application of the proceeds thereof as described in the General Disclosure Package, will not be an “investment company” within the meaning of Section 3(a)(1) of the Investment Company Act and will not constitute a “covered fund” for purposes of the banking regulations adopted under Section 13 of the Bank Holding Company Act of 1956, as amended, commonly known as the “Volcker Rule”;

(vi) No consent, approval, authorization or order of, or filing with, any governmental agency or body or any court is required for the consummation of the transactions contemplated by this Agreement in connection with the issuance or sale of the Offered Notes, except for security interest filings contemplated by the Transaction Documents and except such as may be required under state securities laws;

(vii) There are no pending actions, suits or proceedings against or affecting the Issuer, TILC or any of their respective subsidiaries, or any of their respective properties that, if determined adversely to the Issuer, TILC or any of their respective subsidiaries, would individually or in the aggregate have a Material Adverse Effect, or would materially and adversely affect the ability of the Issuer or TILC to perform their respective obligations under the Indenture, this Agreement, or any other Transaction Document or which are otherwise material in the context of the sale of the Offered Notes; and no such actions, suits or proceedings are threatened or, to such counsel’s knowledge, contemplated;

(viii) The execution, delivery and performance of the Indenture, the other Transaction Documents to which the Issuer or TILC is a party, and this Agreement and the issuance and sale of the Offered Notes and compliance with the terms and provisions thereof will not result in a breach or violation of any of the terms and provisions of, or constitute a default under, any statute, any rule, regulation or order of any governmental agency or body or any court having jurisdiction over the Issuer, TILC, or any of their properties, or any agreement or instrument to which the Issuer or TILC is a party or by which the Issuer or TILC is bound or to which any of the properties of the Issuer or TILC is subject, or the organizational or formation documents of the Issuer or TILC, and the Issuer has full power and authority to authorize, issue and sell the Offered Notes as contemplated by this Agreement;

(ix) Such counsel have no reason to believe that (i) the Preliminary Offering Circular or (ii) the Final Offering Document, or any amendment or supplement thereto, as of the Applicable Time and as of the Closing Date, contained any untrue statement of a material fact or omitted to state any material fact necessary to make the statements therein not misleading; and such counsel have no reason to believe that the information specified in a schedule, if any, to such counsel’s letter, which information, when taken together with the Preliminary Offering Circular, will comprise the General Disclosure Package, as of the Applicable Time and as of the Closing Date, contained any untrue statement of a material fact or omitted to state any material fact necessary to make the statements therein not misleading;

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(x) This Agreement has been duly authorized, executed and delivered by each of the Issuer and TILC;

(xi) It is not necessary in connection with (i) the offer, sale and delivery of the Offered Notes by the Issuer to the Initial Purchasers pursuant to this Agreement, or (ii) the resales of the Offered Notes by the Initial Purchasers in the manner contemplated by this Agreement, to register the Offered Notes under the Securities Act or to qualify an indenture in respect thereof under the Trust Indenture Act;

(xii) The statements in the Preliminary Offering Circular and the Offering Circular under the captions “The Issuer”, “The Railcars”, “The Lessees”, “The Leases”, “TILC”, “The Servicer”, “Description of the Servicing Agreement”, “Description of the Administrative Services Agreement”, “Description of the Purchase and Contribution Agreement”, “Description of the Insurance Agreement”, “Description of Hedge Agreements”, “Description of the Liquidity Facility Documents” and “Description of the Offered Notes and the Indenture”, insofar as they purport to summarize certain terms of the Offered Notes and the applicable Transaction Documents, constitute a fair summary of the provisions purported to be summarized;

(xiii) The statements contained in the Preliminary Offering Circular and the Offering Circular under the captions “Certain Considerations for ERISA and Other Benefit Plans” and “Certain United States Federal Income Tax Considerations”, to the extent that they constitute matters of federal law or legal conclusions with respect thereto, while not purporting to discuss all possible consequences of investment in the Offered Notes, are correct in all material respects with respect to those consequences or matters that are discussed therein; and

(xiv) In a properly presented and decided case, in the event TILC or TRLWT became a debtor in a voluntary or involuntary bankruptcy case under the Bankruptcy Code, the bankruptcy court would not substantially consolidate the assets and liabilities of the Issuer with those of TILC or TRLWT.

(d) The Initial Purchasers shall have received from Mayer Brown LLP, counsel for the Initial Purchasers, such opinion or opinions, dated the Closing Date, with respect to the Final Offering Document and the General Disclosure Package, the exemption from registration for the offer and sale of the Offered Notes to the Initial Purchasers and the resales by the Initial Purchasers as contemplated hereby and other related matters as the Initial Purchasers may require, and the Issuer shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

(e) The Initial Purchasers shall have received the opinion or opinions of Chapman and Cutler LLP, special counsel to the Trustee, dated the Closing Date, in form and substance reasonably satisfactory to the Initial Purchasers.

(f) The Initial Purchasers shall have received the opinion of Alvord and Alvord PLLC, special STB counsel, dated the Closing Date, in form and substance reasonably satisfactory to the Initial Purchasers.

(g) The Initial Purchasers shall have received the opinion of Fasken Martineau DuMoulin LLP, special Canadian counsel, dated the Closing Date, in form and substance reasonably satisfactory to the Initial Purchasers.

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(h) The Initial Purchasers shall have received a copy of each opinion provided to the Hired NRSROs in connection with its rating of the Offered Notes, each of which shall state therein that the Initial Purchasers may rely thereon, in form and substance reasonably satisfactory to the Initial Purchasers.

(i) The Initial Purchasers shall have received a certificate, dated the Closing Date, of the President or any Vice President or a principal financial or accounting officer of each of the Issuer and TILC (it being understood that a certificate of TILC on its own behalf and in its capacity as sole equity member and manager of the Issuer shall be sufficient for purposes of the compliance by the Issuer and TILC with this requirement) in which such officer, to the best of such officer’s knowledge, after reasonable investigation, shall state that (i) the representations and warranties of the Issuer and TILC, as the case may be, in this Agreement are true and correct, that each of the Issuer and TILC has complied with all agreements and satisfied all conditions on its part to be performed or satisfied hereunder at or prior to the Closing Date, and that, subsequent to the date of the most recent financial statements of each of the Issuer and TILC, there has been no material adverse change, nor any development or event involving a prospective material adverse change, in the condition (financial or other), business, properties or results of operations of each of the Issuer and TILC and its subsidiaries taken as a whole except as described in such certificate, (ii) nothing has come to such officer’s attention that would lead such officer to conclude that the General Disclosure Package included any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein, under the circumstances in which they were made, not misleading and (iii) since the date of the Offering Circular there shall not have been any change in the capital stock of TILC or the membership interests of the Issuer, or the long term debt of the Issuer or TILC except as described in such certificate.

(j) On or before the Closing Date, this Agreement, the Offering Document and each Transaction Document shall be satisfactory in form and substance to the Initial Purchasers, shall have been duly executed and delivered by the parties thereto (except that the execution and delivery of the documents referred to above (other than this Agreement) by a party hereto or thereto shall not be a condition precedent to such party’s obligations hereunder), shall each be in full force and effect and executed counterparts of each shall have been delivered to the Initial Purchasers or its counsel on or before the Closing Date.

(k) Each of TILC and the Issuer shall have delivered to the Initial Purchasers a certificate (it being understood that a certificate of TILC in its capacity as sole equity member and manager of the Issuer shall be sufficient for purposes of the Issuer’s compliance with this requirement), dated the Closing Date, of its secretary certifying its certificate of incorporation, limited liability company agreement, bylaws or other organizational documents; board or similar resolutions authorizing the execution, delivery and performance of the Transaction Documents to which it is a party, as applicable; and the incumbency of all officers that signed any of the Transaction Documents.

(l) The Initial Purchasers shall have received a certificate from a nationally recognized insurance broker with respect to the public liability insurance required by Section 5.04(f) of the Indenture.

(m) Any Transaction Documents which are required to be executed on or prior to the Closing Date that have not been executed by the date of this Agreement will be subject to a condition precedent that requires such agreements to be in form and substance satisfactory to the Initial Purchasers.

(n) (i) The Hired NRSROs shall have delivered to the Issuer, TILC and the Initial Purchasers a final rating letter setting forth a rating with respect to the Offered Notes of at least “A (sf)” and (ii) subsequent to the execution and delivery of this Agreement the Hired NRSROs shall not have announced in writing (which shall include, without limitation, any press release by such organization) that it has under

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surveillance or review its rating of any of the Offered Notes (other than an announcement with positive implications of a possible upgrading, and no implication of a possible downgrading, of such rating).

(o) On or prior to the Closing Date, DTC shall have approved as to form the “Regulation S Temporary Global Note” and the “144A Book‑Entry Note” as those terms are defined in the Indenture.

(p) On or before the Closing Date the Issuer shall have caused the Indenture (or memorandum thereof) delivered at the Closing Date, to be duly filed, recorded and deposited with the Surface Transportation Board of the United States of America in conformity with 49 U.S.C. §11301 and with the Registrar General of Canada pursuant to Section 90 of the Railway Act of Canada, and the Issuer shall furnish the Initial Purchasers with proof thereof.

Documents described as being “in the agreed form” are documents which are in the form reasonably satisfactory to the Initial Purchasers and Mayer Brown LLP.

The Issuer and TILC will furnish the Initial Purchasers with such conformed copies of such opinions, certificates, letters and documents as the Initial Purchasers reasonably request.

8. Indemnification and Contribution. (a) The Issuer and TILC will jointly and severally indemnify and hold harmless (i) each Initial Purchaser and (ii) its respective officers, partners, members, directors, employees and affiliates and each person, if any, who controls such Initial Purchaser, within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (the “Initial Purchaser Representatives”), against any losses, claims, damages, liabilities or expenses, joint or several, to which such Initial Purchaser or the Initial Purchaser Representatives may become subject, under the Securities Act or the Exchange Act or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) relate to, arise out of or are based upon (1) any breach of any of the representations, warranties and covenants of the Issuer or TILC contained herein, (2) any untrue statement or alleged untrue statement of any material fact contained in any document comprising a part of the Offering Document, any Limited Use Issuer Free Writing Communication or any amendment or supplement thereto, or any Additional Issuer Information or (3) any omission or alleged omission to state, in any document comprising a part of the Offering Documents, any Limited Use Issuer Free Writing Communication, or any amendment of or supplement thereto, or any Additional Issuer Information, a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, including, without limitation, any losses, claims, damages, liabilities or expenses arising out of or based upon the Issuer’s or TILC’s failure to perform its obligations under Section 5 of this Agreement, and will reimburse each Initial Purchaser and the Initial Purchaser Representatives for any legal or other expenses reasonably incurred by them in connection with investigating or defending any such loss, claim, damage, liability, expense or action as such expenses are incurred; provided, however, that none of the Issuer or TILC will be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement in or omission or alleged omission from any of such documents in reliance upon and in conformity with written information furnished to the Issuer or TILC by such Initial Purchaser specifically for use therein, it being understood and agreed that the only such information consists of the information described as such in subsection (b) below.

(b) Each Initial Purchaser severally and not jointly will indemnify and hold harmless (i) the Issuer and TILC and (ii) their respective directors and officers and each person, if any, who controls the Issuer or TILC within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (the “Seller Representatives”), against any losses, claims, damages, liabilities or expenses to which the Issuer, TILC or the Seller Representatives may become subject, under the Securities Act or the Exchange Act or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof)

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arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in any document comprising a part of the Offering Document, any Limited Use Issuer Free Writing Communication or any amendment or supplement thereto, or any related preliminary offering circular, or arise out of or are based upon the omission or the alleged omission to state therein a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Issuer or TILC by the Initial Purchasers specifically for use therein, and will reimburse any legal or other expenses reasonably incurred by the Issuer, TILC or the Seller Representatives in connection with investigating or defending any such loss, claim, damage, liability, expense or action as such expenses are incurred, it being understood and agreed that the only such information furnished by the Initial Purchasers consists of the information in the Offering Document as highlighted in the excerpt from the Offering Document set forth on Schedule E hereto;provided, however, that the Initial Purchasers shall not be liable for any losses, claims, damages, liabilities or expenses arising out of or based upon the Issuer’s or TILC’s failure to perform its obligations under Section 5(a) of this Agreement.

(c) Promptly after receipt by an indemnified party under this Section of notice of the commencement of any action, such indemnified party will, if a claim in respect thereof is to be made against the indemnifying party under subsection (a) or (b) above, notify the indemnifying party of the commencement thereof; but the failure to notify the indemnifying party shall not relieve it from any liability that it may have under subsection (a) or (b) above except to the extent that it has been materially prejudiced (through the forfeiture of substantive rights or defenses) by such failure; and provided further that the failure to notify the indemnifying party shall not relieve it from any liability that it may have to an indemnified party otherwise than under subsection (a) or (b) above. In case any such action is brought against any indemnified party and it notifies the indemnifying party of the commencement thereof, the indemnifying party will be entitled to participate therein and, to the extent that it may wish, jointly with any other indemnifying party similarly notified, by written notice delivered to the indemnified party promptly after receiving the aforesaid notice from such indemnified party, to assume the defense thereof with counsel reasonably satisfactory to such indemnified party; provided, however, if the defendants in any such action include both the indemnified party and the indemnifying party and the indemnified party shall have reasonably concluded that differing interests may arise between the positions of the indemnifying party and the indemnified party in conducting the defense of any such action or that there may be legal defenses available to it and/or other indemnified parties which are different from or additional to those available to the indemnifying party, the indemnified party or parties shall have the right to select separate counsel to assume such legal defenses and to otherwise participate in the defense of such action on behalf of such indemnified party or parties, and the indemnifying party will reimburse any legal expenses incurred by the indemnified party having separate counsel, as incurred. And after any such notice from the indemnifying party to such indemnified party of its election so to assume the defense thereof and approval by the indemnified party of counsel, the indemnifying party will not be liable to such indemnified party under this Section for any legal or other expenses subsequently incurred by such indemnified party in connection with the defense thereof other than reasonable costs of investigation, unless the indemnified party shall have employed separate counsel in accordance with the proviso to the preceding sentence, in which case the reasonable fees and expenses of counsel shall be at the expense of the indemnifying party. The indemnifying party shall not be liable for any settlement of any proceeding effected without its written consent, which will not be unreasonably withheld, but if settled with such consent or if there be a final judgment for the plaintiff, the indemnifying party agrees to indemnify the indemnified party from and against any loss or liability by reason of such settlement or judgment. No indemnifying party shall, without the prior written consent of the indemnified party, effect any settlement of any pending or threatened action in respect of which such indemnified party is or could have been a party and indemnity could have been sought hereunder by such indemnified party unless such settlement includes (i) an unconditional release

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of such indemnified party from all liability on any claims that are the subject matter of such action and (ii) does not include a statement as to or an admission of fault, culpability or failure to act by or on behalf of such indemnified party.

(d) If the indemnification provided for in this Section is unavailable or insufficient to hold harmless an indemnified party under subsection (a) or (b) above, then each indemnifying party shall contribute to the amount paid or payable by such indemnified party as a result of the losses, claims, damages, liabilities or expenses referred to in subsection (a) or (b) above (i) in such proportion as is appropriate to reflect the relative benefits received by the Issuer and TILC on the one hand and the Initial Purchasers on the other from the offering of the Offered Notes or (ii) if the allocation provided by clause (i) above is not permitted by applicable law, in such proportion as is appropriate to reflect not only the relative benefits referred to in clause (i) above but also the relative fault of the Issuer and TILC on the one hand and the Initial Purchasers on the other in connection with the statements or omissions which resulted in such losses, claims, damages, liabilities or expenses as well as any other relevant equitable considerations. The relative benefits received by the Issuer and TILC on the one hand and the Initial Purchasers on the other shall be deemed to be in the same proportion as the total net proceeds from the offering (before deducting expenses) received by the Issuer bear to the total discounts, commissions and fees received by the Initial Purchasers from the Issuer under this Agreement. The relative fault shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or the omission or alleged omission to state a material fact relates to information supplied by the Issuer, TILC or the Initial Purchasers and the parties’ relative intent, knowledge, access to information and opportunity to correct or prevent such untrue statement or omission. The amount paid or payable by an indemnified party as a result of the losses, claims, damages, liabilities or expenses referred to in the first sentence of this subsection (d) shall be deemed to include any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any action or claim which is the subject of this subsection (d). Notwithstanding the provisions of this subsection (d), no Initial Purchaser shall be required to contribute any amount in excess of the total discounts, commissions and fees received by such Initial Purchaser from the Issuer. The obligations of the Initial Purchasers in this subsection (d) to contribute are several in proportion to their respective purchase obligations and not joint.

(e) The obligations of the Issuer and TILC under this Section shall be in addition to any liability which the Issuer or TILC may otherwise have and shall extend, upon the same terms and conditions, to each person, if any, who controls any Initial Purchaser within the meaning of the Securities Act or the Exchange Act; and the obligations of each Initial Purchaser under this Section shall be in addition to any liability which it may otherwise have and shall extend, upon the same terms and conditions, to each person, if any, who controls the Issuer or TILC within the meaning of the Securities Act or the Exchange Act.

9. Default of Initial Purchasers, Special Resolution Regime.

(a) If any one or more Initial Purchasers shall fail to purchase and pay for the Offered Notes agreed to be purchased by such Initial Purchasers (the “Defaulting Initial Purchasers”) hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the non‑Defaulting Initial Purchasers (the “Non‑Defaulting Initial Purchasers”) may make arrangements satisfactory to the Issuer for the purchase of the Offered Notes by other persons, including any of the Non‑Defaulting Initial Purchasers, but if no such arrangements are made by the Closing Date, the Non‑Defaulting Initial Purchasers shall be obligated severally and not jointly to take up and pay for (in the respective proportions that the amount of Offered Notes set forth opposite their names in Schedule A bears to the aggregate amount of Offered Notes set forth opposite the names of all the Non‑Defaulting Initial Purchasers) the Offered Notes which the Defaulting Initial Purchasers agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Offered Notes which the Defaulting Initial Purchasers

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agreed but failed to purchase shall exceed 10% of the aggregate amount of the Offered Notes set forth in Schedule A, the Non‑Defaulting Initial Purchasers shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Offered Notes. If the Non‑Defaulting Initial Purchasers do not purchase all the Offered Notes, this Agreement will terminate without liability on the part of any Non‑Defaulting Initial Purchaser, the Issuer or TILC, except as provided in Section 10. As used in this Agreement, the term “Initial Purchaser” includes any person substituted for an Initial Purchaser under this Section. Nothing herein will relieve any Defaulting Initial Purchaser from liability for its default.

(b) In the event that any Initial Purchaser that is a Covered Entity becomes subject to a proceeding under a U.S. Special Resolution Regime, the transfer from such Initial Purchaser of this Agreement, and any interest and obligation in or under this Agreement, will be effective to the same extent as the transfer would be effective under the U.S. Special Resolution Regime if this Agreement, and any such interest and obligation, were governed by the laws of the United States or a state of the United States.In the event that any Initial Purchaser that is a Covered Entity or a BHC Act Affiliate of such Initial Purchaser becomes subject to a proceeding under a U.S. Special Resolution Regime, Default Rights under this Agreement that may be exercised against such Initial Purchaser are permitted to be exercised to no greater extent than such Default Rights could be exercised under the U.S. Special Resolution Regime if this Agreement were governed by the laws of the United States or a state of the United States.

For purposes of this Section 9(b):

“BHC Act Affiliate” has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. § 1841(k).

“Covered Entity” means any of the following:

(i) a “covered entity” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 252.82(b);

(ii) a “covered bank” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 47.3(b); or

(iii) a “covered FSI” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 382.2(b).

“Default Right” has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable.

“U.S. Special Resolution Regime” means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations promulgated thereunder.

10. Survival of Certain Representations and Obligations. The respective indemnities, agreements, representations, warranties and other statements of the Issuer, TILC or their respective officers and of the Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchasers, the Issuer or TILC, or any of their respective representatives, officers or directors or any controlling person, and will survive delivery of and payment for the Offered Notes. If this Agreement is terminated pursuant to Section 9 or if for any reason the purchase of the Offered Notes by the Initial Purchasers is not consummated, the Issuer and TILC shall remain responsible for the expenses to be paid or reimbursed by them pursuant to Section 5 and the respective obligations of the Issuer, TILC and the Initial Purchasers

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pursuant to Section 8 shall remain in effect. Further, if the purchase of the Offered Notes by the Initial Purchasers is not consummated for any reason other than solely because of the termination of this Agreement pursuant to Section 9, the Issuer or TILC will reimburse each Initial Purchaser for all out‑of‑pocket expenses (including fees and disbursements of counsel) reasonably incurred by it in connection with the offering of the Offered Notes.

11. Notices. All communications hereunder will be in writing and, if sent to the Initial Purchasers will be mailed, delivered or telegraphed and confirmed to each of the Initial Purchasers at its respective address below:

Wells Fargo Securities LLC. 550 S. Tryon Street Charlotte, NC 28202 Attn: John Fulvimar	BofA Securities, Inc.  One Bryant Park, 11th Floor New York, NY 10036 Attn: Ben Merrill
Credit Agricole Securities (USA) Inc. 1301 Avenue of the Americas New York, NY 10019 Attn: GMD Securitization	Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Attn: SP Finance Group

If sent to the Issuer or TILC or, as the case may be, will be mailed, delivered or telegraphed and confirmed to such party at the following address:

c/o Trinity Industries Leasing Company

2525 N. Stemmons Freeway

Dallas, TX 75207

Attention: Vice President Leasing Operations

Re: Trinity Rail Leasing 2019 LLC.

12. Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the controlling persons referred to in Section 8, and no other person will have any right or obligation hereunder, except that holders of Offered Notes shall be entitled to enforce the agreements for their benefit contained in the second and third sentences of Section 5(b) hereof against the Issuer as if such holders were parties thereto.

13. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same Agreement.

14. Absence of Fiduciary Relationship. Each of the Issuer and TILC acknowledges and agrees that:

(a) Each Initial Purchaser has been retained solely to act as an initial purchaser in connection with the initial purchase, offering and resale of the Offered Notes and that no fiduciary, advisory or agency relationship between any of the Issuer or TILC or their respective affiliates, stockholders, creditors or employees, on the one hand, and such Initial Purchaser, on the other hand, has been created in respect of

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any of the transactions contemplated by this Agreement or the Offering Document, irrespective of whether such Initial Purchaser has advised or is advising the Issuer or TILC on other matters;

(b) the purchase and sale of the Offered Notes pursuant to this Agreement, including the determination of the offering price of the Offered Notes and any related discount and commissions, is an arm’s‑length commercial transaction among the Initial Purchasers, the Issuer and TILC, and the Issuer and TILC are capable of evaluating and understanding, and do understand and hereby accept, the terms, risks and conditions of the transactions contemplated by this Agreement;

(c) the Issuer and TILC have been advised that the Initial Purchasers and their affiliates are engaged in a broad range of transactions which may involve interests that differ from those of the Issuer and TILC and the Initial Purchasers have no obligation to disclose such interests and transactions to any of the Issuer or TILC by virtue of any fiduciary, advisory or agency relationship; and

(d) each of the Issuer or TILC waives, to the fullest extent permitted by law, any claims it may have against any Initial Purchaser for breach of fiduciary duty or alleged breach of fiduciary duty and agrees that no Initial Purchaser shall have any liability (whether direct or indirect) to any of the Issuer or TILC in respect of such a fiduciary duty claim or to any person asserting a fiduciary duty claim on behalf of or in right of any of the Issuer or TILC, including stockholders, employees or creditors of the Issuer or TILC.

15. Applicable Law. This Agreement shall be governed by, and construed in accordance with, the laws of the state of New York without regard to principles of conflicts of laws (other than Section 5‑1401 of the New York General Obligations Law).

Each of the Issuer and TILC hereby submits to the exclusive jurisdiction of the courts of the State of New York and the courts of the United States of America for the Southern District of New York, in each case sitting in the Borough of Manhattan in The City of New York and appellate courts from any thereof in any suit, action or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

EACH OF THE PARTIES HERETO HEREBY WAIVES TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING BROUGHT IN CONNECTION WITH THIS AGREEMENT, THE NOTES OR ANY OF THE OTHER TRANSACTION DOCUMENTS, WHICH WAIVER IS INFORMED AND VOLUNTARY.

16. No Petition in Bankruptcy. Each Initial Purchaser agrees that, prior to the date which is one year and one day after the payment in full of all outstanding Offered Notes, such Initial Purchaser will not institute against, or join any other Person in instituting against, the Issuer an action in bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or similar proceeding under the laws of the United States or any state of the United States.

17. Integration. As to the matters set forth in this Agreement, so long as this Agreement is in full force and effect, the provisions herein shall supersede any and all prior agreements as to such subject matter, except any Engagement Letter and any other fee arrangement entered into between any Initial Purchaser, the Issuer and TILC.

18. Amendments. This Agreement may not be amended, waived, discharged or terminated unless such amendment, waiver, discharge or termination is in writing and signed by each of the parties hereto.

19. Severability. If any provision of this Agreement is held to be illegal, invalid, or unenforceable, such provision shall be fully severable and this Agreement shall be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions

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of this Agreement shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision or by its severance from this Agreement, unless such continued effectiveness of this Agreement, as modified, would be contrary to the basic understandings and intentions of the parties as expressed herein.

20. USA Patriot Act. Each of the Issuer and TILC acknowledges that the Initial Purchasers are required by U.S. Federal law, in an effort to help fight the funding of terrorism and money laundering activities, to obtain, verify and record information that identifies each person or corporation who opens an account or enters into a business relationship with a financial institution.

21. Titles. Wells is hereby designated as Sole Structuring Agent, Wells and CS are hereby designated as Joint Bookrunners, and CAS and BofA are hereby designated as Co‑Managers.

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If the foregoing is in accordance with the Initial Purchasers’ understanding of our agreement, kindly sign and return to us one of the counterparts hereof, whereupon it will become a binding agreement between the Issuer, TILC and the Initial Purchaser in accordance with its terms.

Very truly yours,

TRINITY RAIL LEASING 2019 LLC,

By:TRINITY INDUSTRIES LEASING COMPANY, as sole member and manager

By:/s/ Sara McCoy

Name: Sara McCoy

Title: Vice President

TRINITY INDUSTRIES LEASING COMPANY

By:/s/ Sara McCoy

Name: Sara McCoy

Title: Vice President

The foregoing Agreement is hereby confirmed and accepted as of the date first above written.

WELLS FARGO SECURITIES LLC

By:/s/ John A. Fulvimar

Name: John A. Fulvimar

Title: Director

CREDIT SUISSE SECURITIES (USA) LLC

By:/s/ Shailesh S. Deshpande

Name: Shailesh S. Deshpande

Title: Managing Director

CREDIT AGRICOLE SECURITIES (USA) INC.

By:/s/ Michael Regan

Name: Michael Regan

Title: Managing Director

BOFA SECURITIES, INC. 

By:/s/ Bradley J. Sohl

Name: Bradley J. Sohl

Title: Director ABS Banking & Finance

EX-10.1.1

Exhibit 10.1.1

EXECUTION VERSION

SERIES 2019-2
SUPPLEMENT

TRINITY RAIL LEASING 2019 LLC,

as Issuer,

and

U.S. BANK NATIONAL ASSOCIATION,

as Indenture Trustee

dated as of October 17, 2019

______________________________

SERIES 2019-2 NOTES

______________________________

TABLE OF CONTENTS

Page

ARTICLE I DEFINITIONS	1
Section 1.01. Definitions	1
ARTICLE II THE SERIES 2019-2 NOTES	4
Section 2.01. Designation of Series; Series 2019-2 Notes	4
Section 2.02. Grant of Security Interest in 2019-2 Series Account	5
Section 2.03. Authentication and Delivery	5
Section 2.04. Interest Payments on the Series 2019-2 Notes	6
Section 2.05. Principal Payments on the Series 2019-2 Notes	6
Section 2.06. Prepayment of Principal on the Series 2019-2 Notes	6
Section 2.07. Manner of Payment	9
Section 2.08. Restrictions on Transfer	9
Section 2.09. Final Maturity Date	9
ARTICLE III 2019-2 SERIES ACCOUNT	10
Section 3.01. 2019-2 Series Account	10
Section 3.02. Distributions from 2019-2 Series Account	10
Section 3.03. Liquidity Reserve Target Account	10
ARTICLE IV CONDITIONS OF ISSUANCE	10
Section 4.01. Conditions of Issuance	10
ARTICLE V REPRESENTATIONS AND WARRANTIES	10
Section 5.01. Master Indenture Representations and Warranties	10
ARTICLE IV MISCELLANEOUS PROVISIONS	10
Section 6.01. Ratification of Master Indenture	11
Section 6.02. Counterparts	11
Section 6.03. Governing Law	11
Section 6.04. Notices to the Rating Agency	11
Section 6.05. Notices to Liquidity Facility Provider	11
Section 6.06. Amendments and Modifications	11
EXHIBITS
EXHIBIT A Form of Class A-1 Note
EXHIBIT B Form of Class A-2 Note
SCHEDULES
SCHEDULE 1 Description of Initial Railcars
SCHEDULE 2 Description of Initial Leases

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SERIES 2019-2 SUPPLEMENT, dated as of October 17, 2019 (this “Series 2019-2 Supplement”), issued pursuant to, and incorporating the terms of, the Master Indenture, dated as of April 10, 2019 (as amended, modified or supplemented from time to time, the “Master Indenture”, and, together with this Series 2019-2 Supplement, the “Series 2019-2 Indenture”) between TRINITY RAIL LEASING 2019 LLC, a Delaware limited liability company (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee (the “Indenture Trustee”).

WITNESSETH THAT:

WHEREAS, the Issuer and the Indenture Trustee wish to set forth the Principal Terms of a Series of Equipment Notes with two Classes within such Series to be issued pursuant to this Series 2019-2 Supplement;

NOW THEREFORE, in consideration of the mutual agreements herein contained, the parties hereto agree as follows:

ARTICLE IDEFINITIONS

Section 1.01.Definitions. (a) Capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Master Indenture. Whenever used in this Series 2019-2 Supplement, the following words and phrases shall have the following meanings, and the definitions of such terms are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms.

“144A Book-Entry Notes” means Series 2019-2 Notes substantially in the form attached as Exhibit A or Exhibit B hereto, with the applicable legend for 144A Book-Entry Notes required by Section 2.02 of the Master Indenture inscribed on the face thereof.

“Average Life Date” is defined in Section 2.06(b) hereof.

“Class A-1 Interest Rate” means two and three hundred nine thousandths percent (2.390%) per annum.

“Class A-1 Note” means an Equipment Note substantially in the form of Exhibit A hereto.

“Class A-1 Optional Redemption” is defined in Section 2.06(a) hereof.

“Class A-1 Optional Redemption Date” is defined in Section 2.06(a) hereof.

“Class A-1 Optional Redemption Premium” is defined in Section 2.06(a) hereof.

“Class A-1 Stated Interest Amount” means, for any Payment Date, an amount equal to the “Stated Interest Amount” (as defined in the Master Indenture) calculated with respect to the

Class A‑1 Notes. The Class A-1 Stated Interest Amount constitutes the Stated Interest Amount for the Class A-1 Notes.

“Class A-2 Interest Rate” means three and one hundredths percent (3.100%) per annum.

“Class A-2 Note” means an Equipment Note substantially in the form of Exhibit B hereto.

“Class A-2 Optional Redemption” is defined in Section 2.06(b) hereof.

“Class A-2 Optional Redemption Date” is defined in Section 2.06(b) hereof.

“Class A-2 Redemption Premium” is defined in Section 2.06(b) hereof.

“Class A-2 Stated Interest Amount” means, for any Payment Date, an amount equal to the “Stated Interest Amount” (as defined in the Master Indenture) calculated with respect to the Class A‑2 Notes. The Class A-2 Stated Interest Amount constitutes the Stated Interest Amount for the Class A-2 Notes.

“Closing Date” for the Series 2019-2 Notes means October 17, 2019.

“Control Party” for the Series 2019-2 Notes means the Majority Holders.

“H.15(519)” is defined in Section 2.06(a) hereof.

“Initial Purchasers” means each “Initial Purchaser” within the meaning of and as defined in the Note Purchase Agreement.

“Majority Holders” means with respect to the Series 2019-2 Notes, as of any date of determination, Holders of Series 2019-2 Notes that, individually or in the aggregate, evidence more than fifty percent (50%) of the then aggregate Outstanding Principal Balance of the Series 2019-2 Notes.

“Marginal Interest” is defined in Section 2.04(b) hereof.

“Note Purchase Agreement” means, with respect to the Series 2019-2 Notes, the Note Purchase Agreement, dated October 8, 2019, among the Issuer, TILC and the Initial Purchasers signatory thereto.

“Offering Circular” means the Issuer’s final offering circular dated October 8, 2019, relating to the offering of the Series 2019-2 Notes.

“Optional Redemption” means a voluntary prepayment by the Issuer of all of the Outstanding Principal Balance of the Series 2019-2 Notes (or a Class thereof) in accordance with the terms of this Series 2019-2 Supplement.

“Rapid Amortization Additional Interest Rate” means four percent (4%) per annum.

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“Rapid Amortization Date” means the date, if any, on which the Rapid Amortization Event occurs with respect to the Series 2019-2 Notes.

“Rapid Amortization Event” means, with respect to the Series 2019-2 Notes, that the aggregate Outstanding Principal Balance of the Series 2019-2 Notes (after all payments on the Series 2019-2 Notes on the applicable Payment Date) exceeds zero on the Payment Date falling in October 2026.

“Rating Agency” means, in connection with the Series 2019-2 Notes, S&P and KBRA.

“Redemption Premium” means the Class A-1 Redemption Premium or the Class A-2 Redemption Premium, as applicable, which amount shall be the Redemption Premiums for each respective Class of Series 2019-2 Notes.

“Regulation S Temporary Book-Entry Notes” means Series 2019-2 Notes in the form attached as Exhibit A or Exhibit B, with the applicable legend for Regulation S Temporary Book-Entry Notes required by Section 2.02 of the Master Indenture inscribed on the face thereof.

“Remaining Weighted Average Life” is defined in Section 2.06(b) hereof.

“Scheduled Targeted Principal Balance” means (a) with respect to the Class A-1 Notes and each Payment Date, the amount set forth opposite such Payment Date on Appendix B-1 to the Offering Circular under the column titled “Principal Balance ($)”; and (b) with respect to the Class A-2 Notes and each Payment Date, the amount set forth opposite such Payment Date on Appendix B-2 to the Offering Circular under the column titled “Principal Balance ($)”; provided that the Scheduled Targeted Principal Balance for each Class of the Series 2019-2 Notes is subject to adjustment from time to time pursuant to Section 3.14 of the Master Indenture.

“Series Account” means, with respect to the Series 2019-2 Notes, the 2019-2 Series Account.

“Series 2019-2 Final Maturity Date” means the Payment Date occurring in October 2049, which shall constitute the Final Maturity Date with respect to the Series 2019-2 Notes.

“Series 2019-2 Issuance Expenses” means the Issuance Expenses relating to the issuance of the Series 2019-2 Notes.

“Series 2019-2 Notes” means Equipment Notes, designated as the Class A-1 Notes and the Class A-2 Notes, to be issued on the Closing Date and having the terms and conditions specified in this Series 2019-2 Supplement, substantially in the respective form of Exhibit A or Exhibit B hereto, and including any and all replacements, extensions, substitutions or renewals of such Equipment Notes.

“Series 2019-2 Noteholders” means the Holders of the Series 2019-2 Notes, or any Class of such Equipment Notes, as the context may require.

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“Series 2019-2 Optional Redemption Date” is defined in Section 2.06(c) hereof.

“Stated Interest Amount” means, with respect to the Series 2019-2 Notes and any Payment Date, an amount equal to the Class A-1 Stated Interest Amount and the Class A-2 Stated Interest Amount.

“Stated Rate” means, (i) with respect to the Class A-1 Notes, the Class A-1 Note Interest Rate and (ii) with respect to the Class A-2 Notes, the Class A-2 Note Interest Rate.

“2019-2 Series Account” means the Series Account for the Series 2019-2 Notes, established in accordance with Section 3.01 hereof and Sections 3.01 and 3.07 of the Master Indenture. The account number of the 2019-2 Series Account is 228940000.

“Treasury Rate” is defined in Section 2.06(b) hereof.

“Unrestricted Book-Entry Notes” means Series 2019-2 Notes substantially in the form of Exhibit A or Exhibit B, with the applicable legend required by Section 2.02 of the Master Indenture for Unrestricted Book-Entry Notes inscribed on the face thereof.

ARTICLE II

THE SERIES 2019-2 NOTES

Section 2.01.Designation of Series; Series 2019-2 Notes.

(a)There is hereby created a Series of Equipment Notes under the Series 2019-2 Indenture to be known as the “Series 2019-2 Notes” or the “Secured Railcar Equipment Notes, Series 2019-2”.

(b)There is hereby created within the Series 2019-2 Notes two separate Classes, designated as the “Class A-1 Notes” and the “Class A-2 Notes”. The Class A-1 Notes will be issued in the initial principal balance of one hundred six million nine hundred thousand and 00/100 dollars ($106,900,000.00) and the Class A-2 Notes will be issued in the initial principal balance of two hundred seventy-nine million six hundred thousand and 00/100 dollars ($279,600,000.00). The Series 2019-2 Notes will be paid in accordance with the Flow of Funds. The Series Issuance Date of the Series 2019-2 Notes is the Closing Date. The Class A-1 Notes are classified as “Additional Notes,” “Class A Equipment Notes” and “Fixed Rate Equipment Notes,” as each such term is used in the Master Indenture. The Class A-2 Notes are classified as “Additional Notes,” “Class A Equipment Notes” and “Fixed Rate Equipment Notes,” as each such term is used in the Master Indenture. The Series 2019-2 Notes will be rated on the Closing Date by S&P and KBRA.

(c)The first Payment Date with respect to the Series 2019-2 Notes shall be the Payment Date in November 2019.

(d)Payments of principal on the Series 2019-2 Notes shall be payable from funds on deposit in the 2019-2 Series Account or otherwise at the times and in the amounts set

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forth in Article III of the Master Indenture and Sections 2.05, 2.06 and 3.02 of this Series 2019-2 Supplement.

(e)The Issuer shall pay Series 2019-2 Issuance Expenses out of the proceeds of the Series 2019-2 Notes on the Closing Date and/or from Capital Contributions made to the Issuer on or prior to the Closing Date.

Section 2.02.Grant of Security Interest in 2019-2 Series Account. The Issuer hereby pledges, transfers, assigns, and otherwise conveys to the Indenture Trustee for the benefit and security of the Series 2019-2 Noteholders, and grants to the Indenture Trustee for the benefit and security of the Series 2019-2 Noteholders a security interest in and Encumbrance on, all of the Issuer’s right, title and interest, whether now existing or hereafter created or acquired and wherever located, in, to and under the assets and property described below: (a) the 2019-2 Series Account, and all funds from time to time on deposit therein; and (b) all Proceeds, accessions, profits, products, income benefits, substitutions and replacements, whether voluntary or involuntary, of and to any of the property of the Issuer described in the preceding clause (a).

Section 2.03.Authentication and Delivery.

(a)On the Closing Date, the Issuer shall sign, and shall direct the Indenture Trustee in writing pursuant to Section 2.01(b) of the Master Indenture to duly authenticate, and the Indenture Trustee, upon receiving such direction, (i) shall authenticate, subject to compliance with the conditions precedent set forth in Section 4.01 hereof, the Series 2019-2 Notes in accordance with such written directions, and (ii) subject to compliance with the conditions precedent set forth in Section 4.01 hereof, shall deliver such Series 2019-2 Notes to the Initial Purchasers in accordance with such written directions.

(b)The Series 2019-2 Notes are not being registered with the U.S. Securities and Exchange Commission and, after their sale to the Initial Purchasers in accordance with the Series 2019-2 Note Purchase Agreement, may not be sold, transferred or otherwise disposed of except in compliance with the provisions of the Master Indenture, including:

(i)to Persons that the transferring Person reasonably believes are Qualified Institutional Buyers in reliance on the exemption from the registration requirements of the Securities Act provided by Rule 144A; or

(ii)in offshore transactions in reliance on Regulation S.

(c)In accordance with Section 2.01(c) of the Master Indenture, each Class of the Series 2019-2 Notes resold in reliance on Rule 144A shall be represented by a 144A Book-Entry Note. Any Class of Series 2019-2 Notes sold in reliance on Regulation S shall initially be represented by a Regulation S Temporary Book-Entry Note and shall be exchangeable for interests in the related Unrestricted Book-Entry Note.

(d)The Series 2019-2 Notes shall be executed by manual or facsimile signature on behalf of the Issuer by a Responsible Officer and shall be substantially in the form

5

of Exhibit A or Exhibit B, as applicable, with the appropriate legend required by Section 2.02 of the Master Indenture inscribed on the face thereof.

Section 2.04.Interest Payments on the Series 2019-2 Notes.

(a)Interest on Series 2019-2 Notes. Interest on the Outstanding Principal Balance of the Class A-1 Notes shall (i) accrue during each Interest Accrual Period at the Class A-1 Interest Rate, (ii) be calculated on the basis of a 360-day year consisting of twelve 30-day months, and (iii) be due and payable in arrears on each Payment Date. Interest on the Outstanding Principal Balance of the Class A-2 Notes shall (i) accrue during each Interest Accrual Period at the Class A-2 Interest Rate, (ii) be calculated on the basis of a 360-day year consisting of twelve 30-day months, and (iii) be due and payable in arrears on each Payment Date. Notwithstanding anything to the contrary in the Master Indenture or this Series 2019-2 Supplement, the initial Interest Accrual Period for the Series 2019-2 Notes shall begin on the Closing Date and end on (but exclude) November 18, 2019.

(b)Additional Interest. If any interest payment on any Class of the Series 2019-2 Notes is not timely paid in full when due, such overdue interest will bear interest at the Class A-1 Interest Rate or the Class A-2 Interest Rate, as applicable, payable as Additional Interest to the extent permitted by applicable law at the times and subject to the priorities set forth in the Flow of Funds. If a Rapid Amortization Event occurs with respect to the Series 2019-2 Notes, the Issuer will also be required to pay the Holders of each Class of the Series 2019-2 Notes, as part of, Additional Interest, interest on each Payment Date occurring on and after the Rapid Amortization Date in an amount equal to the Rapid Amortization Additional Interest Rate multiplied by the Outstanding Principal Balance of such Class of the Series 2019-2 Notes (after giving effect to all payments on the Series 2019-2 Notes made on such day)(such interest, the “Marginal Interest”) to the extent permitted by applicable law at the times and subject to the priorities set forth in the Flow of Funds. Such Marginal Interest due (if any) shall be (i) calculated on the basis of a 360-day year consisting of twelve 30-day months and (ii) due and payable in arrears on each Payment Date on or after the Rapid Amortization Date.

Section 2.05.Principal Payments on the Series 2019-2 Notes. The Scheduled Principal Payment Amount calculated for the Series 2019-2 Notes for each Payment Date shall be payable to the Series 2019-2 Noteholders on each Payment Date from amounts deposited in the 2019-2 Series Account on such Payment Date as provided in (and subject to the provisions of) the Flow of Funds under the Master Indenture and Section 3.02 hereof. At any time that an Early Amortization Event or an Event of Default is then continuing, or if a Rapid Amortization Event with respect to the Series 2019-2 Notes has occurred, then, in addition to the foregoing, the Outstanding Principal Balance of the Series 2019-2 Notes shall be payable on each Payment Date to the extent that amounts are available for such purpose in accordance with the Flow of Funds and Section 3.02 hereof.

Section 2.06.Prepayment of Principal on the Series 2019-2 Notes. (a) No Class A-1 Optional Redemption may occur prior to the first anniversary of the Closing Date. Subject to the restrictions in Sections 3.12 and 3.13 of the Master Indenture, the Issuer will have the option to prepay, in an Optional Redemption on any Payment Date occurring on or after the first

6

anniversary of the Closing Date (each such Payment Date, a “Class A-1 Optional Redemption Date”), all or a portion of the Outstanding Principal Balance of the Class A-1 Notes (such redemption, a “Class A-1 Optional Redemption”), for a Redemption Price equal to the sum of (i) the amount of the Outstanding Principal Balance of the Class A-1 Notes being redeemed on such Class A-1 Optional Redemption Date, plus (ii) accrued and unpaid interest (including Additional Interest, if any) thereon to the Class A-1 Optional Redemption Date, plus (iii) if occurring on or prior to the first Payment Date occurring on or immediately following the second anniversary of the Closing Date, a redemption premium (the “Class A-1 Redemption Premium”) calculated as follows:

The Class A-1 Redemption Premium will be an amount equal to the product of (x) a fraction (expressed as a percentage), the numerator of which is the amount of the Outstanding Principal Balance of the Class A-1 Notes being redeemed and the denominator of which is the Outstanding Principal Balance of all Class A-1 Notes immediately prior to such redemption and (y) the excess, if any, of (i) the sum of the present values of all the scheduled payments of principal and interest based upon Scheduled Targeted Principal Balances of the Class A-1 Notes from the Class A-1 Optional Redemption Date to and including the first Payment Date occurring on or immediately following the second anniversary of the Closing Date (assuming full prepayment on such date) discounted monthly to the Class A-1 Optional Redemption Date at a rate equal to the Treasury Rate plus three-quarters of one percent (0.75%), based on a 360-day year of twelve 30-day months, over (ii) the Outstanding Principal Balance of the Class A-1 Notes, plus any accrued but unpaid interest thereon.

(b)No Class A-2 Optional Redemption may occur prior to the first anniversary of the Closing Date. Subject to the restrictions in Sections 3.12 and 3.13 of the Master Indenture, the Issuer will have the option to prepay, in an Optional Redemption on any Payment Date occurring on or after the first anniversary of the Closing Date (each such Payment Date, a “Class A-2 Optional Redemption Date”) all or a portion of the Outstanding Principal Balance of the Class A-2 Notes (any such redemption, a “Class A-2 Optional Redemption”), for a Redemption Price equal to the sum of (i) the amount of the Outstanding Principal Balance of the Class A-2 Notes being redeemed on such Class A-2 Optional Redemption Date, plus (ii) accrued and unpaid interest (including Additional Interest, if any) thereon to the Class A-2 Optional Redemption Date, plus (iii) if occurring on or prior to the Payment Date in April 2023, a redemption premium (the “Class A-2 Redemption Premium”) calculated as follows:

The Class A-2 Redemption Premium will be an amount equal to the product of (x) a fraction (expressed as a percentage), the numerator of which is the amount of the Outstanding Principal Balance of the Class A-2 Notes being redeemed and the denominator of which is the Outstanding Principal Balance of all Class A-2 Notes immediately prior to such redemption and (y) the excess, if any, of (i) the sum of the present values of all the scheduled payments of principal and interest based upon Scheduled Targeted Principal Balances of the Class A-2 Notes from the Class A-2 Optional Redemption Date to and including the Payment Date in April

7

2023 (assuming full prepayment on such date), discounted monthly to the Class A-2 Optional Redemption Date at a rate equal to the Treasury Rate plus three-quarters of one percent (0.75%), based on a 360-day year of twelve 30-day months; over (ii) the aggregate Outstanding Principal Balance of the Class A-2 Notes plus any accrued but unpaid interest thereon.

For purposes of calculating the Class A-1 Redemption Premium and the Class A-2 Redemption Premium, the term “Treasury Rate” means, with respect to each Class A-1 Note or Class A-2 Note, as applicable, a per annum rate (expressed as a monthly equivalent and as a decimal and, in the case of United States Treasury bills, converted to a bond equivalent yield), determined to be the per annum rate equal to the monthly yield to maturity for United States Treasury securities maturing on the Average Life Date of such Class A-1 Note or Class A-2 Note, as applicable, as determined by interpolation between the most recent weekly average yields to maturity for two series of United States Treasury securities, (i) one maturing as close as possible to, but earlier than, the Average Life Date of such Class A-1 Note or Class A-2 Note, as applicable, and (ii) the other maturing as close as possible to, but later than, the Average Life Date of such Class A-1 Note or Class A-2 Note, as applicable, in each case, as published in the most recent H.15(519) (or, if a weekly average yield to maturity of United States Treasury securities maturing on the Average Life Date of such Note is reported in the most recent H.15(519), as published in H.15(519)). “H.15(519)” means “Statistical Release H.15(519), Selected Interest Rates,” or any successor publication published by the Board of Governors of the Federal Reserve System. The most recent H.15(519) means the latest H.15(519) which is published prior to the close of business on the third (3rd) Business Day preceding the scheduled prepayment date.

The term “Average Life Date” of each Class A-1 Note or Class A-2 Note, as applicable, means the date which follows the prepayment date by a period equal to the Remaining Weighted Average Life of such Class A-1 Note or Class A-2 Note, as applicable. The “Remaining Weighted Average Life” of a Class A-1 Note or Class A-2 Note, as applicable, at the prepayment or determination date of such Class A-1 Note or Class A-2 Note, as applicable, shall be the number of days equal to the quotient obtained by dividing (a) the sum of the products obtained by multiplying (i) the Scheduled Targeted Principal Balances for each remaining Payment Date (from the applicable Optional Redemption Date to the first Payment Date occurring on or immediately following the second anniversary of the Closing Date, in the case of the Class A-1 Notes, and the Payment Date occurring in April 2023, in the case of the Class A-2 Notes, in each case assuming full prepayment on such Payment Date, as applicable) by (ii) the number of days from and including the prepayment or determination date to but excluding the scheduled payment date of such principal payment, by (b) the Outstanding Principal Balance of the Class A-1 Notes or the Class A-2 Notes, as applicable, on such date of prepayment or determination. The Issuer will calculate (or cause to be calculated) the applicable Redemption Price and Redemption Premium (if any) and deliver such information in writing to the Indenture Trustee at the time that it gives notice of an Optional Redemption pursuant to Sections 3.12 and 3.13 of the Master Indenture.

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(c)Subject to the restrictions in Sections 3.12 and 3.13 of the Master Indenture, the Issuer will have the option to prepay, in an Optional Redemption on any Payment Date occurring on or after the first Payment Date following the Payment Date occurring in April 2023 (each such Payment Date, a “Series 2019-2 Optional Redemption Date”) all of the Outstanding Principal Balance of the Series 2019-2 Notes, for the Redemption Price equal to the Outstanding Principal Balance of the Series 2019-2 Notes plus accrued and unpaid interest thereon (including Additional Interest, if any) to the Series 2019-2 Optional Redemption Date; provided, however, that such Redemption Price shall not include any Redemption Premium.

(d)Any Optional Redemption may be funded with funds in the Collections Account, with the proceeds of Additional Notes or with any other funds of the Issuer.

(e)Notwithstanding anything herein to the contrary, no Redemption Premium will be due as a result of (i) any Permitted Discretionary Sales, Redemption Dispositions and Scrap Value Dispositions, which, in the aggregate, are less than 15% of the Adjusted Value of the Portfolio Railcars as of the Closing Date or (ii) any Involuntary Railcar Dispositions or Purchase Option Dispositions or in respect of, or during, an Early Amortization Event or after the occurrence of an Event of Default.

Section 2.07.Manner of Payment. Except as otherwise provided in Section 2.05 of the Master Indenture, all payments on the Series 2019-2 Notes payable on each Payment Date shall be paid to the Series 2019-2 Noteholders reflected in the Register as of the related Record Date by wire transfer of immediately available funds for receipt prior to 2:00 p.m. (New York City time) on such Payment Date. Any payments received by the Series 2019-2 Noteholders after 2:00 p.m. (New York City time) on any day shall be considered to have been received on the next succeeding Business Day.

Section 2.08.Restrictions on Transfer. On the Closing Date, the Issuer shall sell the Series 2019-2 Notes to the Initial Purchasers pursuant to the Series 2019-2 Note Purchase Agreement and deliver such Series 2019-2 Notes in accordance herewith and therewith. Thereafter, no Series 2019-2 Note may be sold, transferred or otherwise disposed of except in compliance with the provisions of the Master Indenture. Except as provided in the Master Indenture, the Indenture Trustee shall have no obligations or duties with respect to determining whether any transfers of the Series 2019-2 Notes are made in accordance with the Securities Act or any other law; provided that with respect to Definitive Notes, the Indenture Trustee shall enforce such transfer restrictions in accordance with the terms set forth in the Series 2019-2 Indenture.

Section 2.09.Final Maturity Date. The Outstanding Principal Balance of the Series 2019-2 Notes together with all accrued and unpaid interest (including all Additional Interest) thereon, and other amounts payable by the Issuer to the Series 2019-2 Noteholders pursuant to the terms of the Series 2019-2 Indenture, shall be due and payable in full on the earlier to occur of (i) the date on which the Series 2019-2 Notes have been accelerated in accordance with the provisions of Section 4.02 of the Master Indenture and (ii) the Series 2019-2 Final Maturity Date.

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ARTICLE III

2019-2 SERIES ACCOUNT

Section 3.01.2019-2 Series Account. The Indenture Trustee shall establish on the Closing Date pursuant to Sections 3.01 and 3.07 of the Master Indenture and shall maintain, so long as any Series 2019-2 Note is Outstanding, an Indenture Account which shall be designated as the “2019-2 Series Account,” which account shall be held in the name of the Indenture Trustee for the benefit of the Series 2019-2 Noteholders, and which account constitutes a Series Account for the Series 2019-2 Notes for all purposes under the Master Indenture. All deposits of funds for the benefit of the Series 2019-2 Noteholders from the Collections Account and the Liquidity Reserve Account shall be accumulated in, and withdrawn from, the 2019-2 Series Account in accordance with the provisions of the Series 2019-2 Indenture. Notwithstanding anything to the contrary herein, amounts on deposit in the 2019-2 Series Account shall not be invested.

Section 3.02.Distributions from 2019-2 Series Account. On each Payment Date (to the extent sufficient cleared and immediately available funds are available in the 2019-2 Series Account), the Indenture Trustee, as specified in the related Payment Date Schedule with respect to the Flow of Funds, shall distribute funds then on deposit in the 2019-2 Series Account to the Series 2019-2 Noteholders in accordance with Section 3.11 of the Master Indenture.

Section 3.03.Liquidity Reserve Target Amount. On the Closing Date, the Liquidity Reserve Target Amount will be $0.

ARTICLE IV

CONDITIONS TO ISSUANCE

Section 4.01.Conditions to Issuance. The Indenture Trustee shall not authenticate the Series 2019-2 Notes unless (a) all conditions to the issuance of the Series 2019-2 Notes under the Note Purchase Agreement shall have been satisfied, and (b) the Issuer shall have delivered a certificate to the Indenture Trustee to the effect that all conditions set forth in the Note Purchase Agreement shall have been satisfied.

ARTICLE V

REPRESENTATIONS AND WARRANTIES

Section 5.01.Master Indenture Representations and Warranties. To induce the Series 2019-2 Noteholders to purchase the Series 2019-2 Notes, the Issuer hereby makes to the Indenture Trustee for the benefit of the Series 2019-2 Noteholders, as of the Closing Date and as of the other dates specified for the applicable representations in the Master Indenture, all of the representations and warranties set forth in Section 5.01 of the Master Indenture.

ARTICLE VI

MISCELLANEOUS PROVISIONS

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Section 6.01.Ratification of Master Indenture. As supplemented by this Series 2019-2 Supplement, the Master Indenture is in all respects ratified and confirmed and the Master Indenture as so supplemented by this Series 2019-2 Supplement shall be read, taken and construed as one and the same instrument. In the event that any term or provision contained herein shall conflict with or be inconsistent with any term or provision contained in the Master Indenture, the terms and provisions of this Series 2019-2 Supplement shall govern.

Section 6.02.Counterparts. This Series 2019-2 Supplement may be executed in two or more counterparts, and by different parties on separate counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument.

Section 6.03.Governing Law. THIS SERIES 2019-2 SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, INCLUDING SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAWS BUT OTHERWISE WITHOUT REFERENCE TO ITS CONFLICTS OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 6.04.Notices to the Rating Agency. Whenever any notice or other communication is required to be given to the Rating Agencies in respect of the Series 2019-2 Notes pursuant to the Master Indenture, a Series Supplement or this Series 2019-2 Supplement, such notice or communication shall be delivered to S&P, at 55 Water Street, New York, NY 10041, Attention: S&P Surveillance (Facsimile: (212) 438-0122) and to KBRA, at 845 Third Avenue, 4th Floor, New York, NY 10022, Attention: ABS Surveillance.

Section 6.05.Notices to Liquidity Facility Provider. Whenever any notice or other communication is required to be given to the Liquidity Facility Provider in respect of the Series 2019-2 Notes pursuant to the Master Indenture, a Series Supplement or this Series 2019-2 Supplement, such notice or communication shall be delivered to Landesbank Hessen-Thüringen Girozentrale, at Neue Mainzer Strasse 52-58, 60311 Frankfurt Am. Main, Germany, Attn: Fabian Huppertz, Land Transport ,Telephone: +49 69 91 32 76 02, with a copy to Landesbank Hessen-Thüringen Girozentrale, New York Branch, at 420 Fifth Avenue, New York, NY 10018, Attention: Michael Mahoney/Joseph P. Devoe, Telephone: 212-703-5327, Facsimile: 212-703-5256, Email: Joe.Devoe@helabany.com; Michael.Mahoney@helabany.com.

Section 6.06.Amendments and Modifications. The terms of this Series 2019-2 Supplement may be waived, modified or amended only in a written instrument signed by each of the Issuer and the Indenture Trustee in accordance with Article IX of the Master Indenture. Amendments, waivers and modifications of this Series 2019-2 Supplement that constitute matters set forth in clauses (i) through (viii) of Section 9.02(a) of the Master Indenture, may be effected only with the prior written Direction of Holders of each Outstanding Series 2019-2 Note adversely affected thereby.

[Signature pages follow]

11

IN WITNESS WHEREOF, the Issuer and the Indenture Trustee have caused this Series 2019-2 Supplement to be duly executed and delivered all as of the day and year first above written.

TRINITY RAIL LEASING 2019 LLC 
By: Trinity Industries Leasing Company, its manager 
By: /s/ Sara E. McCoyName: Sara E. McCoy
Title: Vice President – Capital Markets

U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee 
By: /s/ Chris McKim 
Name: Chris McKim
Title: Vice President

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Timothy R. Wallace, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Trinity Industries, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 24, 2019

/s/ Timothy R. Wallace

Timothy R. Wallace

Chief Executive Officer and President

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Melendy E. Lovett, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Trinity Industries, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 24, 2019

/s/ Melendy E. Lovett

Melendy E. Lovett

Senior Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Trinity Industries, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Timothy R. Wallace, Chairman, Chief Executive Officer, and President of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company, as of, and for, the periods presented in the Report.

/s/ Timothy R. Wallace

Timothy R. Wallace

Chief Executive Officer and President

October 24, 2019

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Trinity Industries, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Melendy E. Lovett, Senior Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company, as of, and for, the periods presented in the Report.

/s/ Melendy E. Lovett

Melendy E. Lovett

Senior Vice President and Chief Financial Officer

October 24, 2019

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Preferred stock, shares authorized	1.5	1.5
Preferred Stock, Shares Unissued	1.5	1.5
Common stock, shares authorized	400.0	400.0
Restricted cash	$ 117.5	$ 171.6
Property, Plant and Equipment, Gross	9,011.8	8,253.4
Less accumulated depreciation	(2,095.1)	(1,919.0)
Partially-owned subsidiaries
Restricted cash	30.9	36.6
Property, Plant and Equipment, Gross	2,057.5	2,032.0
Less accumulated depreciation	$ (513.6)	$ (472.0)

XML

Financial Statements for Guarantors of the Senior Notes - Balance Sheet (Details) - USD ($) $ in Millions	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017
Assets:
Cash and cash equivalents	$ 97.6			$ 179.2
Receivables, net of allowance	304.7			276.6
Income tax receivable	21.1			40.4
Inventory	632.9			524.7
Property, plant, and equipment, net	6,916.7			6,334.4
Investments in and advances to subsidiaries	0.0			0.0
Restricted cash	117.5			171.6
Goodwill and other assets	552.6			462.3
Total assets	8,643.1			7,989.2
Liabilities:
Accounts payable	250.8			212.1
Accrued liabilities	368.9			368.3
Debt	4,685.2			4,029.2
Deferred income	0.0			17.7
Deferred Income Taxes and Other Tax Liabilities, Noncurrent	784.1			743.1
Advances from subsidiaries	0.0			0.0
Other liabilities	94.8			56.8
Total stockholders' equity	2,459.3	$ 2,529.6	$ 2,565.1	2,562.0	$ 4,643.4	$ 4,671.8	$ 4,834.6	$ 4,858.0
Total liabilities and stockholders' equity	8,643.1			7,989.2
Reportable legal entities | Parent
Assets:
Cash and cash equivalents	87.4			154.7
Receivables, net of allowance	2.9			12.5
Income tax receivable	21.1			40.4
Inventory	0.0			0.0
Property, plant, and equipment, net	42.3			42.0
Investments in and advances to subsidiaries	4,655.8			4,558.6
Restricted cash	0.0			0.0
Goodwill and other assets	252.1			205.1
Total assets	5,061.6			5,013.3
Liabilities:
Accounts payable	4.3			8.6
Accrued liabilities	179.8			184.3
Debt	472.7			397.4
Deferred income				0.0
Deferred Income Taxes and Other Tax Liabilities, Noncurrent	0.0			0.0
Advances from subsidiaries	1,893.8			1,804.2
Other liabilities	51.7			56.8
Total stockholders' equity	2,459.3			2,562.0
Total liabilities and stockholders' equity	5,061.6			5,013.3
Reportable legal entities | Combined Guarantor Subsidiaries
Assets:
Cash and cash equivalents	2.3			4.1
Receivables, net of allowance	227.6			181.8
Income tax receivable	0.0			0.0
Inventory	592.4			485.8
Property, plant, and equipment, net	1,275.9			1,436.3
Investments in and advances to subsidiaries	3,167.3			2,981.7
Restricted cash	0.0			0.0
Goodwill and other assets	300.0			197.9
Total assets	5,565.5			5,287.6
Liabilities:
Accounts payable	171.5			134.0
Accrued liabilities	34.4			55.4
Debt	0.0			0.0
Deferred income				16.5
Deferred Income Taxes and Other Tax Liabilities, Noncurrent	860.4			790.3
Advances from subsidiaries	0.0			0.0
Other liabilities	41.9			0.0
Total stockholders' equity	4,457.3			4,291.4
Total liabilities and stockholders' equity	5,565.5			5,287.6
Reportable legal entities | Combined Non-Guarantor Subsidiaries
Assets:
Cash and cash equivalents	32.7			59.1
Receivables, net of allowance	74.2			82.3
Income tax receivable	0.0			0.0
Inventory	40.6			40.9
Property, plant, and equipment, net	6,387.5			5,579.7
Investments in and advances to subsidiaries	357.0			661.1
Restricted cash	92.7			132.9
Goodwill and other assets	62.8			106.8
Total assets	7,047.5			6,662.8
Liabilities:
Accounts payable	74.7			69.9
Accrued liabilities	158.6			128.7
Debt	4,212.5			3,631.8
Deferred income				1.2
Deferred Income Taxes and Other Tax Liabilities, Noncurrent	2.2			0.0
Advances from subsidiaries	0.0			0.0
Other liabilities	1.2			0.0
Total stockholders' equity	2,598.3			2,831.2
Total liabilities and stockholders' equity	7,047.5			6,662.8
Eliminations
Assets:
Cash and cash equivalents	(24.8)			(38.7)
Receivables, net of allowance	0.0			0.0
Income tax receivable	0.0			0.0
Inventory	(0.1)			(2.0)
Property, plant, and equipment, net	(789.0)			(723.6)
Investments in and advances to subsidiaries	(8,180.1)			(8,201.4)
Restricted cash	24.8			38.7
Goodwill and other assets	(62.3)			(47.5)
Total assets	(9,031.5)			(8,974.5)
Liabilities:
Accounts payable	0.3			(0.4)
Accrued liabilities	(3.9)			(0.1)
Debt	0.0			0.0
Deferred income				0.0
Deferred Income Taxes and Other Tax Liabilities, Noncurrent	(78.5)			(47.2)
Advances from subsidiaries	(1,893.8)			(1,804.2)
Other liabilities	0.0			0.0
Total stockholders' equity	(7,055.6)			(7,122.6)
Total liabilities and stockholders' equity	$ (9,031.5)			$ (8,974.5)

XML

Consolidated Statements of Operations Consolidated Statements of Operations (unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Statement [Abstract]
Discontinued Operation, Tax Effect of Discontinued Operation	$ (0.1)	$ 4.0	$ (0.6)	$ 21.2

XML

Common Stock and Stock-Based Compensation Stock-based Compensation (Details)	9 Months Ended
	Sep. 30, 2019 $ / shares shares
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares	956,235
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares	$ 22.20
Restricted Share Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	1 year
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares	20,321
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares	$ 22.27
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares	476,394
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares	$ 22.22
Minimum | Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	3 years
Maximum | Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	4 years

XML

Derivative Instruments and Fair Value Accounting Derivative Instruments (Details) - USD ($) $ in Millions	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ 2,459.3	$ 2,529.6	$ 2,565.1	$ 2,562.0	$ 4,643.4	$ 4,671.8	$ 4,834.6	$ 4,858.0
Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, 2006 Secured Railcar Equipment Notes [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 200.0
Derivative, Average Fixed Interest Rate	4.87%
Derivative Liability	$ 0.0
Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, 2018 Secured Railcar Equipment Notes [Domain]
Derivative [Line Items]
Derivative, Notional Amount	$ 249.3
Derivative, Average Fixed Interest Rate	4.41%
Derivative Liability	$ 0.0
Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, TRIP Holdings Warehouse Loan [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 788.5
Derivative, Average Fixed Interest Rate	3.60%
Derivative Liability	$ 0.0
Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, TRIP Master Funding Secured Railcar Equipment Notes [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 34.8
Derivative, Average Fixed Interest Rate	2.62%
Derivative Liability	$ 0.0
Designated as Hedging Instrument [Member] | Interest Rate Cap [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 169.3
Derivative, Cap Interest Rate	3.00%
Derivative Liability	$ 0.0
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 578.6
Derivative, Cap Interest Rate	2.68%
Derivative Liability	$ (34.1)
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, 2006 Secured Railcar Equipment Notes [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	(0.2)
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, 2018 Secured Railcar Equipment Notes [Domain]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	1.1
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, TRIP Holdings Warehouse Loan [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	2.4
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, TRIP Master Funding Secured Railcar Equipment Notes [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	0.2
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Designated as Hedging Instrument [Member] | Interest Rate Cap [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	(0.7)
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	34.0
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, 2006 Secured Railcar Equipment Notes [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	0.0
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, 2018 Secured Railcar Equipment Notes [Domain]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	0.0
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, TRIP Holdings Warehouse Loan [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	3.3
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap, Expired, TRIP Master Funding Secured Railcar Equipment Notes [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	0.2
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest [Member] | Designated as Hedging Instrument [Member] | Interest Rate Cap [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	0.0
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Noncontrolling Interest [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Derivative [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ 0.0

XML

Segment Information - Narrative (Details)	9 Months Ended
	Sep. 30, 2019 segment
Segment Reporting [Abstract]
Number of principal business segments of Company	3

XML

Railcar Leasing and Management Services Group - Schedule of proceeds from leased railcars (Details) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2019 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)
Property Subject to or Available for Operating Lease [Line Items]
Proceeds from sale leased railcars		$ 412.3	$ 204.2
Sales-type Lease, Revenue	$ 26.3	60.5
Payments to Acquire Equipment on Lease		$ 218.4
Railcars Acquired	6,779	6,779
Railcar Leasing and Management Services Group | Railcars owned one year or less at the time of sale (1)
Property Subject to or Available for Operating Lease [Line Items]
Proceeds from sale leased railcars		$ 237.3	80.8
Railcar Leasing and Management Services Group | Railcars owned more than one year at the time of sale
Property Subject to or Available for Operating Lease [Line Items]
Proceeds from sale leased railcars		$ 175.0	$ 123.4

XML

Employee Retirement Plans (Tables)

9 Months Ended

Sep. 30, 2019

Retirement Benefits [Abstract]

Components of net retirement cost

The following table summarizes the components of our net retirement cost:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Expense Components
Service cost	$	—		$	—		$	0.1		$	0.1
Interest	5.0			4.6			14.8			13.7
Expected return on plan assets	(5.8		)	(6.9		)	(17.3		)	(20.6		)
Amortization of actuarial loss	1.2			1.3			3.4			3.6
Net periodic benefit cost	0.4			(1.0		)	1.0			(3.2		)
Profit sharing	3.1			2.6			8.3			7.6
Net expense	$	3.5		$	1.6		$	9.3		$	4.4

XML

Segment Information (Tables)

9 Months Ended

Sep. 30, 2019

Segment Reporting [Abstract]

Financial information for segments

The financial information for these segments is shown in the tables below (in millions). We operate principally in North America.

	Three Months Ended September 30, 2019
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	326.2	$	409.0	$	78.4	$	—		$	—		$	—		$	813.6
Intersegment Revenue	0.2		314.0		12.0		—			(314.0		)	(12.2		)	—
Total Revenues	$	326.4	$	723.0	$	90.4	$	—		$	(314.0	)	$	(12.2	)	$	813.6
Operating Profit (Loss)	$	115.7	$	65.4	$	3.9	$	(23.9	)	$	(40.7	)	$	(0.1	)	$	120.3

	Three Months Ended September 30, 2018
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	227.2	$	290.2	$	89.5	$	—		$	—		$	—		$	606.9
Intersegment Revenue	0.3		207.4		12.9		—			(207.4		)	(13.2		)	—
Total Revenues	$	227.5	$	497.6	$	102.4	$	—		$	(207.4	)	$	(13.2	)	$	606.9
Operating Profit (Loss)	$	92.2	$	28.0	$	9.5	$	(37.4	)	$	(18.1	)	$	1.0		$	75.2

	Nine Months Ended September 30, 2019
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	803.3	$	1,125.9	$	225.2	$	—		$	—		$	—		$	2,154.4
Intersegment Revenue	0.6		913.0		40.1		—			(913.0		)	(40.7		)	—
Total Revenues	$	803.9	$	2,038.9	$	265.3	$	—		$	(913.0	)	$	(40.7	)	$	2,154.4
Operating Profit (Loss)	$	306.3	$	184.0	$	16.7	$	(78.1	)	$	(109.5	)	$	(0.3	)	$	319.1

	Nine Months Ended September 30, 2018
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	614.7	$	919.9	$	239.5	$	—		$	—		$	—		$	1,774.1
Intersegment Revenue	0.8		732.0		32.4		—			(732.0		)	(33.2		)	—
Total Revenues	$	615.5	$	1,651.9	$	271.9	$	—		$	(732.0	)	$	(33.2	)	$	1,774.1
Operating Profit (Loss)	$	255.1	$	128.0	$	27.7	$	(115.0	)	$	(71.3	)	$	0.8		$	225.3

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Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Remaining Performance Obligation

The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2019 and the percentage of the outstanding performance obligations as of September 30, 2019 expected to be delivered during the remainder of 2019:

	Unsatisfied performance obligations at September 30, 2019
	Total Amount		Percent expected to be delivered in 2019
	(in millions)
Rail Products Group:
Products:
External Customers	$	1,628.3
Leasing Group	817.4
	$	2,445.7	33	%
Maintenance Services	$	44.9	49	%
Railcar Leasing and Management Services Group	$	90.0	5	%

Lessee, Operating Lease, Disclosure [Table Text Block]

The following table summarizes the impact of our operating leases on our Consolidated Financial Statements (in millions, except lease term and discount rate):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Consolidated Statement of Operations
Operating lease expense	$	4.0	$	13.3
Short-term lease expense	$	0.9	$	3.5
			September 30, 2019
Consolidated Balance Sheet
Right-of-use assets (1)			$	45.3
Lease liabilities (2)			$	46.0
Weighted average remaining lease term			4.9 years
Weighted average discount rate			4.1		%
			Nine Months Ended September 30, 2019
Consolidated Statement of Cash Flows
Cash flows from operating activities			$	13.3
Right-of-use assets recognized in exchange for new lease liabilites			$	8.4

⁽¹⁾ Included in other assets in our Consolidated Balance Sheet

⁽²⁾ Included in other liabilities in our Consolidated Balance Sheet

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

Future contractual minimum operating lease liabilities will mature as follows (in millions):

	Leasing Group		Non-Leasing Group		Total
Remaining three months of 2019	$	3.2	$	0.9	$	4.1
2020	9.5		3.1		12.6
2021	8.2		2.1		10.3
2022	7.5		1.8		9.3
2023	5.5		1.5		7.0
Thereafter	3.3		3.3		6.6
Total operating lease payments	$	37.2	$	12.7	$	49.9
Less: Present value adjustment					(3.9		)
Total operating lease liabilities					$	46.0

Leases of Lessor Disclosure [Text Block]

The following table summarizes the impact of our leases on our Consolidated Statement of Operations (in millions):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Operating lease revenues	$	169.5	$	506.9
Variable operating lease revenues	12.5		36.6
Sales-type lease revenues	26.3		60.5
Interest income on sales-type lease receivables	0.6		0.9
Profit recognized at sales-type lease commencement	3.7		7.8

Lessor, Payments to be Received, Maturity [Table Text Block]

Future contractual minimum lease receivables for sales-type leases will mature as follows (in millions):

Remaining three months of 2019	$	4.6
2020	15.7
2021	45.9
2022	—
2023	—
Thereafter	—
Total	$	66.2
Less: Unearned interest income	(7.8		)
Net investment in sales-type leases (1)	$	58.4

⁽¹⁾ Includes $0.9 million in receivables, net of allowance and $57.5 million in other assets in our Consolidated Balance Sheet

Future contractual minimum revenues for operating leases will mature as follows (in millions):

Remaining three months of 2019	$	149.4
2020	521.3
2021	413.0
2022	314.8
2023	217.1
Thereafter	388.2
Total	$	2,003.8

Schedule of Product Warranty Liability [Table Text Block]

The changes in the accruals for warranties for the three and nine months ended September 30, 2019 and 2018 are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Beginning balance	$	8.3		$	10.5		$	7.4		$	10.1
Warranty costs incurred	(1.7		)	(1.1		)	(3.2		)	(2.9		)
Warranty originations and revisions	3.2			(2.1		)	5.8			(0.2		)
Warranty expirations	—			(0.1		)	(0.2		)	0.2
Ending balance	$	9.8		$	7.2		$	9.8		$	7.2

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Discontinued Operations Discontinued Operations

9 Months Ended

Sep. 30, 2019

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

Discontinued Operations

On November 1, 2018, we completed the spin-off of Arcosa. Upon completion of the spin-off transaction, the accounting requirements for reporting Arcosa as a discontinued operation were met, and, accordingly, Arcosa's historical results have been reclassified to discontinued operations for the periods presented herein.

In connection with the spin-off transaction, Trinity and Arcosa entered into various agreements to effect the distribution and provide a framework for their relationship after the separation, including a separation and distribution agreement, a transition services agreement, an employee matters agreement, a tax matters agreement, and an intellectual property matters agreement. Trinity is also party to certain commercial agreements with Arcosa entities. These agreements have various durations ranging between one and eighteen months. We have determined that the continuing cash flows generated by these agreements do not constitute significant continuing involvement in the operations of Arcosa. The amount billed for transition services provided under the above agreements was not material to our results of operations for the three and nine months ended September 30, 2019.

We incurred $0.5 million and $10.5 million in spin-off related transaction costs during the three months ended September 30, 2019 and 2018, respectively, of which $0.5 million and $9.2 million are included in income from discontinued operations, net of income taxes in our Consolidated Statements of Operations. We incurred $2.3 million and $28.8 million in spin-off related transaction costs during the nine months ended September 30, 2019 and 2018, respectively, of which $2.3 million and $25.6 million are included in income from discontinued operations, net of income taxes in our Consolidated Statements of Operations. These costs primarily relate to the preparation of regulatory filings, investment banking fees, professional fees associated with various legal, accounting, and tax matters related to the spin-off, and other separation activities within the finance, tax, legal, and information technology functions.

Arcosa is a stand-alone public company that separately reports its financial results. Due to differences between the basis of presentation for discontinued operations and the basis of presentation as a stand-alone company, the financial results of Arcosa included within discontinued operations may not be indicative of the actual financial results of Arcosa as a stand-alone company.

The following is a summary of operating results included in income (loss) from discontinued operations for the three and nine months ended September 30, 2019 and 2018:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Revenues	$	—		$	334.8		$	—		$	966.0
Cost of revenues	—			295.6			0.1			786.5
Selling, engineering, and administrative expenses	0.5			35.6			2.8			102.0
Other (income) expense	—			(0.2		)	—			1.9
Income (loss) from discontinued operations before income taxes	(0.5		)	3.8			(2.9		)	75.6
Provision (benefit) for income taxes	(0.1		)	4.0			(0.6		)	21.2
Income (loss) from discontinued operations, net of income taxes	$	(0.4	)	$	(0.2	)	$	(2.3	)	$	54.4

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Railcar Leasing and Management Services Group

9 Months Ended

Sep. 30, 2019

Leases [Abstract]

Railcar Leasing and Management Services Group

Railcar Leasing and Management Services Group

The Railcar Leasing and Management Services Group owns and operates a fleet of railcars as well as provides third-party fleet leasing, management, and administrative services. Selected consolidated financial information for the Leasing Group is as follows:

	September 30, 2019
	Leasing Group
	Wholly- Owned Subsidiaries			Partially-Owned Subsidiaries			Manufacturing/ Corporate			Total
	(in millions)
Cash and cash equivalents	$	4.0		$	—		$	93.6		$	97.6
Property, plant, and equipment, net	$	5,597.0		$	1,794.5		$	396.3		$	7,787.8
Net deferred profit on railcars sold to the Leasing Group										(871.1		)
Consolidated property, plant, and equipment, net										$	6,916.7
Restricted cash	$	86.5		$	30.9		$	0.1		$	117.5
Debt:
Recourse, net of unamortized discount of $-, $-, $0.2, and $0.2	$	—		$	—		$	474.8		$	474.8
Less: unamortized debt issuance costs	—			—			(2.1		)	(2.1		)
	—			—			472.7			472.7
Non-recourse, net of unamortized discount of $2.5, $-, $-, and $2.5	2,944.7			1,300.6			—			4,245.3
Less: unamortized debt issuance costs	(21.5		)	(11.3		)	—			(32.8		)
	2,923.2			1,289.3			—			4,212.5
Total debt	$	2,923.2		$	1,289.3		$	472.7		$	4,685.2
Net deferred tax liabilities	$	833.5		$	1.0		$	(64.8	)	$	769.7

 

	December 31, 2018
	Leasing Group
	Wholly- Owned Subsidiaries			Partially-Owned Subsidiaries			Manufacturing/ Corporate			Total
	(in millions)
Cash and cash equivalents	$	6.0		$	—		$	173.2		$	179.2
Property, plant, and equipment, net	$	4,976.5		$	1,814.7		$	370.9		$	7,162.1
Net deferred profit on railcars sold to the Leasing Group										(827.7		)
Consolidated property, plant, and equipment, net										$	6,334.4
Restricted cash	$	134.9		$	36.6		$	0.1		$	171.6
Debt:
Recourse, net of unamortized discount of $-, $-, $0.3, and $0.3	$	—		$	—		$	399.7		$	399.7
Less: uamortized debt issuance costs	—			—			(2.3		)	(2.3		)
	—			—			397.4			397.4
Non-recourse, net of unamortized discount of $2.7, $-, $-, and $2.7	2,336.3			1,327.9			—			3,664.2
Less: unamortized debt issuance costs	(19.7		)	(12.7		)	—			(32.4		)
	2,316.6			1,315.2			—			3,631.8
Total debt	$	2,316.6		$	1,315.2		$	397.4		$	4,029.2
Net deferred tax liabilities	$	797.6		$	1.0		$	(67.0	)	$	731.6

Net deferred profit on railcars sold to the Leasing Group consists of intersegment profit that is eliminated in consolidation and is, therefore, not allocated to an operating segment. See Note 5 and Note 8 for a further discussion regarding our investment in our partially-owned leasing subsidiaries and the related indebtedness. See Note 15 for a discussion of subsidiary guarantees of our 4.55% senior notes due 2024 ("Senior Notes").

	Three Months Ended September 30,								Nine Months Ended September 30,
	2019			2018			Percent		2019			2018			Percent
	($ in millions)						Change		($ in millions)						Change
Revenues:
Leasing and management	$	190.1		$	175.9		8.1	%	$	566.6		$	534.7		6.0	%
Sales of railcars owned one year or less at the time of sale (1)	136.3			51.6			*		237.3			80.8			*
Total revenues	$	326.4		$	227.5		43.5		$	803.9		$	615.5		30.6
Operating profit(2):
Leasing and management	$	79.8		$	69.7		14.5		$	234.6		$	216.6		8.3
Railcar sales:
Railcars owned one year or less at the time of sale	17.8			13.1			*		27.0			17.5			*
Railcars owned more than one year at the time of sale	18.1			9.4			*		44.7			21.0			*
Total operating profit	$	115.7		$	92.2		25.5		$	306.3		$	255.1		20.1
Total operating profit margin	35.4		%	40.5		%			38.1		%	41.4		%
Leasing and management operating profit margin	42.0		%	39.6		%			41.4		%	40.5		%
Selected expense information:
Depreciation	$	59.4		$	48.8		21.7	%	$	171.6		$	140.9		21.8	%
Maintenance and compliance	$	24.9		$	24.1		3.3	%	$	79.2		$	75.5		4.9	%
Rent	$	3.8		$	9.7		(60.8	)%	$	13.6		$	29.7		(54.2	)%
Selling, engineering, and administrative expenses	$	10.7		$	11.9		(10.1	)%	$	36.2		$	36.7		(1.4	)%
Interest	$	50.0		$	37.4		33.7	%	$	146.4		$	101.2		44.7	%

 * Not meaningful

⁽¹⁾ Includes revenues associated with sales-type leases of $26.3 million and $60.5 million, respectively, for the three and nine months ended September 30, 2019.

⁽²⁾ Operating profit includes: depreciation; maintenance and compliance; rent; and selling, engineering, and administrative expenses. Amortization of deferred profit on railcars sold from the Rail Products Group to the Leasing Group is included in the operating profit of the Leasing Group, resulting in the recognition of depreciation expense based on our original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges.

During the nine months ended September 30, 2019 and 2018, the Leasing Group recognized sales of leased railcars as follows:

	Nine Months Ended September 30,
	2019		2018
	(in millions)
Railcars owned one year or less at the time of sale (1)	$	237.3	$	80.8
Railcars owned more than one year at the time of sale	175.0		123.4
	$	412.3	$	204.2

⁽¹⁾ Includes revenues associated with sales-type leases of $60.5 million for the nine months ended September 30, 2019.

Equipment consists primarily of railcars leased by third parties. The Leasing Group purchases equipment manufactured predominantly by the Rail Products Group and enters into lease contracts with third parties with terms generally ranging between one year and ten years, although certain leases entered into in prior periods had lease terms of up to twenty years. The Leasing Group primarily enters into operating leases. Future contractual minimum rental revenues on operating leases related to our wholly-owned and partially-owned subsidiaries are as follows:

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter		Total
	(in millions)
Future contractual minimum rental revenue	$	146.8	$	513.4	$	406.9	$	310.3	$	214.9	$	387.4	$	1,979.7

Debt. Wholly-owned subsidiaries. The Leasing Group’s debt at September 30, 2019 consisted primarily of non-recourse debt. As of September 30, 2019, Trinity’s wholly-owned subsidiaries included in the Leasing Group held equipment with a net book value of $4,296.0 million which is pledged solely as collateral for Leasing Group debt held by those subsidiaries. The net book value of unpledged equipment at September 30, 2019 was $1,289.5 million. See Note 8 for more information regarding the Leasing Group debt.

Partially-owned subsidiaries. Debt owed by TRIP Holdings and RIV 2013 and their respective subsidiaries is nonrecourse to Trinity and TILC. Creditors of each of TRIP Holdings and RIV 2013 and their respective subsidiaries have recourse only to the particular subsidiary's assets. TRIP Master Funding equipment with a net book value of $1,249.7 million is pledged as collateral for the TRIP Master Funding debt. TRL-2012 equipment with a net book value of $544.8 million is pledged solely as collateral for the TRL-2012 secured railcar equipment notes. See Note 5 for a description of TRIP Holdings and RIV 2013.

Off Balance Sheet Arrangements. In prior years, the Leasing Group completed a series of financing transactions whereby railcars were sold to one or more separate independent owner trusts (“Trusts”). Each of the Trusts financed the purchase of the railcars with a combination of debt and equity. In each transaction, the equity participant in each of the respective Trusts is considered to be the primary beneficiary of the Trust; and therefore, the accounts of the Trusts, including the debt related to each of the Trusts, are not included as part of the Consolidated Financial Statements. The Leasing Group, through wholly-owned, qualified subsidiaries, leased railcars from the Trusts under operating leases with terms of twenty-two years, and subleased the railcars to independent third-party customers under shorter term operating lease agreements. The terms of the operating lease agreements between the subsidiaries and the remaining Trusts provided the Leasing Group with the option to purchase, at a predetermined fixed price, certain railcars from the remaining Trusts in 2019. On January 14, 2019, we completed the purchase for a purchase price of $218.4 million. As a result, 6,779 railcars previously under lease are now wholly-owned by our Leasing Group. The future contractual minimum rental revenues associated with these railcars are included in the table above.

Operating Lease Obligations. Future amounts due as well as future contractual minimum rental revenues related to operating leases related to the Leasing Group other than the leases discussed above are as follows: 

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter		Total
	(in millions)
Future operating lease obligations	$	3.2	$	9.5	$	8.2	$	7.5	$	5.5	$	3.3	$	37.2
Future contractual minimum rental revenues	$	2.6	$	7.9	$	6.1	$	4.5	$	2.2	$	0.8	$	24.1

Operating lease obligations totaling $3.0 million are guaranteed by Trinity Industries, Inc. and certain subsidiaries. See Note 6 in our 2018 Annual Report on Form 10-K for a detailed explanation of these financing transactions.

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Employee Retirement Plans

9 Months Ended

Sep. 30, 2019

Retirement Benefits [Abstract]

Employee Retirement Plans

Employee Retirement Plans

The following table summarizes the components of our net retirement cost:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Expense Components
Service cost	$	—		$	—		$	0.1		$	0.1
Interest	5.0			4.6			14.8			13.7
Expected return on plan assets	(5.8		)	(6.9		)	(17.3		)	(20.6		)
Amortization of actuarial loss	1.2			1.3			3.4			3.6
Net periodic benefit cost	0.4			(1.0		)	1.0			(3.2		)
Profit sharing	3.1			2.6			8.3			7.6
Net expense	$	3.5		$	1.6		$	9.3		$	4.4

We had no contributions to our defined benefit pension plans for the three months ended September 30, 2019. We contributed $0.2 million to our defined benefit pension plans for the nine months ended September 30, 2019. We contributed $28.0 million and $31.7 million to our defined benefit pension plans for the three and nine months ended September 30, 2018, respectively. We do not expect any further contributions to our defined benefit pension plans in 2019. The non-service cost components of net periodic benefit cost in the table above are included in other, net (income) expense in our Consolidated Statements of Operations.

Planned Pension Plan Termination

On September 4, 2019, our Board of Directors approved the termination of the Trinity Industries, Inc. Consolidated Pension Plan (the "Pension Plan"), effective December 31, 2019. Except for retirees currently receiving payments under the Pension Plan, participants will have the choice of receiving a single lump sum payment or an annuity from a highly-rated insurance company that will pay and administer future benefit payments. The Pension Plan is expected to be settled between late 2020 and early 2021, subject to required governmental approvals, and would then result in the Company no longer having any remaining funded pension plan obligations.

Upon settlement, we expect to recognize pre-tax pension settlement charges totaling between $145 million and $195 million. This range includes: (1) a non-cash charge for the recognition of all pre-tax actuarial losses accumulated in AOCL, which totaled approximately $140.4 million ($107.2 million, net of tax) as of December 31, 2018; and (2) a potential additional cash contribution to settle all of the Pension Plan’s obligations, which is not expected to exceed $25 million. The actual amount of the settlement charges and any potential cash contribution will depend on interest rates, Pension Plan asset returns, the lump-sum election rate, and other factors.

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Contingencies

9 Months Ended

Sep. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

Contingencies

Contingencies

Highway products litigation

We previously reported the filing of a False Claims Act (“FCA”) complaint in the United States District Court for the Eastern District of Texas, Marshall Division (“District Court”) styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant, Case No. 2:12-cv-00089-JRG (E.D. Tex.). In this case, in which the U.S. Government declined to intervene, the relator, Mr. Joshua Harman, alleged the Company violated the FCA pertaining to sales of the Company's ET-Plus® System, a highway guardrail end-terminal system (“ET Plus”). On October 20, 2014, a trial in this case concluded with a jury verdict stating that the Company and its subsidiary, Trinity Highway Products, LLC (“Trinity Highway Products”), “knowingly made, used or caused to be made or used, a false record or statement material to a false or fraudulent claim" and awarding $175.0 million in damages. On June 9, 2015 the District Court entered judgment on the verdict in the total amount of $682.4 million, comprised of $175.0 million in damages, which amount is automatically trebled under the FCA to $525.0 million plus $138.4 million in civil penalties and $19.0 million in costs and attorneys' fees.

On September 29, 2017, the United States Court of Appeals for the Fifth Circuit ("Fifth Circuit") reversed the District Court’s $682.4 million judgment and rendered judgment as a matter of law in favor of the Company and Trinity Highway Products. On October 27, 2017, Mr. Harman filed a Petition for Rehearing En Banc in the Fifth Circuit, which was denied by the Fifth Circuit on November 14, 2017. On February 12, 2018, Mr. Harman, filed a petition for certiorari with the United States Supreme Court, seeking a review of the Fifth Circuit's decision. On January 7, 2019, the United States Supreme Court denied Mr. Harman's petition for certiorari. The denial of Mr. Harman's petition ends this action.

State, county, and municipal actions

Mr. Harman also has separate state qui tam actions currently pending pursuant to: the Virginia Fraud Against Taxpayers Act (Commonwealth of Virginia ex rel. Joshua M. Harman v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. CL13-698, in the Circuit Court, Richmond, Virginia); the Tennessee False Claims Act (State of Tennessee ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC, Case No. 14C2652, in the Circuit Court for Davidson County, Tennessee); the Massachusetts False Claims Act (Commonwealth of Massachusetts ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. 1484-CV-02364, in the Superior Court Department of the Trial Court); the New Jersey False Claims Act (State of New Jersey ex rel. Joshua M. Harman v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No.L-1344-14, in the Superior Court of New Jersey Law Division: Mercer County); and the California False Claims Act (State of California ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. RG 14721864, in the Superior Court of California, Alameda County). In each of these cases, Mr. Harman alleged the Company violated the respective states' false claims act pertaining to sales of the ET Plus, and he is seeking damages, civil penalties, attorneys’ fees, costs and interest. Also, the respective states’ Attorneys General filed Notices of Election to Decline Intervention in all of these matters, with the exception of the Commonwealth of Virginia Attorney General, who intervened in the Virginia matter. Following the United States Supreme Court’s denial of Mr. Harman’s petition for certiorari, the stays have expired or been lifted by court order in all of the above-referenced state qui tam cases except Virginia.

In a similar Georgia state qui tam action filed by Mr. Harman (State of Georgia ex rel. Joshua M. Harman v. Trinity Industries, Inc., and Trinity Highway Products, LLC, Case No. 1:15-CV-1260, in the U.S. District Court for the Northern District of Georgia), on July 24, 2019, the Court entered an order dismissing Mr. Harman’s complaint without prejudice for lack of subject matter jurisdiction.

In a similar Illinois state qui tam action filed by Mr. Harman (State of Illinois ex rel. Joshua M. Harman Qui Tam v. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. 2014 L 000098, in the Circuit Court for the Sixth Judicial District, Sangamon County, Illinois), on September 27, 2019, Mr. Harman filed an Unopposed Motion for Voluntary Dismissal with prejudice. On October 7, 2019, the Court entered an order dismissing the case.

As previously reported, state qui tam actions filed by Mr. Harman in the states of Delaware, Florida, Indiana, Iowa, Minnesota, Montana, Nevada, and Rhode Island were dismissed earlier this year.

The Company believes these state qui tam lawsuits are without merit and intends to vigorously defend all allegations. Other states could take similar or different actions, and could be considering similar state false claims or other litigation against the Company.

The Company has been served in a lawsuit filed November 5, 2015, titled Jackson County, Missouri, individually and on behalf of a class of others similarly situated vs. Trinity Industries, Inc. and Trinity Highway Products, LLC, Case No. 1516-CV23684 (Circuit Court of Jackson County, Missouri). The case is being brought by plaintiff for and on behalf of itself and all Missouri counties with a population of 10,000 or more persons, including the City of St. Louis, and the State of Missouri’s transportation authority. The plaintiff alleges that the Company and Trinity Highway Products did not disclose design changes to the ET Plus and these allegedly undisclosed design changes made the ET Plus allegedly defective, unsafe, and unreasonably dangerous. The plaintiff alleges product liability negligence, product liability strict liability, and negligently supplying dangerous instrumentality for supplier’s business purposes. The plaintiff seeks compensatory damages, interest, attorneys' fees and costs, and in the alternative plaintiff seeks a declaratory judgment that the ET Plus is defective, the Company’s conduct was unlawful, and class-wide costs and expenses associated with removing and replacing the ET Plus throughout Missouri. On December 6, 2017, the Court granted plaintiff's Motion for Class Certification, certifying a class of Missouri counties with populations of 10,000 or more persons, including the City of St. Louis and the State of Missouri's transportation authority that have or had ET Plus guardrail end terminals with 4-inch wide guide channels installed on roadways they own or maintain. A trial date has been scheduled in this case for April 27, 2020.

The Company believes this lawsuit is without merit and intends to vigorously defend all allegations. While the financial impacts of these state, county, and municipal actions are currently unknown, they could be material.

Based on information currently available to the Company and previously disclosed, including, but not limited to the significance of the successful completion of eight post-verdict crash tests of the ET Plus in 2015, the favorable findings and conclusions published in 2015 by two joint task forces of the Federal Highway Administration and the American Association of State Highway and Transportation Officials regarding the ET Plus end terminal system, the Fifth Circuit's unanimous panel opinion reversing the $682.4 million judgment and rendering judgment in favor of the Company, and the United States Supreme Court’s subsequent denial of Mr. Harman's petition for certiorari in the FCA case, we currently do not believe that a loss is probable in any one or more of the actions described under "State, county, and municipal actions," therefore no accrual has been included in the accompanying Consolidated Financial Statements. Because of the complexity of these actions as well as the current status of certain of these actions, we are not able to estimate a range of possible losses with respect to any one or more of these actions.

Product liability cases

The Company is currently defending a number of product liability lawsuits in several different states that are alleged to involve the ET Plus as well as other products manufactured by Trinity Highway Products. These cases are diverse in light of the randomness of collisions in general and the fact that each accident involving a roadside device, such as an end terminal, or any other fixed object along the highway, has its own unique facts and circumstances. The Company carries general liability insurance to mitigate the impact of adverse judgment exposures in these product liability cases. To the extent that the Company believes that a loss is probable with respect to these product liability cases, the accrual for such losses is included in the amounts described below under "Other matters".

Shareholder class actions

On January 11, 2016, the previously reported cases styled Thomas Nemky, Individually and On Behalf of All Other Similarly Situated v. Trinity Industries, Inc., Timothy R. Wallace, and James E. Perry, Case No. (2:15-CV-00732) (“Nemky”) and Richard J. Isolde, Individually and On Behalf of All Other Similarly Situated v. Trinity Industries, Inc., Timothy R. Wallace, and James E. Perry, Case No. (3:15-CV-2093) ("Isolde"), were consolidated in the District Court for the Northern District of Texas, with all future filings to be filed in the Isolde case. On May 11, 2016, the Lead Plaintiffs filed their Consolidated Complaint alleging defendants Trinity Industries, Inc., Timothy R. Wallace, James E. Perry, and Gregory B. Mitchell violated Section 10(b) of the Securities Exchange Act of 1934, Rule 10b-5 promulgated thereunder, and defendants Mr. Wallace and Mr. Perry violated Section 20(a) of the Securities Exchange Act of 1934 by making materially false and misleading statements and/or by failing to disclose material facts about Trinity's ET Plus and the FCA case styled Joshua Harman, on behalf of the United States of America, Plaintiff/Relator v. Trinity Industries, Inc., Defendant, Case No. 2:12-cv-00089-JRG (E.D. Tex.). The parties reached an agreement to settle all claims in this case without any admission of liability or fault for $7.5 million, and on September 23, 2019, entered into a Stipulation of Settlement. Defendants have denied and continue to deny specifically each and all of the claims and contentions alleged by Lead Plaintiffs in this case. The settlement is subject to final court approval. On September 24, 2019, Lead Plaintiffs filed with the Court an Unopposed Motion for Preliminary Approval of Settlement and Approval of Notice to the Class. We have accrued a $2.5 million charge for these claims, net of insurance recoveries, which is included in the amounts described below under "Other matters".

Other matters

The Company is involved in claims and lawsuits incidental to our business arising from various matters, including product warranty, personal injury, environmental issues, workplace laws, and various governmental regulations. The Company evaluates its exposure to such claims and suits periodically and establishes accruals for these contingencies when a range of loss can be reasonably estimated. The range of reasonably possible losses for such matters is $29.6 million to $46.2 million, which includes our rights in indemnity and recourse to third parties of approximately $24.0 million, which is recorded in Other Assets on our Consolidated Balance Sheet as of September 30, 2019. This range includes any amounts related to the Highway Products litigation matters described above in the section titled “Highway products litigation” and the settlement described above in the section titled "Shareholder class actions." At September 30, 2019, total accruals of $33.8 million, including environmental and workplace matters described below, are included in accrued liabilities in the accompanying Consolidated Balance Sheets. The Company believes any additional liability would not be material to its financial position or results of operations.

Trinity is subject to remedial orders and federal, state, local, and foreign laws and regulations relating to the environment and the workplace. The Company has reserved $1.4 million to cover our probable and estimable liabilities with respect to the investigations, assessments, and remedial responses to such matters, taking into account currently available information and our contractual rights to indemnification and recourse to third parties. However, estimates of liability arising from future proceedings, assessments, or remediation are inherently imprecise. Accordingly, there can be no assurance that we will not become involved in future litigation or other proceedings involving the environment and the workplace or, if we are found to be responsible or liable in any such litigation or proceeding, that such costs would not be material to the Company. We believe that we are currently in substantial compliance with environmental and workplace laws and regulations.

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Common Stock and Stock-Based Compensation Stockholders Equity (Policies)

9 Months Ended

Sep. 30, 2019

Equity [Abstract]

Stockholders' Equity, Policy [Policy Text Block]

Stockholders' Equity

In December 2017, our Board of Directors authorized a $500 million share repurchase program effective January 1, 2018 through December 31, 2019. On November 16, 2018, we entered into an accelerated share repurchase program (the "ASR Program") to repurchase $350 million of the Company's common stock. The $350 million notional value of the ASR Program represented the entire remaining amount that was available to us under the share repurchase program that was in effect at that time. The ASR Program was completed in March 2019.

In March 2019, our Board of Directors authorized a new share repurchase program effective March 7, 2019 through December 31, 2020. The new share repurchase program authorizes the Company to repurchase up to $350.0 million of its common stock, not to exceed 13.7 million shares. The share repurchase program is designed to meet certain IRS safe harbor guidelines associated with our spin-off of Arcosa, which was completed on November 1, 2018.

During the three and nine months ended September 30, 2019, we repurchased 5,171,489 and 10,778,492 shares, respectively, at a cost of approximately $100.9 million and $233.9 million, respectively. The total for the nine months ended September 30, 2019 includes 2,607,172 shares at a cost of approximately $70.0 million representing the final settlement of the ASR Program, which was funded in November 2018 but a portion of which remained outstanding as of December 31, 2018. As of September 30, 2019, the Company had a remaining authorization to repurchase up to $186.1 million, not to exceed 5.5 million shares, of its common stock under the current repurchase program. Certain shares of stock repurchased during September 2019, totaling $9.0 million, were cash settled in October 2019 in accordance with normal settlement practices.

During the three and nine months ended September 30, 2018, 1,356,484 and 4,327,158 shares, respectively, were repurchased at a cost of approximately $50.0 million and $150.1 million, respectively, under the prior share repurchase program.

Share-based Payment Arrangement [Text Block]

Stock-Based Compensation

Stock-based compensation totaled approximately $8.4 million and $21.4 million for the three and nine months ended September 30, 2019, respectively. Stock-based compensation totaled approximately $7.6 million and $21.8 million for the three and nine months ended September 30, 2018, respectively. The Company's annual grant of share-based awards generally occurs in the second quarter under our 2004 Fourth Amended and Restated Stock Option and Incentive Plan (the "Plan”). Expense related to restricted stock units issued to eligible employees under the Plan is recognized ratably over the vesting period, generally between three years and four years. Expense related to performance units is recognized ratably from their award date to the end of the performance period, generally three years. Expense related to restricted stock awards granted to non-employee directors under the Plan is recognized ratably over the vesting period, generally one year.

The following table summarizes stock-based compensation awards granted during the nine months ended September 30, 2019:

	Number of Shares Granted	Weighted Average Grant-Date Fair Value per Award
Restricted stock units	956,235	$	22.20
Restricted stock awards	20,321	$	22.27
Performance units	476,394	$	22.22

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Property, Plant, and Equipment - Components of property, plant, and equipment (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	$ 9,011.8	$ 8,253.4
Less accumulated depreciation	(2,095.1)	(1,919.0)
Property, plant, and equipment, net	6,916.7	6,334.4
Operating Segments
Components of property, plant, and equipment
Property, plant, and equipment, net	7,787.8	7,162.1
Net deferred profit on railcars sold to the Leasing Group
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	(1,094.7)	(1,030.0)
Less accumulated amortization	223.6	202.3
Property, plant, and equipment, net	(871.1)	(827.7)
Manufacturing/ Corporate
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	1,013.8	963.2
Less accumulated depreciation	(617.5)	(592.3)
Property, plant, and equipment, net	396.3	370.9
Manufacturing/ Corporate | Land
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	25.5	24.2
Manufacturing/ Corporate | Buildings and improvements
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	389.0	385.5
Manufacturing/ Corporate | Machinery and other
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	548.9	537.2
Manufacturing/ Corporate | Construction in progress
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	50.4	16.3
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group [Member] | Operating Segments
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	6,691.7	5,948.3
Less accumulated depreciation	(1,094.7)	(971.8)
Property, plant, and equipment, net	5,597.0	4,976.5
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group [Member] | Machinery and other | Operating Segments
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	13.8	13.5
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group [Member] | Equipment on lease | Operating Segments
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	6,677.9	5,934.8
Partially-owned subsidiaries
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	2,057.5	2,032.0
Less accumulated depreciation	(513.6)	(472.0)
Partially-owned subsidiaries | Railcar Leasing and Management Services Group [Member] | Operating Segments
Components of property, plant, and equipment
Property, plant, and equipment, net	1,794.5	1,814.7
Partially-owned subsidiaries | Railcar Leasing and Management Services Group [Member] | Equipment on lease | Operating Segments
Components of property, plant, and equipment
Property, Plant and Equipment, Gross	2,401.0	2,371.9
Less accumulated depreciation	$ (606.5)	$ (557.2)

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Income Taxes Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Tax Disclosure [Abstract]
Effective Income Tax Rate Reconciliation, Percent	27.50%	19.00%	26.10%	23.50%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent			21.00%
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority	$ 5.7		$ 5.7

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Summary of Significant Accounting Policies - Recent Accounting Pronouncement (Details) $ in Millions	9 Months Ended
	Sep. 30, 2019 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets	$ 17.7
Cumulative Effect on Retained Earnings, Net of Tax	13.7
Right Of Use Asset [Domain]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification	47.0
Lease Liability [Domain]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification	$ 48.3

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Summary of Significant Accounting Policies Lessee Accounting (Details) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2019 USD ($)	Sep. 30, 2019 USD ($)
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Renewal Term	5 years	5 years
Lessee, Operating Lease, Termination Option Term		1 year
Finance Lease, Principal Payments		$ 0.0
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year	$ 4.1	4.1
Lessee, Operating Lease, Liability, Payments, Due Year Two	12.6	12.6
Lessee, Operating Lease, Liability, Payments, Due Year Three	10.3	10.3
Lessee, Operating Lease, Liability, Payments, Due Year Four	9.3	9.3
Lessee, Operating Lease, Liability, Payments, Due Year Five	7.0	7.0
Lessee, Operating Lease, Liability, Payments, Due after Year Five	6.6	6.6
Lessee, Operating Lease, Liability, Payments, Due	49.9	49.9
Lessee, Operating Lease, Liability, Undiscounted Excess Amount	(3.9)	(3.9)
Operating Leases, Rent Expense	4.0	13.3
Short-term Lease, Cost	0.9	3.5
Operating Lease, Right-of-Use Asset	45.3	45.3
Operating Lease, Liability, Noncurrent	$ 46.0	$ 46.0
Operating Lease, Weighted Average Remaining Lease Term	4 years 10 months 24 days	4 years 10 months 24 days
Operating Lease, Weighted Average Discount Rate, Percent	4.10%	4.10%
Operating Lease, Payments		$ 13.3
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability		$ 8.4
Minimum
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Term of Contract	1 year	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Term of Contract	40 years	40 years
Railcar Leasing and Management Services Group [Member]
Lessee, Lease, Description [Line Items]
Minimum Lease Payments, Sale Leaseback Transactions, Remainder of Fiscal Year	$ 3.2	$ 3.2
Minimum Lease Payments, Sale Leaseback Transactions, within Two Years	9.5	9.5
Minimum Lease Payments, Sale Leaseback Transactions, within Three Years	8.2	8.2
Minimum Lease Payments, Sale Leaseback Transactions, within Four Years	7.5	7.5
Minimum Lease Payments, Sale Leaseback Transactions, within Five Years	5.5	5.5
Minimum Lease Payments, Sale Leaseback Transactions, Thereafter	3.3	3.3
Minimum Lease Payments, Sale Leaseback Transactions	37.2	37.2
Consolidated Subsidiaries, Excluding Leasing [Member]
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year	0.9	0.9
Lessee, Operating Lease, Liability, Payments, Due Year Two	3.1	3.1
Lessee, Operating Lease, Liability, Payments, Due Year Three	2.1	2.1
Lessee, Operating Lease, Liability, Payments, Due Year Four	1.8	1.8
Lessee, Operating Lease, Liability, Payments, Due Year Five	1.5	1.5
Lessee, Operating Lease, Liability, Payments, Due after Year Five	3.3	3.3
Lessee, Operating Lease, Liability, Payments, Due	$ 12.7	$ 12.7

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Common Stock and Stock-Based Compensation Stock Based Compensation (Tables)

9 Months Ended

Sep. 30, 2019

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based Payment Arrangement, Activity [Table Text Block]

The following table summarizes stock-based compensation awards granted during the nine months ended September 30, 2019:

	Number of Shares Granted	Weighted Average Grant-Date Fair Value per Award
Restricted stock units	956,235	$	22.20
Restricted stock awards	20,321	$	22.27
Performance units	476,394	$	22.22

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Derivative Instruments and Fair Value Accounting Derivatives (Policies)

9 Months Ended

Sep. 30, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities Disclosure [Text Block]

We use derivative instruments to mitigate the impact of changes in interest rates, both in anticipation of future debt issuances and to offset interest rate variability of certain floating rate debt issuances outstanding. We also may use derivative instruments to mitigate the impact of changes in natural gas and diesel fuel prices and changes in foreign currency exchange rates. Derivative instruments that are designated and qualify as cash flow hedges are accounted for by recording the effective portion of the gain or loss on the derivative instrument in accumulated other comprehensive loss ("AOCL") as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. We continuously monitor our derivative positions and the credit ratings of our counterparties and do not anticipate losses due to non-performance. See Note 8 for a description of our debt instruments.

Interest Rate Hedges

					Included in accompanying balance sheet at September 30, 2019
	Notional Amount		Interest Rate (1)		Asset/(Liability)			AOCL – loss/ (income)			Noncontrolling Interest
	(in millions, except %)
Expired hedges:
2006 secured railcar equipment notes	$	200.0	4.87	%	$	—		$	(0.2	)	$	—
2018 secured railcar equipment notes	$	249.3	4.41	%	$	—		$	1.1		$	—
TRIP Holdings warehouse loan	$	788.5	3.60	%	$	—		$	2.4		$	3.3
TRIP Master Funding secured railcar equipment notes	$	34.8	2.62	%	$	—		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	169.3	3.00	%	$	—		$	(0.7	)	$	—
Open hedge:
2017 promissory notes - interest rate swap	$	578.6	2.68	%	$	(34.1	)	$	34.0		$	—

⁽¹⁾ Weighted average fixed interest rate, except for the interest rate cap on the 2017 promissory notes.

	Effect on interest expense-increase/(decrease)
	Three Months Ended September 30,				Nine Months Ended September 30,						Expected effect during next twelve months(1)
	2019		2018		2019			2018
	(in millions)
Expired hedges:
2006 secured railcar equipment notes	$	—	$	—	$	(0.1	)	$	(0.1	)	$	(0.1	)
2018 secured railcar equipment notes	$	0.1	$	—	$	0.2		$	—		$	0.2
TRIP Holdings warehouse loan	$	0.5	$	0.5	$	1.5		$	1.7		$	2.0
TRIP Master Funding secured railcar equipment notes	$	0.1	$	0.1	$	0.2		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	—	$	—	$	(0.1	)	$	—		$	(0.1	)
Open hedge:
2017 promissory notes - interest rate swap	$	0.6	$	—	$	1.9		$	—		$	2.6

⁽¹⁾ Based on the fair value of open hedges as of September 30, 2019.

Other Derivatives

The effect of commodity and foreign exchange hedge transactions was immaterial to the Consolidated Financial Statements for all periods presented herein.

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Income Taxes

9 Months Ended

Sep. 30, 2019

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Our effective tax rates were 27.5% and 26.1% for the three and nine months ended September 30, 2019, respectively, and 19.0% and 23.5% for the three and nine months ended September 30, 2018, respectively. Our effective tax rates differ from the U.S. statutory rate of 21.0% due to the impacts of state income taxes, the incremental tax on profits of branches taxed in both U.S. and foreign jurisdictions, excess tax benefits of equity based compensation, tax return true-ups, and non-deductible executive compensation.

Our federal tax years remain open under statute from 2014 forward. The 2014-2017 tax years have been reviewed by the Internal Revenue Service but remain open due to tax loss carryback claims that have been filed. We have state tax returns that are under audit in the normal course of business, and our Mexican subsidiaries' tax return statutes remain open from 2013 forward. We believe we are appropriately reserved for any potential matters.

During the nine months ended September 30, 2019, we effectively settled a state tax audit resulting in a decrease in uncertain tax positions of $5.7 million.

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Earnings Per Common Share

9 Months Ended

Sep. 30, 2019

Earnings Per Share [Abstract]

Earnings Per Common Share

Earnings Per Common Share

Basic net income attributable to Trinity Industries, Inc. per common share ("EPS") 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. Except when the effect would be antidilutive, the calculation of diluted EPS includes 1) the net impact of unvested RSAs and RSUs and 2) with respect to the nine months ended September 30, 2018, the dilutive impact of our then-outstanding convertible notes due 2036 (the "Convertible Notes"), which were converted and settled in cash during the second quarter of 2018. See Note 11 of our 2018 Annual Report on Form 10-K for further information regarding the settlement of the Convertible Notes. Total weighted average restricted shares were 5.5 million shares for the three and nine months ended September 30, 2019, respectively. Approximately 1.2 million and 0.2 million of these shares were excluded from the EPS calculation for the three and nine months ended September 30, 2019, respectively as their effect would have been antidilutive. Total weighted average restricted shares were 5.9 million shares for the three and nine months ended September 30, 2018, respectively. There were no antidilutive restrictive shares for the three and nine months ended September 30, 2018.

The computation of basic and diluted net income attributable to Trinity Industries, Inc. is as follows.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions, except per share amounts)
Income from continuing operations	$	48.1		$	28.5		$	116.9		$	81.0
Less: Net (income) loss attributable to noncontrolling interest	1.3			(0.6		)	1.4			(3.4		)
Unvested restricted share participation — continuing operations	(0.6		)	(0.6		)	(1.6		)	(1.9		)
Net income from continuing operations attributable to Trinity Industries, Inc.	48.8			27.3			116.7			75.7
Net income (loss) from discontinued operations, net of income taxes	(0.4		)	(0.2		)	(2.3		)	54.4
Unvested restricted share participation — discontinued operations	—			—			—			(0.5		)
Net income (loss) from discontinued operations attributable to Trinity Industries, Inc.	(0.4		)	(0.2		)	(2.3		)	53.9
Net income attributable to Trinity Industries, Inc., including the effect of unvested restricted share participation	$	48.4		$	27.1		$	114.4		$	129.6
Basic weighted average shares outstanding	124.7			145.0			127.6			146.1
Effect of dilutive securities:
Nonparticipating unvested RSUs and RSAs	1.3			0.8			1.6			0.9
Convertible subordinated notes	—			—			—			1.8
Diluted weighted average shares outstanding	126.0			145.8			129.2			148.8
Basic earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.91		$	0.52
Income (loss) from discontinued operations	—			—			(0.02		)	0.37
Basic net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.89		$	0.89
Diluted earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.90		$	0.51
Income (loss) from discontinued operations	—			—			(0.02		)	0.36
Diluted net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.88		$	0.87

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Railcar Leasing and Management Services Group - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018	Sep. 30, 2014
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	$ 2.5	$ 2.7
Senior Notes [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	$ 0.2	0.3
Minimum
Segment Reporting Information [Line Items]
Lessee, Operating Lease, Term of Contract	1 year
Maximum
Segment Reporting Information [Line Items]
Lessee, Operating Lease, Term of Contract	40 years
Corporate Segment [Member] | Senior Notes [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	$ 0.2	$ 0.3
Corporate Segment [Member] | Senior Notes [Member] | 4.55% Senior Notes Due October 2024 [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Interest Rate, Stated Percentage			4.55%
Railcar Leasing and Management Services Group | Minimum
Segment Reporting Information [Line Items]
Lessor, Operating Lease, Term of Contract	1 year
Railcar Leasing and Management Services Group | Maximum
Segment Reporting Information [Line Items]
Lessor, Operating Lease, Term of Contract	10 years	20 years
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group
Segment Reporting Information [Line Items]
Net book value of unpledged equipment	$ 1,289.5
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Non-recourse debt
Segment Reporting Information [Line Items]
Debt Instrument, Collateral Amount	$ 4,296.0
Wholly-Owned Qualified Subsidiaries for Leasing Railcars from Trusts [Member] | Railcar Leasing and Management Services Group | Railroad transportation equipment leased from independent owner trusts
Segment Reporting Information [Line Items]
Lessee, Operating Lease, Term of Contract	22 years
TRIP Holdings | Railcar Leasing and Management Services Group | Non-recourse debt | TRIP Master Funding secured railcar equipment notes
Segment Reporting Information [Line Items]
Debt Instrument, Collateral Amount	$ 1,249.7
TRL 2012 | Railcar Leasing and Management Services Group | Non-recourse debt | TRL 2012 secured railcar equipment notes
Segment Reporting Information [Line Items]
Debt Instrument, Collateral Amount	544.8
Property Lease Guarantee [Member] | Railcar Leasing and Management Services Group
Segment Reporting Information [Line Items]
Guarantor Obligations, Maximum Exposure, Undiscounted	3.0
Operating Segments | Wholly-owned subsidiaries | Railcar Leasing and Management Services Group
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	2.5	$ 2.7
Operating Segments | Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Senior Notes [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	0.0	0.0
Operating Segments | Partially-Owned Subsidiaries [Member] | Railcar Leasing and Management Services Group
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	0.0	0.0
Operating Segments | Partially-Owned Subsidiaries [Member] | Railcar Leasing and Management Services Group | Senior Notes [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	0.0	0.0
Operating Segments | Manufacturing and Corporate [Member] | Manufacturing and Corporate [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	0.0	0.0
Operating Segments | Manufacturing and Corporate [Member] | Manufacturing and Corporate [Member] | Senior Notes [Member]
Segment Reporting Information [Line Items]
Debt Instrument, Unamortized Discount	$ 0.2	$ 0.3

XML

Debt - Narrative (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2019	Oct. 17, 2019	Apr. 10, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount	$ 2.5			$ 2.7
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	474.8			399.7
Senior notes
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount	0.2			0.3
Corporate
Debt Instrument [Line Items]
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	474.8			399.7
Corporate | Senior notes
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount	0.2			0.3
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	399.8			399.7
Corporate | Revolving Credit Facility [Member] | Line of credit
Debt Instrument [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	450.0
Proceeds from Lines of Credit	825.0
Repayments of Lines of Credit	750.0
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	75.0			0.0
Line of Credit Facility, Remaining Borrowing Capacity	$ 339.5
Debt Instrument, Interest Rate, Effective Percentage	1.50%
Line of Credit Facility, Interest Rate at Period End	0.20%
Corporate | Letter of credit | Line of credit
Debt Instrument [Line Items]
Letters of Credit Outstanding, Amount	$ 35.5
TILC [Member] | Railcar Leasing and Management Services Group | Revolving Credit Facility [Member] | Line of credit | TILC warehouse facility
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	3.69%
Borrowings on Warehouse Loan Facility	$ 663.1
Repayments on Warehouse Loan Facility	492.1
Long-term Line of Credit	545.8			374.8
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | 2018 Secured Railcar Equipment Notes [Domain]
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount	0.2			0.2
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | TRIHC 2018 Secured Railcar Equipment Notes [Member]
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount	2.1			2.5
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | 2019 Secured Railcar Equipment Notes [Domain] [Domain]
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount	0.2			$ 0.0
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group | Revolving Credit Facility [Member] | Line of credit | TILC warehouse facility
Debt Instrument [Line Items]
TILC warehouse loan, unused portion	204.2
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | 2019 Secured Railcar Equipment Notes Class A1 Notes [Domain] | Subsequent Event [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount		$ 106.9
Debt Instrument, Interest Rate, Stated Percentage		2.39%
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Repayments	125.0
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Repayments		$ 125.0
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | TILC warehouse facility
Debt Instrument [Line Items]
Line of Credit Facility, Repayments	$ 347.0
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | TILC warehouse facility | Subsequent Event [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Repayments		167.0
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | 2019 Secured Railcar Equipment Notes [Domain] [Domain]
Debt Instrument [Line Items]
Debt Instrument, Face Amount			$ 528.3
Debt Instrument, Interest Rate, Stated Percentage	3.82%
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | 2019 Secured Railcar Equipment Notes [Domain] [Domain] | Subsequent Event [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount		386.5
Trinity Rail Leasing 2019 [Domain] [Domain] | Secured Debt [Member] | 2019 Secured Railcar Equipment Notes Class A2 Notes [Domain] | Subsequent Event [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount		$ 279.6
Debt Instrument, Interest Rate, Stated Percentage		3.10%
Minimum | Corporate | Revolving Credit Facility [Member] | Line of credit
Debt Instrument [Line Items]
Line of Credit Facility, Interest Rate at Period End	0.175%
Maximum | Corporate | Revolving Credit Facility [Member] | Line of credit
Debt Instrument [Line Items]
Line of Credit Facility, Interest Rate at Period End	0.30%
London Interbank Offered Rate (LIBOR) [Member] | Corporate | Revolving Credit Facility [Member] | Line of credit
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	1.25%

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Summary of Significant Accounting Policies Lessor Accounting (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019	Dec. 31, 2018
Lessor, Lease, Description [Line Items]
Lessor, Operating Lease, Renewal Term	5 years	5 years
Lessor, Operating Lease, Termination Option Term		1 year
Direct Financing Lease, Revenue		$ 0.0
Operating Lease, Lease Income, Lease Payments	$ 169.5	506.9
Operating Lease, Variable Lease Income	12.5	36.6
Sales-type Lease, Revenue	26.3	60.5
Sales-type Lease, Interest Income	0.6	0.9
Sales-type Lease, Selling Profit (Loss)	3.7	7.8
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received, Remainder of Fiscal Year	4.6	4.6
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received, Two Years	15.7	15.7
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received, Three Years	45.9	45.9
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received, Four Years	0.0	0.0
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received, Five Years	0.0	0.0
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received, Thereafter	0.0	0.0
Sales-type and Direct Financing Leases, Lease Receivable, Payments to be Received	66.2	66.2
Sales-type and Direct Financing Leases, Lease Receivable, Undiscounted Excess Amount	(7.8)	(7.8)
Sales-type Lease, Net Investment in Lease	58.4	58.4
Net Investment in Lease, Current	0.9	0.9
Net Investment in Lease, Noncurrent	57.5	57.5
Railcar Leasing and Management Services Group [Member]
Lessor, Lease, Description [Line Items]
Operating Leases, Future Minimum Payments Receivable, Remainder of Fiscal Year	149.4	149.4
Operating Leases, Future Minimum Payments Receivable, in Two Years	521.3	521.3
Operating Leases, Future Minimum Payments Receivable, in Three Years	413.0	413.0
Operating Leases, Future Minimum Payments Receivable, in Four Years	314.8	314.8
Operating Leases, Future Minimum Payments Receivable, in Five Years	217.1	217.1
Operating Leases, Future Minimum Payments Receivable, Thereafter	388.2	388.2
Operating Leases, Future Minimum Payments Receivable	$ 2,003.8	$ 2,003.8
Minimum | Railcar Leasing and Management Services Group [Member]
Lessor, Lease, Description [Line Items]
Lessor, Operating Lease, Term of Contract	1 year	1 year
Maximum | Railcar Leasing and Management Services Group [Member]
Lessor, Lease, Description [Line Items]
Lessor, Operating Lease, Term of Contract	10 years	10 years	20 years

XML

Earnings Per Common Share (Tables)

9 Months Ended

Sep. 30, 2019

Earnings Per Share [Abstract]

Computation of basic and diluted net income attributable to Trinity Industries, Inc.

The computation of basic and diluted net income attributable to Trinity Industries, Inc. is as follows.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions, except per share amounts)
Income from continuing operations	$	48.1		$	28.5		$	116.9		$	81.0
Less: Net (income) loss attributable to noncontrolling interest	1.3			(0.6		)	1.4			(3.4		)
Unvested restricted share participation — continuing operations	(0.6		)	(0.6		)	(1.6		)	(1.9		)
Net income from continuing operations attributable to Trinity Industries, Inc.	48.8			27.3			116.7			75.7
Net income (loss) from discontinued operations, net of income taxes	(0.4		)	(0.2		)	(2.3		)	54.4
Unvested restricted share participation — discontinued operations	—			—			—			(0.5		)
Net income (loss) from discontinued operations attributable to Trinity Industries, Inc.	(0.4		)	(0.2		)	(2.3		)	53.9
Net income attributable to Trinity Industries, Inc., including the effect of unvested restricted share participation	$	48.4		$	27.1		$	114.4		$	129.6
Basic weighted average shares outstanding	124.7			145.0			127.6			146.1
Effect of dilutive securities:
Nonparticipating unvested RSUs and RSAs	1.3			0.8			1.6			0.9
Convertible subordinated notes	—			—			—			1.8
Diluted weighted average shares outstanding	126.0			145.8			129.2			148.8
Basic earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.91		$	0.52
Income (loss) from discontinued operations	—			—			(0.02		)	0.37
Basic net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.89		$	0.89
Diluted earnings per common share:
Income from continuing operations	$	0.39		$	0.19		$	0.90		$	0.51
Income (loss) from discontinued operations	—			—			(0.02		)	0.36
Diluted net income attributable to Trinity Industries, Inc.	$	0.39		$	0.19		$	0.88		$	0.87

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Discontinued Operations Discontinued Operations (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Disposal Group, Including Discontinued Operation, Revenue	$ 0.0	$ 334.8	$ 0.0	$ 966.0
Disposal Group, Including Discontinued Operation, Costs of Goods Sold	0.0	295.6	0.1	786.5
Disposal Group, Including Discontinued Operation, General and Administrative Expense	0.5	35.6	2.8	102.0
Disposal Group, Including Discontinued Operation, Other Income		(0.2)
Disposal Group, Including Discontinued Operation, Other Expense	0.0		0.0	1.9
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax	(0.5)	3.8	(2.9)	75.6
Discontinued Operation, Tax Effect of Discontinued Operation	(0.1)	4.0	(0.6)	21.2
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ (0.4)	$ (0.2)	$ (2.3)	$ 54.4

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Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
ASSETS
Cash and cash equivalents	$ 97.6	$ 179.2
Receivables, net of allowance	304.7	276.6
Income tax receivable	21.1	40.4
Inventories:
Raw materials and supplies	342.2	342.5
Work in process	189.0	119.3
Finished goods	101.7	62.9
Inventory, net	632.9	524.7
Restricted Cash and Cash Equivalents	117.5	171.6
Property, Plant and Equipment, Gross	9,011.8	8,253.4
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	2,095.1	1,919.0
Property, plant, and equipment, net	6,916.7	6,334.4
Goodwill	208.8	208.8
Other assets	343.8	253.5
Total assets	8,643.1	7,989.2
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	250.8	212.1
Accrued liabilities	368.9	368.3
Debt:
Recourse	472.7	397.4
Non-recourse debt	4,212.5	3,631.8
Total debt	4,685.2	4,029.2
Deferred income	0.0	17.7
Deferred Income Taxes and Other Tax Liabilities, Noncurrent	784.1	743.1
Other liabilities	94.8	56.8
Total liabilities	6,183.8	5,427.2
Stockholders’ equity:
Preferred stock – 1.5 shares authorized and unissued	0.0	0.0
Common stock – 400.0 shares authorized	1.3	1.3
Capital in excess of par value	0.0	1.2
Retained earnings	2,342.1	2,326.1
Accumulated other comprehensive loss	(130.5)	(116.8)
Treasury stock	(102.3)	(1.0)
Total stockholders' equity	2,110.6	2,210.8
Noncontrolling interest	348.7	351.2
Total stockholders' equity, including portion attributable to noncontrolling interest	2,459.3	2,562.0
Total liabilities and stockholders' equity	8,643.1	7,989.2
Partially-owned subsidiaries
Inventories:
Restricted Cash and Cash Equivalents	30.9	36.6
Property, Plant and Equipment, Gross	2,057.5	2,032.0
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	513.6	472.0
Debt:
Non-recourse debt	1,289.3	1,315.2
Wholly-owned subsidiaries
Debt:
Non-recourse debt	$ 2,923.2	$ 2,316.6

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Financial Statements for Guarantors of the Senior Notes - Statement of Cash Flows (Details) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Operating activities:
Net income	$ 47.7	$ 36.8	$ 30.1	$ 28.3	$ 65.5	$ 41.6	$ 114.6	$ 135.4
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent							2.3	(54.4)
Equity in earnings of subsidiaries, net of taxes	0.0			0.0			0.0	0.0
Other							47.1	98.5
Net Cash Provided by (Used in) Operating Activities, Continuing Operations							164.0	179.5
Cash Provided by (Used in) Operating Activities, Discontinued Operations							0.0	140.4
Net Cash Provided by (Used in) Operating Activities							164.0	319.9
Investing activities:
Decrease in short-term marketable securities							0.0	319.5
Proceeds from railcar lease fleet sales owned more than one year							175.0	123.4
Proceeds from dispositions of property and other assets							19.5	6.9
Capital expenditures – leasing							(854.3)	(675.8)
Capital expenditures – manufacturing and other							(63.3)	(30.0)
(Increase) decrease in investment in partially-owned subsidiaries							0.0	0.0
Other							(0.2)	(1.9)
Net Cash Provided by (Used in) Investing Activities, Continuing Operations							(723.3)	(257.9)
Cash Provided by (Used in) Investing Activities, Discontinued Operations							0.0	(53.1)
Net cash (used in) provided by investing activities							(723.3)	(311.0)
Financing activities:
Payments to retire debt							(1,360.8)	(738.9)
Proceeds from issuance of debt							2,010.2	561.3
Shares repurchased							(154.9)	(156.1)
Dividends paid to common shareholders							(60.8)	(58.1)
Purchase of shares to satisfy employee tax on vested stock							(8.0)	(11.5)
Distributions to noncontrolling interest							(2.1)	(10.3)
Distributions to controlling interest in partially-owned subsidiaries							0.0	0.0
Change in intercompany financing between entities							0.0	0.0
Other							0.0	(3.2)
Net cash (used in) provided by financing activities							423.6	(416.8)
Net decrease in cash, cash equivalents, and restricted cash							(135.7)	(407.9)
Cash, cash equivalents, and restricted cash at beginning of period			350.8			973.8	350.8	973.8
Cash, cash equivalents, and restricted cash at end of period	215.1			565.9			215.1	565.9
Reportable legal entities | Parent
Operating activities:
Net income	49.0			27.7			116.0	132.0
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent							2.1	12.6
Equity in earnings of subsidiaries, net of taxes	(75.6)			(63.8)			(195.4)	(247.7)
Other							(17.2)	(39.5)
Net Cash Provided by (Used in) Operating Activities, Continuing Operations								(142.6)
Cash Provided by (Used in) Operating Activities, Discontinued Operations								(12.6)
Net Cash Provided by (Used in) Operating Activities							(94.5)	(155.2)
Investing activities:
Decrease in short-term marketable securities								319.5
Proceeds from railcar lease fleet sales owned more than one year							0.0	0.0
Proceeds from dispositions of property and other assets							0.0	0.2
Capital expenditures – leasing							0.0	0.0
Capital expenditures – manufacturing and other							(4.0)	(11.6)
(Increase) decrease in investment in partially-owned subsidiaries							0.0	0.0
Other							0.0	0.0
Net Cash Provided by (Used in) Investing Activities, Continuing Operations								308.1
Cash Provided by (Used in) Investing Activities, Discontinued Operations								0.0
Net cash (used in) provided by investing activities							(4.0)	308.1
Financing activities:
Payments to retire debt							(750.0)	(647.6)
Proceeds from issuance of debt							825.0	0.0
Shares repurchased							(154.9)	(156.1)
Dividends paid to common shareholders							(60.8)	(58.1)
Purchase of shares to satisfy employee tax on vested stock							(8.0)	(11.5)
Distributions to noncontrolling interest							0.0	0.0
Distributions to controlling interest in partially-owned subsidiaries							0.0	0.0
Change in intercompany financing between entities							179.9	289.6
Other								0.0
Net cash (used in) provided by financing activities							31.2	(583.7)
Net decrease in cash, cash equivalents, and restricted cash							(67.3)	(430.8)
Cash, cash equivalents, and restricted cash at beginning of period			154.7			763.9	154.7	763.9
Cash, cash equivalents, and restricted cash at end of period	87.4			333.1			87.4	333.1
Reportable legal entities | Combined Guarantor Subsidiaries
Operating activities:
Net income	66.3			45.1			159.9	141.6
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent							0.0	0.0
Equity in earnings of subsidiaries, net of taxes	(6.0)			(8.0)			(32.0)	(35.2)
Other							(159.3)	29.0
Net Cash Provided by (Used in) Operating Activities, Continuing Operations								135.4
Cash Provided by (Used in) Operating Activities, Discontinued Operations								0.0
Net Cash Provided by (Used in) Operating Activities							(31.4)	135.4
Investing activities:
Decrease in short-term marketable securities								0.0
Proceeds from railcar lease fleet sales owned more than one year							1,184.6	707.8
Proceeds from dispositions of property and other assets							6.3	3.8
Capital expenditures – leasing							(911.4)	(611.9)
Capital expenditures – manufacturing and other							(31.7)	(9.9)
(Increase) decrease in investment in partially-owned subsidiaries							1.6	7.1
Other							0.0	0.0
Net Cash Provided by (Used in) Investing Activities, Continuing Operations								96.9
Cash Provided by (Used in) Investing Activities, Discontinued Operations								0.0
Net cash (used in) provided by investing activities							249.4	96.9
Financing activities:
Payments to retire debt							0.0	(1.8)
Proceeds from issuance of debt							0.0	0.0
Shares repurchased							0.0	0.0
Dividends paid to common shareholders							0.0	0.0
Purchase of shares to satisfy employee tax on vested stock							0.0	0.0
Distributions to noncontrolling interest							0.0	0.0
Distributions to controlling interest in partially-owned subsidiaries							0.0	0.0
Change in intercompany financing between entities							(219.8)	(161.9)
Other								0.0
Net cash (used in) provided by financing activities							(219.8)	(163.7)
Net decrease in cash, cash equivalents, and restricted cash							(1.8)	68.6
Cash, cash equivalents, and restricted cash at beginning of period			4.1			1.6	4.1	1.6
Cash, cash equivalents, and restricted cash at end of period	2.3			70.2			2.3	70.2
Reportable legal entities | Combined Non-Guarantor Subsidiaries
Operating activities:
Net income	6.6			27.2			42.7	134.6
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent							0.2	(67.0)
Equity in earnings of subsidiaries, net of taxes	(8.1)			(7.3)			(19.7)	(20.2)
Other							257.5	132.9
Net Cash Provided by (Used in) Operating Activities, Continuing Operations								180.3
Cash Provided by (Used in) Operating Activities, Discontinued Operations								153.0
Net Cash Provided by (Used in) Operating Activities							280.7	333.3
Investing activities:
Decrease in short-term marketable securities								0.0
Proceeds from railcar lease fleet sales owned more than one year							180.0	63.3
Proceeds from dispositions of property and other assets							13.2	2.9
Capital expenditures – leasing							(1,132.5)	(711.6)
Capital expenditures – manufacturing and other							(27.6)	(8.5)
(Increase) decrease in investment in partially-owned subsidiaries							0.0	0.0
Other							(0.2)	(1.9)
Net Cash Provided by (Used in) Investing Activities, Continuing Operations								(655.8)
Cash Provided by (Used in) Investing Activities, Discontinued Operations								(53.1)
Net cash (used in) provided by investing activities							(967.1)	(708.9)
Financing activities:
Payments to retire debt							(610.8)	(89.5)
Proceeds from issuance of debt							1,185.2	561.3
Shares repurchased							0.0	0.0
Dividends paid to common shareholders							0.0	0.0
Purchase of shares to satisfy employee tax on vested stock							0.0	0.0
Distributions to noncontrolling interest							(2.1)	(10.3)
Distributions to controlling interest in partially-owned subsidiaries							(1.6)	7.1
Change in intercompany financing between entities							49.1	(135.5)
Other								(3.2)
Net cash (used in) provided by financing activities							619.8	329.9
Net decrease in cash, cash equivalents, and restricted cash							(66.6)	(45.7)
Cash, cash equivalents, and restricted cash at beginning of period			192.0			208.3	192.0	208.3
Cash, cash equivalents, and restricted cash at end of period	125.4			162.6			125.4	162.6
Eliminations
Operating activities:
Net income	(74.2)			(71.7)			(204.0)	(272.8)
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent							0.0	0.0
Equity in earnings of subsidiaries, net of taxes	89.7			79.1			247.1	303.1
Other							(33.9)	(23.9)
Net Cash Provided by (Used in) Operating Activities, Continuing Operations								6.4
Cash Provided by (Used in) Operating Activities, Discontinued Operations								0.0
Net Cash Provided by (Used in) Operating Activities							9.2	6.4
Investing activities:
Decrease in short-term marketable securities								0.0
Proceeds from railcar lease fleet sales owned more than one year							(1,189.6)	(647.7)
Proceeds from dispositions of property and other assets							0.0	0.0
Capital expenditures – leasing							1,189.6	647.7
Capital expenditures – manufacturing and other							0.0	0.0
(Increase) decrease in investment in partially-owned subsidiaries							(1.6)	(7.1)
Other							0.0	0.0
Net Cash Provided by (Used in) Investing Activities, Continuing Operations								(7.1)
Cash Provided by (Used in) Investing Activities, Discontinued Operations								0.0
Net cash (used in) provided by investing activities							(1.6)	(7.1)
Financing activities:
Payments to retire debt							0.0	0.0
Proceeds from issuance of debt							0.0	0.0
Shares repurchased							0.0	0.0
Dividends paid to common shareholders							0.0	0.0
Purchase of shares to satisfy employee tax on vested stock							0.0	0.0
Distributions to noncontrolling interest							0.0	0.0
Distributions to controlling interest in partially-owned subsidiaries							1.6	(7.1)
Change in intercompany financing between entities							(9.2)	7.8
Other								0.0
Net cash (used in) provided by financing activities							(7.6)	0.7
Net decrease in cash, cash equivalents, and restricted cash							0.0	0.0
Cash, cash equivalents, and restricted cash at beginning of period			$ 0.0			$ 0.0	0.0	0.0
Cash, cash equivalents, and restricted cash at end of period	$ 0.0			$ 0.0			$ 0.0	$ 0.0

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Consolidated Statements of Operations (unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Revenues [Abstract]
Revenues	$ 813.6	$ 606.9	$ 2,154.4	$ 1,774.1
Cost of revenues:
Total cost of revenues	649.1	466.5	1,691.0	1,348.3
Selling, engineering, and administrative expenses:
Selling, engineering, and administrative expenses	62.1	75.6	191.5	224.6
Gains (losses) on dispositions of property:
Net gains on railcar lease fleet sales owned more than one year at the time of sale	18.1	9.4	44.7	21.0
Other	(0.2)	1.0	2.5	3.1
Total gains (losses) on disposition of property	17.9	10.4	47.2	24.1
Total operating profit	120.3	75.2	319.1	225.3
Other (income) expense:
Interest income	(1.8)	(2.4)	(4.7)	(10.0)
Interest expense	55.8	42.8	165.5	132.9
Other Nonoperating Income (Expense)	0.0	(0.4)	0.2	(3.5)
Other Nonoperating Expense	54.0	40.0	161.0	119.4
Income from continuing operations before income taxes	66.3	35.2	158.1	105.9
Provision for income taxes	18.2	6.7	41.2	24.9
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	48.1	28.5	116.9	81.0
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	(0.4)	(0.2)	(2.3)	54.4
Net income	47.7	28.3	114.6	135.4
Net income (loss) attributable to noncontrolling interest	(1.3)	0.6	(1.4)	3.4
Net income attributable to Trinity Industries, Inc.	$ 49.0	$ 27.7	$ 116.0	$ 132.0
Basic earnings per common share:
Income (Loss) from Continuing Operations, Per Basic Share	$ 0.39	$ 0.19	$ 0.91	$ 0.52
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share	0	0	(0.02)	0.37
Basic (in dollars per share)	0.39	0.19	0.89	0.89
Income (Loss) from Continuing Operations, Per Diluted Share	0.39	0.19	0.90	0.51
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share	0	0	(0.02)	0.36
Diluted (in dollars per share)	$ 0.39	$ 0.19	$ 0.88	$ 0.87
Weighted average number of shares outstanding:
Basic (in shares)	124.7	145.0	127.6	146.1
Diluted (in shares)	126.0	145.8	129.2	148.8
Manufacturing
Revenues [Abstract]
Revenues	$ 487.4	$ 379.7	$ 1,351.1	$ 1,159.4
Cost of revenues:
Total cost of revenues	430.7	333.5	1,181.9	1,003.4
Selling, engineering, and administrative expenses:
Selling, engineering, and administrative expenses	27.5	26.3	77.2	72.9
Leasing
Revenues [Abstract]
Revenues	326.2	227.2	803.3	614.7
Cost of revenues:
Total cost of revenues	218.4	133.0	509.1	344.9
Selling, engineering, and administrative expenses:
Selling, engineering, and administrative expenses	10.7	11.9	36.2	36.7
Other
Selling, engineering, and administrative expenses:
Selling, engineering, and administrative expenses	$ 23.9	$ 37.4	$ 78.1	$ 115.0

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Earnings Per Common Share - EPS calculation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Weighted Average Number of Shares Outstanding, Basic and Diluted			5.5	5.9
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1.2		0.2	0.0
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ 48.1	$ 28.5	$ 116.9	$ 81.0
Net Income (Loss) Attributable to Noncontrolling Interest	1.3	(0.6)	1.4	(3.4)
Unvested restricted share participation	(0.6)	(0.6)	(1.6)	(1.9)
Net Income (Loss) from Continuing Operations Available to Common Shareholders, Basic	48.8	27.3	116.7	75.7
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	(0.4)	(0.2)	(2.3)	54.4
Undistributed Discontinued Operation Earnings (Loss), Allocation to Participating Securities, Basic	0.0	0.0	0.0	(0.5)
Net Income (Loss) from Discontinued Operations Available to Common Shareholders, Basic	(0.4)	(0.2)	(2.3)	53.9
Net Income (Loss) Available to Common Stockholders	$ 48.4	$ 27.1	$ 114.4	$ 129.6
Income (Loss) from Continuing Operations, Per Basic Share	$ 0.39	$ 0.19	$ 0.91	$ 0.52
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share	0	0	(0.02)	0.37
Net income attributable to Trinity Industries, Inc. - basic, EPS (in dollars per share)	0.39	0.19	0.89	0.89
Income (Loss) from Continuing Operations, Per Diluted Share	0.39	0.19	0.90	0.51
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share	0	0	(0.02)	0.36
Net income attributable to Trinity Industries, Inc. - diluted, EPS (in dollars per share)	$ 0.39	$ 0.19	$ 0.88	$ 0.87
Computation of basic and diluted net income attributable to Trinity Industries, Inc
Net income attributable to Trinity Industries, Inc. - basic, Average Shares (in shares)	124.7	145.0	127.6	146.1
Effect of dilutive securities:
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements	1.3	0.8	1.6	0.9
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities, Treasury Stock Method	0.0	0.0	0.0	1.8
Net income attributable to Trinity Industries, Inc. - diluted, Average Shares	126.0	145.8	129.2	148.8

XML

Railcar Leasing and Management Services Group - Selected consolidating income statement information for the Leasing Group (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Revenues:
Revenues	$ 813.6	$ 606.9	$ 2,154.4	$ 1,774.1
Sales-type Lease, Revenue	26.3		60.5
Operating profit(2):
Total operating profit	120.3	75.2	319.1	225.3
Select expense information:
Depreciation			210.5	184.3
Rent	4.0		13.3
Selling, General and Administrative Expense	62.1	75.6	191.5	224.6
Interest	55.8	42.8	165.5	132.9
Leasing [Member]
Revenues:
Revenues	326.2	227.2	803.3	614.7
Select expense information:
Selling, General and Administrative Expense	10.7	11.9	36.2	36.7
Operating Segments
Revenues:
Revenues	813.6	606.9	2,154.4	1,774.1
Railcar Leasing and Management Services Group | Operating Segments
Revenues:
Revenues	$ 326.4	227.5	$ 803.9	615.5
Revenues, Percent Change	43.50%		30.60%
Operating profit(2):
Total operating profit	$ 115.7	$ 92.2	$ 306.3	$ 255.1
Operating Income (Loss), Percent Change	25.50%		20.10%
Total operating profit margin	35.40%	40.50%	38.10%	41.40%
Select expense information:
Depreciation	$ 59.4	$ 48.8	$ 171.6	$ 140.9
Depreciation, Depletion, and Amortization, Percent Change	21.70%		21.80%
Maintenance and compliance costs	$ 24.9	24.1	$ 79.2	75.5
Maintenance Costs, Percent Change	3.30%		4.90%
Rent	$ 3.8	9.7	$ 13.6	29.7
Operating Leases, Rent Expense, Percent Change	(60.80%)		(54.20%)
Selling, General and Administrative Expense	$ 10.7	11.9	$ 36.2	36.7
Selling, Engineering, and Administrative Expense, Percent Change	(10.10%)		(1.40%)
Interest	$ 50.0	37.4	$ 146.4	101.2
Interest Expense, Percent Change	33.70%		44.70%
Railcar Leasing and Management Services Group | Operating Segments | Leasing and management
Revenues:
Revenues	$ 190.1	175.9	$ 566.6	534.7
Revenues, Percent Change	8.10%		6.00%
Operating profit(2):
Total operating profit	$ 79.8	$ 69.7	$ 234.6	$ 216.6
Operating Income (Loss), Percent Change	14.50%		8.30%
Total operating profit margin	42.00%	39.60%	41.40%	40.50%
Railcar Leasing and Management Services Group | Operating Segments | Railcars owned one year or less at the time of sale
Revenues:
Revenues	$ 136.3	$ 51.6	$ 237.3	$ 80.8
Operating profit(2):
Total operating profit	17.8	13.1	27.0	17.5
Railcar Leasing and Management Services Group | Operating Segments | Railcars owned more than one year at the time of sale
Operating profit(2):
Total operating profit	$ 18.1	$ 9.4	$ 44.7	$ 21.0

XML

Discontinued Operations Related Party Transactions (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Related Party Transaction [Line Items]
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized	$ 0.5	$ 10.5	$ 2.3	$ 28.8
Disposal Group Classification [Domain]
Related Party Transaction [Line Items]
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized	$ 0.5	$ 9.2	$ 2.3	$ 25.6

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Segment Information - Financial information for segments (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting Information [Line Items]
External Revenue	$ 813.6	$ 606.9	$ 2,154.4	$ 1,774.1
Total revenues	813.6	606.9	2,154.4	1,774.1
Operating Profit (Loss)	120.3	75.2	319.1	225.3
Intersegment
Segment Reporting Information [Line Items]
Intersegment Revenues	0.0	0.0	0.0	0.0
Intersegment | Eliminations – Lease subsidiary
Segment Reporting Information [Line Items]
Intersegment Revenues	(314.0)	(207.4)	(913.0)	(732.0)
Total revenues	(314.0)	(207.4)	(913.0)	(732.0)
Operating Profit (Loss)	(40.7)	(18.1)	(109.5)	(71.3)
Intersegment | Eliminations – Other
Segment Reporting Information [Line Items]
Intersegment Revenues	(12.2)	(13.2)	(40.7)	(33.2)
Total revenues	(12.2)	(13.2)	(40.7)	(33.2)
Operating Profit (Loss)	(0.1)	1.0	(0.3)	0.8
Total
Segment Reporting Information [Line Items]
Total revenues	813.6	606.9	2,154.4	1,774.1
Rail Group
Segment Reporting Information [Line Items]
External Revenue	409.0	290.2	1,125.9	919.9
Rail Group | Intersegment
Segment Reporting Information [Line Items]
Intersegment Revenues	314.0	207.4	913.0	732.0
Rail Group | Total
Segment Reporting Information [Line Items]
Total revenues	723.0	497.6	2,038.9	1,651.9
Operating Profit (Loss)	65.4	28.0	184.0	128.0
Railcar Leasing and Management Services Group
Segment Reporting Information [Line Items]
External Revenue	326.2	227.2	803.3	614.7
Railcar Leasing and Management Services Group | Intersegment
Segment Reporting Information [Line Items]
Intersegment Revenues	0.2	0.3	0.6	0.8
Railcar Leasing and Management Services Group | Total
Segment Reporting Information [Line Items]
Total revenues	326.4	227.5	803.9	615.5
Operating Profit (Loss)	115.7	92.2	306.3	255.1
All Other
Segment Reporting Information [Line Items]
External Revenue	78.4	89.5	225.2	239.5
All Other | Intersegment
Segment Reporting Information [Line Items]
Intersegment Revenues	12.0	12.9	40.1	32.4
All Other | Total
Segment Reporting Information [Line Items]
Total revenues	90.4	102.4	265.3	271.9
Operating Profit (Loss)	3.9	9.5	16.7	27.7
Corporate | Total
Segment Reporting Information [Line Items]
Total revenues	0.0	0.0	0.0	0.0
Operating Profit (Loss)	$ (23.9)	$ (37.4)	$ (78.1)	$ (115.0)

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Railcar Leasing and Management Services Group (Tables)

9 Months Ended

Sep. 30, 2019

Sale Leaseback Transaction [Line Items]

Selected consolidating financial information for the Leasing Group

Selected consolidated financial information for the Leasing Group is as follows:

	September 30, 2019
	Leasing Group
	Wholly- Owned Subsidiaries			Partially-Owned Subsidiaries			Manufacturing/ Corporate			Total
	(in millions)
Cash and cash equivalents	$	4.0		$	—		$	93.6		$	97.6
Property, plant, and equipment, net	$	5,597.0		$	1,794.5		$	396.3		$	7,787.8
Net deferred profit on railcars sold to the Leasing Group										(871.1		)
Consolidated property, plant, and equipment, net										$	6,916.7
Restricted cash	$	86.5		$	30.9		$	0.1		$	117.5
Debt:
Recourse, net of unamortized discount of $-, $-, $0.2, and $0.2	$	—		$	—		$	474.8		$	474.8
Less: unamortized debt issuance costs	—			—			(2.1		)	(2.1		)
	—			—			472.7			472.7
Non-recourse, net of unamortized discount of $2.5, $-, $-, and $2.5	2,944.7			1,300.6			—			4,245.3
Less: unamortized debt issuance costs	(21.5		)	(11.3		)	—			(32.8		)
	2,923.2			1,289.3			—			4,212.5
Total debt	$	2,923.2		$	1,289.3		$	472.7		$	4,685.2
Net deferred tax liabilities	$	833.5		$	1.0		$	(64.8	)	$	769.7

 

	December 31, 2018
	Leasing Group
	Wholly- Owned Subsidiaries			Partially-Owned Subsidiaries			Manufacturing/ Corporate			Total
	(in millions)
Cash and cash equivalents	$	6.0		$	—		$	173.2		$	179.2
Property, plant, and equipment, net	$	4,976.5		$	1,814.7		$	370.9		$	7,162.1
Net deferred profit on railcars sold to the Leasing Group										(827.7		)
Consolidated property, plant, and equipment, net										$	6,334.4
Restricted cash	$	134.9		$	36.6		$	0.1		$	171.6
Debt:
Recourse, net of unamortized discount of $-, $-, $0.3, and $0.3	$	—		$	—		$	399.7		$	399.7
Less: uamortized debt issuance costs	—			—			(2.3		)	(2.3		)
	—			—			397.4			397.4
Non-recourse, net of unamortized discount of $2.7, $-, $-, and $2.7	2,336.3			1,327.9			—			3,664.2
Less: unamortized debt issuance costs	(19.7		)	(12.7		)	—			(32.4		)
	2,316.6			1,315.2			—			3,631.8
Total debt	$	2,316.6		$	1,315.2		$	397.4		$	4,029.2
Net deferred tax liabilities	$	797.6		$	1.0		$	(67.0	)	$	731.6

Selected consolidating income statement information for the Leasing Group

	Three Months Ended September 30,								Nine Months Ended September 30,
	2019			2018			Percent		2019			2018			Percent
	($ in millions)						Change		($ in millions)						Change
Revenues:
Leasing and management	$	190.1		$	175.9		8.1	%	$	566.6		$	534.7		6.0	%
Sales of railcars owned one year or less at the time of sale (1)	136.3			51.6			*		237.3			80.8			*
Total revenues	$	326.4		$	227.5		43.5		$	803.9		$	615.5		30.6
Operating profit(2):
Leasing and management	$	79.8		$	69.7		14.5		$	234.6		$	216.6		8.3
Railcar sales:
Railcars owned one year or less at the time of sale	17.8			13.1			*		27.0			17.5			*
Railcars owned more than one year at the time of sale	18.1			9.4			*		44.7			21.0			*
Total operating profit	$	115.7		$	92.2		25.5		$	306.3		$	255.1		20.1
Total operating profit margin	35.4		%	40.5		%			38.1		%	41.4		%
Leasing and management operating profit margin	42.0		%	39.6		%			41.4		%	40.5		%
Selected expense information:
Depreciation	$	59.4		$	48.8		21.7	%	$	171.6		$	140.9		21.8	%
Maintenance and compliance	$	24.9		$	24.1		3.3	%	$	79.2		$	75.5		4.9	%
Rent	$	3.8		$	9.7		(60.8	)%	$	13.6		$	29.7		(54.2	)%
Selling, engineering, and administrative expenses	$	10.7		$	11.9		(10.1	)%	$	36.2		$	36.7		(1.4	)%
Interest	$	50.0		$	37.4		33.7	%	$	146.4		$	101.2		44.7	%

 * Not meaningful

⁽¹⁾ Includes revenues associated with sales-type leases of $26.3 million and $60.5 million, respectively, for the three and nine months ended September 30, 2019.

⁽²⁾ Operating profit includes: depreciation; maintenance and compliance; rent; and selling, engineering, and administrative expenses. Amortization of deferred profit on railcars sold from the Rail Products Group to the Leasing Group is included in the operating profit of the Leasing Group, resulting in the recognition of depreciation expense based on our original manufacturing cost of the railcars. Interest expense is not a component of operating profit and includes the effect of hedges.

Schedule of proceeds from leased railcars

During the nine months ended September 30, 2019 and 2018, the Leasing Group recognized sales of leased railcars as follows:

	Nine Months Ended September 30,
	2019		2018
	(in millions)
Railcars owned one year or less at the time of sale (1)	$	237.3	$	80.8
Railcars owned more than one year at the time of sale	175.0		123.4
	$	412.3	$	204.2

⁽¹⁾ Includes revenues associated with sales-type leases of $60.5 million for the nine months ended September 30, 2019.

Future contractual minimum rental revenues on leases

Future contractual minimum rental revenues on operating leases related to our wholly-owned and partially-owned subsidiaries are as follows:

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter		Total
	(in millions)
Future contractual minimum rental revenue	$	146.8	$	513.4	$	406.9	$	310.3	$	214.9	$	387.4	$	1,979.7

Railroad Transportation Equipment Leased From Independent Owner Trusts [Member]

Sale Leaseback Transaction [Line Items]

Sale Leaseback Transactions [Text Block]

Off Balance Sheet Arrangements. In prior years, the Leasing Group completed a series of financing transactions whereby railcars were sold to one or more separate independent owner trusts (“Trusts”). Each of the Trusts financed the purchase of the railcars with a combination of debt and equity. In each transaction, the equity participant in each of the respective Trusts is considered to be the primary beneficiary of the Trust; and therefore, the accounts of the Trusts, including the debt related to each of the Trusts, are not included as part of the Consolidated Financial Statements. The Leasing Group, through wholly-owned, qualified subsidiaries, leased railcars from the Trusts under operating leases with terms of twenty-two years, and subleased the railcars to independent third-party customers under shorter term operating lease agreements. The terms of the operating lease agreements between the subsidiaries and the remaining Trusts provided the Leasing Group with the option to purchase, at a predetermined fixed price, certain railcars from the remaining Trusts in 2019. On January 14, 2019, we completed the purchase for a purchase price of $218.4 million. As a result, 6,779 railcars previously under lease are now wholly-owned by our Leasing Group. The future contractual minimum rental revenues associated with these railcars are included in the table above.

Operating leases

Sale Leaseback Transaction [Line Items]

Future operating lease obligations and future contractual minimum rental revenues

Future amounts due as well as future contractual minimum rental revenues related to operating leases related to the Leasing Group other than the leases discussed above are as follows: 

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter		Total
	(in millions)
Future operating lease obligations	$	3.2	$	9.5	$	8.2	$	7.5	$	5.5	$	3.3	$	37.2
Future contractual minimum rental revenues	$	2.6	$	7.9	$	6.1	$	4.5	$	2.2	$	0.8	$	24.1

XML

Discontinued Operations Discontinued Operations Income Statement (Tables)

9 Months Ended

Sep. 30, 2019

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Disposal Groups, Including Discontinued Operations [Table Text Block]

The following is a summary of operating results included in income (loss) from discontinued operations for the three and nine months ended September 30, 2019 and 2018:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Revenues	$	—		$	334.8		$	—		$	966.0
Cost of revenues	—			295.6			0.1			786.5
Selling, engineering, and administrative expenses	0.5			35.6			2.8			102.0
Other (income) expense	—			(0.2		)	—			1.9
Income (loss) from discontinued operations before income taxes	(0.5		)	3.8			(2.9		)	75.6
Provision (benefit) for income taxes	(0.1		)	4.0			(0.6		)	21.2
Income (loss) from discontinued operations, net of income taxes	$	(0.4	)	$	(0.2	)	$	(2.3	)	$	54.4

XML

Accumulated Other Comprehensive Loss (Tables)

9 Months Ended

Sep. 30, 2019

Equity [Abstract]

Changes in accumulated other comprehensive loss

Changes in AOCL for the nine months ended September 30, 2019 are as follows:

	Currency translation adjustments			Unrealized gain/(loss) on derivative financial instruments			Net actuarial gains/(losses) of defined benefit plans			Accumulated Other Comprehensive Loss
	(in millions)
Balances at December 31, 2018	$	(1.3	)	$	(8.3	)	$	(107.2	)	$	(116.8	)
Other comprehensive loss, net of tax, before reclassifications	—			(18.1		)	—			(18.1		)
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.7, $0.9, and $1.6	—			2.9			2.5			5.4
Less: noncontrolling interest	—			(1.0		)	—			(1.0		)
Other comprehensive income (loss)	—			(16.2		)	2.5			(13.7		)
Balances at September 30, 2019	$	(1.3	)	$	(24.5	)	$	(104.7	)	$	(130.5	)

XML

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Presentation

The foregoing Consolidated Financial Statements are unaudited and have been prepared from the books and records of Trinity Industries, Inc. and its consolidated subsidiaries (“Trinity,” “Company,” “we,” “our,” or "us") including the accounts of our wholly-owned subsidiaries and partially-owned subsidiaries, TRIP Rail Holdings LLC (“TRIP Holdings”) and RIV 2013 Rail Holdings LLC ("RIV 2013"), in which we have a controlling interest. In our opinion, all normal and recurring adjustments necessary for a fair presentation of our financial position as of September 30, 2019, and the results of operations for the three and nine months ended September 30, 2019 and 2018, and cash flows for the nine months ended September 30, 2019 and 2018, have been made in conformity with generally accepted accounting principles. All significant intercompany accounts and transactions have been eliminated. Certain prior year balances have been reclassified to conform to the 2019 presentation.

Due to seasonal and other factors, the results of operations for the nine months ended September 30, 2019 may not be indicative of expected results of operations for the year ending December 31, 2019. These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with our audited Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2018.

Spin-off of Arcosa, Inc.

On November 1, 2018, we completed the separation of Trinity Industries, Inc. into two public companies: (1) Trinity Industries, Inc., comprised primarily of Trinity’s rail-related businesses, which are leading providers of railcar products and services in North America, and (2) Arcosa, Inc. ("Arcosa"), a new public company focused on infrastructure-related products and services. The separation was effected through a pro rata dividend to Trinity's shareholders of all outstanding Arcosa shares and was structured to qualify as a tax-free distribution for federal income tax purposes. Following the distribution, Arcosa became an independent, publicly-traded company on the New York Stock Exchange. Trinity did not retain an ownership interest in Arcosa following the completion of the spin-off transaction.

Upon completion of the spin-off transaction on November 1, 2018, the accounting requirements for reporting Arcosa as a discontinued operation were met. Accordingly, Arcosa's results of operations are presented as discontinued operations for all periods in this Quarterly Report on Form 10-Q. See Note 2 for further information related to the spin-off transaction.

Revenue Recognition

Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. We recognize revenue when we satisfy a performance obligation by transferring control over a product or service to a customer. Payments for our products and services are generally due within normal commercial terms. The following is a description of principal activities from which we generate our revenue, separated by reportable segments. See Note 4 for a further discussion regarding our reportable segments.

Railcar Leasing and Management Services Group

In our Railcar Leasing and Management Services Group ("Leasing Group"), revenue from rentals and operating leases, including contracts that contain non-level fixed lease payments, is recognized monthly on a straight-line basis. Leases not classified as operating leases are generally considered sales-type leases as a result of an option to purchase.

We review our operating lease receivables for collectibility on a regular basis, taking into consideration changes in factors such as the lessee’s payment history, the financial condition of the lessee, and business and economic conditions in the industry in which the lessee operates. In the event that the collectibility of a receivable with respect to any lessee is no longer probable, we de-recognize the revenue and related receivable and recognize future revenue only when the lessee makes a rental payment. Contingent rents are recognized when the contingency is resolved.

Selling profit or loss associated with sales-type leases is recognized upon lease commencement, and a net investment in the sales-type lease is recorded on the Consolidated Balance Sheet. Interest income related to sales-type leases is recognized over the lease term using the effective interest method.

Revenue is recognized from the sales of railcars from the lease fleet on a gross basis in leasing revenues and cost of revenues if the railcar has been owned for one year or less at the time of sale. Sales of railcars from the lease fleet owned for more than one year are recognized as a net gain or loss from the disposal of a long-term asset. Revenue from servicing and management agreements is recognized as each performance period occurs.

We account for shipping and handling costs as activities to fulfill the promise to transfer the good; as such, these fees are recorded in revenue. The fees and costs of shipping and handling activities are accrued when the related performance obligation has been satisfied.

Rail Products Group

Our railcar manufacturing business recognizes revenue when the customer has submitted its certificate of acceptance and legal title of the railcar has passed to the customer. Certain long-term contracts for the sales of railcars include price adjustments based on steel-price indices; this amount represents variable consideration for which we are unable to estimate the final consideration until the railcar is delivered, at which time the pricing becomes fixed.

Within our maintenance services business, revenue is recognized over time as repair and maintenance projects are completed, using an input approach based on the costs incurred relative to the total estimated costs of performing the project. We recorded contract assets of $6.2 million and $10.2 million as of September 30, 2019 and December 31, 2018, respectively, related to unbilled revenues recognized on repair and maintenance services that have been performed, but for which the entire project has not yet been completed, and the railcar has not yet been shipped to the customer. These contract assets are included within the Receivables, net of allowance line in our Consolidated Balance Sheets.

All Other

Our highway products business recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer.

Unsatisfied Performance Obligations

The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2019 and the percentage of the outstanding performance obligations as of September 30, 2019 expected to be delivered during the remainder of 2019:

	Unsatisfied performance obligations at September 30, 2019
	Total Amount		Percent expected to be delivered in 2019
	(in millions)
Rail Products Group:
Products:
External Customers	$	1,628.3
Leasing Group	817.4
	$	2,445.7	33	%
Maintenance Services	$	44.9	49	%
Railcar Leasing and Management Services Group	$	90.0	5	%

The remainder of the unsatisfied performance obligations for the Rail Products Group is expected to be delivered through 2023. Unsatisfied performance obligations for the Railcar Leasing and Management Services Group are related to servicing, maintenance, and management agreements and are expected to be performed through 2029.

Lease Accounting

Lessee

We are the lessee of operating leases predominantly for railcars, as well as office buildings, manufacturing equipment, and office equipment. Our operating leases have remaining lease terms ranging from one year to forty years, some of which include options to extend for up to five years, and some of which include options to terminate within one year. As of September 30, 2019, we had no finance leases in which we were the lessee.

The following table summarizes the impact of our operating leases on our Consolidated Financial Statements (in millions, except lease term and discount rate):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Consolidated Statement of Operations
Operating lease expense	$	4.0	$	13.3
Short-term lease expense	$	0.9	$	3.5
			September 30, 2019
Consolidated Balance Sheet
Right-of-use assets (1)			$	45.3
Lease liabilities (2)			$	46.0
Weighted average remaining lease term			4.9 years
Weighted average discount rate			4.1		%
			Nine Months Ended September 30, 2019
Consolidated Statement of Cash Flows
Cash flows from operating activities			$	13.3
Right-of-use assets recognized in exchange for new lease liabilites			$	8.4

⁽¹⁾ Included in other assets in our Consolidated Balance Sheet

⁽²⁾ Included in other liabilities in our Consolidated Balance Sheet

Future contractual minimum operating lease liabilities will mature as follows (in millions):

	Leasing Group		Non-Leasing Group		Total
Remaining three months of 2019	$	3.2	$	0.9	$	4.1
2020	9.5		3.1		12.6
2021	8.2		2.1		10.3
2022	7.5		1.8		9.3
2023	5.5		1.5		7.0
Thereafter	3.3		3.3		6.6
Total operating lease payments	$	37.2	$	12.7	$	49.9
Less: Present value adjustment					(3.9		)
Total operating lease liabilities					$	46.0

Lessor

Our Leasing Group enters into railcar operating leases with third parties with terms generally ranging between one year and ten years, although certain leases entered into in prior periods had lease terms of up to twenty years. The majority of our fleet operates on leases that earn fixed monthly lease payments. A portion of our fleet operates on per diem leases that earn usage-based variable lease payments. Some of our leases include options to extend the leases for up to five years, and a small percentage of our leases include options to terminate within one year with certain notice requirements and early termination penalties. Our sales-type leases include an option for the lessee to purchase the leased railcars with certain notice. As of September 30, 2019, non-Leasing Group operating leases were not significant, and we had no direct finance leases.

We manage risks associated with residual values of leased railcars by investing across a diverse portfolio of railcar types, staggering lease maturities within any given railcar type, avoiding concentration of railcar type and industry, and participating in active secondary markets. Additionally, our lease agreements contain normal wear and tear return condition provisions and high mileage thresholds designed to protect the value of our residual assets. Our lease agreements do not contain any material residual value guarantees or restrictive covenants.

The following table summarizes the impact of our leases on our Consolidated Statement of Operations (in millions):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Operating lease revenues	$	169.5	$	506.9
Variable operating lease revenues	12.5		36.6
Sales-type lease revenues	26.3		60.5
Interest income on sales-type lease receivables	0.6		0.9
Profit recognized at sales-type lease commencement	3.7		7.8

Future contractual minimum lease receivables for sales-type leases will mature as follows (in millions):

Remaining three months of 2019	$	4.6
2020	15.7
2021	45.9
2022	—
2023	—
Thereafter	—
Total	$	66.2
Less: Unearned interest income	(7.8		)
Net investment in sales-type leases (1)	$	58.4

⁽¹⁾ Includes $0.9 million in receivables, net of allowance and $57.5 million in other assets in our Consolidated Balance Sheet

Future contractual minimum revenues for operating leases will mature as follows (in millions):

Remaining three months of 2019	$	149.4
2020	521.3
2021	413.0
2022	314.8
2023	217.1
Thereafter	388.2
Total	$	2,003.8

Financial Instruments

We consider all highly liquid debt instruments to be either cash and cash equivalents if purchased with a maturity of three months or less, or short-term marketable securities if purchased with a maturity of more than three months and less than one year.

Financial instruments that potentially subject us to a concentration of credit risk are primarily cash investments including restricted cash and receivables. Concentrations of credit risk with respect to receivables are limited due to control procedures that monitor the credit worthiness of customers, the large number of customers in our customer base, and their dispersion across different end markets and geographic areas. As receivables are generally unsecured, we maintain an allowance for doubtful accounts based upon the expected collectibility of all receivables. Receivable balances determined to be uncollectible are charged against the allowance. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values.

Goodwill

As of September 30, 2019 and December 31, 2018, the carrying amount of our goodwill totaled $208.8 million, which is primarily attributable to the Rail Products Group.

Warranties

We provide various express, limited product warranties that generally range from one year to five years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. We provide for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assess the adequacy of the resulting reserves on a quarterly basis. The changes in the accruals for warranties for the three and nine months ended September 30, 2019 and 2018 are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Beginning balance	$	8.3		$	10.5		$	7.4		$	10.1
Warranty costs incurred	(1.7		)	(1.1		)	(3.2		)	(2.9		)
Warranty originations and revisions	3.2			(2.1		)	5.8			(0.2		)
Warranty expirations	—			(0.1		)	(0.2		)	0.2
Ending balance	$	9.8		$	7.2		$	9.8		$	7.2

Recent Accounting Pronouncements

Adopted in 2019

ASU 2016-02 — In February 2016, the FASB issued ASU No. 2016-02, "Leases", ("ASC 842") which amended the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASC 842 is effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. In July 2018, the FASB issued ASU No. 2018-11, which permits entities to record the right-of-use asset and lease liability on the date of adoption, with no requirement to recast comparative periods.

We adopted ASC 842 effective January 1, 2019 using the optional transition method of recognizing a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2019. Therefore, comparative financial information was not adjusted and continues to be reported under the prior lease accounting guidance in ASC 840. We elected the transition relief package of practical expedients, and as a result, we did not assess 1) whether existing or expired contracts contain embedded leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. We elected the short-term lease practical expedient by establishing an accounting policy to exclude leases with a term of 12 months or less, as well as the land easement practical expedient for maintaining our current accounting policy for existing or expired land easements. For qualifying operating leases in which we are the lessor, we do not separate lease components for our leased railcars from non-lease components, which are comprised of stand-ready maintenance obligations. We did not elect the practical expedient to use hindsight in determining a lease term and impairment of right-of-use assets at the adoption date.

Upon adoption, we recognized right-of-use assets and corresponding lease liabilities of $47.0 million and $48.3 million, respectively, in our Consolidated Balance Sheet based on the present value of future minimum lease payments under operating leases for which we are the lessee. This excluded the impact of railcars that were previously under operating leases as of January 1, 2019 but which were purchased on January 14, 2019 and are now wholly-owned by our Leasing Group. Additionally, we recorded an adjustment to opening retained earnings of $17.7 million ($13.7 million, net of tax) related to the derecognition of deferred profit related to sale-leaseback transactions. Our accounting treatment under ASC 842 for leases in which we are the lessor remained substantially unchanged from our accounting treatment under ASC 840. The adoption of ASC 842 did not have a significant impact on our consolidated results of operations or cash flows.

Effective in 2020

ASU 2018-15 — In August 2018, the FASB issued ASU No. 2018-15, "Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. ASU 2018-15 is effective for public companies during interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. We plan to adopt ASU 2018-15 effective January 1, 2020 on a prospective basis and are currently evaluating its impact on our Consolidated Financial Statements.

ASU 2016-13 — In June 2016, the FASB issued ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments," which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. This approach may result in the earlier recognition of allowances for losses. In November 2018, the FASB issued ASU No. 2018-19, "Codification Improvements to Topic 326, Financial Instruments—Credit Losses," which excludes operating lease receivables from the scope of ASU 2016-13. ASU 2016-13 is effective for public companies during interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. We plan to adopt ASU 2016-13 effective January 1, 2020 on a prospective basis and are currently evaluating its impact on our Consolidated Financial Statements.

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Partially-Owned Leasing Subsidiaries

9 Months Ended

Sep. 30, 2019

Noncontrolling Interest [Abstract]

Partially-Owned Leasing Subsidiaries

Partially-Owned Leasing Subsidiaries

Through our wholly-owned subsidiary, Trinity Industries Leasing Company (“TILC”), we formed two subsidiaries, TRIP Holdings and RIV 2013, for the purpose of providing railcar leasing in North America. Each of TRIP Holdings and RIV 2013 are direct, partially-owned subsidiaries of TILC in which we have a controlling interest. Each is governed by a seven-member board of representatives, two of whom are designated by TILC. TILC is the agent of each of TRIP Holdings and RIV 2013 and, as such, has been delegated the authority, power, and discretion to take certain actions on behalf of the respective companies.

At September 30, 2019, the carrying value of our investment in TRIP Holdings and RIV 2013 totaled $186.8 million. Our weighted average ownership interest in TRIP Holdings and RIV 2013 is 38% while the remaining 62% weighted average interest is owned by third-party investor-owned funds. The investment in our partially-owned leasing subsidiaries is eliminated in consolidation.

Each of TRIP Holdings and RIV 2013 has wholly-owned subsidiaries that are the owners of railcars acquired from our Rail Products and Leasing Groups. These wholly-owned subsidiaries are TRIP Master Funding (wholly-owned by TRIP Holdings) and Trinity Rail Leasing 2012 LLC ("TRL-2012", wholly-owned by RIV 2013). Railcar purchases by these subsidiaries were funded by secured borrowings and capital contributions from TILC and third-party equity investors. TILC is the contractual servicer for TRIP Master Funding and TRL-2012, with the authority to manage and service each entity's owned railcars. Our controlling interest in each of TRIP Holdings and RIV 2013 results from our combined role as both equity member and agent/servicer. The noncontrolling interest included in the accompanying Consolidated Balance Sheets represents the non-Trinity equity interest in these partially-owned subsidiaries.

Trinity has no obligation to guarantee performance under any of our partially-owned subsidiaries' (or their respective subsidiaries') debt agreements, guarantee any railcar residual values, shield any parties from losses, or guarantee minimum yields.

The assets of each of TRIP Master Funding and TRL-2012 may only be used to satisfy the particular subsidiary's liabilities, and the creditors of each of TRIP Master Funding and TRL-2012 have recourse only to the particular subsidiary's assets. Each of TILC and the third-party equity investors receive distributions from TRIP Holdings and RIV 2013, when available, in proportion to its respective equity interests, and has an interest in the net assets of the partially-owned subsidiaries upon a liquidation event in the same proportion. TILC is paid fees for the services it provides to TRIP Master Funding and TRL-2012 and has the potential to earn certain incentive fees. TILC and the third-party equity investors have commitments to provide additional equity funding to TRIP Holdings that are scheduled to expire in May 2021 contingent upon certain returns on investment in TRIP Holdings and other conditions being met. There are no remaining equity commitments with respect to RIV 2013.

See Note 8 regarding the debt of TRIP Holdings and RIV 2013 and their respective subsidiaries.

Other Investments

TILC holds a 5% equity interest in an RIV fund that is managed and controlled by a third party that is also one of our RIV partners. We have evaluated the potential for consolidation using the variable interest model and have determined that Trinity is not required to consolidate this entity. The carrying value of our investment was not significant to our Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018.

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Accumulated Other Comprehensive Loss

9 Months Ended

Sep. 30, 2019

Equity [Abstract]

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Loss

Changes in AOCL for the nine months ended September 30, 2019 are as follows:

	Currency translation adjustments			Unrealized gain/(loss) on derivative financial instruments			Net actuarial gains/(losses) of defined benefit plans			Accumulated Other Comprehensive Loss
	(in millions)
Balances at December 31, 2018	$	(1.3	)	$	(8.3	)	$	(107.2	)	$	(116.8	)
Other comprehensive loss, net of tax, before reclassifications	—			(18.1		)	—			(18.1		)
Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $-, $0.7, $0.9, and $1.6	—			2.9			2.5			5.4
Less: noncontrolling interest	—			(1.0		)	—			(1.0		)
Other comprehensive income (loss)	—			(16.2		)	2.5			(13.7		)
Balances at September 30, 2019	$	(1.3	)	$	(24.5	)	$	(104.7	)	$	(130.5	)

See Note 3 for information on the reclassification of amounts in AOCL into earnings. Reclassifications of unrealized before-tax losses on derivative financial instruments are included in interest expense in our Consolidated Statements of Operations. Reclassifications of before-tax net actuarial gains/(losses) of defined benefit plans are included in other, net (income) expense in our Consolidated Statements of Operations.

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Financial Statements for Guarantors of the Senior Notes

9 Months Ended

Sep. 30, 2019

Financial Statements for Guarantors of the Senior Notes [Abstract]

Financial Statements for Guarantors of the Senior Notes

Financial Statements for Guarantors of the Senior Notes

Our Senior Notes are fully and unconditionally and jointly and severally guaranteed by certain of Trinity’s 100%-owned subsidiaries: Trinity Industries Leasing Company; Trinity North American Freight Car, Inc.; Trinity Rail Group, LLC; Trinity Tank Car, Inc.; Trinity Highway Products, LLC; and TrinityRail Maintenance Services, Inc. (collectively, the "Combined Guarantor Subsidiaries”).

The Senior Notes indenture agreement includes customary provisions for the release of the guarantees by the Combined Guarantor Subsidiaries upon the occurrence of certain allowed events including the release of one or more of the Combined Guarantor Subsidiaries as guarantor under our revolving credit facility. See Note 11 of our 2018 Annual Report on Form 10-K. The Senior Notes are not guaranteed by any of our remaining 100%-owned subsidiaries or partially-owned subsidiaries (“Combined Non-Guarantor Subsidiaries”).

As discussed in Note 11 of our 2018 Annual Report on Form 10-K, on November 1, 2018, we amended our Credit Agreement and the Supplemental Indenture governing our Senior Notes to release Trinity Marine Products, Inc., Trinity Meyer Utility Structures LLC and Trinity Structural Towers, Inc. from their obligations as guarantors for the Credit Agreement and the Senior Notes effective upon completion of the Arcosa spin-off as these businesses were transferred to Arcosa in connection with the spin-off. Additionally, upon completion of the Arcosa spin-off, the accounting requirements for reporting Arcosa as a discontinued operation were met. Accordingly, we have recast the financial information included in the tables below for all periods presented to: 1) reflect the historical balances and operating results of Arcosa as discontinued operations, 2) reclassify the historical balances and operating results of Trinity Marine Products, Inc., Trinity Meyer Utility Structures LLC and Trinity Structural Towers, Inc., who were formerly guarantor subsidiaries and whose results were previously reflected in the guarantor column, to the non-guarantor column, and 3) include Trinity Highway Products, LLC in the guarantor column. Additionally, amounts previously reported have been restated to include TrinityRail Maintenance Services, Inc. as a Guarantor Subsidiary.

As of September 30, 2019, assets held by the Combined Non-Guarantor Subsidiaries included $92.7 million of restricted cash that was not available for distribution to Trinity Industries, Inc. (“Parent”), $6,251.1 million of equipment securing certain non-recourse debt, and $127.4 million of assets located in foreign locations. As of December 31, 2018, assets held by the Combined Non-Guarantor Subsidiaries included $132.9 million of restricted cash that was not available for distribution to the Parent, $5,316.2 million of equipment securing certain non-recourse debt, $67.5 million of equipment securing certain lease obligations held by the Combined Non-Guarantor Subsidiaries, and $116.0 million of assets located in foreign locations.

Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	566.3	$	311.3		$	(64.0	)	$	813.6
Cost of revenues	1.1			466.8		254.7			(73.5		)	649.1
Selling, engineering, and administrative expenses	24.0			24.2		13.9			—			62.1
Gains on dispositions of property	(0.2		)	11.3		6.8			—			17.9
	25.3			479.7		261.8			(73.5		)	693.3
Operating profit (loss)	(25.3		)	86.6		49.5			9.5			120.3
Other (income) expense	(0.6		)	4.8		50.1			(0.3		)	54.0
Equity in earnings of subsidiaries, net of taxes	75.6			6.0		8.1			(89.7		)	—
Income from continuing operations before income taxes	50.9			87.8		7.5			(79.9		)	66.3
Provision (benefit) for income taxes	1.4			21.5		1.0			(5.7		)	18.2
Income from continuing operations	49.5			66.3		6.5			(74.2		)	48.1
Income (loss) from discontinued operations, net of income taxes	(0.5		)	—		0.1			—			(0.4		)
Net income	49.0			66.3		6.6			(74.2		)	47.7
Net loss attributable to noncontrolling interest	—			—		—			(1.3		)	(1.3		)
Net income attributable to controlling interest	$	49.0		$	66.3	$	6.6		$	(72.9	)	$	49.0
Net income	$	49.0		$	66.3	$	6.6		$	(74.2	)	$	47.7
Other comprehensive income (loss)	0.9			—		(3.6		)	—			(2.7		)
Comprehensive income	49.9			66.3		3.0			(74.2		)	45.0
Comprehensive loss attributable to noncontrolling interest	—			—		—			(0.9		)	(0.9		)
Comprehensive income attributable to controlling interest	$	49.9		$	66.3	$	3.0		$	(73.3	)	$	45.9

Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	449.0	$	231.5	$	(73.6	)	$	606.9
Cost of revenues	1.6			375.2		171.9		(82.2		)	466.5
Selling, engineering, and administrative expenses	35.6			28.3		11.7		—			75.6
Gains on dispositions of property	—			8.4		2.0		—			10.4
	37.2			395.1		181.6		(82.2		)	531.7
Operating profit (loss)	(37.2		)	53.9		49.9		8.6			75.2
Other (income) expense	(3.9		)	8.4		35.5		—			40.0
Equity in earnings of subsidiaries, net of taxes	63.8			8.0		7.3		(79.1		)	—
Income before income taxes	30.5			53.5		21.7		(70.5		)	35.2
Provision (benefit) for income taxes	(5.3		)	8.4		2.4		1.2			6.7
Income from continuing operations	35.8			45.1		19.3		(71.7		)	28.5
Income (loss) from discontinued operations, net of income taxes	(8.1		)	—		7.9		—			(0.2		)
Net income	27.7			45.1		27.2		(71.7		)	28.3
Net income attributable to noncontrolling interest	—			—		—		0.6			0.6
Net income attributable to controlling interest	$	27.7		$	45.1	$	27.2	$	(72.3	)	$	27.7
Net income	$	27.7		$	45.1	$	27.2	$	(71.7	)	$	28.3
Other comprehensive income	1.4			—		0.7		—			2.1
Comprehensive income	29.1			45.1		27.9		(71.7		)	30.4
Comprehensive income attributable to noncontrolling interest	—			—		—		0.9			0.9
Comprehensive income attributable to controlling interest	$	29.1		$	45.1	$	27.9	$	(72.6	)	$	29.5

Condensed Consolidating Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	1,492.7	$	853.1		$	(191.4	)	$	2,154.4
Cost of revenues	2.3			1,246.1		664.3			(221.7		)	1,691.0
Selling, engineering, and administrative expenses	71.3			77.6		42.6			—			191.5
Gains on dispositions of property	(0.2		)	20.4		27.0			—			47.2
	73.8			1,303.3		679.9			(221.7		)	1,835.3
Operating profit (loss)	(73.8		)	189.4		173.2			30.3			319.1
Other (income) expense	—			14.6		146.7			(0.3		)	161.0
Equity in earnings of subsidiaries, net of taxes	195.4			32.0		19.7			(247.1		)	—
Income from continuing operations before income taxes	121.6			206.8		46.2			(216.5		)	158.1
Provision (benefit) for income taxes	3.5			46.9		3.3			(12.5		)	41.2
Income from continuing operations	118.1			159.9		42.9			(204.0		)	116.9
Loss from discontinued operations, net of income taxes	(2.1		)	—		(0.2		)	—			(2.3		)
Net income	116.0			159.9		42.7			(204.0		)	114.6
Net loss attributable to noncontrolling interest	—			—		—			(1.4		)	(1.4		)
Net income attributable to controlling interest	$	116.0		$	159.9	$	42.7		$	(202.6	)	$	116.0
Net income	$	116.0		$	159.9	$	42.7		$	(204.0	)	$	114.6
Other comprehensive income (loss)	2.5			—		(15.2		)	—			(12.7		)
Comprehensive income	118.5			159.9		27.5			(204.0		)	101.9
Comprehensive loss attributable to noncontrolling interest	—			—		—			(0.4		)	(0.4		)
Comprehensive income attributable to controlling interest	$	118.5		$	159.9	$	27.5		$	(203.6	)	$	102.3

Condensed Consolidating Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	1,288.6	$	692.4	$	(206.9	)	$	1,774.1
Cost of revenues	2.3			1,059.1		515.3		(228.4		)	1,348.3
Selling, engineering, and administrative expenses	109.9			84.0		30.7		—			224.6
Gains on dispositions of property	1.4			18.5		4.2		—			24.1
	110.8			1,124.6		541.8		(228.4		)	1,548.8
Operating profit (loss)	(110.8		)	164.0		150.6		21.5			225.3
Other (income) expense	(1.4		)	24.2		96.6		—			119.4
Equity in earnings of subsidiaries, net of taxes	247.7			35.2		20.2		(303.1		)	—
Income from continuing operations before income taxes	138.3			175.0		74.2		(281.6		)	105.9
Provision (benefit) for income taxes	(6.3		)	33.4		6.6		(8.8		)	24.9
Income from continuing operations	144.6			141.6		67.6		(272.8		)	81.0
Income (loss) from discontinued operations, net of income taxes	(12.6		)	—		67.0		—			54.4
Net income	132.0			141.6		134.6		(272.8		)	135.4
Net income attributable to noncontrolling interest	—			—		—		3.4			3.4
Net income attributable to controlling interest	$	132.0		$	141.6	$	134.6	$	(276.2	)	$	132.0
Net income	$	132.0		$	141.6	$	134.6	$	(272.8	)	$	135.4
Other comprehensive income	1.8			—		1.7		—			3.5
Comprehensive income	133.8			141.6		136.3		(272.8		)	138.9
Comprehensive income attributable to noncontrolling interest	—			—		—		4.5			4.5
Comprehensive income attributable to controlling interest	$	133.8		$	141.6	$	136.3	$	(277.3	)	$	134.4

Condensed Consolidating Balance Sheet
September 30, 2019
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Assets:
Cash and cash equivalents	$	87.4	$	2.3	$	32.7	$	(24.8	)	$	97.6
Receivables, net of allowance	2.9		227.6		74.2		—			304.7
Income tax receivable	21.1		—		—		—			21.1
Inventory	—		592.4		40.6		(0.1		)	632.9
Property, plant, and equipment, net	42.3		1,275.9		6,387.5		(789.0		)	6,916.7
Investments in and advances to subsidiaries	4,655.8		3,167.3		357.0		(8,180.1		)	—
Restricted cash	—		—		92.7		24.8			117.5
Goodwill and other assets	252.1		300.0		62.8		(62.3		)	552.6
	$	5,061.6	$	5,565.5	$	7,047.5	$	(9,031.5	)	$	8,643.1
Liabilities:
Accounts payable	$	4.3	$	171.5	$	74.7	$	0.3		$	250.8
Accrued liabilities	179.8		34.4		158.6		(3.9		)	368.9
Debt	472.7		—		4,212.5		—			4,685.2
Deferred income taxes	—		860.4		2.2		(78.5		)	784.1
Advances from subsidiaries	1,893.8		—		—		(1,893.8		)	—
Other liabilities	51.7		41.9		1.2		—			94.8
Total stockholders' equity	2,459.3		4,457.3		2,598.3		(7,055.6		)	2,459.3
	$	5,061.6	$	5,565.5	$	7,047.5	$	(9,031.5	)	$	8,643.1

Condensed Consolidating Balance Sheet
December 31, 2018
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Assets:
Cash and cash equivalents	$	154.7	$	4.1	$	59.1	$	(38.7	)	$	179.2
Receivables, net of allowance	12.5		181.8		82.3		—			276.6
Income tax receivable	40.4		—		—		—			40.4
Inventory	—		485.8		40.9		(2.0		)	524.7
Property, plant, and equipment, net	42.0		1,436.3		5,579.7		(723.6		)	6,334.4
Investments in and advances to subsidiaries	4,558.6		2,981.7		661.1		(8,201.4		)	—
Restricted cash	—		—		132.9		38.7			171.6
Goodwill and other assets	205.1		197.9		106.8		(47.5		)	462.3
	$	5,013.3	$	5,287.6	$	6,662.8	$	(8,974.5	)	$	7,989.2
Liabilities:
Accounts payable	$	8.6	$	134.0	$	69.9	$	(0.4	)	$	212.1
Accrued liabilities	184.3		55.4		128.7		(0.1		)	368.3
Debt	397.4		—		3,631.8		—			4,029.2
Deferred income	—		16.5		1.2		—			17.7
Deferred income taxes	—		790.3		—		(47.2		)	743.1
Advances from subsidiaries	1,804.2		—		—		(1,804.2		)	—
Other liabilities	56.8		—		—		—			56.8
Total stockholders' equity	2,562.0		4,291.4		2,831.2		(7,122.6		)	2,562.0
	$	5,013.3	$	5,287.6	$	6,662.8	$	(8,974.5	)	$	7,989.2

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Operating activities:
Net income	$	116.0		$	159.9		$	42.7		$	(204.0	)	$	114.6
Loss from discontinued operations	2.1			—			0.2			—			2.3
Equity in earnings of subsidiaries, net of taxes	(195.4		)	(32.0		)	(19.7		)	247.1			—
Other	(17.2		)	(159.3		)	257.5			(33.9		)	47.1
Net cash provided by (used in) operating activities	(94.5		)	(31.4		)	280.7			9.2			164.0
Investing activities:
Proceeds from railcar lease fleet sales owned more than one year	—			1,184.6			180.0			(1,189.6		)	175.0
Proceeds from dispositions of property and other assets	—			6.3			13.2			—			19.5
Capital expenditures – leasing	—			(911.4		)	(1,132.5		)	1,189.6			(854.3		)
Capital expenditures – manufacturing and other	(4.0		)	(31.7		)	(27.6		)	—			(63.3		)
(Increase) decrease in investment in partially-owned subsidiaries	—			1.6			—			(1.6		)	—
Other	—			—			(0.2		)	—			(0.2		)
Net cash (used in) provided by investing activities	(4.0		)	249.4			(967.1		)	(1.6		)	(723.3		)
Financing activities:
Payments to retire debt	(750.0		)	—			(610.8		)	—			(1,360.8		)
Proceeds from issuance of debt	825.0			—			1,185.2			—			2,010.2
Shares repurchased	(154.9		)	—			—			—			(154.9		)
Dividends paid to common shareholders	(60.8		)	—			—			—			(60.8		)
Purchase of shares to satisfy employee tax on vested stock	(8.0		)	—			—			—			(8.0		)
Distributions to noncontrolling interest	—			—			(2.1		)	—			(2.1		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			(1.6		)	1.6			—
Change in intercompany financing between entities	179.9			(219.8		)	49.1			(9.2		)	—
Net cash (used in) provided by financing activities	31.2			(219.8		)	619.8			(7.6		)	423.6
Net decrease in cash, cash equivalents, and restricted cash	(67.3		)	(1.8		)	(66.6		)	—			(135.7		)
Cash, cash equivalents, and restricted cash at beginning of period	154.7			4.1			192.0			—			350.8
Cash, cash equivalents, and restricted cash at end of period	$	87.4		$	2.3		$	125.4		$	—		$	215.1

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Operating activities:
Net income	$	132.0		$	141.6		$	134.6		$	(272.8	)	$	135.4
Income (loss) from discontinued operations	12.6			—			(67.0		)	—			(54.4		)
Equity in earnings of subsidiaries, net of taxes	(247.7		)	(35.2		)	(20.2		)	303.1			—
Other	(39.5		)	29.0			132.9			(23.9		)	98.5
Net cash (used in) provided by operating activities – continuing operations	(142.6		)	135.4			180.3			6.4			179.5
Net cash (used in) provided by operating activities – discontinued operations	(12.6		)	—			153.0			—			140.4
Net cash (used in) provided by operating activities	(155.2		)	135.4			333.3			6.4			319.9
Investing activities:
Decrease in short-term marketable securities	319.5			—			—			—			319.5
Proceeds from railcar lease fleet sales owned more than one year	—			707.8			63.3			(647.7		)	123.4
Proceeds from dispositions of property and other assets	0.2			3.8			2.9			—			6.9
Capital expenditures – leasing	—			(611.9		)	(711.6		)	647.7			(675.8		)
Capital expenditures – manufacturing and other	(11.6		)	(9.9		)	(8.5		)	—			(30.0		)
(Increase) decrease in investment in partially-owned subsidiaries	—			7.1			—			(7.1		)	—
Other	—			—			(1.9		)	—			(1.9		)
Net cash (used in) provided by investing activities – continuing operations	308.1			96.9			(655.8		)	(7.1		)	(257.9		)
Net cash used in investing activities – discontinued operations	—			—			(53.1		)	—			(53.1		)
Net cash (used in) provided by investing activities	308.1			96.9			(708.9		)	(7.1		)	(311.0		)
Financing activities:
Payments to retire debt	(647.6		)	(1.8		)	(89.5		)	—			(738.9		)
Proceeds from issuance of debt	—			—			561.3			—			561.3
Shares repurchased	(156.1		)	—			—			—			(156.1		)
Dividends paid to common shareholders	(58.1		)	—			—			—			(58.1		)
Purchase of shares to satisfy employee tax on vested stock	(11.5		)	—			—			—			(11.5		)
Distributions to noncontrolling interest	—			—			(10.3		)	—			(10.3		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			7.1			(7.1		)	—
Change in intercompany financing between entities	289.6			(161.9		)	(135.5		)	7.8			—
Other	—			—			(3.2		)	—			(3.2		)
Net cash (used in) provided by financing activities	(583.7		)	(163.7		)	329.9			0.7			(416.8		)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(430.8		)	68.6			(45.7		)	—			(407.9		)
Cash, cash equivalents, and restricted cash at beginning of period	763.9			1.6			208.3			—			973.8
Cash, cash equivalents, and restricted cash at end of period	$	333.1		$	70.2		$	162.6		$	—		$	565.9

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Summary of Significant Accounting Policies Warranties (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Jun. 30, 2019	Dec. 31, 2018	Jun. 30, 2018	Dec. 31, 2017
Product Warranty Liability [Line Items]
Standard Product Warranty Accrual	$ 9.8	$ 7.2	$ 9.8	$ 7.2	$ 8.3	$ 7.4	$ 10.5	$ 10.1
Standard Product Warranty Accrual, Decrease for Payments	(1.7)	(1.1)	(3.2)	(2.9)
Standard Product Warranty Accrual, Period Increase (Decrease)	3.2	(2.1)	5.8	(0.2)
Standard Product Warranty Accrual, Increase (Decrease) for Preexisting Warranties	$ 0.0	$ (0.1)	$ (0.2)	$ 0.2
Minimum
Product Warranty Liability [Line Items]
Product Warranty Period			1 year
Maximum
Product Warranty Liability [Line Items]
Product Warranty Period			5 years

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Summary of Significant Accounting Policies Revenue Recognition and Remaining performance obligation (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract Receivable	$ 6.2	$ 10.2
Rail Group | Railcars
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 2,445.7
Revenue, remaining performance obligation expected to be delivered in current year	33.00%
Rail Group | Railcars | External Customers
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 1,628.3
Rail Group | Railcars | Leasing
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	817.4
Rail Group | Maintenance services
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 44.9
Revenue, remaining performance obligation expected to be delivered in current year	49.00%
Railcar Leasing and Management Services Group
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 90.0
Revenue, remaining performance obligation expected to be delivered in current year	5.00%

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Railcar Leasing and Management Services Group - Future contractual minimum rental revenues on leases (Details) - Railcar Leasing and Management Services Group $ in Millions	Sep. 30, 2019 USD ($)
Future contractual minimum rental revenue
Operating Leases, Future Minimum Payments Receivable, Remainder of Fiscal Year	$ 149.4
Operating Leases, Future Minimum Payments Receivable, in Two Years	521.3
Operating Leases, Future Minimum Payments Receivable, in Three Years	413.0
Operating Leases, Future Minimum Payments Receivable, in Four Years	314.8
Operating Leases, Future Minimum Payments Receivable, in Five Years	217.1
Thereafter	388.2
Total	2,003.8
Railroad Transportation Equipment
Future contractual minimum rental revenue
Operating Leases, Future Minimum Payments Receivable, Remainder of Fiscal Year	146.8
Operating Leases, Future Minimum Payments Receivable, in Two Years	513.4
Operating Leases, Future Minimum Payments Receivable, in Three Years	406.9
Operating Leases, Future Minimum Payments Receivable, in Four Years	310.3
Operating Leases, Future Minimum Payments Receivable, in Five Years	214.9
Thereafter	387.4
Total	$ 1,979.7

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Debt - Components of debt (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	$ 474.8	$ 399.7
Unamortized Debt Issuance Expense	2.1	2.3
Debt and Lease Obligation	472.7	397.4
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	4,245.3	3,664.2
Non-Recourse Debt, Debt Issuance Costs	32.8	32.4
Non-recourse debt	4,212.5	3,631.8
Total debt	4,685.2	4,029.2
Long-term Debt, Fair Value	4,911.0	4,041.9
Corporate Segment [Member]
Debt Instrument [Line Items]
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	474.8	399.7
Unamortized Debt Issuance Expense	2.1	2.3
Long-term Debt, Fair Value	482.1	343.7
Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-recourse debt	4,212.5	3,631.8
Senior Notes [Member] | Corporate Segment [Member]
Debt Instrument [Line Items]
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	399.8	399.7
Long-term Debt, Fair Value	$ 407.1	343.7
Revolving Credit Facility [Member] | Line of Credit [Member] | Corporate Segment [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	1.50%
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	$ 75.0	0.0
Long-term Debt, Fair Value	75.0	0.0
Partially-Owned Subsidiaries [Member]
Debt Instrument [Line Items]
Non-recourse debt	1,289.3	1,315.2
Partially-Owned Subsidiaries [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	1,300.6	1,327.9
Non-Recourse Debt, Debt Issuance Costs	11.3	12.7
Non-recourse debt	1,289.3	1,315.2
Long-term Debt, Fair Value	1,393.0	1,333.9
Partially-Owned Subsidiaries [Member] | TRL 2012 Secured Railcar Equipment Notes - RIV 2013 [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	376.8	386.2
Long-term Debt, Fair Value	387.4	370.9
Partially-Owned Subsidiaries [Member] | TRIP Master Funding Secured Railcar Equipment Notes [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	923.8	941.7
Long-term Debt, Fair Value	1,005.6	963.0
Wholly Owned Subsidiaries [Member]
Debt Instrument [Line Items]
Non-recourse debt	2,923.2	2,316.6
Wholly Owned Subsidiaries [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	2,944.7	2,336.3
Non-Recourse Debt, Debt Issuance Costs	21.5	19.7
Non-recourse debt	2,923.2	2,316.6
Long-term Debt, Fair Value	3,035.9	2,364.3
Wholly Owned Subsidiaries [Member] | 2006 Secured Railcar Equipment Notes [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	114.7	133.4
Long-term Debt, Fair Value	120.0	138.0
Wholly Owned Subsidiaries [Member] | 2009 Secured Railcar Equipment Notes [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	150.7	159.7
Long-term Debt, Fair Value	174.6	174.0
Wholly Owned Subsidiaries [Member] | 2010 Secured Railcar Equipment Notes [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	251.2	257.0
Long-term Debt, Fair Value	270.6	264.0
Wholly Owned Subsidiaries [Member] | 2017 Secured Railcar Equipment Notes [Member] [Domain] | Promissory Notes [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross	635.4	660.2
Long-term Debt, Fair Value	635.4	660.2
Wholly Owned Subsidiaries [Member] | 2018 Secured Railcar Equipment Notes [Domain] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	457.3	472.2
Long-term Debt, Fair Value	478.3	475.2
Wholly Owned Subsidiaries [Member] | TRIHC 2018 Secured Railcar Equipment Notes [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	268.3	279.0
Long-term Debt, Fair Value	275.2	278.1
Wholly Owned Subsidiaries [Member] | 2019 Secured Railcar Equipment Notes [Domain] [Domain] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	521.3	0.0
Long-term Debt, Fair Value	$ 536.0	0.0
TILC [Member] | Revolving Credit Facility [Member] | TILC Warehouse Facility [Member] | Line of Credit [Member] | Railcar Leasing and Management Services Group [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	3.69%
Long-term Line of Credit	$ 545.8	374.8
Long-term Debt, Fair Value	$ 545.8	$ 374.8
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Corporate Segment [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	1.25%

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Employee Retirement Plans - Components of net retirement cost (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Components of Net Retirement Cost
Service cost	$ 0.0	$ 0.0	$ 0.1	$ 0.1
Interest	5.0	4.6	14.8	13.7
Expected return on plan assets	(5.8)	(6.9)	(17.3)	(20.6)
Amortization of actuarial loss	1.2	1.3	3.4	3.6
Net periodic benefit cost	0.4	(1.0)	1.0	(3.2)
Profit sharing	3.1	2.6	8.3	7.6
Net expense	$ 3.5	$ 1.6	$ 9.3	$ 4.4

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Derivative Instruments and Fair Value Accounting Derivative Effect on Interest (Details) - Interest Expense [Member] - Designated as Hedging Instrument [Member] - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Interest Rate Swap, Expired, 2006 Secured Railcar Equipment Notes [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	$ 0.0	$ 0.0	$ (0.1)	$ (0.1)
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net	(0.1)		(0.1)
Interest Rate Swap, Expired, 2018 Secured Railcar Equipment Notes [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.1	0.0	0.2	0.0
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net	0.2		0.2
Interest Rate Swap, Expired, TRIP Holdings Warehouse Loan [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.5	0.5	1.5	1.7
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net	2.0		2.0
Interest Rate Swap, Expired, TRIP Master Funding Secured Railcar Equipment Notes [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.1	0.1	0.2	0.2
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net	0.2		0.2
Interest Rate Cap [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.0	0.0	(0.1)	0.0
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net	(0.1)		(0.1)
Interest Rate Swap [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.6	$ 0.0	1.9	$ 0.0
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net	$ 2.6		$ 2.6

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Partially-Owned Leasing Subsidiaries - Narrative (Details)	9 Months Ended
	Sep. 30, 2019 USD ($) board_member subsidiary
Noncontrolling Interest [Line Items]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	5.00%
Partially-owned subsidiaries
Noncontrolling Interest [Line Items]
Trinity guarantees of subsidiary-related activities | $	$ 0
Railcar Leasing and Management Services Group | Partially-owned subsidiaries
Noncontrolling Interest [Line Items]
Number of subsidiaries | subsidiary	2
Number of board members | board_member	7
Number of TILC designated board members | board_member	2
Partially-owned subsidiaries | Railcar Leasing and Management Services Group
Noncontrolling Interest [Line Items]
Carrying value of investment in partially-owned subsidiaries | $	$ 186,800,000
Weighted average ownership	38.00%
Weighted average ownership interest by institutional investors	62.00%

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Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Operating activities:
Net income	$ 114.6	$ 135.4
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent	(2.3)	54.4
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	210.5	184.3
Stock-based compensation expense	21.4	21.8
Provision for deferred income taxes	38.5	36.4
Net gains on railcar lease fleet sales owned more than one year at the time of sale	(44.7)	(21.0)
Gains on dispositions of property and other assets	(2.5)	(3.1)
Non-cash interest expense	10.4	15.0
Other	(4.3)	(1.3)
Changes in operating assets and liabilities:
(Increase) decrease in receivables	(8.8)	(34.4)
(Increase) decrease in inventories	(108.2)	(78.5)
(Increase) decrease in other assets	(68.6)	(56.5)
Increase (decrease) in accounts payable	38.7	39.2
Increase (decrease) in accrued liabilities	(28.8)	(2.8)
Increase (decrease) in other liabilities	(6.5)	(0.6)
Net Cash Provided by (Used in) Operating Activities, Continuing Operations	164.0	179.5
Cash Provided by (Used in) Operating Activities, Discontinued Operations	0.0	140.4
Net cash provided (required) by operating activities	164.0	319.9
Investing activities:
Decrease in short-term marketable securities	0.0	319.5
Proceeds from dispositions of property and other assets	19.5	6.9
Proceeds from railcar lease fleet sales owned more than one year at the time of sale	175.0	123.4
Payments to Acquire Leasing Assets Net of Sold Railcars Owned One Year or Less	854.3	675.8
Capital expenditures – manufacturing and other	(63.3)	(30.0)
Other	(0.2)	(1.9)
Net Cash Provided by (Used in) Investing Activities, Continuing Operations	(723.3)	(257.9)
Cash Provided by (Used in) Investing Activities, Discontinued Operations	0.0	(53.1)
Net cash provided (required) by investing activities	(723.3)	(311.0)
Financing activities:
Payments to retire debt	(1,360.8)	(738.9)
Proceeds from issuance of debt	2,010.2	561.3
Shares repurchased	(154.9)	(156.1)
Dividends paid to common shareholders	(60.8)	(58.1)
Purchase of shares to satisfy employee tax on vested stock	(8.0)	(11.5)
Distributions to noncontrolling interest	(2.1)	(10.3)
Other	0.0	(3.2)
Net cash provided (required) by financing activities	423.6	(416.8)
Net decrease in cash, cash equivalents, and restricted cash	(135.7)	(407.9)
Cash, cash equivalents, and restricted cash at beginning of period	350.8	973.8
Cash, cash equivalents, and restricted cash at end of period	$ 215.1	$ 565.9

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Financial Statements for Guarantors of the Senior Notes - Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Condensed Income Statements, Captions [Line Items]
Revenues	$ 813.6			$ 606.9			$ 2,154.4	$ 1,774.1
Cost of revenues	649.1			466.5			1,691.0	1,348.3
Selling, engineering, and administrative expenses	62.1			75.6			191.5	224.6
Gains on dispositions of property	17.9			10.4			47.2	24.1
Cost of revenues and operating costs	693.3			531.7			1,835.3	1,548.8
Total operating profit	120.3			75.2			319.1	225.3
Other Nonoperating Expense	54.0			40.0			161.0	119.4
Equity in earnings of subsidiaries, net of taxes	0.0			0.0			0.0	0.0
Income before income taxes	66.3			35.2			158.1	105.9
Provision (benefit) for income taxes	18.2			6.7			41.2	24.9
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	48.1			28.5			116.9	81.0
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	(0.4)			(0.2)			(2.3)	54.4
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	47.7	$ 36.8	$ 30.1	28.3	$ 65.5	$ 41.6	114.6	135.4
Net Income (Loss) Attributable to Noncontrolling Interest	(1.3)			0.6			(1.4)	3.4
Net Income (Loss) Attributable to Parent	49.0			27.7			116.0	132.0
Other Comprehensive Income (Loss), Net of Tax	(2.7)	$ (6.2)	$ (3.8)	2.1	$ (0.5)	$ 1.9	(12.7)	3.5
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	45.0			30.4			101.9	138.9
Comprehensive income attributable to noncontrolling interest	(0.9)			0.9			(0.4)	4.5
Comprehensive income attributable to Trinity Industries, Inc.	45.9			29.5			102.3	134.4
Reportable legal entities | Parent
Condensed Income Statements, Captions [Line Items]
Revenues	0.0			0.0			0.0	0.0
Cost of revenues	1.1			1.6			2.3	2.3
Selling, engineering, and administrative expenses	24.0			35.6			71.3	109.9
Gains on dispositions of property	(0.2)			0.0			(0.2)	1.4
Cost of revenues and operating costs	25.3			37.2			73.8	110.8
Total operating profit	(25.3)			(37.2)			(73.8)	(110.8)
Other (income) expense	(0.6)			(3.9)			0.0	(1.4)
Equity in earnings of subsidiaries, net of taxes	75.6			63.8			195.4	247.7
Income before income taxes	50.9			30.5			121.6	138.3
Provision (benefit) for income taxes	1.4			(5.3)			3.5	(6.3)
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	49.5			35.8			118.1	144.6
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	(0.5)			(8.1)			(2.1)	(12.6)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	49.0			27.7			116.0	132.0
Net Income (Loss) Attributable to Noncontrolling Interest	0.0			0.0			0.0	0.0
Net Income (Loss) Attributable to Parent	49.0			27.7			116.0	132.0
Other Comprehensive Income (Loss), Net of Tax	0.9			1.4			2.5	1.8
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	49.9			29.1			118.5	133.8
Comprehensive income attributable to noncontrolling interest	0.0			0.0			0.0	0.0
Comprehensive income attributable to Trinity Industries, Inc.	49.9			29.1			118.5	133.8
Reportable legal entities | Combined Guarantor Subsidiaries
Condensed Income Statements, Captions [Line Items]
Revenues	566.3			449.0			1,492.7	1,288.6
Cost of revenues	466.8			375.2			1,246.1	1,059.1
Selling, engineering, and administrative expenses	24.2			28.3			77.6	84.0
Gains on dispositions of property	11.3			8.4			20.4	18.5
Cost of revenues and operating costs	479.7			395.1			1,303.3	1,124.6
Total operating profit	86.6			53.9			189.4	164.0
Other (income) expense	4.8			8.4			14.6	24.2
Equity in earnings of subsidiaries, net of taxes	6.0			8.0			32.0	35.2
Income before income taxes	87.8			53.5			206.8	175.0
Provision (benefit) for income taxes	21.5			8.4			46.9	33.4
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	66.3			45.1			159.9	141.6
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0.0			0.0			0.0	0.0
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	66.3			45.1			159.9	141.6
Net Income (Loss) Attributable to Noncontrolling Interest	0.0			0.0			0.0	0.0
Net Income (Loss) Attributable to Parent	66.3			45.1			159.9	141.6
Other Comprehensive Income (Loss), Net of Tax	0.0			0.0			0.0	0.0
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	66.3			45.1			159.9	141.6
Comprehensive income attributable to noncontrolling interest	0.0			0.0			0.0	0.0
Comprehensive income attributable to Trinity Industries, Inc.	66.3			45.1			159.9	141.6
Reportable legal entities | Combined Non-Guarantor Subsidiaries
Condensed Income Statements, Captions [Line Items]
Revenues	311.3			231.5			853.1	692.4
Cost of revenues	254.7			171.9			664.3	515.3
Selling, engineering, and administrative expenses	13.9			11.7			42.6	30.7
Gains on dispositions of property	6.8			2.0			27.0	4.2
Cost of revenues and operating costs	261.8			181.6			679.9	541.8
Total operating profit	49.5			49.9			173.2	150.6
Other (income) expense	50.1			35.5			146.7	96.6
Equity in earnings of subsidiaries, net of taxes	8.1			7.3			19.7	20.2
Income before income taxes	7.5			21.7			46.2	74.2
Provision (benefit) for income taxes	1.0			2.4			3.3	6.6
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	6.5			19.3			42.9	67.6
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0.1			7.9			(0.2)	67.0
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	6.6			27.2			42.7	134.6
Net Income (Loss) Attributable to Noncontrolling Interest	0.0			0.0			0.0	0.0
Net Income (Loss) Attributable to Parent	6.6			27.2			42.7	134.6
Other Comprehensive Income (Loss), Net of Tax	(3.6)			0.7			(15.2)	1.7
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	3.0			27.9			27.5	136.3
Comprehensive income attributable to noncontrolling interest	0.0			0.0			0.0	0.0
Comprehensive income attributable to Trinity Industries, Inc.	3.0			27.9			27.5	136.3
Eliminations
Condensed Income Statements, Captions [Line Items]
Revenues	(64.0)			(73.6)			(191.4)	(206.9)
Cost of revenues	(73.5)			(82.2)			(221.7)	(228.4)
Selling, engineering, and administrative expenses	0.0			0.0			0.0	0.0
Gains on dispositions of property	0.0			0.0			0.0	0.0
Cost of revenues and operating costs	(73.5)			(82.2)			(221.7)	(228.4)
Total operating profit	9.5			8.6			30.3	21.5
Other (income) expense	(0.3)			0.0			(0.3)	0.0
Equity in earnings of subsidiaries, net of taxes	(89.7)			(79.1)			(247.1)	(303.1)
Income before income taxes	(79.9)			(70.5)			(216.5)	(281.6)
Provision (benefit) for income taxes	(5.7)			1.2			(12.5)	(8.8)
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	(74.2)			(71.7)			(204.0)	(272.8)
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	0.0			0.0			0.0	0.0
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	(74.2)			(71.7)			(204.0)	(272.8)
Net Income (Loss) Attributable to Noncontrolling Interest	(1.3)			0.6			(1.4)	3.4
Net Income (Loss) Attributable to Parent	(72.9)			(72.3)			(202.6)	(276.2)
Other Comprehensive Income (Loss), Net of Tax	0.0			0.0			0.0	0.0
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	(74.2)			(71.7)			(204.0)	(272.8)
Comprehensive income attributable to noncontrolling interest	(0.9)			0.9			(0.4)	4.5
Comprehensive income attributable to Trinity Industries, Inc.	$ (73.3)			$ (72.6)			$ (203.6)	$ (277.3)

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Consolidated Statements of Comprehensive Income (unaudited) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Comprehensive Income [Abstract]
Net income	$ 47.7	$ 28.3	$ 114.6	$ 135.4
Derivative financial instruments:
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax	(4.6)	0.2	(18.1)	0.1
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax	1.0	0.4	2.9	1.7
Currency translation adjustment	0.0	0.5	0.0	(1.0)
Defined benefit plans:
Amortization of net actuarial losses, net of tax benefit	0.9	1.0	2.5	2.7
Other comprehensive income	(2.7)	2.1	(12.7)	3.5
Comprehensive income	45.0	30.4	101.9	138.9
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	(0.9)	0.9	(0.4)	4.5
Comprehensive income attributable to Trinity Industries, Inc.	$ 45.9	$ 29.5	$ 102.3	$ 134.4

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Common Stock and Stock-Based Compensation Stockholders Equity (Details) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018	Nov. 16, 2018	Dec. 31, 2017
Share Repurchases [Line Items]
Stock Repurchase Program, Authorized Amount			$ 350.0							$ 500.0
Stock Repurchase Program, Number of Shares Authorized to be Repurchased			13,700,000
Accelerated Share Repurchase Program, Authorized Amount									$ 350.0
Shares repurchased	$ 100.9	$ 44.0	$ 19.0	$ 50.0	$ 50.1	$ 50.0		$ 150.1
Stock Repurchase Program, Remaining Authorized Repurchase Amount	$ 186.1						$ 186.1
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased	5,500,000						5,500,000
Share-based Payment Arrangement, Cash Used to Settle Award							$ 9.0
Additional Paid-in Capital [Member]
Share Repurchases [Line Items]
Treasury Stock, Shares, Acquired							2,607,172
Shares repurchased	$ 8.6		$ (70.0)				$ 70.0
Treasury Stock [Member]
Share Repurchases [Line Items]
Treasury Stock, Shares, Acquired	5,171,489	2,100,000	3,500,000	1,356,484	1,500,000	1,500,000	10,778,492	4,327,158
Shares repurchased	$ 100.9	$ 44.0	$ 89.0	$ 50.0	$ 50.1	$ 50.0	$ 233.9

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Consolidated Statement of Stockholders' Equity (unaudited) - USD ($) $ in Millions	Total	Common Stock	Capital in Excess of Par Value	Retained Earnings	Accumulated Other Comprehensive Loss	Treasury Stock	Trinity Stockholders’ Equity	Noncontrolling Interest
Common Stock, Shares, Issued		(150,900,000)				(100,000)
Beginning balance at Dec. 31, 2017	$ 4,858.0	$ 1.6	$ 482.5	$ 4,123.4	$ (104.8)	$ (1.6)	$ 4,501.1	$ 356.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	41.6			40.2			40.2	1.4
Other comprehensive (loss) income	1.9				1.5		1.5	0.4
Dividends, Common Stock, Cash	(19.4)			(19.4)			(19.4)
Stock-based compensation	6.2		6.2				6.2
Restricted shares, net, (in shares)						(100,000)
Shares repurchased, shares						(1,500,000)
Shares repurchased	(50.0)					$ (50.0)	(50.0)
Stock options exercised	0.1		0.1				0.1
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	2.0		3.9			(1.9)	2.0
Distributions to noncontrolling interest	(5.8)						0.0	(5.8)
Cumulative effect of new accounting principle	0.0			18.7	(18.7)		0.0
Ending balance at Mar. 31, 2018	4,834.6	1.6	492.7	4,162.9	(122.0)	(53.5)	4,481.7	352.9
Beginning balance at Dec. 31, 2017	4,858.0	1.6	482.5	4,123.4	(104.8)	$ (1.6)	4,501.1	356.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	135.4
Other comprehensive (loss) income	3.5
Stock-based compensation	21.8
Shares repurchased, shares						(4,327,158)
Shares repurchased	(150.1)
Ending balance at Sep. 30, 2018	4,643.4	$ 1.5	250.2	4,216.1	(121.1)	$ (54.4)	4,292.3	351.1
Common Stock, Shares, Issued		(150,900,000)				(1,700,000)
Beginning balance at Mar. 31, 2018	4,834.6	$ 1.6	492.7	4,162.9	(122.0)	$ (53.5)	4,481.7	352.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	65.5			64.1			64.1	1.4
Other comprehensive (loss) income	(0.5)				(0.9)		(0.9)	0.4
Dividends, Common Stock, Cash	(19.6)			(19.6)			(19.6)
Stock-based compensation	8.0		8.0				8.0
Restricted shares, net, (in shares)		200,000				(300,000)
Shares repurchased, shares						(1,500,000)
Shares repurchased	(50.1)					$ (50.1)	(50.1)
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	(8.6)		4.2			$ (12.8)	(8.6)
Distributions to noncontrolling interest	(4.5)						0.0	(4.5)
Treasury Stock, Shares, Retired		(3,400,000)				3,400,000
Treasury Stock, Retired, Cost Method, Amount	0.0		(114.8)			$ 114.8	0.0
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt	(152.9)		(152.9)				(152.9)
Stockholders' equity, other	(0.1)	$ (0.1)					(0.1)
Ending balance at Jun. 30, 2018	4,671.8	$ 1.5	237.2	4,207.4	(122.9)	$ (1.6)	4,321.6	350.2
Common Stock, Shares, Issued		(147,700,000)				(100,000)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	28.3			27.7			27.7	0.6
Other comprehensive (loss) income	2.1				1.8		1.8	0.3
Dividends, Common Stock, Cash	(19.0)			(19.0)			(19.0)
Stock-based compensation	7.6		7.6				7.6
Restricted shares, net, (in shares)						0
Shares repurchased, shares						(1,356,484)
Shares repurchased	(50.0)					$ (50.0)	(50.0)
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	2.6		5.4			(2.8)	2.6
Ending balance at Sep. 30, 2018	4,643.4	$ 1.5	250.2	4,216.1	(121.1)	$ (54.4)	4,292.3	351.1
Common Stock, Shares, Issued		(147,700,000)				(1,500,000)
Common Stock, Shares, Issued		(133,300,000)				(100,000)
Beginning balance at Dec. 31, 2018	2,562.0	$ 1.3	1.2	2,326.1	(116.8)	$ (1.0)	2,210.8	351.2
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	30.1			30.6			30.6	(0.5)
Other comprehensive (loss) income	(3.8)				(4.1)		(4.1)	0.3
Dividends, Common Stock, Cash	(22.3)			(22.3)			(22.3)
Stock-based compensation	5.5		5.5				5.5
Shares repurchased, shares						(3,500,000)
Shares repurchased	(19.0)		70.0			$ (89.0)	(19.0)
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	(0.5)		0.6			(1.1)	(0.5)
Distributions to noncontrolling interest	(0.4)						0.0	(0.4)
Cumulative effect of new accounting principle	13.7			13.7			13.7
Stockholders' equity, other	(0.2)			(0.2)			(0.2)
Ending balance at Mar. 31, 2019	2,565.1	1.3	77.3	2,347.9	(120.9)	(91.1)	2,214.5	350.6
Beginning balance at Dec. 31, 2018	2,562.0	1.3	$ 1.2	2,326.1	(116.8)	$ (1.0)	2,210.8	351.2
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	114.6
Other comprehensive (loss) income	(12.7)							1.0
Stock-based compensation	21.4
Shares repurchased, shares			(2,607,172)			(10,778,492)
Shares repurchased			$ (70.0)			$ (233.9)
Ending balance at Sep. 30, 2019	2,459.3	$ 1.3	0.0	2,342.1	(130.5)	$ (102.3)	2,110.6	348.7
Common Stock, Shares, Issued		(133,300,000)				(3,600,000)
Beginning balance at Mar. 31, 2019	2,565.1	$ 1.3	77.3	2,347.9	(120.9)	$ (91.1)	2,214.5	350.6
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	36.8			36.4			36.4	0.4
Other comprehensive (loss) income	(6.2)				(6.5)		(6.5)	0.3
Dividends, Common Stock, Cash	(21.6)			(21.6)			(21.6)
Stock-based compensation	7.5		7.5				7.5
Restricted shares, net, (in shares)		700,000				(500,000)
Shares repurchased, shares						(2,100,000)
Shares repurchased	(44.0)					$ (44.0)	(44.0)
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	(7.5)		1.0			$ (8.5)	(7.5)
Distributions to noncontrolling interest	(0.5)						0.0	(0.5)
Treasury Stock, Shares, Retired		(6,100,000)				6,100,000
Treasury Stock, Retired, Cost Method, Amount	0.0		(85.8)	(56.9)		$ (142.7)	0.0
Ending balance at Jun. 30, 2019	2,529.6	$ 1.3	0.0	2,305.8	(127.4)	$ (0.9)	2,178.8	350.8
Common Stock, Shares, Issued		(127,900,000)				(100,000)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	47.7			49.0			49.0	(1.3)
Other comprehensive (loss) income	(2.7)				(3.1)		(3.1)	0.4
Dividends, Common Stock, Cash	(21.3)			(21.3)			(21.3)
Stock-based compensation	8.4		8.4				8.4
Restricted shares, net, (in shares)		0				0
Shares repurchased, shares						(5,171,489)
Shares repurchased	(100.9)		(8.6)	8.6		$ (100.9)	(100.9)
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	(0.3)		0.2			(0.5)	(0.3)
Distributions to noncontrolling interest	(1.2)						0.0	(1.2)
Ending balance at Sep. 30, 2019	$ 2,459.3	$ 1.3	$ 0.0	$ 2,342.1	$ (130.5)	$ (102.3)	$ 2,110.6	$ 348.7
Common Stock, Shares, Issued		(127,900,000)				(5,300,000)

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Derivative Instruments and Fair Value Accounting

9 Months Ended

Sep. 30, 2019

Fair Value Disclosures [Abstract]

Fair Value Accounting

Note 3. Derivative Instruments and Fair Value Accounting

Derivative Instruments

We use derivative instruments to mitigate the impact of changes in interest rates, both in anticipation of future debt issuances and to offset interest rate variability of certain floating rate debt issuances outstanding. We also may use derivative instruments to mitigate the impact of changes in natural gas and diesel fuel prices and changes in foreign currency exchange rates. Derivative instruments that are designated and qualify as cash flow hedges are accounted for by recording the effective portion of the gain or loss on the derivative instrument in accumulated other comprehensive loss ("AOCL") as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. We continuously monitor our derivative positions and the credit ratings of our counterparties and do not anticipate losses due to non-performance. See Note 8 for a description of our debt instruments.

Interest Rate Hedges

					Included in accompanying balance sheet at September 30, 2019
	Notional Amount		Interest Rate (1)		Asset/(Liability)			AOCL – loss/ (income)			Noncontrolling Interest
	(in millions, except %)
Expired hedges:
2006 secured railcar equipment notes	$	200.0	4.87	%	$	—		$	(0.2	)	$	—
2018 secured railcar equipment notes	$	249.3	4.41	%	$	—		$	1.1		$	—
TRIP Holdings warehouse loan	$	788.5	3.60	%	$	—		$	2.4		$	3.3
TRIP Master Funding secured railcar equipment notes	$	34.8	2.62	%	$	—		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	169.3	3.00	%	$	—		$	(0.7	)	$	—
Open hedge:
2017 promissory notes - interest rate swap	$	578.6	2.68	%	$	(34.1	)	$	34.0		$	—

⁽¹⁾ Weighted average fixed interest rate, except for the interest rate cap on the 2017 promissory notes.

	Effect on interest expense-increase/(decrease)
	Three Months Ended September 30,				Nine Months Ended September 30,						Expected effect during next twelve months(1)
	2019		2018		2019			2018
	(in millions)
Expired hedges:
2006 secured railcar equipment notes	$	—	$	—	$	(0.1	)	$	(0.1	)	$	(0.1	)
2018 secured railcar equipment notes	$	0.1	$	—	$	0.2		$	—		$	0.2
TRIP Holdings warehouse loan	$	0.5	$	0.5	$	1.5		$	1.7		$	2.0
TRIP Master Funding secured railcar equipment notes	$	0.1	$	0.1	$	0.2		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	—	$	—	$	(0.1	)	$	—		$	(0.1	)
Open hedge:
2017 promissory notes - interest rate swap	$	0.6	$	—	$	1.9		$	—		$	2.6

⁽¹⁾ Based on the fair value of open hedges as of September 30, 2019.

Other Derivatives

The effect of commodity and foreign exchange hedge transactions was immaterial to the Consolidated Financial Statements for all periods presented herein.

Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to establish a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are listed below.

Level 1 — This level is defined as quoted prices in active markets for identical assets or liabilities. Our cash equivalents and restricted cash are instruments of the U.S. Treasury or highly-rated money market mutual funds. The assets measured as Level 1 in the fair value hierarchy are summarized below:

	Level 1
	September 30, 2019		December 31, 2018
	(in millions)
Assets:
Cash equivalents	$	18.8	$	124.9
Restricted cash	117.5		171.6
Total assets	$	136.3	$	296.5

Level 2 — This level is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Interest rate hedges are valued at exit prices obtained from each counterparty. The liabilities measured as Level 2 in the fair value hierarchy are summarized below:

	Level 2
	September 30, 2019		December 31, 2018
	(in millions)
Liabilities:
Interest rate hedge (1)	$	34.1	$	12.9
Total liabilities	$	34.1	$	12.9

⁽¹⁾ Included in accrued liabilities in our Consolidated Balance Sheets.

Level 3 — This level is defined as unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. As of September 30, 2019 and December 31, 2018, we have no assets measured as Level 3 in the fair value hierarchy.

See Note 8 for the estimated fair values of our debt instruments. The fair values of all other financial instruments are estimated to approximate carrying value.

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Property, Plant, and Equipment

9 Months Ended

Sep. 30, 2019

Property, Plant and Equipment [Abstract]

Property, Plant, and Equipment

Property, Plant, and Equipment

The following table summarizes the components of property, plant, and equipment:

	September 30, 2019			December 31, 2018
	(in millions)
Manufacturing/Corporate:
Land	$	25.5		$	24.2
Buildings and improvements	389.0			385.5
Machinery and other	548.9			537.2
Construction in progress	50.4			16.3
	1,013.8			963.2
Less accumulated depreciation	(617.5		)	(592.3		)
	396.3			370.9
Leasing:
Wholly-owned subsidiaries:
Machinery and other	13.8			13.5
Equipment on lease	6,677.9			5,934.8
	6,691.7			5,948.3
Less accumulated depreciation	(1,094.7		)	(971.8		)
	5,597.0			4,976.5
Partially-owned subsidiaries:
Equipment on lease	2,401.0			2,371.9
Less accumulated depreciation	(606.5		)	(557.2		)
	1,794.5			1,814.7
Deferred profit on railcars sold to the Leasing Group	(1,094.7		)	(1,030.0		)
Less accumulated amortization	223.6			202.3
	(871.1		)	(827.7		)
	$	6,916.7		$	6,334.4

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Debt (Tables)

9 Months Ended

Sep. 30, 2019

Debt Disclosure [Abstract]

Components of debt

The carrying amounts and estimated fair values of our long-term debt are as follows:

	September 30, 2019					December 31, 2018
	Carrying Value			Estimated Fair Value		Carrying Value			Estimated Fair Value
	(in millions)
Corporate – Recourse:
Revolving credit facility	$	75.0		$	75.0	$	—		$	—
Senior notes, net of unamortized discount of $0.2 and $0.3	399.8			407.1		399.7			343.7
	474.8			482.1		399.7			343.7
Less: unamortized debt issuance costs	(2.1		)			(2.3		)
Total recourse debt	472.7					397.4
Leasing – Non-recourse:
Wholly-owned subsidiaries:
2006 secured railcar equipment notes	114.7			120.0		133.4			138.0
2009 secured railcar equipment notes	150.7			174.6		159.7			174.0
2010 secured railcar equipment notes	251.2			270.6		257.0			264.0
2017 promissory notes	635.4			635.4		660.2			660.2
2018 secured railcar equipment notes, net of unamortized discount of $0.2 and $0.2	457.3			478.3		472.2			475.2
TRIHC 2018 secured railcar equipment notes, net of unamortized discount of $2.1 and $2.5	268.3			275.2		279.0			278.1
2019 secured railcar equipment notes, net of unamortized discount of $0.2 and $-	521.3			536.0		—			—
TILC warehouse facility	545.8			545.8		374.8			374.8
	2,944.7			3,035.9		2,336.3			2,364.3
Less: unamortized debt issuance costs	(21.5		)			(19.7		)
	2,923.2					2,316.6
Partially-owned subsidiaries:
TRL 2012 secured railcar equipment notes	376.8			387.4		386.2			370.9
TRIP Master Funding secured railcar equipment notes	923.8			1,005.6		941.7			963.0
	1,300.6			1,393.0		1,327.9			1,333.9
Less: unamortized debt issuance costs	(11.3		)			(12.7		)
	1,289.3					1,315.2
Total non–recourse debt	4,212.5					3,631.8
Total debt	$	4,685.2		$	4,911.0	$	4,029.2		$	4,041.9

Remaining principal payments under existing debt agreements

The remaining principal payments under existing debt agreements as of September 30, 2019 are as follows:

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter
	(in millions)
Recourse:
Corporate	$	—	$	—	$	—	$	—	$	75.0	$	400.0
Non-recourse – leasing (Note 6):
2006 secured railcar equipment notes	10.0		29.7		29.1		29.8		16.1		—
2009 secured railcar equipment notes	2.5		6.6		13.4		14.0		11.8		102.4
2010 secured railcar equipment notes	2.6		14.1		20.0		20.9		22.5		171.1
2017 promissory notes	8.3		33.1		33.1		33.2		33.2		494.5
2018 secured railcar equipment notes	5.0		20.0		20.0		20.0		20.0		372.5
TRIHC 2018 secured railcar equipment notes	3.2		10.9		11.9		9.3		11.6		223.5
2019 secured railcar equipment notes	5.3		20.7		22.5		21.5		19.6		431.9
TILC warehouse facility	4.3		17.0		17.0		2.9		—		—
Facility termination payments - TILC warehouse facility	—		—		—		504.6		—		—
TRL 2012 secured railcar equipment notes	4.7		19.3		19.9		19.6		28.5		284.8
TRIP Master Funding secured railcar equipment notes	5.9		32.9		40.4		41.8		37.0		765.8
Total principal payments	$	51.8	$	204.3	$	227.3	$	717.6	$	275.3	$	3,246.5

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Derivative Instruments and Fair Value Accounting Fair Value Tables (Tables)

9 Months Ended

Sep. 30, 2019

Fair Value, Inputs, Level 1 [Member]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

The assets measured as Level 1 in the fair value hierarchy are summarized below:

	Level 1
	September 30, 2019		December 31, 2018
	(in millions)
Assets:
Cash equivalents	$	18.8	$	124.9
Restricted cash	117.5		171.6
Total assets	$	136.3	$	296.5

Fair Value, Inputs, Level 2 [Member]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

The liabilities measured as Level 2 in the fair value hierarchy are summarized below:

	Level 2
	September 30, 2019		December 31, 2018
	(in millions)
Liabilities:
Interest rate hedge (1)	$	34.1	$	12.9
Total liabilities	$	34.1	$	12.9

⁽¹⁾ Included in accrued liabilities in our Consolidated Balance Sheets

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Derivative Instruments and Fair Value Accounting - Assets and liabilities Measured at fair value on recurring basis (Details) - Fair value measurements, recurring - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Level 1
Assets:
Cash equivalents	$ 18.8	$ 124.9
Restricted cash	117.5	171.6
Level 1 | Other assets
Assets:
Assets, Fair Value Disclosure	136.3	296.5
Fair Value, Inputs, Level 2 [Member] | Accrued Liabilities [Member]
Liabilities [Abstract]
Financial and Nonfinancial Liabilities, Fair Value Disclosure	34.1	12.9
Level 3
Assets:
Assets, Fair Value Disclosure	0.0
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | Accrued Liabilities [Member]
Liabilities [Abstract]
Derivative Liability	$ 34.1	$ 12.9

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Railcar Leasing and Management Services Group - Selected consolidating financial information for the Leasing Group (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Consolidating Financial Information
Cash and cash equivalents	$ 97.6	$ 179.2
Property, plant, and equipment, net	6,916.7	6,334.4
Restricted cash	117.5	171.6
Debt:
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	474.8	399.7
Less: unamortized debt issuance costs	(2.1)	(2.3)
Debt and Lease Obligation	472.7	397.4
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	4,245.3	3,664.2
Less: unamortized debt issuance costs	(32.8)	(32.4)
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	4,212.5	3,631.8
Total debt	4,685.2	4,029.2
Deferred Tax Liabilities, Net	769.7	731.6
Railcar Leasing and Management Services Group [Member]
Debt:
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	4,212.5	3,631.8
Operating Segments
Consolidating Financial Information
Property, plant, and equipment, net	7,787.8	7,162.1
Net deferred profit on railcars sold to the Leasing Group
Consolidating Financial Information
Property, plant, and equipment, net	(871.1)	(827.7)
Wholly-owned subsidiaries
Debt:
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	2,923.2	2,316.6
Wholly-owned subsidiaries | Railcar Leasing and Management Services Group [Member]
Debt:
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	2,944.7	2,336.3
Less: unamortized debt issuance costs	(21.5)	(19.7)
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	2,923.2	2,316.6
Wholly-owned subsidiaries | Operating Segments | Railcar Leasing and Management Services Group [Member]
Consolidating Financial Information
Cash and cash equivalents	4.0	6.0
Property, plant, and equipment, net	5,597.0	4,976.5
Restricted cash	86.5	134.9
Debt:
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	0.0	0.0
Less: unamortized debt issuance costs	0.0	0.0
Debt and Lease Obligation	0.0	0.0
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	2,944.7	2,336.3
Less: unamortized debt issuance costs	(21.5)	(19.7)
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	2,923.2	2,316.6
Total debt	2,923.2	2,316.6
Deferred Tax Liabilities, Net	833.5	797.6
Partially-owned subsidiaries
Consolidating Financial Information
Restricted cash	30.9	36.6
Debt:
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	1,289.3	1,315.2
Partially-owned subsidiaries | Railcar Leasing and Management Services Group [Member]
Debt:
Less: unamortized debt issuance costs	(11.3)	(12.7)
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	1,289.3	1,315.2
Partially-owned subsidiaries | Operating Segments | Railcar Leasing and Management Services Group [Member]
Consolidating Financial Information
Cash and cash equivalents	0.0	0.0
Property, plant, and equipment, net	1,794.5	1,814.7
Restricted cash		36.6
Debt:
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	0.0	0.0
Less: unamortized debt issuance costs	0.0	0.0
Debt and Lease Obligation	0.0	0.0
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	1,300.6	1,327.9
Less: unamortized debt issuance costs	(11.3)	(12.7)
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	1,289.3	1,315.2
Total debt	1,289.3	1,315.2
Deferred Tax Liabilities, Net	1.0	1.0
Manufacturing/ Corporate
Consolidating Financial Information
Property, plant, and equipment, net	396.3	370.9
Manufacturing/ Corporate | Operating Segments | Manufacturing/ Corporate
Consolidating Financial Information
Cash and cash equivalents	93.6	173.2
Property, plant, and equipment, net	396.3	370.9
Restricted cash	0.1	0.1
Debt:
Long-term Debt, Net of Unamortized Discount, Gross of Unamortized Debt Issuance Costs	474.8	399.7
Less: unamortized debt issuance costs	(2.1)	(2.3)
Debt and Lease Obligation	472.7	397.4
Non-Recourse Debt, Gross of Issuance Cost, Net of Discount	0.0	0.0
Less: unamortized debt issuance costs	0.0	0.0
Non-recourse debt, net of unamortized discount and unamortized debt issuance costs	0.0	0.0
Total debt	472.7	397.4
Deferred Tax Liabilities, Net	$ (64.8)	$ (67.0)

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Contingencies - Narrative (Details) - USD ($)	Jun. 09, 2015	Sep. 30, 2019
Loss Contingencies [Line Items]
Loss Contingency, Receivable		$ 24,000,000.0
Accrued liabilities
Loss Contingencies [Line Items]
Loss Contingency Accrual		33,800,000
Highway Products Litigation | False Claims Act, USA
Loss Contingencies [Line Items]
Damages awarded by jury verdict	$ 175,000,000.0
Total amount of judgment entered by the District Court	682,400,000
Damages awarded by jury verdict, automatically trebled under the Act	525,000,000.0
Civil penalties included in judgment entered by the District Court	138,400,000
Costs and attorney's fees included in judgment entered by the District Court	$ 19,000,000.0
Highway Products Litigation | State, county, and municipal actions
Loss Contingencies [Line Items]
Loss Contingency Accrual		0
Class Action, Shareholder | Class Action, Shareholder
Loss Contingencies [Line Items]
Loss Contingency Accrual		7,500,000
Loss Contingency Accrual, Net of Insurance Receivable		2,500,000
Environmental and workplace matters
Loss Contingencies [Line Items]
Loss Contingency Accrual		1,400,000
Minimum
Loss Contingencies [Line Items]
Loss Contingency, Estimate of Possible Loss		29,600,000
Maximum
Loss Contingencies [Line Items]
Loss Contingency, Estimate of Possible Loss		$ 46,200,000

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Consolidated Statements of Comprehensive Income (unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Comprehensive Income [Abstract]
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax	$ 1.4	$ 0.0	$ 5.6	$ 0.0
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax	0.3	0.2	0.7	0.1
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, Tax	$ 0.3	$ 0.3	$ 0.9	$ 0.9

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Accumulated Other Comprehensive Loss - Changes in accumulated other comprehensive loss (Details) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ (130.5)						$ (130.5)		$ (116.8)
Changes in accumulated other comprehensive loss
Other comprehensive loss, net of tax, before reclassifications							(18.1)
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax							5.4
Less: noncontrolling interest	2.7	$ 6.2	$ 3.8	$ (2.1)	$ 0.5	$ (1.9)	12.7	$ (3.5)
Other comprehensive income (loss)							(13.7)
Ending balance	2,459.3	2,529.6	2,565.1	4,643.4	4,671.8	4,834.6	2,459.3	4,643.4
Reclassification from AOCI, Current Period, Tax							1.6
Currency translation adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(1.3)						(1.3)		(1.3)
Changes in accumulated other comprehensive loss
Other comprehensive loss, net of tax, before reclassifications							0.0
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax							0.0
Other comprehensive income (loss)							0.0
Reclassification from AOCI, Current Period, Tax							0.0
Unrealized gain/(loss) on derivative financial instruments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(24.5)						(24.5)		(8.3)
Changes in accumulated other comprehensive loss
Other comprehensive loss, net of tax, before reclassifications							(18.1)
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax							2.9
Other comprehensive income (loss)							(16.2)
Reclassification from AOCI, Current Period, Tax							0.7
Accumulated Gain (Loss), Net, Cash Flow Hedge, Noncontrolling Interest [Member]
Changes in accumulated other comprehensive loss
Less: noncontrolling interest							(1.0)
Net actuarial gains/(losses) of defined benefit plans
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(104.7)						(104.7)		(107.2)
Changes in accumulated other comprehensive loss
Other comprehensive loss, net of tax, before reclassifications							0.0
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax							2.5
Other comprehensive income (loss)							2.5
Reclassification from AOCI, Current Period, Tax							0.9
Accumulated Other Comprehensive Loss, noncontrolling interest
Changes in accumulated other comprehensive loss
Less: noncontrolling interest	(0.4)	(0.3)	(0.3)	(0.3)	(0.4)	(0.4)	(1.0)
Ending balance	348.7	350.8	350.6	351.1	350.2	352.9	348.7	351.1
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(130.5)						(130.5)		$ (116.8)
Changes in accumulated other comprehensive loss
Less: noncontrolling interest	3.1	6.5	4.1	(1.8)	0.9	(1.5)
Ending balance	$ (130.5)	$ (127.4)	$ (120.9)	$ (121.1)	$ (122.9)	$ (122.0)	$ (130.5)	$ (121.1)

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2019	Oct. 17, 2019
Cover page.
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2019
Document Transition Report	false
Entity File Number	1-6903
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	75-0225040
Entity Address, Address Line One	2525 N. Stemmons Freeway
Entity Address, City or Town	Dallas,
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75207-2401
City Area Code	214
Local Phone Number	631-4420
Title of 12(b) Security	Common Stock
Entity Trading Symbol	TRN
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		122,685,077
Entity Registrant Name	TRINITY INDUSTRIES INC
Entity Central Index Key	0000099780
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period	Q3
Current Fiscal Year End Date	--12-31

XML

Consolidated Statements of Cash Flows (unaudited) (Parenthetical) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Statement of Cash Flows [Abstract]
Capital expenditures – leasing, net of sold railcars owned one year or less, net cost	$ 210.3	$ 63.2

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Financial Statements for Guarantors of the Senior Notes - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Condensed Financial Statements, Captions [Line Items]
Restricted cash	$ 117.5	$ 171.6
Assets	8,643.1	7,989.2
Combined Non-Guarantor Subsidiaries | Foreign locations
Condensed Financial Statements, Captions [Line Items]
Assets	127.4	116.0
Combined Non-Guarantor Subsidiaries | Non-recourse debt
Condensed Financial Statements, Captions [Line Items]
Collateral securing debt	6,251.1	5,316.2
Combined Non-Guarantor Subsidiaries | Capital lease obligations
Condensed Financial Statements, Captions [Line Items]
Collateral securing debt		67.5
Combined Non-Guarantor Subsidiaries | Reportable legal entities
Condensed Financial Statements, Captions [Line Items]
Restricted cash	92.7	132.9
Assets	$ 7,047.5	$ 6,662.8

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Debt

9 Months Ended

Sep. 30, 2019

Debt Disclosure [Abstract]

Debt

Debt

The carrying amounts and estimated fair values of our long-term debt are as follows:

	September 30, 2019					December 31, 2018
	Carrying Value			Estimated Fair Value		Carrying Value			Estimated Fair Value
	(in millions)
Corporate – Recourse:
Revolving credit facility	$	75.0		$	75.0	$	—		$	—
Senior notes, net of unamortized discount of $0.2 and $0.3	399.8			407.1		399.7			343.7
	474.8			482.1		399.7			343.7
Less: unamortized debt issuance costs	(2.1		)			(2.3		)
Total recourse debt	472.7					397.4
Leasing – Non-recourse:
Wholly-owned subsidiaries:
2006 secured railcar equipment notes	114.7			120.0		133.4			138.0
2009 secured railcar equipment notes	150.7			174.6		159.7			174.0
2010 secured railcar equipment notes	251.2			270.6		257.0			264.0
2017 promissory notes	635.4			635.4		660.2			660.2
2018 secured railcar equipment notes, net of unamortized discount of $0.2 and $0.2	457.3			478.3		472.2			475.2
TRIHC 2018 secured railcar equipment notes, net of unamortized discount of $2.1 and $2.5	268.3			275.2		279.0			278.1
2019 secured railcar equipment notes, net of unamortized discount of $0.2 and $-	521.3			536.0		—			—
TILC warehouse facility	545.8			545.8		374.8			374.8
	2,944.7			3,035.9		2,336.3			2,364.3
Less: unamortized debt issuance costs	(21.5		)			(19.7		)
	2,923.2					2,316.6
Partially-owned subsidiaries:
TRL 2012 secured railcar equipment notes	376.8			387.4		386.2			370.9
TRIP Master Funding secured railcar equipment notes	923.8			1,005.6		941.7			963.0
	1,300.6			1,393.0		1,327.9			1,333.9
Less: unamortized debt issuance costs	(11.3		)			(12.7		)
	1,289.3					1,315.2
Total non–recourse debt	4,212.5					3,631.8
Total debt	$	4,685.2		$	4,911.0	$	4,029.2		$	4,041.9

The estimated fair value of our Senior Notes is based on a quoted market price in a market with little activity as of September 30, 2019 and December 31, 2018 (Level 2 input). The estimated fair values of our 2006, 2009, 2010, 2012, 2018, and 2019 secured railcar equipment notes, TRIHC 2018 LLC ("TRIHC 2018"), and TRIP Rail Master Funding LLC (“TRIP Master Funding”) secured railcar equipment notes are based on our estimate of their fair value as of September 30, 2019 and December 31, 2018 using unobservable input values provided by a third party (Level 3 inputs). The respective carrying values of our revolving credit facility, TILC warehouse facility, and 2017 promissory notes approximate fair value because the interest rate adjusts to the market interest rate.

Revolving Credit Facility — We have a $450.0 million unsecured corporate revolving credit facility that matures in November 2023. During the nine months ended September 30, 2019, we had total borrowings of $825.0 million and total repayments of $750.0 million under the revolving credit facility, with a remaining outstanding balance of $75.0 million as of September 30, 2019. Additionally, we had outstanding letters of credit issued in an aggregate principal amount of $35.5 million, leaving $339.5 million available for borrowing as of September 30, 2019. The outstanding letters of credit as of September 30, 2019 are scheduled to expire in July 2020. Our letters of credit obligations support our various insurance programs and generally renew by their terms each year. The revolving credit facility bears interest at a variable rate based on LIBOR or an alternate base rate at the time of the borrowing and Trinity’s leverage as measured by a consolidated total indebtedness to consolidated EBITDA ratio, and was initially set at LIBOR plus 1.25% (1.50% as of September 30, 2019). A commitment fee accrues on the average daily unused portion of the revolving facility at the rate of 0.175% to 0.30% (0.20% as of September 30, 2019).

The revolving credit facility requires the maintenance of ratios related to minimum interest coverage for the leasing and manufacturing operations and maximum leverage. As of September 30, 2019, we were in compliance with all such financial covenants. Borrowings under the credit facility are guaranteed by certain of our 100%-owned subsidiaries.

TILC Warehouse Loan Facility — The TILC warehouse loan facility was established to finance railcars owned by TILC. During the nine months ended September 30, 2019, we had total borrowings of $663.1 million and total repayments of $492.1 million under the TILC warehouse loan facility, with a remaining outstanding balance of $545.8 million as of September 30, 2019. The entire unused facility amount of $204.2 million was available as of September 30, 2019 based on the amount of warehouse-eligible, unpledged equipment. The warehouse loan facility is a non-recourse obligation and is 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 3.69% at September 30, 2019. Amounts outstanding at maturity, absent renewal, are payable in March 2022.

TRL-2019 — In April 2019, Trinity Rail Leasing 2019 LLC ("TRL-2019"), a Delaware limited liability company and a limited purpose, indirect wholly-owned subsidiary of the Company owned through TILC, issued $528.3 million in Secured Railcar Equipment Notes (the "TRL-2019 Secured Railcar Equipment Notes"). The TRL-2019 Secured Railcar Equipment Notes were issued pursuant to a Master Indenture, dated as of April 10, 2019 between TRL-2019 and U.S. Bank National Association, as indenture trustee. The TRL-2019 Secured Railcar Equipment Notes bear interest at a fixed rate of 3.82%, are payable monthly, and have a stated final maturity date of April 17, 2049. The TRL-2019 Secured Railcar Equipment Notes are obligations of TRL-2019 and are non-recourse to Trinity. The obligations are secured by a portfolio of railcars and operating leases thereon, certain cash reserves, and other assets acquired and owned by TRL-2019. Net proceeds received from the transaction were used to repay approximately $347.0 million of borrowings under TILC’s secured warehouse loan facility, to repay approximately $125.0 million of borrowings under the Company’s revolving credit facility, and for general corporate purposes.

Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 11 of our 2018 Annual Report on Form 10-K.

The remaining principal payments under existing debt agreements as of September 30, 2019 are as follows:

	Remaining three months of 2019		2020		2021		2022		2023		Thereafter
	(in millions)
Recourse:
Corporate	$	—	$	—	$	—	$	—	$	75.0	$	400.0
Non-recourse – leasing (Note 6):
2006 secured railcar equipment notes	10.0		29.7		29.1		29.8		16.1		—
2009 secured railcar equipment notes	2.5		6.6		13.4		14.0		11.8		102.4
2010 secured railcar equipment notes	2.6		14.1		20.0		20.9		22.5		171.1
2017 promissory notes	8.3		33.1		33.1		33.2		33.2		494.5
2018 secured railcar equipment notes	5.0		20.0		20.0		20.0		20.0		372.5
TRIHC 2018 secured railcar equipment notes	3.2		10.9		11.9		9.3		11.6		223.5
2019 secured railcar equipment notes	5.3		20.7		22.5		21.5		19.6		431.9
TILC warehouse facility	4.3		17.0		17.0		2.9		—		—
Facility termination payments - TILC warehouse facility	—		—		—		504.6		—		—
TRL 2012 secured railcar equipment notes	4.7		19.3		19.9		19.6		28.5		284.8
TRIP Master Funding secured railcar equipment notes	5.9		32.9		40.4		41.8		37.0		765.8
Total principal payments	$	51.8	$	204.3	$	227.3	$	717.6	$	275.3	$	3,246.5

Subsequent Event — In October 2019, TRL-2019 issued an additional $386.5 million in Secured Railcar Equipment Notes (the "TRL-2019-2 Secured Railcar Equipment Notes"). The TRL-2019-2 Secured Railcar Equipment Notes consisted of two classes of notes with (i) an aggregate principal amount of $106.9 million of TRL-2019's Series 2019-2 Class A-1 Secured Railcar Equipment Notes (the "Class A-1 Notes"), and (ii) an aggregate principal amount of $279.6 million of TRL-2019's Series 2019-2 Class A-2 Secured Railcar Equipment Notes (the “Class A-2 Notes”). The TRL-2019-2 Secured Railcar Equipment Notes were issued pursuant to a Master Indenture, dated April 10, 2019 between TRL-2019 and U.S. Bank National Association, as indenture trustee, as supplemented by a Series 2019-2 Supplement dated as of October 17, 2019. The Class A-1 Notes and Class A-2 Notes bear interest at fixed rates of 2.39% and 3.10%, respectively, are payable monthly, and have a stated final maturity date of October 17, 2049. The TRL-2019-2 Secured Railcar Equipment Notes are obligations of TRL-2019 and are non-recourse to Trinity. The obligations are secured by a portfolio of railcars and operating leases thereon, certain cash reserves, and other assets acquired and owned by TRL-2019. Net proceeds received from the transaction are being used to repay approximately $167 million in outstanding borrowings under the Leasing Group's secured warehouse loan facility, to repay approximately $125 million in outstanding borrowings under the Company's revolving credit facility, and for general corporate purposes.

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Consolidated Statement of Stockholders' Equity (unaudited) (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Stockholders' Equity [Abstract]
Common Stock, Par Value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01	$ 0.01
Common Stock, Dividends, Per Share, Declared	$ 0.17	$ 0.13	$ 0.51	$ 0.39

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Segment Information

9 Months Ended

Sep. 30, 2019

Segment Reporting [Abstract]

Segment Information

Segment Information

We report our operating results in three principal business segments: (1) the Railcar Leasing and Management Services Group, which owns and operates a fleet of railcars and provides third-party fleet leasing, management, and administrative services; (2) the Rail Products Group, which manufactures and sells railcars and related parts and components, and provides railcar maintenance and modification services; and (3) All Other. The All Other segment includes our highway products business; our logistics businesses; legal, environmental, and maintenance costs associated with non-operating facilities; and other peripheral businesses. Gains and losses from the sale of property, plant, and equipment are included in the operating profit of each respective segment.

Sales and related net profits ("deferred profit") from the Rail Products Group to the Leasing Group are recorded in the Rail Products Group and eliminated in consolidation and are reflected in "Eliminations — Lease Subsidiary" in the tables below. Sales between these groups are recorded at prices comparable to those charged to external customers, taking into consideration quantity, features, and production demand. Amortization of deferred profit on railcars sold to the Leasing Group is included in the operating profit of the Leasing Group, resulting in the recognition of depreciation expense based on our original manufacturing cost of the railcars. Sales of railcars from the lease fleet are included in the Leasing Group, with related gains and losses computed based on the net book value of the original manufacturing cost of the railcars.

The financial information for these segments is shown in the tables below (in millions). We operate principally in North America.

	Three Months Ended September 30, 2019
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	326.2	$	409.0	$	78.4	$	—		$	—		$	—		$	813.6
Intersegment Revenue	0.2		314.0		12.0		—			(314.0		)	(12.2		)	—
Total Revenues	$	326.4	$	723.0	$	90.4	$	—		$	(314.0	)	$	(12.2	)	$	813.6
Operating Profit (Loss)	$	115.7	$	65.4	$	3.9	$	(23.9	)	$	(40.7	)	$	(0.1	)	$	120.3

	Three Months Ended September 30, 2018
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	227.2	$	290.2	$	89.5	$	—		$	—		$	—		$	606.9
Intersegment Revenue	0.3		207.4		12.9		—			(207.4		)	(13.2		)	—
Total Revenues	$	227.5	$	497.6	$	102.4	$	—		$	(207.4	)	$	(13.2	)	$	606.9
Operating Profit (Loss)	$	92.2	$	28.0	$	9.5	$	(37.4	)	$	(18.1	)	$	1.0		$	75.2

	Nine Months Ended September 30, 2019
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	803.3	$	1,125.9	$	225.2	$	—		$	—		$	—		$	2,154.4
Intersegment Revenue	0.6		913.0		40.1		—			(913.0		)	(40.7		)	—
Total Revenues	$	803.9	$	2,038.9	$	265.3	$	—		$	(913.0	)	$	(40.7	)	$	2,154.4
Operating Profit (Loss)	$	306.3	$	184.0	$	16.7	$	(78.1	)	$	(109.5	)	$	(0.3	)	$	319.1

	Nine Months Ended September 30, 2018
	Railcar Leasing and Management Services Group		Rail Products Group		All Other		Corporate			Eliminations — Lease Subsidiary			Eliminations — Other			Consolidated Total
External Revenue	$	614.7	$	919.9	$	239.5	$	—		$	—		$	—		$	1,774.1
Intersegment Revenue	0.8		732.0		32.4		—			(732.0		)	(33.2		)	—
Total Revenues	$	615.5	$	1,651.9	$	271.9	$	—		$	(732.0	)	$	(33.2	)	$	1,774.1
Operating Profit (Loss)	$	255.1	$	128.0	$	27.7	$	(115.0	)	$	(71.3	)	$	0.8		$	225.3

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Property, Plant, and Equipment (Tables)

9 Months Ended

Sep. 30, 2019

Property, Plant and Equipment [Abstract]

Components of property, plant, and equipment

The following table summarizes the components of property, plant, and equipment:

	September 30, 2019			December 31, 2018
	(in millions)
Manufacturing/Corporate:
Land	$	25.5		$	24.2
Buildings and improvements	389.0			385.5
Machinery and other	548.9			537.2
Construction in progress	50.4			16.3
	1,013.8			963.2
Less accumulated depreciation	(617.5		)	(592.3		)
	396.3			370.9
Leasing:
Wholly-owned subsidiaries:
Machinery and other	13.8			13.5
Equipment on lease	6,677.9			5,934.8
	6,691.7			5,948.3
Less accumulated depreciation	(1,094.7		)	(971.8		)
	5,597.0			4,976.5
Partially-owned subsidiaries:
Equipment on lease	2,401.0			2,371.9
Less accumulated depreciation	(606.5		)	(557.2		)
	1,794.5			1,814.7
Deferred profit on railcars sold to the Leasing Group	(1,094.7		)	(1,030.0		)
Less accumulated amortization	223.6			202.3
	(871.1		)	(827.7		)
	$	6,916.7		$	6,334.4

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Derivative Instruments and Fair Value Accounting Derivatives and Hedging (Tables)

9 Months Ended

Sep. 30, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Interest Rate Derivatives [Table Text Block]

					Included in accompanying balance sheet at September 30, 2019
	Notional Amount		Interest Rate (1)		Asset/(Liability)			AOCL – loss/ (income)			Noncontrolling Interest
	(in millions, except %)
Expired hedges:
2006 secured railcar equipment notes	$	200.0	4.87	%	$	—		$	(0.2	)	$	—
2018 secured railcar equipment notes	$	249.3	4.41	%	$	—		$	1.1		$	—
TRIP Holdings warehouse loan	$	788.5	3.60	%	$	—		$	2.4		$	3.3
TRIP Master Funding secured railcar equipment notes	$	34.8	2.62	%	$	—		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	169.3	3.00	%	$	—		$	(0.7	)	$	—
Open hedge:
2017 promissory notes - interest rate swap	$	578.6	2.68	%	$	(34.1	)	$	34.0		$	—

⁽¹⁾ Weighted average fixed interest rate, except for the interest rate cap on the 2017 promissory notes.

Derivative Instruments, Gain (Loss) [Table Text Block]

	Effect on interest expense-increase/(decrease)
	Three Months Ended September 30,				Nine Months Ended September 30,						Expected effect during next twelve months(1)
	2019		2018		2019			2018
	(in millions)
Expired hedges:
2006 secured railcar equipment notes	$	—	$	—	$	(0.1	)	$	(0.1	)	$	(0.1	)
2018 secured railcar equipment notes	$	0.1	$	—	$	0.2		$	—		$	0.2
TRIP Holdings warehouse loan	$	0.5	$	0.5	$	1.5		$	1.7		$	2.0
TRIP Master Funding secured railcar equipment notes	$	0.1	$	0.1	$	0.2		$	0.2		$	0.2
2017 promissory notes - interest rate cap	$	—	$	—	$	(0.1	)	$	—		$	(0.1	)
Open hedge:
2017 promissory notes - interest rate swap	$	0.6	$	—	$	1.9		$	—		$	2.6

⁽¹⁾ Based on the fair value of open hedges as of September 30, 2019

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Common Stock and Stock-Based Compensation

9 Months Ended

Sep. 30, 2019

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

Note 12. Common Stock and Stock-Based Compensation

Stockholders' Equity

In December 2017, our Board of Directors authorized a $500 million share repurchase program effective January 1, 2018 through December 31, 2019. On November 16, 2018, we entered into an accelerated share repurchase program (the "ASR Program") to repurchase $350 million of the Company's common stock. The $350 million notional value of the ASR Program represented the entire remaining amount that was available to us under the share repurchase program that was in effect at that time. The ASR Program was completed in March 2019.

In March 2019, our Board of Directors authorized a new share repurchase program effective March 7, 2019 through December 31, 2020. The new share repurchase program authorizes the Company to repurchase up to $350.0 million of its common stock, not to exceed 13.7 million shares. The share repurchase program is designed to meet certain IRS safe harbor guidelines associated with our spin-off of Arcosa, which was completed on November 1, 2018.

During the three and nine months ended September 30, 2019, we repurchased 5,171,489 and 10,778,492 shares, respectively, at a cost of approximately $100.9 million and $233.9 million, respectively. The total for the nine months ended September 30, 2019 includes 2,607,172 shares at a cost of approximately $70.0 million representing the final settlement of the ASR Program, which was funded in November 2018 but a portion of which remained outstanding as of December 31, 2018. As of September 30, 2019, the Company had a remaining authorization to repurchase up to $186.1 million, not to exceed 5.5 million shares, of its common stock under the current repurchase program. Certain shares of stock repurchased during September 2019, totaling $9.0 million, were cash settled in October 2019 in accordance with normal settlement practices.

During the three and nine months ended September 30, 2018, 1,356,484 and 4,327,158 shares, respectively, were repurchased at a cost of approximately $50.0 million and $150.1 million, respectively, under the prior share repurchase program.

Stock-Based Compensation

Stock-based compensation totaled approximately $8.4 million and $21.4 million for the three and nine months ended September 30, 2019, respectively. Stock-based compensation totaled approximately $7.6 million and $21.8 million for the three and nine months ended September 30, 2018, respectively. The Company's annual grant of share-based awards generally occurs in the second quarter under our 2004 Fourth Amended and Restated Stock Option and Incentive Plan (the "Plan”). Expense related to restricted stock units issued to eligible employees under the Plan is recognized ratably over the vesting period, generally between three years and four years. Expense related to performance units is recognized ratably from their award date to the end of the performance period, generally three years. Expense related to restricted stock awards granted to non-employee directors under the Plan is recognized ratably over the vesting period, generally one year.

The following table summarizes stock-based compensation awards granted during the nine months ended September 30, 2019:

	Number of Shares Granted	Weighted Average Grant-Date Fair Value per Award
Restricted stock units	956,235	$	22.20
Restricted stock awards	20,321	$	22.27
Performance units	476,394	$	22.22

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Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The foregoing Consolidated Financial Statements are unaudited and have been prepared from the books and records of Trinity Industries, Inc. and its consolidated subsidiaries (“Trinity,” “Company,” “we,” “our,” or "us") including the accounts of our wholly-owned subsidiaries and partially-owned subsidiaries, TRIP Rail Holdings LLC (“TRIP Holdings”) and RIV 2013 Rail Holdings LLC ("RIV 2013"), in which we have a controlling interest. In our opinion, all normal and recurring adjustments necessary for a fair presentation of our financial position as of September 30, 2019, and the results of operations for the three and nine months ended September 30, 2019 and 2018, and cash flows for the nine months ended September 30, 2019 and 2018, have been made in conformity with generally accepted accounting principles. All significant intercompany accounts and transactions have been eliminated. Certain prior year balances have been reclassified to conform to the 2019 presentation.

Due to seasonal and other factors, the results of operations for the nine months ended September 30, 2019 may not be indicative of expected results of operations for the year ending December 31, 2019. These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with our audited Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2018.

Spin-Off Transaction

Spin-off of Arcosa, Inc.

On November 1, 2018, we completed the separation of Trinity Industries, Inc. into two public companies: (1) Trinity Industries, Inc., comprised primarily of Trinity’s rail-related businesses, which are leading providers of railcar products and services in North America, and (2) Arcosa, Inc. ("Arcosa"), a new public company focused on infrastructure-related products and services. The separation was effected through a pro rata dividend to Trinity's shareholders of all outstanding Arcosa shares and was structured to qualify as a tax-free distribution for federal income tax purposes. Following the distribution, Arcosa became an independent, publicly-traded company on the New York Stock Exchange. Trinity did not retain an ownership interest in Arcosa following the completion of the spin-off transaction.

Upon completion of the spin-off transaction on November 1, 2018, the accounting requirements for reporting Arcosa as a discontinued operation were met. Accordingly, Arcosa's results of operations are presented as discontinued operations for all periods in this Quarterly Report on Form 10-Q. See Note 2 for further information related to the spin-off transaction.

Revenue Recognition

Revenue Recognition

Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. We recognize revenue when we satisfy a performance obligation by transferring control over a product or service to a customer. Payments for our products and services are generally due within normal commercial terms. The following is a description of principal activities from which we generate our revenue, separated by reportable segments. See Note 4 for a further discussion regarding our reportable segments.

Railcar Leasing and Management Services Group

In our Railcar Leasing and Management Services Group ("Leasing Group"), revenue from rentals and operating leases, including contracts that contain non-level fixed lease payments, is recognized monthly on a straight-line basis. Leases not classified as operating leases are generally considered sales-type leases as a result of an option to purchase.

We review our operating lease receivables for collectibility on a regular basis, taking into consideration changes in factors such as the lessee’s payment history, the financial condition of the lessee, and business and economic conditions in the industry in which the lessee operates. In the event that the collectibility of a receivable with respect to any lessee is no longer probable, we de-recognize the revenue and related receivable and recognize future revenue only when the lessee makes a rental payment. Contingent rents are recognized when the contingency is resolved.

Selling profit or loss associated with sales-type leases is recognized upon lease commencement, and a net investment in the sales-type lease is recorded on the Consolidated Balance Sheet. Interest income related to sales-type leases is recognized over the lease term using the effective interest method.

Revenue is recognized from the sales of railcars from the lease fleet on a gross basis in leasing revenues and cost of revenues if the railcar has been owned for one year or less at the time of sale. Sales of railcars from the lease fleet owned for more than one year are recognized as a net gain or loss from the disposal of a long-term asset. Revenue from servicing and management agreements is recognized as each performance period occurs.

We account for shipping and handling costs as activities to fulfill the promise to transfer the good; as such, these fees are recorded in revenue. The fees and costs of shipping and handling activities are accrued when the related performance obligation has been satisfied.

Rail Products Group

Our railcar manufacturing business recognizes revenue when the customer has submitted its certificate of acceptance and legal title of the railcar has passed to the customer. Certain long-term contracts for the sales of railcars include price adjustments based on steel-price indices; this amount represents variable consideration for which we are unable to estimate the final consideration until the railcar is delivered, at which time the pricing becomes fixed.

Within our maintenance services business, revenue is recognized over time as repair and maintenance projects are completed, using an input approach based on the costs incurred relative to the total estimated costs of performing the project. We recorded contract assets of $6.2 million and $10.2 million as of September 30, 2019 and December 31, 2018, respectively, related to unbilled revenues recognized on repair and maintenance services that have been performed, but for which the entire project has not yet been completed, and the railcar has not yet been shipped to the customer. These contract assets are included within the Receivables, net of allowance line in our Consolidated Balance Sheets.

All Other

Our highway products business recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer.

Unsatisfied Performance Obligations

The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of September 30, 2019 and the percentage of the outstanding performance obligations as of September 30, 2019 expected to be delivered during the remainder of 2019:

	Unsatisfied performance obligations at September 30, 2019
	Total Amount		Percent expected to be delivered in 2019
	(in millions)
Rail Products Group:
Products:
External Customers	$	1,628.3
Leasing Group	817.4
	$	2,445.7	33	%
Maintenance Services	$	44.9	49	%
Railcar Leasing and Management Services Group	$	90.0	5	%

The remainder of the unsatisfied performance obligations for the Rail Products Group is expected to be delivered through 2023. Unsatisfied performance obligations for the Railcar Leasing and Management Services Group are related to servicing, maintenance, and management agreements and are expected to be performed through 2029.

Lessee, Leases [Policy Text Block]

Lessee

We are the lessee of operating leases predominantly for railcars, as well as office buildings, manufacturing equipment, and office equipment. Our operating leases have remaining lease terms ranging from one year to forty years, some of which include options to extend for up to five years, and some of which include options to terminate within one year. As of September 30, 2019, we had no finance leases in which we were the lessee.

The following table summarizes the impact of our operating leases on our Consolidated Financial Statements (in millions, except lease term and discount rate):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Consolidated Statement of Operations
Operating lease expense	$	4.0	$	13.3
Short-term lease expense	$	0.9	$	3.5
			September 30, 2019
Consolidated Balance Sheet
Right-of-use assets (1)			$	45.3
Lease liabilities (2)			$	46.0
Weighted average remaining lease term			4.9 years
Weighted average discount rate			4.1		%
			Nine Months Ended September 30, 2019
Consolidated Statement of Cash Flows
Cash flows from operating activities			$	13.3
Right-of-use assets recognized in exchange for new lease liabilites			$	8.4

⁽¹⁾ Included in other assets in our Consolidated Balance Sheet

⁽²⁾ Included in other liabilities in our Consolidated Balance Sheet

Future contractual minimum operating lease liabilities will mature as follows (in millions):

	Leasing Group		Non-Leasing Group		Total
Remaining three months of 2019	$	3.2	$	0.9	$	4.1
2020	9.5		3.1		12.6
2021	8.2		2.1		10.3
2022	7.5		1.8		9.3
2023	5.5		1.5		7.0
Thereafter	3.3		3.3		6.6
Total operating lease payments	$	37.2	$	12.7	$	49.9
Less: Present value adjustment					(3.9		)
Total operating lease liabilities					$	46.0

Lessor, Leases [Policy Text Block]

Lessor

Our Leasing Group enters into railcar operating leases with third parties with terms generally ranging between one year and ten years, although certain leases entered into in prior periods had lease terms of up to twenty years. The majority of our fleet operates on leases that earn fixed monthly lease payments. A portion of our fleet operates on per diem leases that earn usage-based variable lease payments. Some of our leases include options to extend the leases for up to five years, and a small percentage of our leases include options to terminate within one year with certain notice requirements and early termination penalties. Our sales-type leases include an option for the lessee to purchase the leased railcars with certain notice. As of September 30, 2019, non-Leasing Group operating leases were not significant, and we had no direct finance leases.

We manage risks associated with residual values of leased railcars by investing across a diverse portfolio of railcar types, staggering lease maturities within any given railcar type, avoiding concentration of railcar type and industry, and participating in active secondary markets. Additionally, our lease agreements contain normal wear and tear return condition provisions and high mileage thresholds designed to protect the value of our residual assets. Our lease agreements do not contain any material residual value guarantees or restrictive covenants.

The following table summarizes the impact of our leases on our Consolidated Statement of Operations (in millions):

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Operating lease revenues	$	169.5	$	506.9
Variable operating lease revenues	12.5		36.6
Sales-type lease revenues	26.3		60.5
Interest income on sales-type lease receivables	0.6		0.9
Profit recognized at sales-type lease commencement	3.7		7.8

Future contractual minimum lease receivables for sales-type leases will mature as follows (in millions):

Remaining three months of 2019	$	4.6
2020	15.7
2021	45.9
2022	—
2023	—
Thereafter	—
Total	$	66.2
Less: Unearned interest income	(7.8		)
Net investment in sales-type leases (1)	$	58.4

⁽¹⁾ Includes $0.9 million in receivables, net of allowance and $57.5 million in other assets in our Consolidated Balance Sheet

Future contractual minimum revenues for operating leases will mature as follows (in millions):

Remaining three months of 2019	$	149.4
2020	521.3
2021	413.0
2022	314.8
2023	217.1
Thereafter	388.2
Total	$	2,003.8

Cash and Cash Equivalents

Financial Instruments

We consider all highly liquid debt instruments to be either cash and cash equivalents if purchased with a maturity of three months or less, or short-term marketable securities if purchased with a maturity of more than three months and less than one year.

Financial instruments that potentially subject us to a concentration of credit risk are primarily cash investments including restricted cash and receivables. Concentrations of credit risk with respect to receivables are limited due to control procedures that monitor the credit worthiness of customers, the large number of customers in our customer base, and their dispersion across different end markets and geographic areas. As receivables are generally unsecured, we maintain an allowance for doubtful accounts based upon the expected collectibility of all receivables. Receivable balances determined to be uncollectible are charged against the allowance. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values.

Goodwill Disclosure [Text Block]

Goodwill

As of September 30, 2019 and December 31, 2018, the carrying amount of our goodwill totaled $208.8 million, which is primarily attributable to the Rail Products Group.

Product Warranty Disclosure [Text Block]

Warranties

We provide various express, limited product warranties that generally range from one year to five years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. We provide for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assess the adequacy of the resulting reserves on a quarterly basis. The changes in the accruals for warranties for the three and nine months ended September 30, 2019 and 2018 are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
	(in millions)
Beginning balance	$	8.3		$	10.5		$	7.4		$	10.1
Warranty costs incurred	(1.7		)	(1.1		)	(3.2		)	(2.9		)
Warranty originations and revisions	3.2			(2.1		)	5.8			(0.2		)
Warranty expirations	—			(0.1		)	(0.2		)	0.2
Ending balance	$	9.8		$	7.2		$	9.8		$	7.2

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Adopted in 2019

ASU 2016-02 — In February 2016, the FASB issued ASU No. 2016-02, "Leases", ("ASC 842") which amended the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASC 842 is effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. In July 2018, the FASB issued ASU No. 2018-11, which permits entities to record the right-of-use asset and lease liability on the date of adoption, with no requirement to recast comparative periods.

We adopted ASC 842 effective January 1, 2019 using the optional transition method of recognizing a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2019. Therefore, comparative financial information was not adjusted and continues to be reported under the prior lease accounting guidance in ASC 840. We elected the transition relief package of practical expedients, and as a result, we did not assess 1) whether existing or expired contracts contain embedded leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. We elected the short-term lease practical expedient by establishing an accounting policy to exclude leases with a term of 12 months or less, as well as the land easement practical expedient for maintaining our current accounting policy for existing or expired land easements. For qualifying operating leases in which we are the lessor, we do not separate lease components for our leased railcars from non-lease components, which are comprised of stand-ready maintenance obligations. We did not elect the practical expedient to use hindsight in determining a lease term and impairment of right-of-use assets at the adoption date.

Upon adoption, we recognized right-of-use assets and corresponding lease liabilities of $47.0 million and $48.3 million, respectively, in our Consolidated Balance Sheet based on the present value of future minimum lease payments under operating leases for which we are the lessee. This excluded the impact of railcars that were previously under operating leases as of January 1, 2019 but which were purchased on January 14, 2019 and are now wholly-owned by our Leasing Group. Additionally, we recorded an adjustment to opening retained earnings of $17.7 million ($13.7 million, net of tax) related to the derecognition of deferred profit related to sale-leaseback transactions. Our accounting treatment under ASC 842 for leases in which we are the lessor remained substantially unchanged from our accounting treatment under ASC 840. The adoption of ASC 842 did not have a significant impact on our consolidated results of operations or cash flows.

Effective in 2020

ASU 2018-15 — In August 2018, the FASB issued ASU No. 2018-15, "Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. ASU 2018-15 is effective for public companies during interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. We plan to adopt ASU 2018-15 effective January 1, 2020 on a prospective basis and are currently evaluating its impact on our Consolidated Financial Statements.

ASU 2016-13 — In June 2016, the FASB issued ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments," which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. This approach may result in the earlier recognition of allowances for losses. In November 2018, the FASB issued ASU No. 2018-19, "Codification Improvements to Topic 326, Financial Instruments—Credit Losses," which excludes operating lease receivables from the scope of ASU 2016-13. ASU 2016-13 is effective for public companies during interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. We plan to adopt ASU 2016-13 effective January 1, 2020 on a prospective basis and are currently evaluating its impact on our Consolidated Financial Statements.

XML

Summary of Significant Accounting Policies Goodwill (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 208.8	$ 208.8

XML

Financial Statements for Guarantors of the Senior Notes (Tables)

9 Months Ended

Sep. 30, 2019

Financial Statements for Guarantors of the Senior Notes [Abstract]

Statement of Operations and Comprehensive Income

Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	566.3	$	311.3		$	(64.0	)	$	813.6
Cost of revenues	1.1			466.8		254.7			(73.5		)	649.1
Selling, engineering, and administrative expenses	24.0			24.2		13.9			—			62.1
Gains on dispositions of property	(0.2		)	11.3		6.8			—			17.9
	25.3			479.7		261.8			(73.5		)	693.3
Operating profit (loss)	(25.3		)	86.6		49.5			9.5			120.3
Other (income) expense	(0.6		)	4.8		50.1			(0.3		)	54.0
Equity in earnings of subsidiaries, net of taxes	75.6			6.0		8.1			(89.7		)	—
Income from continuing operations before income taxes	50.9			87.8		7.5			(79.9		)	66.3
Provision (benefit) for income taxes	1.4			21.5		1.0			(5.7		)	18.2
Income from continuing operations	49.5			66.3		6.5			(74.2		)	48.1
Income (loss) from discontinued operations, net of income taxes	(0.5		)	—		0.1			—			(0.4		)
Net income	49.0			66.3		6.6			(74.2		)	47.7
Net loss attributable to noncontrolling interest	—			—		—			(1.3		)	(1.3		)
Net income attributable to controlling interest	$	49.0		$	66.3	$	6.6		$	(72.9	)	$	49.0
Net income	$	49.0		$	66.3	$	6.6		$	(74.2	)	$	47.7
Other comprehensive income (loss)	0.9			—		(3.6		)	—			(2.7		)
Comprehensive income	49.9			66.3		3.0			(74.2		)	45.0
Comprehensive loss attributable to noncontrolling interest	—			—		—			(0.9		)	(0.9		)
Comprehensive income attributable to controlling interest	$	49.9		$	66.3	$	3.0		$	(73.3	)	$	45.9

Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Revenues	$	—		$	449.0	$	231.5	$	(73.6	)	$	606.9
Cost of revenues	1.6			375.2		171.9		(82.2		)	466.5
Selling, engineering, and administrative expenses	35.6			28.3		11.7		—			75.6
Gains on dispositions of property	—			8.4		2.0		—			10.4
	37.2			395.1		181.6		(82.2		)	531.7
Operating profit (loss)	(37.2		)	53.9		49.9		8.6			75.2
Other (income) expense	(3.9		)	8.4		35.5		—			40.0
Equity in earnings of subsidiaries, net of taxes	63.8			8.0		7.3		(79.1		)	—
Income before income taxes	30.5			53.5		21.7		(70.5		)	35.2
Provision (benefit) for income taxes	(5.3		)	8.4		2.4		1.2			6.7
Income from continuing operations	35.8			45.1		19.3		(71.7		)	28.5
Income (loss) from discontinued operations, net of income taxes	(8.1		)	—		7.9		—			(0.2		)
Net income	27.7			45.1		27.2		(71.7		)	28.3
Net income attributable to noncontrolling interest	—			—		—		0.6			0.6
Net income attributable to controlling interest	$	27.7		$	45.1	$	27.2	$	(72.3	)	$	27.7
Net income	$	27.7		$	45.1	$	27.2	$	(71.7	)	$	28.3
Other comprehensive income	1.4			—		0.7		—			2.1
Comprehensive income	29.1			45.1		27.9		(71.7		)	30.4
Comprehensive income attributable to noncontrolling interest	—			—		—		0.9			0.9
Comprehensive income attributable to controlling interest	$	29.1		$	45.1	$	27.9	$	(72.6	)	$	29.5

Balance Sheet

Condensed Consolidating Balance Sheet
September 30, 2019
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Assets:
Cash and cash equivalents	$	87.4	$	2.3	$	32.7	$	(24.8	)	$	97.6
Receivables, net of allowance	2.9		227.6		74.2		—			304.7
Income tax receivable	21.1		—		—		—			21.1
Inventory	—		592.4		40.6		(0.1		)	632.9
Property, plant, and equipment, net	42.3		1,275.9		6,387.5		(789.0		)	6,916.7
Investments in and advances to subsidiaries	4,655.8		3,167.3		357.0		(8,180.1		)	—
Restricted cash	—		—		92.7		24.8			117.5
Goodwill and other assets	252.1		300.0		62.8		(62.3		)	552.6
	$	5,061.6	$	5,565.5	$	7,047.5	$	(9,031.5	)	$	8,643.1
Liabilities:
Accounts payable	$	4.3	$	171.5	$	74.7	$	0.3		$	250.8
Accrued liabilities	179.8		34.4		158.6		(3.9		)	368.9
Debt	472.7		—		4,212.5		—			4,685.2
Deferred income taxes	—		860.4		2.2		(78.5		)	784.1
Advances from subsidiaries	1,893.8		—		—		(1,893.8		)	—
Other liabilities	51.7		41.9		1.2		—			94.8
Total stockholders' equity	2,459.3		4,457.3		2,598.3		(7,055.6		)	2,459.3
	$	5,061.6	$	5,565.5	$	7,047.5	$	(9,031.5	)	$	8,643.1

Condensed Consolidating Balance Sheet
December 31, 2018
	Parent		Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
Assets:
Cash and cash equivalents	$	154.7	$	4.1	$	59.1	$	(38.7	)	$	179.2
Receivables, net of allowance	12.5		181.8		82.3		—			276.6
Income tax receivable	40.4		—		—		—			40.4
Inventory	—		485.8		40.9		(2.0		)	524.7
Property, plant, and equipment, net	42.0		1,436.3		5,579.7		(723.6		)	6,334.4
Investments in and advances to subsidiaries	4,558.6		2,981.7		661.1		(8,201.4		)	—
Restricted cash	—		—		132.9		38.7			171.6
Goodwill and other assets	205.1		197.9		106.8		(47.5		)	462.3
	$	5,013.3	$	5,287.6	$	6,662.8	$	(8,974.5	)	$	7,989.2
Liabilities:
Accounts payable	$	8.6	$	134.0	$	69.9	$	(0.4	)	$	212.1
Accrued liabilities	184.3		55.4		128.7		(0.1		)	368.3
Debt	397.4		—		3,631.8		—			4,029.2
Deferred income	—		16.5		1.2		—			17.7
Deferred income taxes	—		790.3		—		(47.2		)	743.1
Advances from subsidiaries	1,804.2		—		—		(1,804.2		)	—
Other liabilities	56.8		—		—		—			56.8
Total stockholders' equity	2,562.0		4,291.4		2,831.2		(7,122.6		)	2,562.0
	$	5,013.3	$	5,287.6	$	6,662.8	$	(8,974.5	)	$	7,989.2

Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Operating activities:
Net income	$	116.0		$	159.9		$	42.7		$	(204.0	)	$	114.6
Loss from discontinued operations	2.1			—			0.2			—			2.3
Equity in earnings of subsidiaries, net of taxes	(195.4		)	(32.0		)	(19.7		)	247.1			—
Other	(17.2		)	(159.3		)	257.5			(33.9		)	47.1
Net cash provided by (used in) operating activities	(94.5		)	(31.4		)	280.7			9.2			164.0
Investing activities:
Proceeds from railcar lease fleet sales owned more than one year	—			1,184.6			180.0			(1,189.6		)	175.0
Proceeds from dispositions of property and other assets	—			6.3			13.2			—			19.5
Capital expenditures – leasing	—			(911.4		)	(1,132.5		)	1,189.6			(854.3		)
Capital expenditures – manufacturing and other	(4.0		)	(31.7		)	(27.6		)	—			(63.3		)
(Increase) decrease in investment in partially-owned subsidiaries	—			1.6			—			(1.6		)	—
Other	—			—			(0.2		)	—			(0.2		)
Net cash (used in) provided by investing activities	(4.0		)	249.4			(967.1		)	(1.6		)	(723.3		)
Financing activities:
Payments to retire debt	(750.0		)	—			(610.8		)	—			(1,360.8		)
Proceeds from issuance of debt	825.0			—			1,185.2			—			2,010.2
Shares repurchased	(154.9		)	—			—			—			(154.9		)
Dividends paid to common shareholders	(60.8		)	—			—			—			(60.8		)
Purchase of shares to satisfy employee tax on vested stock	(8.0		)	—			—			—			(8.0		)
Distributions to noncontrolling interest	—			—			(2.1		)	—			(2.1		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			(1.6		)	1.6			—
Change in intercompany financing between entities	179.9			(219.8		)	49.1			(9.2		)	—
Net cash (used in) provided by financing activities	31.2			(219.8		)	619.8			(7.6		)	423.6
Net decrease in cash, cash equivalents, and restricted cash	(67.3		)	(1.8		)	(66.6		)	—			(135.7		)
Cash, cash equivalents, and restricted cash at beginning of period	154.7			4.1			192.0			—			350.8
Cash, cash equivalents, and restricted cash at end of period	$	87.4		$	2.3		$	125.4		$	—		$	215.1

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Operating activities:
Net income	$	132.0		$	141.6		$	134.6		$	(272.8	)	$	135.4
Income (loss) from discontinued operations	12.6			—			(67.0		)	—			(54.4		)
Equity in earnings of subsidiaries, net of taxes	(247.7		)	(35.2		)	(20.2		)	303.1			—
Other	(39.5		)	29.0			132.9			(23.9		)	98.5
Net cash (used in) provided by operating activities – continuing operations	(142.6		)	135.4			180.3			6.4			179.5
Net cash (used in) provided by operating activities – discontinued operations	(12.6		)	—			153.0			—			140.4
Net cash (used in) provided by operating activities	(155.2		)	135.4			333.3			6.4			319.9
Investing activities:
Decrease in short-term marketable securities	319.5			—			—			—			319.5
Proceeds from railcar lease fleet sales owned more than one year	—			707.8			63.3			(647.7		)	123.4
Proceeds from dispositions of property and other assets	0.2			3.8			2.9			—			6.9
Capital expenditures – leasing	—			(611.9		)	(711.6		)	647.7			(675.8		)
Capital expenditures – manufacturing and other	(11.6		)	(9.9		)	(8.5		)	—			(30.0		)
(Increase) decrease in investment in partially-owned subsidiaries	—			7.1			—			(7.1		)	—
Other	—			—			(1.9		)	—			(1.9		)
Net cash (used in) provided by investing activities – continuing operations	308.1			96.9			(655.8		)	(7.1		)	(257.9		)
Net cash used in investing activities – discontinued operations	—			—			(53.1		)	—			(53.1		)
Net cash (used in) provided by investing activities	308.1			96.9			(708.9		)	(7.1		)	(311.0		)
Financing activities:
Payments to retire debt	(647.6		)	(1.8		)	(89.5		)	—			(738.9		)
Proceeds from issuance of debt	—			—			561.3			—			561.3
Shares repurchased	(156.1		)	—			—			—			(156.1		)
Dividends paid to common shareholders	(58.1		)	—			—			—			(58.1		)
Purchase of shares to satisfy employee tax on vested stock	(11.5		)	—			—			—			(11.5		)
Distributions to noncontrolling interest	—			—			(10.3		)	—			(10.3		)
Distributions to controlling interest in partially-owned subsidiaries	—			—			7.1			(7.1		)	—
Change in intercompany financing between entities	289.6			(161.9		)	(135.5		)	7.8			—
Other	—			—			(3.2		)	—			(3.2		)
Net cash (used in) provided by financing activities	(583.7		)	(163.7		)	329.9			0.7			(416.8		)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(430.8		)	68.6			(45.7		)	—			(407.9		)
Cash, cash equivalents, and restricted cash at beginning of period	763.9			1.6			208.3			—			973.8
Cash, cash equivalents, and restricted cash at end of period	$	333.1		$	70.2		$	162.6		$	—		$	565.9

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Employee Retirement Plans - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017
Defined Benefit Plan Disclosure [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ (2,459.3)	$ (4,643.4)	$ (2,459.3)	$ (4,643.4)	$ (2,529.6)	$ (2,565.1)	$ (2,562.0)	$ (4,671.8)	$ (4,834.6)	$ (4,858.0)
Defined Benefit Plan, Expected Future Benefit Payment, Year Two	25.0		25.0
Actual employer contributions to defined benefit plans	0.0	$ 28.0	0.2	$ 31.7
Minimum
Defined Benefit Plan Disclosure [Line Items]
Defined Benefit Plan, Expected Future Benefit Payment, Next Twelve Months	145.0		145.0
Maximum
Defined Benefit Plan Disclosure [Line Items]
Defined Benefit Plan, Expected Future Benefit Payment, Next Twelve Months	$ 195.0		$ 195.0
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member]
Defined Benefit Plan Disclosure [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest							(140.4)
Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent [Member]
Defined Benefit Plan Disclosure [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest							$ (107.2)

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Railcar Leasing and Management Services Group - Future operating lease obligations and future contractual minimum rental revenues (Details) - Railcar Leasing and Management Services Group $ in Millions	Sep. 30, 2019 USD ($)
Future operating lease obligations
Minimum Lease Payments, Sale Leaseback Transactions, Remainder of Fiscal Year	$ 3.2
Minimum Lease Payments, Sale Leaseback Transactions, within Two Years	9.5
Minimum Lease Payments, Sale Leaseback Transactions, within Three Years	8.2
Minimum Lease Payments, Sale Leaseback Transactions, within Four Years	7.5
Minimum Lease Payments, Sale Leaseback Transactions, within Five Years	5.5
Thereafter	3.3
Total	37.2
Operating leases
Future contractual minimum rental revenues
Future Minimum Sublease Rentals, Sale Leaseback Transactions, Remainder of Fiscal Year	2.6
Future Minimum Sublease Rentals, Sale Leaseback Transactions, within Two Years	7.9
Future Minimum Sublease Rentals, Sale Leaseback Transactions, within Three Years	6.1
Future Minimum Sublease Rentals, Sale Leaseback Transactions, within Four Years	4.5
Future Minimum Sublease Rentals, Sale Leaseback Transactions, within Five Years	2.2
Thereafter	0.8
Total	$ 24.1

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Debt - Remaining principal payments under existing debt agreements (Details) $ in Millions	Sep. 30, 2019 USD ($)
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	$ 51.8
2020	204.3
2021	227.3
2022	717.6
2023	275.3
Thereafter	3,246.5
Corporate
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	0.0
2020	0.0
2021	0.0
2022	0.0
2023	75.0
Thereafter	400.0
Railcar Leasing and Management Services Group | Secured Debt [Member] | 2006 secured railcar equipment notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	10.0
2020	29.7
2021	29.1
2022	29.8
2023	16.1
Thereafter	0.0
Railcar Leasing and Management Services Group | Secured Debt [Member] | 2009 secured railcar equipment notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	2.5
2020	6.6
2021	13.4
2022	14.0
2023	11.8
Thereafter	102.4
Railcar Leasing and Management Services Group | Secured Debt [Member] | 2010 secured railcar equipment notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	2.6
2020	14.1
2021	20.0
2022	20.9
2023	22.5
Thereafter	171.1
Railcar Leasing and Management Services Group | Secured Debt [Member] | 2018 secured railcar equipment notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	5.0
2020	20.0
2021	20.0
2022	20.0
2023	20.0
Thereafter	372.5
Railcar Leasing and Management Services Group | Secured Debt [Member] | TRIHC 2018 Secured Railcar Equipment Notes [Member]
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	3.2
2020	10.9
2021	11.9
2022	9.3
2023	11.6
Thereafter	223.5
Railcar Leasing and Management Services Group | Secured Debt [Member] | 2019 Secured Railcar Equipment Notes [Domain] [Domain]
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	5.3
2020	20.7
2021	22.5
2022	21.5
2023	19.6
Thereafter	431.9
Railcar Leasing and Management Services Group | Secured Debt [Member] | TRL 2012 secured railcar equipment notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	4.7
2020	19.3
2021	19.9
2022	19.6
2023	28.5
Thereafter	284.8
Railcar Leasing and Management Services Group | Secured Debt [Member] | TRIP Master Funding secured railcar equipment notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	5.9
2020	32.9
2021	40.4
2022	41.8
2023	37.0
Thereafter	765.8
Railcar Leasing and Management Services Group | Promissory note | 2017 promissory notes
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	8.3
2020	33.1
2021	33.1
2022	33.2
2023	33.2
Thereafter	494.5
Railcar Leasing and Management Services Group | Line of credit | Revolving credit facility | TILC warehouse facility
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	4.3
2020	17.0
2021	17.0
2022	2.9
2023	0.0
Thereafter	0.0
Railcar Leasing and Management Services Group | Line of credit | Revolving credit facility | Facility termination payments - TILC warehouse facility
Remaining principal payments under existing debt agreements
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months	0.0
2020	0.0
2021	0.0
2022	504.6
2023	0.0
Thereafter	$ 0.0