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Debt
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Debt Debt
The carrying amounts and estimated fair values of our long-term debt are as follows:
June 30, 2020December 31, 2019
Carrying ValueEstimated Fair ValueCarrying ValueEstimated Fair Value
 (in millions)
Corporate – Recourse:
Revolving credit facility$130.0  $130.0  $125.0  $125.0  
Senior notes, net of unamortized discount of $0.2 and $0.2
399.8  403.6  399.8  411.7  
529.8  533.6  524.8  536.7  
Less: unamortized debt issuance costs(1.8) (2.0) 
Total recourse debt528.0  522.8  
Leasing – Non-recourse:
Wholly-owned subsidiaries:
2006 secured railcar equipment notes—  —  109.3  114.0  
2009 secured railcar equipment notes144.9  153.5  147.8  168.7  
2010 secured railcar equipment notes243.8  260.9  248.5  264.3  
2017 promissory notes609.6  609.6  627.1  627.1  
2018 secured railcar equipment notes, net of unamortized discount of $0.2 and $0.2
442.2  463.6  452.1  466.2  
TRIHC 2018 secured railcar equipment notes, net of unamortized discount of $0.8 and $1.4
260.6  255.4  265.4  270.9  
2019 secured railcar equipment notes, net of unamortized discount of $0.4 and $0.4
883.0  881.1  901.0  904.9  
TILC warehouse facility482.5  482.5  353.4  353.4  
3,066.6  3,106.6  3,104.6  3,169.5  
Less: unamortized debt issuance costs(20.9) (23.9) 
3,045.7  3,080.7  
Partially-owned subsidiaries:
TRL 2012 secured railcar equipment notes 360.8  353.2  371.4  374.4  
TRIP Master Funding secured railcar equipment notes
900.9  892.5  917.9  984.0  
1,261.7  1,245.7  1,289.3  1,358.4  
Less: unamortized debt issuance costs(10.0) (10.9) 
1,251.7  1,278.4  
Total non–recourse debt4,297.4  4,359.1  
Total debt$4,825.4  $4,885.9  $4,881.9  $5,064.6  
The estimated fair value of our 4.55% senior notes due 2024 ("Senior Notes") is based on a quoted market price in a market with little activity as of June 30, 2020 and December 31, 2019 (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 Master Funding secured railcar equipment notes are based on our estimate of their fair value as of June 30, 2020 and December 31, 2019 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. Additionally, we are permitted to increase the amount of the commitments under the revolving credit facility by an aggregate amount not to exceed $200.0 million, subject to certain conditions, including the agreement of existing lenders to increase their commitments or by obtaining commitments from one or more new lenders.
During the six months ended June 30, 2020, we had total borrowings of $280.0 million and total repayments of $275.0 million under the revolving credit facility, with a remaining outstanding balance of $130.0 million as of June 30, 2020. Additionally, we had outstanding letters of credit issued in an aggregate principal amount of $35.5 million, leaving $284.5 million available for borrowing as of June 30, 2020. The outstanding letters of credit as of June 30, 2020 are scheduled to expire in July 2021. 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 (1) LIBOR or an alternate base rate at the time of the borrowing and (2) Trinity’s leverage as measured by a consolidated total indebtedness to consolidated EBITDA ratio, which resulted in an interest rate of LIBOR plus 1.50% as of June 30, 2020. 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 June 30, 2020).
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 June 30, 2020, 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 — TILC has a $750.0 million warehouse loan facility, which was established to finance railcars owned by TILC. During the six months ended June 30, 2020, we had total borrowings of $168.5 million and total repayments of $39.4 million under the TILC warehouse loan facility, with a remaining outstanding balance of $482.5 million as of June 30, 2020. The entire unused facility amount of $267.5 million was available as of June 30, 2020 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 1.78% at June 30, 2020. Amounts outstanding at maturity, absent renewal, are payable in March 2022.
Early Redemption of TRL V — In March 2020, Trinity Rail Leasing V, L.P., a limited partnership (“TRL V”) and a limited purpose, indirect wholly-owned subsidiary of the Company owned through TILC, redeemed its 2006 Secured Railcar Equipment Notes due May 2036, of which $104.7 million was outstanding at the redemption date. The fixed interest rate for these notes was at 5.90% per annum. In connection with the early redemption, we recognized a loss on extinguishment of debt of $5.0 million, which included a $4.7 million early redemption premium and $0.3 million in unamortized debt issuance costs. The loss on extinguishment of debt is included in interest expense in our Consolidated Statement of Operations.
Subsequent Event — On July 17, 2020, Trinity Rail Leasing 2017 LLC (“TRL-2017”), a wholly-owned subsidiary of the Company, issued an additional $225.0 million of promissory notes (the "New Commitment") pursuant to a provision contained in its existing Amended and Restated Loan Agreement dated November 8, 2018. The New Commitment increased the aggregate amount of the promissory notes outstanding as of July 17, 2020 to $831.8 million (the "2017 Promissory Notes"). The 2017 Promissory Notes bear interest at a rate of LIBOR plus 1.50%, payable monthly. The 2017 Promissory Notes are obligations of TRL-2017 and are non-recourse to Trinity. The 2017 Promissory Notes are secured by a portfolio of railcars and operating leases thereon, certain cash reserves, and other assets acquired and owned by TRL-2017. Net proceeds received from the transaction will be used to repay approximately $48.3 million of borrowings under TILC's secured warehouse credit facility, and the remaining proceeds will be used to repay borrowings under the Company’s revolving credit facility, and for general corporate purposes.
Terms and conditions of other debt, including recourse and non-recourse provisions, are described in Note 8 of our 2019 Annual Report on Form 10-K.
The remaining principal payments under existing debt agreements as of June 30, 2020 are as follows:
Remaining six months of 20202021202220232024ThereafterTotal
 (in millions)
Recourse:
Corporate$—  $—  $—  $130.0  $400.0  $—  $530.0  
Non-recourse – leasing (Note 5):
2009 secured railcar equipment notes3.7  13.4  14.0  11.7  14.5  87.6  144.9  
2010 secured railcar equipment notes9.9  20.0  20.9  22.4  18.5  152.1  243.8  
2017 promissory notes
16.6  33.1  33.1  33.2  33.2  460.4  609.6  
2018 secured railcar equipment notes
10.0  20.0  20.0  20.0  20.0  352.4  442.4  
TRIHC 2018 secured railcar equipment notes
5.2  11.8  9.3  11.7  14.7  208.7  261.4  
2019 secured railcar equipment notes
18.2  38.0  37.0  35.1  36.8  718.3  883.4  
TILC warehouse facility
7.6  15.2  2.6  —  —  —  25.4  
Facility termination payments – TILC warehouse facility
—  —  457.1  —  —  —  457.1  
TRL 2012 secured railcar equipment notes
9.6  19.9  19.6  22.0  28.9  260.8  360.8  
TRIP Master Funding secured railcar equipment notes
15.9  40.5  41.8  37.0  191.6  574.1  900.9  
Total principal payments$96.7  $211.9  $655.4  $323.1  $758.2  $2,814.4  $4,859.7