-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WsxMs8dxmb5WQXIKxuqUUP6rrd238c5lSxkHphh3QRIcVTGxNAZirVquAcSft3Yh JkfvmyGyNixntyHjm6BZUw== 0001299933-06-007067.txt : 20061102 0001299933-06-007067.hdr.sgml : 20061102 20061102123144 ACCESSION NUMBER: 0001299933-06-007067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20061101 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20061102 DATE AS OF CHANGE: 20061102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRINITY INDUSTRIES INC CENTRAL INDEX KEY: 0000099780 STANDARD INDUSTRIAL CLASSIFICATION: RAILROAD EQUIPMENT [3743] IRS NUMBER: 750225040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06903 FILM NUMBER: 061181549 BUSINESS ADDRESS: STREET 1: 2525 STEMMONS FREEWAY CITY: DALLAS STATE: TX ZIP: 75207-2401 BUSINESS PHONE: 214-631-4420 FORMER COMPANY: FORMER CONFORMED NAME: TRINITY STEEL CO INC DATE OF NAME CHANGE: 19720407 8-K 1 htm_15996.htm LIVE FILING Trinity Industries, Inc. (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

     
Date of Report (Date of Earliest Event Reported):   November 1, 2006

Trinity Industries, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-6903 75-0225040
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
2525 Stemmons Freeway, Dallas, Texas   75207-2401
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   214-631-4420

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

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

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02 Results of Operations and Financial Condition.

The Registrant hereby furnishes the information set forth in its News Release, dated November 1, 2006, announcing operating results for the three and nine months ended September 30, 2006 a copy of which is furnished as exhibit 99.1 and incorporated herein by reference. On November 2, 2006, the Registrant held a conference call and web cast with respect to its financial results for the three and nine months ended September 30, 2006. The conference call scripts of James E. Perry, Vice President and Treasurer; Timothy R. Wallace, Chairman, President, and Chief Executive Officer; D. Steven Menzies, Senior Vice President and Group President of the Rail Group; and William A. McWhirter II, Senior Vice President and Chief Financial Officer are furnished as exhibits 99.2, 99.3, 99.4, and 99.5 respectively, and incorporated herein by reference. This information in not "filed" pursuant to the Securities and Exchange Act and is not incorporated by reference into any Securities Act registration statements. Additional ly, the submission of the report on Form 8-k is not an admission of the materiality of any information in this report that is required to be disclosed solely by Regulations FD.





Item 7.01 Regulation FD Disclosure.

The Registrant hereby furnishes the information set forth in its News Release, dated November 1, 2006, announcing operating results for the three and nine months ended September 30, 2006 a copy of which is furnished as exhibit 99.1 and incorporated herein by reference. On November 2, 2006, the Registrant held a conference call and web cast with respect to its financial results for the three and nine months ended September 30, 2006. The conference call scripts of James E. Perry, Vice President and Treasurer; Timothy R. Wallace, Chairman, President, and Chief Executive Officer; D. Steven Menzies, Senior Vice President and Group President of the Rail Group; and William A. McWhirter II, Senior Vice President and Chief Financial Officer are furnished as exhibits 99.2, 99.3, 99.4, and 99.5 respectively, and incorporated herein by reference. This information in not "filed" pursuant to the Securities and Exchange Act and is not incorporated by reference into any Securities Act registration statements. Additional ly, the submission of the report on Form 8-k is not an admission of the materiality of any information in this report that is required to be disclosed solely by Regulations FD.






SIGNATURES

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

         
    Trinity Industries, Inc.
          
November 2, 2006   By:   William A. McWhirter II
       
        Name: William A. McWhirter II
        Title: Senior Vice President and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  News Release dated November 1, 2006 with respect to the operating results for the three and nine months ended September 30, 2006.
99.2
  Conference call script of November 2, 2006 for James E. Perry, Vice President and Treasurer.
99.3
  Conference call script of November 2, 2006 for Timothy R. Wallace, Chairman, President and Chief Executive Officer.
99.4
  Conference call script of November 2, 2006 for D. Stephen Menzies, Senior Vice President and Group President of the Rail Group.
99.5
  Conference call script of November 2, 2006 for William A. McWhirter II, Senior Vice President and Chief Financial Officer.
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Exhibit 99.1

NEWS RELEASE

Investor Contact:
James Perry, Vice President and Treasurer
Trinity Industries, Inc.
214/589-8412

FOR IMMEDIATE RELEASE

Trinity Industries, Inc. Reports Rail Backlog at All-Time High and Strong Third Quarter
Earnings

DALLAS – November 1, 2006 – Trinity Industries, Inc. (NYSE:TRN) today reported earnings from continuing operations of $55.4 million, or $0.70 per common diluted share for the third quarter ended September 30, 2006. Earnings from continuing operations for the same quarter of 2005 were $32.9 million, or $0.43 per common diluted share.

Total earnings for the third quarter of 2006 were $50.8 million, or $0.64 per common diluted share compared with total earnings of $33.1 million or $0.43 per common diluted share for the same quarter of 2005.

For the nine months ended September 30, 2006, the Company reported earnings from continuing operations of $158.1 million, or $2.00 per common diluted share, compared with earnings from continuing operations of $70.6 million or $0.93 per common diluted share for the same period of 2005. For the nine months ended September 30, 2006, the Company reported total earnings of $173.6 million, or $2.19 per common diluted share, compared with total earnings of $60.9 million or $0.80 per common diluted share for the same period of 2005.

Revenues for the third quarter increased 17 percent to $810.1 million compared to revenues of $694.1 million for the same period in 2005. Revenues for the nine months ended September 30, 2006 increased 20 percent to $2,383.9 million compared to revenues of $1,982.7 million for the same period in 2005.

“All of our businesses continued to contribute solid earnings during the third quarter,” said Timothy R. Wallace, Trinity’s Chairman, President and CEO. “We continue to gain momentum in our operational efficiency initiatives and I am pleased with our progress to date and with the strength of demand for our products.”  

Trinity received orders for 9,364 railcars in North America during the third quarter, and shipped 6,546 railcars. Trinity’s North American railcar order backlog rose to approximately 32,200 at September 30, the highest level in the Company’s history. This represents an increase of over 2,800 railcars from the June 30, 2006 order backlog and an increase of over 15,200 cars from the September 30, 2005 order backlog.

The Company continued to grow its railcar leasing business. Trinity increased its lease fleet during the quarter bringing the fleet total to approximately 29,200 at September 30, 2006. This compares to approximately 23,300 at September 30, 2005. “We continue our core strategy of investing in our railcar lease fleet as it provides multiple benefits to the Company,” Wallace said. “Our Inland Barge Group’s earnings and backlog remains strong as the barge business continues to improve its operating efficiencies. Trinity’s Energy Equipment Group continued to improve its earnings and margins, as the structural wind tower business grows and remains strong.”

Trinity Industries, Inc., with headquarters in Dallas, Texas, is a multi-industry company which owns a portfolio of market-leading businesses. Trinity reports five principal business segments: the Rail Group, the Railcar Leasing and Management Services Group, the Inland Barge Group, the Construction Products Group, and the Energy Equipment Group. Trinity’s web site may be accessed at http://www.trin.net .

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

- TABLES TO FOLLOW -

1

Trinity Industries, Inc.

Condensed Consolidated Income Statement

(in millions, except per share amounts)

                 
    Three Months Ended September 30,    
    2006   2005
Revenues
  $ 810.1     $ 694.1  
Operating profit
  $ 100.7     $ 58.1  
Other expense
    11.2       1.6  
 
               
Income from continuing operations before income taxes
    89.5       56.5  
Provision for income taxes
    34.1       23.6  
 
               
Income from continuing operations
    55.4       32.9  
Discontinued operations:
               
(Loss) on sale of discontinued operations, net of benefit for income taxes of $(0.5)
    (1.4 )      
Income (loss) from discontinued operations, net of provision (benefit) for income taxes of $1.8 and $(0.3)
    (3.2 )     0.2  
 
               
Net income
    50.8       33.1  
Dividends on Series B preferred stock
          (0.8 )
 
               
Net income applicable to common shareholders
  $ 50.8     $ 32.3  
 
               
Net income applicable to common shareholders per common share: (a)
               
Basic:
               
Continuing operations
  $ 0.71     $ 0.45  
Discontinued operations
    (0.06 )     (0.00 )
 
               
 
  $ 0.65     $ 0.45  
 
               
Diluted:
               
Continuing operations
  $ 0.70     $ 0.43  
Discontinued operations
    (0.06 )     (0.00 )
 
               
 
  $ 0.64     $ 0.43  
 
               
Weighted average number of shares outstanding:
               
Basic
    77.5       71.0  
Diluted
    79.2       77.0  
(a) Earnings per share information has been adjusted to reflect the three-for-two stock split.
       

Trinity Industries, Inc.

Condensed Consolidated Income Statement

(in millions, except per share amounts)

                 
    Nine Months Ended September 30,
    2006   2005
Revenues
  $ 2,383.9     $ 1,982.7  
Operating profit
  $ 284.6     $ 133.7  
Other expense
    23.3       17.3  
 
               
Income from continuing operations before income taxes
    261.3       116.4  
Provision for income taxes
    103.2       45.8  
 
               
Income from continuing operations
    158.1       70.6  
Discontinued operations:
               
Gain on sale of discontinued operations, net of provision for income taxes of $13.3
    21.0        
(Loss) from discontinued operations, net of (benefit) for income taxes of $(1.1) and $(4.8)
    (5.5 )     (9.7 )
 
               
Net income
    173.6       60.9  
Dividends on Series B preferred stock
          (2.4 )
 
               
Net income applicable to common shareholders
  $ 173.6     $ 58.5  
 
               
Net income applicable to common shareholders per common share: (a)
               
Basic:
               
Continuing operations
  $ 2.07     $ 0.96  
Discontinued operations
    0.20       (0.13 )
 
               
 
  $ 2.27     $ 0.83  
 
               
Diluted:
               
Continuing operations
  $ 2.00     $ 0.93  
Discontinued operations
    0.19       (0.13 )
 
               
 
  $ 2.19     $ 0.80  
 
               
Weighted average number of shares outstanding:
               
Basic
    76.5       70.7  
Diluted
    79.1       76.2  
(a) Earnings per share information has been adjusted to reflect the three-for-two stock split.

Trinity Industries, Inc.
Condensed Segment Data

(in millions)

                 
    Three Months Ended September 30,
Revenues:   2006   2005
Rail Group
  $ 548.3     $ 458.4  
Construction Products Group
    191.0       167.8  
Inland Barge Group
    93.7       50.3  
Energy Equipment Group
    88.1       59.9  
Railcar Leasing and Management Services Group
    61.4       44.0  
All Other
    15.0       11.9  
Eliminations
    (187.4 )     (98.2 )
 
               
Total Revenues
  $ 810.1     $ 694.1  
 
               
                 
Operating profit (loss):   Three Months Ended September 30,
    2006   2005
Rail Group
  $ 62.2     $ 38.1  
Construction Products Group
    19.9       18.2  
Inland Barge Group
    11.9       4.7  
Energy Equipment Group
    13.4       8.7  
Railcar Leasing and Management Services Group
    24.5       12.9  
All Other
    (3.9 )     (1.0 )
Corporate
    (8.3 )     (9.7 )
Eliminations
    (19.0 )     (13.8 )
 
               
Consolidated
  $ 100.7     $ 58.1  
 
               

2

Trinity Industries, Inc.
Condensed Segment Data

(in millions)

                 
    Nine Months Ended September 30,
Revenues:   2006   2005
Rail Group
               
 
  $ 1,605.2     $ 1,324.7  
Construction Products Group
               
 
    528.2       465.7  
Inland Barge Group
               
 
    265.7       159.0  
Energy Equipment Group
               
 
    239.4       159.9  
Railcar Leasing and Management Services Group
               
 
    189.5       145.1  
All Other
               
 
    39.5       31.8  
Eliminations
               
 
    (483.6 )     (303.5 )
 
               
Total Revenues
  $ 2,383.9     $ 1,982.7  
 
               
                 
Operating profit (loss):   Nine Months Ended September 30,
    2006   2005
Rail Group
  $ 187.1     $ 81.3  
Construction Products Group
    49.5       44.4  
Inland Barge Group
    29.0       6.7  
Energy Equipment Group
    36.5       21.4  
Railcar Leasing and Management Services Group
    66.3       39.5  
All Other
    (7.3 )     (4.3 )
Corporate
    (26.8 )     (25.4 )
Eliminations
    (49.7 )     (29.9 )
 
               
Consolidated
  $ 284.6     $ 133.7  
 
               

3

Trinity Industries, Inc.
Condensed Consolidated Balance Sheet

(in millions)

                 
    September 30,   December 31,
    2006   2005
Cash and equivalents
  $ 368.1     $ 136.0  
Accounts receivable
    298.4       218.7  
Inventories
    525.7       408.5  
Net property, plant and equipment, at cost (1)
    1,473.2       1,079.2  
Other assets
    685.2       744.1  
 
               
 
  $ 3,350.6     $ 2,586.5  
 
               
Accounts payable and accrued liabilities
  $ 625.0     $ 595.8  
Debt (2)
    1,203.6       689.0  
Deferred income
    43.5       45.2  
Other liabilities
    104.5       83.4  
Series B preferred stock
          58.7  
Stockholders’ equity
    1,374.0       1,114.4  
 
               
 
  $ 3,350.6     $ 2,586.5  
 
               
(1) Property, Plant and Equipment
               
 
               
Corporate/Manufacturing:
               
Property, plant and equipment
  $ 930.4     $ 861.7  
Accumulated depreciation
    (565.6 )     (549.6 )
 
               
 
    364.8       312.1  
 
               
 
               
Leasing:
               
Equipment on lease
    1,409.3       998.3  
Accumulated depreciation
    (157.9 )     (145.9 )
 
               
 
    1,251.4       852.4  
 
               
Deferred profit on railcars sold to the Leasing Group
  (143.0 )     (85.3 )
 
               
 
  $ 1,473.2     $ 1,079.2  
 
               
(2) Debt
               
Corporate/Manufacturing — Recourse
               
Revolving commitment
  $     $  
Convertible subordinated notes
    450.0        
Senior notes
    201.5       300.0  
Other
    2.1       2.6  
 
               
 
    653.6       302.6  
Leasing – Recourse
               
Equipment trust certificates
    119.1       130.1  
 
               
Total recourse
    772.7       432.7  
 
               
Leasing – Non-recourse
               
Secured railcar equipment notes
    350.6        
Warehouse facility
    80.3       256.3  
 
               
 
    430.9       256.3  
 
               
 
  $ 1,203.6     $ 689.0  
 
               

4

Trinity Industries, Inc.
Reconciliation of EBITDA

(in millions)

“EBITDA” is defined as net income (loss) plus income taxes, interest expense, and depreciation and amortization. EBITDA is not a calculation based on generally accepted accounting principles. The amounts included in the EBITDA calculation, however, are derived from amounts included in the historical statements of operations data. In addition, EBITDA should not be considered as an alternative to net income or operating income as an indicator of our operating performance, or as an alternative to operating cash flows as a measure of liquidity. We have reported EBITDA because we regularly review EBITDA as a measure of our ability to incur and service debt. In addition, we believe our debt holders utilize and analyze our EBITDA for similar purposes. We also believe EBITDA assists investors in comparing a company’s performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA measure presented in this press release may not always be comparable to similarly titled measures by other companies due to differences in the components of the calculation.

                 
    Three Months Ended September 30,
    2006   2005
Income from continuing operations
  $ 55.4     $ 32.9  
Add:
               
Provision for income taxes
    34.1       23.6  
Depreciation and amortization expense
    22.7       20.0  
Interest expense
    18.1       10.9  
 
               
Earnings from continuing operations before income taxes, depreciation, and amortization
  $ 130.3     $ 87.4  
 
               
                 
    Nine Months Ended September 30,
    2006   2005
Net income
  $ 158.1     $ 70.6  
Add:
               
Provision for income taxes
    103.2       45.8  
Depreciation and amortization expense
    63.3       56.6  
Interest expense
    46.5       31.9  
 
               
Earnings from continuing operations before income taxes, depreciation, and amortization
  $ 371.1     $ 204.9  
 
               

• END -

5 EX-99.2 3 exhibit2.htm EX-99.2 EX-99.2

Exhibit 99.2

Third Quarter 2006 Results Conference Call
James E. Perry, Vice President and Treasurer
November 2, 2006 — FINAL

Thank you, Theresia

Good morning from Dallas, Texas and welcome to the Trinity Industries’ Third Quarter 2006 Results Conference Call. I’m James Perry, Vice President and Treasurer for Trinity. Thank you for being with us today.

     
In addition to me, you will hear today from :

    Tim Wallace, Chairman, President and Chief Executive Officer

    Steve Menzies, Senior Vice President and Group President of the Rail Group; and

    Bill McWhirter, Senior Vice President and Chief Financial Officer

Following that, we’ll move to the Q&A session.

A replay of this conference call will be available starting one hour after the conference call ends today through midnight on Thursday, November 9th. The replay number is (402) 220-0116.

I would also like to welcome to our call our audio web cast listeners today. Replay of this broadcast will also be available on our website located at www.t-r-i-n.net.

Before we get started, let me remind you that:

“Today’s conference call contains forward looking statements as defined by the Private Securities Litigation Reform Act of 1995 and includes statements as to estimates, expectations, intentions and predictions of future financial performance. Statements that are not historical facts are forward looking. Participants are directed to Trinity’s Form 10-K and other SEC filings for a description of certain of the business issues and risks, a change in any of which could cause actual results or outcomes to differ materially from those expressed in the forward looking statements.”

At September 30th, our borrowings at the corporate level were the 450 million dollars of convertible subordinated notes, 201.5 million dollars of senior notes and 2.1 million dollars of other indebtedness. The Leasing Company’s debt included 350.6 million dollars of Secured Railcar Equipment Notes, 119.1 million dollars of Equipment Trust Certificates and 80.3 million dollars outstanding under our railcar leasing warehouse facility.

Our total debt to total capital ratio was 46.7 percent at September 30th, up from the comparable amount of 37 percent at December 31st, 2005, principally due to financing for current and future lease fleet expansion. Net of cash, our net debt to total capital ratio was 37.8 percent at September 30th, up from the comparable amount of 32 percent at December 31st, 2005. At September 30th, our cash position was 368.1 million dollars.

Now, here’s Tim Wallace.

Tim

Steve

Bill

Thanks, Bill. Now our operator will prepare us for the Q & A session.

Q & A Session

Thank you, Theresia. This concludes today’s conference call.

Remember, a replay of this call will be available starting one hour after this call ends today through midnight, Thursday, November 9th. The access number is (402) 220-0116. Also, this replay will be available on our website located at www.t-r-i-n.net.

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

EX-99.3 4 exhibit3.htm EX-99.3 EX-99.3

Exhibit 99.3

Trinity Industries, Inc.
Earnings Release Conference Call
Comments of Tim Wallace, Chairman, President and CEO

November 2, 2006

FINAL

Thank you James, and good morning everyone. 

I’m pleased with our 3rd quarter results. All of our business segments are performing well and our momentum continues. The completion of the sale of our European railcar business during the 3rd quarter allows us to dedicate our resources on other parts of our company.

During the 3rd quarter our North American railcar shipments totaled 6546 units. This was the 4th highest quarterly railcar shipment in Trinity’s history. We expect our quarterly shipments to fluctuate between 6300 to 6500 units for the next two quarters. Our 2006 annual shipments will be a little over 25,000 units. Our North American rail businesses continues to benefit from a variety of productivity improvements associated with long production runs. Trinity’s businesses perform very well during high volume repetitive production. Strong 3rd quarter railcar orders increased our railcar backlog to an all time record of approximately 32,200 units. This is in part due to an increase in demand for railcars servicing the renewable fuels market. Our production flexibility also gives us a marketing edge. We have honed our ability to quickly shift production from product line to product line to accommodate customer needs and growing market trends. During the next few quarters, we will convert some production capacity to produce additional railcars for the renewable fuels market. While these conversions will result in some short term cost and lost production, they will provide substantial long term gains.

Our barge business continues to perform well. Demand for barges remains consistent. Our backlog of orders for barges currently extends into 2008. We have been successful at increasing our barge production and are continuing to search for additional opportunities to expand capacity. Last month we opened our new paint facility in our largest tank barge plant. This will help increase our output.

Financial results for our construction product businesses improved slightly on a year-over-year basis. We are beginning to see the impact of the transportation bill signed more than a year ago in our highway safety products business. Highway safety products are usually one of the final items installed when new roads are constructed. Our concrete and aggregate business is relatively steady. The diversification of the markets we serve have kept us insulated from the residential housing construction decline. We are beginning to see some slight effects from the housing market slowdown.

Our structural wind towers business continues to perform well. In September I toured our wind tower manufacturing facility in Ft. Worth, Texas and was very impressed with the productivity there and the quality of our workmanship. Manufacturing wind tower structures requires a high level of competency in fabricating large diameter steel structures. We have been very successful in converting some of our tank manufacturing facilities to wind tower construction. We are now manufacturing wind tower structures in Mexico for both Mexico and the U.S. markets. We expect to add additional manufacturing capacity to serve the Midwest market.

Trinity’s high level of production flexibility enables us to pursue a variety of opportunities in our various businesses. We continue to invest resources to enhance our flexibility. Our tank manufacturing facilities can shift between railroad tank cars, storage tanks and wind towers. We are also enhancing our flexibility to shift between freight cars and tank cars. This will allow us to pursue more opportunities across our broad product line of railcars.

Trinity’s leasing company continues to grow at an aggressive pace. Our leasing company plays a strategic role in our railcar business. It is also an important component of our strategy to diversify our long term earnings base. I remain optimistic about the opportunities for our company and am pleased to provide a positive 3rd quarter report.

I will now turn it over to Steve Menzies to provide more information about our railcar business.

EX-99.4 5 exhibit4.htm EX-99.4 EX-99.4

Exhibit 99.4

Trinity Industries, Inc
Analysts Conference Call
November 2, 2006
Comments by Steve Menzies

Thank you, Tim. Good morning!

Industry demand for railcars in North America remained strong as almost 21,500 railcars were ordered during the 3rd quarter of 2006. This is a continuation of the strong pace set in early 2004 that has continued throughout 2005 and into 2006 bringing total orders for the first nine months of this year to almost 77,000. These strong order levels support our view that we are experiencing a market plateau at historically high industry demand levels as opposed to a short term market spike. The almost 77,000 railcars ordered thus far this year compares favorably to the 54,000 railcars ordered in the first nine months of 2005. We expect railcar demand to remain robust across multiple key market segments as a result of solid industry fundamentals such as continued railcar loadings growth and long term railcar replacement demand.

As we’ve mentioned previously, while overall market demand remains strong, railcar demand will shift from time to time from car type to car type. The North American railcar market is driven today by demand for tank cars and covered hoppers serving the renewable fuels and agricultural industries. We also see strong demand for railcars carrying cement and aggregates used in infrastructure projects and commercial construction growth. Recent order inquiries support additional demand for intermodal railcars, autoracks and covered hoppers. Coal car demand has abated pending completion of Powder River Basin rail capacity expansion projects designed to improve system fluidity. However, we have received a modest number of coal car orders reflecting the need to replace older steel coal cars. Long term, we believe significant demand for coal cars will return and additional intermodal equipment will be required to support continued strong growth in that market, as well.

During the 3rd quarter of 2006, Trinity received slightly more than 9,300 railcar orders. All orders that we report are without contingencies. We continue to focus our sales efforts on orders that meet our pricing requirements including long term purchased materials commitments, escalation and surcharge protection, and those that extend our existing production lines. We received orders during the 3rd quarter that will extend production lines for a variety of railcars. Specifically, we received orders for covered hoppers for agricultural products and cement; coal cars; railcars for scrap steel, and tank cars. Our customer mix was diverse as agricultural and industrial shippers, utilities and third party lessors placed orders with us during the 3rd quarter. Current inquiry levels indicate further momentum for orders for a variety of railcars continuing throughout 2007 into 2008 and even into 2009, supporting our production and sales strategies.

The industry-wide production backlog at the end of the 3rd quarter grew to approximately 89,000 railcars from 86,800 at the end of the 2nd quarter 2006. This indicates that industry order levels are outpacing increased industry production. Trinity’s North American railcar production backlog increased 10% from the 2nd quarter 2006 to approximately 32,200 railcars at the end of the 3rd quarter of 2006. In our last conference call, we mentioned our intent to convert production lines at several facilities to produce tank cars in response to the extraordinary growth in renewable fuels. We are pleased to inform you that our plans are moving along quite well and that we will meet our customer commitments with this new production capacity. This is in large part due to our experienced supervisory and labor force combined with proven railcar designs and production resources. We expect extended production runs of railcars serving the renewable fuels market allowing us to realize significant production efficiencies. Our overall goal is to maximize the returns for our portfolio by optimizing production capabilities and product mix. The strong increase in our backlog is evidence of our ability to adapt our production and market focus to be responsive to changing customer requirements.

Trinity Industries Railcar Leasing and Management Services Group continued to grow its railcar fleet during the 3rd quarter. Trinity shipped approximately 2,100 new railcars to its Leasing Company during the 3rd quarter. This represents about 33% of Trinity’s 3rd quarter railcar shipments. Our operating lease fleet now includes a diversified portfolio of approximately 29,200 railcars as compared to approximately 23,300 railcars that were in our fleet on September 30, 2005. The investment in our leasing business helps us develop long term relationships with the end users of our railcars as well as to generate a significant, long-term, stable earnings stream that reduces our susceptibility to market cycles.

Our committed lease backlog at the end of the 3rd quarter increased to approximately 14,500 railcars or 45% of Trinity’s production backlog. This backlog extends into 2008 and has been instrumental in our production planning. Our fleet utilization increased slightly to 99.7% at the end of the 3rd quarter of 2006. The average age of the railcars in our lease fleet is 4.8 years. Our average remaining lease term is more than six years. Lease rates continue to rise as a result of high fleet utilization, strong levels of new car building and rising new car prices. Our renewal rate, the number of leases renewed as a percentage of expiring leases, has been higher than normal indicating continued strong demand for existing railcars. Our average fleet lease rate has continued to increase quarter over quarter reflecting the high number of lease renewals and overall rising lease rates.

I’ll now turn it over to Bill McWhirter.

EX-99.5 6 exhibit5.htm EX-99.5 EX-99.5

Exhibit 99.5

Trinity Industries, Inc.
Earnings Release Conference Call
Comments of William McWhirter,
Senior Vice President and Chief Financial Officer
November 2, 2006

Thank you Steve and good morning everyone!

My comments relate primarily to the third quarter of 2006. We will file our Form 10-Q this morning. You will find more details there about our third quarter results. During my remarks, I will provide earnings per share guidance for the fourth quarter and the full year. Additionally, I will provide updated guidance with respect to operating margins in our Rail and Inland Barge groups.

As a reminder, during the second quarter of 2006, we completed a 3-for-2 stock split. Accordingly, all earnings per share numbers discussed in my presentation are split-adjusted.

For the third quarter of 2006, we reported earnings of 70 cents per diluted share from continuing operations. This compares with 43 cents per share from continuing operations in the same quarter of 2005. Revenues for the third quarter 2006 increased 17% over the same quarter last year to $810 million.

Earnings from continuing operations exceeded the high end of our expectations by 8 cents per share. The positive results were primarily due to strong performances by our North American rail operations, railcar components business, railcar leasing business and Inland Barge operations.

At this time I will discuss the performance of our individual business segments.

Rail Group
In our Rail Group, the European rail business was sold during the third quarter. A detailed review of this transaction may be found in our Form 10Q. The European rail financial results have been removed from the Rail Group and reported as discontinued operations.

Revenues increased 20% on a quarter-over-quarter basis. Rail Group sales to Trinity’s Leasing Group were $168 million in the third quarter of 2006 with profits of $19.6 million, or approximately 15 cents per diluted share. This compares with sales to our Leasing Group in the third quarter of 2005 of $83 million with profits of $13.8 million, or 11 cents per diluted share. These inter-company sales and profits are eliminated in consolidation.

Our margin results for the Rail Group were 11.3%.

At this time, we anticipate margins for the Rail Group of between 11% and 12% for the fourth quarter.

Our assumptions for margins are based on the following:

    continued production efficiencies in North America and

    no significant supply problems in steel or other basic materials.

Our North American railcar backlog as of September 30, 2006 consisted of approximately 32,200 railcars, with an estimated sales value of approximately $2.5 billion.

Inland Barge Group
The Inland Barge Group’s third quarter performance was strong, posting revenues of $94 million and operating profit of $11.9 million. This reflected the strength of the backlog which, as of September 30, 2006, was approximately $424 million. This compares with $281 million one year ago.

We anticipate Inland Barge revenues of between $100 and $110 million in the fourth quarter. Operating profit margins are expected to range between 12.0% and 13.5% for the fourth quarter.

Energy Equipment Group
Now moving to the Energy Equipment Group....We are very pleased with this group’s third quarter performance. On a quarter-over-quarter basis, revenues increased 47% to $88 million and operating profit improved by $4.7 million, bringing quarterly profit to $13.4 million. Our current backlog for Structural Wind Towers continues to be strong.

Construction Products Group
Our Construction Products Group, which plays a key part in our earnings diversification strategy, generated revenues that were up 14% when compared to the same quarter of the previous year. Operating profit improved by $1.7 million for the quarter and $5.1 million for the nine months ended September 2006.

Our Concrete and Aggregates business accounted for 58% of this group’s revenues.

Our Highway Products business, which accounted for 34% of this group’s revenues, is performing well. Revenues from this unit’s proprietary line of products continue to be strong.

Leasing and Management Services Group
Our Railcar Leasing and Management Services Group reported revenues of $61.4 million. Because car sales from the fleet are a regular part of the business and the timing of these sales impacts our quarterly results, we focus on year-over-year results for this segment. For the nine months ended September 30, 2006, revenues increased by 31% over the previous year. Additionally, total operating profit increased by $26.8 million due to additions to the fleet and increased lease rates. Our total investment for 2006 will be approximately $550 million in net fleet additions. It is clear that the investments we are making in this business are providing long-term paybacks.

Consolidated
Moving to our consolidated results:

Non-leasing capital expenditures are currently projected to be approximately $130 million for 2006.

From an accounting perspective, our fourth quarter results will be impacted by our commitment to invest in our lease fleet. During the fourth quarter, we will defer approximately $190 million in revenue and $20 million in operating profits in order to achieve long-term profits in our Leasing business. Additionally, the fourth and first quarters are seasonal lows for our Construction Products segment.

Accordingly, we anticipate earnings from continuing operations for the fourth quarter to range between 61 and 66 cents per diluted share.

Overall, we have improved our company guidance for 2006. The new guidance from continuing operations is for earnings per share of between $2.61 and $2.66 for the full year on a fully diluted basis. Included in our assumptions for 2006 are:

    normal weather conditions for the fourth quarter and

    no unanticipated adverse resolution of legal matters.

In our earnings release yesterday, we provided a reconciliation of the non-GAAP term EBITDA. EBITDA from continuing operations for the third quarter of 2006 was approximately $130 million as compared to $87 million in the same quarter last year.

It is our custom to open guidance for the next year with our fourth quarter conference call. Accordingly, we will not provide additional earnings guidance during today’s call.

At this time I will turn the presentation back to James for the question and answer session.

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