-----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, T6VOTQxHhTl+riyG8XhLA0DSKMpYe1fRY01AusqsAfd3znznF2dBkekUreJ1rNB3 HilUcpc7LYrfEKWpSBiNnA== 0001299933-07-004586.txt : 20070802 0001299933-07-004586.hdr.sgml : 20070802 20070802125030 ACCESSION NUMBER: 0001299933-07-004586 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20070801 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20070802 DATE AS OF CHANGE: 20070802 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: 071019403 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_21830.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):   August 1, 2007

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 August 1, 2007, announcing operating results for the three and six months ended June 30, 2007, a copy of which is furnished as exhibit 99.1 and incorporated herein by reference. On August 2, 2007, the Registrant held a conference call and web cast with respect to its financial results for the three and six months ended June 30, 2007. 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. Additionally, the submiss ion 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 August 1, 2007, announcing operating results for the three and six months ended June 30, 2007 a copy of which is furnished as exhibit 99.1 and incorporated herein by reference. On August 2, 2007, the Registrant held a conference call and web cast with respect to its financial results for the three and six months ended June 30, 2007. 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. Additionally, the submiss ion 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.
          
August 2, 2007   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 August 1, 2007 with respect to the operating results for the three and six months ended June 30, 2007.
99.2
  Conference call script of August 2, 2007 for James E. Perry, Vice President and Treasurer.
99.3
  Conference call script of August 2, 2007 for Timothy R. Wallace, Chairman, President, and Chief Executive Officer.
99.4
  Conference call script of August 2, 2007 for D. Stephen Menzies, Senior Vice President and Group President of the Rail Group.
99.5
  Conference call script of August 2, 2007 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 Strong Second Quarter Results with
Record Quarterly Revenues

DALLAS – August 1, 2007 – Trinity Industries, Inc. (NYSE:TRN) today reported earnings from continuing operations of $69.0 million, or $0.85 per common diluted share for the second quarter ended June 30, 2007. Earnings from continuing operations for the same quarter of 2006 were $64.3 million, or $0.81 per common diluted share.

Earnings in the second quarter of 2007 were enhanced by nine cents per common diluted share due to an initial sale of railcars from Trinity’s leasing portfolio to TRIP Rail Holdings LLC (“TRIP”). This transaction will continue to provide enhancements to earnings as the TRIP portfolio builds. In addition, earnings in the second quarter of 2007 included the following significant items:

    gain of five cents per common diluted share realized from the divestiture of concrete and aggregates assets, coupled with a write-down of an equity investment;

    benefit of six cents per common diluted share due to changes in our state tax rate; and

    charge of 12 cents per common diluted share for a potential settlement of litigation in our Inland Barge Group.

Net income for the second quarter of 2007 was $68.7 million, or $0.85 per common diluted share compared with net income of $85.8 million or $1.08 per common diluted share for the same quarter a year ago. Net income in the second quarter of 2006 included $0.28 of earnings per common diluted share from the disposition of the fittings business, which is included in discontinued operations.

Revenues for the second quarter of 2007 were $892.6 million compared with revenues of $849.1 million for the same period in 2006. The revenues in the quarter represented the highest quarterly revenues in the Company’s history.

For the six months ended June 30, 2007, the Company reported earnings from continuing operations of $128.1 million, or $1.59 per common diluted share, compared with earnings from continuing operations of $102.8 million or $1.30 per common diluted share for the same period of 2006. For the six months ended June 30, 2007, the Company reported net income of $127.8 million, or $1.59 per common diluted share, compared with total earnings of $122.8 million or $1.55 per common diluted share for the same period of 2006.

“I am pleased that our businesses continued to achieve strong results, including a record quarter for revenues,” said Timothy R. Wallace, Trinity’s Chairman, President, and CEO. “Trinity’s focus on operational efficiencies and production flexibility continued to contribute to our growth during the second quarter. Additionally, I am pleased with the TRIP transaction completed in the second quarter. This expands the Rail Group’s (“TrinityRail’s”) flexibility in its railcar leasing operations, while improving the cash flow of the Company.”  

TrinityRail shipped approximately 6,980 railcars and received orders for approximately 3,080 railcars during the second quarter. As of June 30, 2007, TrinityRail’s railcar order backlog totaled approximately 33,880 railcars, representing approximately $2.8 billion of value. This backlog is approximately 4,560 railcars greater than TrinityRail’s backlog as of June 30, 2006 and approximately 2,050 railcars less than TrinityRail’s backlog as of December 31, 2006.

Trinity’s railcar leasing business continued to grow during the second quarter. At June 30, 2007, Trinity Industries Leasing Company’s fleet totaled approximately 34,670 railcars. This compares to approximately 27,200 railcars as of June 30, 2006.

Revenues for the Inland Barge Group grew 34% during the second quarter and the backlog grew to approximately $677 million as of June 30, 2007, compared to $487 million at June 30, 2006. “Our Inland Barge Group’s sizeable backlog enhances our operational efficiencies and provides a great base to perform long-term production planning,” Wallace said.

Revenues in the Energy Equipment Group grew 19% as the structural wind tower business continued to expand. The Construction Products Group’s revenues also grew over the same quarter in 2006 despite very challenging second quarter weather conditions.

“Trinity as a whole has a great deal of positive momentum. I am very pleased with the Company’s second quarter performance,” Wallace said.

Trinity will hold a conference call at 11:00 a.m. Eastern Time on August 2, 2007 to discuss its second quarter results. To listen to the call, please visit the Investor Relations section of the Trinity Industries website, www.trin.net. An audio replay may be accessed through the Company’s website or by dialing (402) 220-0119 until 11:59 p.m. Eastern Time on August 9, 2007.

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

Some statements in this release, which are not historical facts, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about Trinity’s estimates, expectations, beliefs, intentions or strategies for the future, and the assumptions underlying these forward-looking statements. Trinity uses the words “anticipates,” “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 or our present expectations. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “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 Statements

(in millions, except per share amounts)

                 
    Three Months Ended June 30,
    2007   2006
Revenues
  $ 892.6     $ 849.1  
Operating profit
  $ 111.1     $ 108.3  
Other expense
    6.3       0.8  
 
               
Income from continuing operations before income taxes
    104.8       107.5  
Provision for income taxes
    35.8       43.2  
 
               
Income from continuing operations
    69.0       64.3  
Discontinued operations:
               
Gain on sale of discontinued operations, net of provision for income taxes of $- and $13.8
    22.4
Loss from discontinued operations, net of benefit for income taxes of $(0.1) and $(1.2)
    (0.3 )     (0.9 )
 
               
Net income
  $ 68.7     $ 85.8  
 
               
Net income per common share:
               
Basic:
               
Continuing operations
  $ 0.87     $ 0.83  
Discontinued operations
    0.00       0.28  
 
               
 
  $ 0.87     $ 1.11  
 
               
Diluted:
               
Continuing operations
  $ 0.85     $ 0.81  
Discontinued operations
    0.00       0.27  
 
               
 
  $ 0.85     $ 1.08  
 
               
Weighted average number of shares outstanding:
               
Basic
    78.6       77.3  
Diluted
    80.4       79.3  

2

Trinity Industries, Inc.
Condensed Consolidated Income Statements

(in millions, except per share amounts)

                 
    Six Months Ended June 30,
    2007   2006
Revenues
  $ 1,721.1     $ 1,573.8  
Operating profit
  $ 219.8     $ 183.9  
Other expense
    19.1       12.2  
 
               
Income from continuing operations before income taxes
    200.7       171.7  
Provision for income taxes
    72.6       68.9  
 
               
Income from continuing operations
    128.1       102.8  
Discontinued operations:
               
Gain on sale of discontinued operations, net of provision for income taxes of $- and $13.8
          22.4  
Loss from discontinued operations, net of benefit for income taxes of $(0.1) and $(2.7)
    (0.3 )     (2.4 )
 
               
Net income
  $ 127.8     $ 122.8  
 
               
Net income per common share:
               
Basic:
               
Continuing operations
  $ 1.63     $ 1.35  
Discontinued operations
    0.00       0.26  
 
               
 
  $ 1.63     $ 1.61  
 
               
Diluted:
               
Continuing operations
  $ 1.59     $ 1.30  
Discontinued operations
    0.00       0.25  
 
               
 
  $ 1.59     $ 1.55  
 
               
Weighted average number of shares outstanding:
               
Basic
    78.4       76.1  
Diluted
    80.3       79.1  

3

Trinity Industries, Inc.
Condensed Segment Data

(in millions)

                 
    Three Months Ended
    June 30,
Revenues:   2007   2006
Rail Group
  $ 599.1     $ 537.0  
Construction Products Group
    197.3       188.7  
Inland Barge Group
    120.5       90.0  
Energy Equipment Group
    99.3       83.3  
Railcar Leasing and Management Services Group
    162.5       71.8  
All Other
    16.9       13.1  
Eliminations — lease subsidiary
    (283.0 )     (119.4 )
Eliminations — other
    (20.0 )     (15.4 )
 
               
Consolidated Total
  $ 892.6     $ 849.1  
 
               
                 
Operating profit (loss):   Three Months Ended
    June 30,
    2007   2006
Rail Group
  $ 96.6     $ 62.9  
Construction Products Group
    15.8       20.1  
Inland Barge Group (1)
    6.6       10.5  
Energy Equipment Group
    11.7       12.0  
Railcar Leasing and Management Services Group
    39.5       24.2  
All Other
    0.6       (0.5 )
Corporate
    (9.7 )     (8.7 )
Eliminations — lease subsidiary
    (50.3 )     (12.2 )
Eliminations — other
    0.3    
 
               
Consolidated Total
  $ 111.1     $ 108.3  
 
               

(1) 2007 results include a $15.0 million charge for a potential settlement of litigation in the Inland Barge Group

4

Trinity Industries, Inc.
Condensed Segment Data
(in millions)

                 
    Six Months Ended June 30,
Revenues:   2007   2006
Rail Group
  $ 1,167.8     $ 1,056.9  
Construction Products Group
    360.5       337.2  
Inland Barge Group
    229.2       172.0  
Energy Equipment Group
    190.7       151.3  
Railcar Leasing and Management Services Group
    233.4       128.1  
All Other
    32.5       24.5  
Eliminations — lease subsidiary
    (455.5 )     (267.5 )
Eliminations — other
    (37.5 )     (28.7 )
 
               
Consolidated Total
  $ 1,721.1     $ 1,573.8  
 
               
                 
Operating profit (loss):   Six Months Ended June 30,
    2007   2006
Rail Group
  $ 174.7     $ 124.9  
Construction Products Group
    25.9       29.6  
Inland Barge Group (1)
    24.0       17.1  
Energy Equipment Group
    21.8       23.1  
Railcar Leasing and Management Services Group
    67.3       41.8  
All Other
    1.9       (3.4 )
Corporate
    (19.7 )     (18.5 )
Eliminations — lease subsidiary
    (78.5 )     (30.7 )
Eliminations — other
    2.4    
 
               
Consolidated Total
  $ 219.8     $ 183.9  
 
               

(1) 2007 results include a $15.0 million charge for a potential settlement of litigation in the Inland Barge Group

5

Trinity Industries, Inc.
Condensed Consolidated Balance Sheets
(in millions)

                 
    June 30,   December 31,
    2007   2006
Cash and cash equivalents
  $ 228.1     $ 311.5  
Receivables, net of allowance
    299.5       252.5  
Inventories
    563.4       528.9  
Net property, plant and equipment (1)
    1,927.6       1,590.3  
Other assets
    770.6       742.4  
 
               
 
  $ 3,789.2     $ 3,425.6  
 
               
Accounts payable and accrued liabilities
  $ 683.3     $ 655.8  
Debt (2)
    1,328.9       1,198.9  
Deferred income
    44.7       42.9  
Other liabilities
    170.1       124.5  
Stockholders’ equity
    1,562.2       1,403.5  
 
               
 
  $ 3,789.2     $ 3,425.6  
 
               
(1) Property, Plant and Equipment
               
Corporate/Manufacturing:
               
Property, plant and equipment
  $ 993.3     $ 943.1  
Accumulated depreciation
    (550.2 )     (564.6 )
 
               
 
    443.1       378.5  
 
               
Leasing:
               
Equipment on lease
    1,871.1       1,511.5  
Machinery and other
    35.1       35.1  
Accumulated depreciation
    (188.7 )     (163.9 )
 
               
 
    1,717.5       1,382.7  
 
               
Deferred profit on railcars sold to the Leasing Group
    (233.0 )     (170.9 )
 
               
 
  $ 1,927.6     $ 1,590.3  
 
               
(2) Debt
               
Corporate/Manufacturing – Recourse:
               
Revolving commitment
  $     $  
Convertible subordinated notes
    450.0       450.0  
Senior notes
    201.5       201.5  
Other
    1.5       1.8  
 
               
 
    653.0       653.3  
 
               
Leasing – Recourse:
               
Equipment trust certificates
    75.7       119.1  
 
               
Total recourse
    728.7       772.4  
 
               
Leasing – Non-recourse:
               
Secured railcar equipment notes
    341.1       347.5  
Warehouse facility
    259.1       79.0  
 
               
 
    600.2       426.5  
 
               
 
  $ 1,328.9     $ 1,198.9  
 
               

Trinity Industries, Inc.
Reconciliation of EBITDA

(in millions)

“EBITDA” is defined as net income (loss) plus interest expense, income taxes, 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 June 30,
    2007   2006
Income from continuing operations
  $ 69.0     $ 64.3  
Add:
               
Interest expense
    18.8       15.9  
Provision for income taxes
    35.8       43.2  
Depreciation and amortization expense
    29.5       20.7  
 
               
Earnings from continuing operations before interest expense, income taxes, and depreciation and amortization expense
  $ 153.1     $ 144.1  
 
               
                 
    Six Months Ended June 30,
    2007   2006
Income from continuing operations
  $ 128.1     $ 102.8  
Add:
               
Interest expense
    36.3       28.4  
Provision for income taxes
    72.6       68.9  
Depreciation and amortization expense
    56.0       40.5  
 
               
Earnings from continuing operations before interest expense, income taxes, and depreciation and amortization expense
  $ 293.0     $ 240.6  
 
               

• END -

6 EX-99.2 3 exhibit2.htm EX-99.2 EX-99.2

Exhibit 99.2

Second Quarter 2007 Results Conference Call
James E. Perry, Vice President and Treasurer
August 2, 2007 — FINAL

Thank you, Sonya.
Good morning from Dallas, Texas and welcome to the Trinity Industries Second Quarter 2007 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.

Also in the room today is Chas Michel, Vice President, Controller, and Chief Accounting Officer.

A replay of this conference call will be available starting one hour after the conference call ends today through midnight on Thursday, August 9th. The replay number is (402) 220-0119.

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 June 30th, 2007, our borrowings at the corporate level were the 450 million dollars of convertible subordinated notes, 201.5 million dollars of senior notes and 1.5 million dollars of other indebtedness. The Leasing Company’s debt included 341.1 million dollars of Secured Railcar Equipment Notes, 75.7 million dollars of Equipment Trust Certificates and 259.1 million dollars outstanding under our railcar leasing warehouse facility.

Our Total Debt to Total Capital ratio was 46 percent on June 30th, 2007, unchanged from our ratio at December 31st, 2006. Net of cash, our Net Debt to Total Capital ratio was 41 percent on June 30th, 2007, up from the comparable amount of 39 percent at December 31st, 2006. On June 30th, 2007, our cash position was 228.1 million dollars.

You will hear us talk quite a bit today about TRIP Rail Holdings, LLC, or “TRIP” as we will refer to it. TRIP is a leasing company that was formed in the second quarter to purchase approximately $1.4 billion worth of railcars during the next 24 months from Trinity’s railcar manufacturing companies and leasing company. All of these railcars will have firm, non-cancelable leases in place with independent third parties.  TRIP is owned by Trinity and five private investors not related to Trinity or its subsidiaries. Trinity holds a 20% equity ownership in TRIP. The new railcars sold from the production lines will be considered external sales; accordingly 80% of the profits will be recognized and not deferred, while the other 20% will be deferred. Those sold from our lease fleet will be reported as car sales and the profits will be recognized at the 80% level as well. The first transactions occurred in June when TRIP purchased $93.7 million worth of railcars from our leasing company.

We are excited about the additional capacity and flexibility that TRIP provides us to continue the significant growth of our lease originations for both TRIP and our own leasing business, while maintaining a healthy balance sheet. Bill will provide further detail as to the financial impact of TRIP on our earnings later in this call.

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, Sonya. 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, August 9th. The access number is (402) 220-0119. 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

August 2, 2007
FINAL

Thank you James, and good morning everyone. 

Trinity had a very busy and productive 2nd quarter. I’m very pleased with our accomplishments and optimistic about the future. Our earnings for the 2nd quarter were strong. They reflect the success of many of the initiatives that we put into place during the past few years. The new railcar leasing entity that we created during the 2nd quarter will help provide additional financial resources and flexibility for our railcar leasing business. The investment in a Texas asphalt company that we made during the 2nd quarter is providing new opportunities for our Construction Products Group. Our newly converted wind tower facility in Illinois is enabling us to pursue the growing wind energy market in the Midwest. Our new tank barge coating facility has resulted in more consistent production for our barge business. These are just a few of many success stories at Trinity. We will have more to tell as our businesses pursue additional initiatives designed to enhance their competitiveness and increase our earnings. I am very proud of the accomplishments of our employees. Today, Trinity has a great deal of positive momentum.

We have been very deliberate during the past few years in perfecting and fine tuning several specific competencies. One of our emphases has been to improve production flexibility company-wide. Production flexibility enables us to meet market demand as it fluctuates between the various types of products we manufacture. We have become very adept at adjusting our production lines in accordance with market shifts. The conversion of our Clinton, Illinois plant to wind tower production reflects this competency.

Another key initiative has been to increase the diversification of our earnings stream. The breadth of our earnings diversification efforts is becoming more apparent as many of our businesses improve their earnings. Our barge group is an excellent example. Our barge group had another fantastic quarter. During the 2nd quarter, our barge company’s backlog increased 19% from the first quarter. We were recently notified by Ingram Barge Lines that they are ordering 250 barges for delivery in 2008 as part of their multi-year agreement with us. This order was not included in the backlog at the end of the 2nd quarter.

Our leasing and management services group also had a great 2nd quarter. Our leasing company is another important part of our earnings diversification strategy, providing the company a more consistent earnings base. We continue to invest in our future by increasing the size of our lease fleet.

We have been focusing during the past few years on developing our financing alternatives so that we have sufficient capital to grow our lease fleet. The formation of TRIP provides us another financing venue as well as increased marketing flexibility. Steve and Bill will provide more insight into this initiative.

Our rail group shipments reached approximately 6980 units this quarter. This is a 12% increase over the same quarter last year. Our Rail Group has been very successful at improving productivity while steadily increasing railcar shipments during the past 4 years. This in part is due to our broad product line and production flexibility. Demand for railcars in North America continued at a moderate pace during the 2nd quarter, similar to the first quarter. The demand for railcars is not as robust this year as it was last year. We are equipped with the necessary skills and abilities to adjust for fluctuating market demand shifts. Our primary objective is to obtain orders that help us minimize our line changeovers and disruptions. We are fortunate to have a backlog that provides us some time to develop efficient production plans.

Our construction products businesses were impacted in the 2nd quarter by the heavy rainfall in the Southwest. This was particularly true for our concrete and aggregate business. Fortunately, during the past few weeks, the weather has improved slightly and demand is strong. During the 2nd quarter, our concrete and aggregate business sold its Houston operations and acquired a group of concrete and aggregate and asphalt companies in East Texas. T

hese moves are showing good, early results. We will continue to search for additional concrete, aggregate and asphalt operations in areas where we anticipate steady demand.

Our highway products business has been relatively steady during its busy season. If the weather cooperates, we expect the balance of the construction season to be in line with normal seasonal activity. Yesterday we completed the acquisition of a small highway products company in Mississippi called Central Fabricators. This is a nice geographical expansion for us. The company generates approximately $26 million in revenue.

We remain very optimistic about our structural wind tower business. Today, the wind energy business is emerging as a very nice growth industry for us. We are uniquely positioned to serve the wind energy markets in the southwest and Midwest portion of the country. The demand for wind towers continues to be strong. Our structural towers business is continuing to explore additional ways to expand their wind tower manufacturing capacity. We are currently constructing a new facility in Mexico to expand our capacity. We expect to bring it online in the 2nd quarter of 2008.

Our new wind tower facility in Clinton, Illinois began shipping towers last month to Midwest wind farms. Our current backlog of orders is very close to $800 million. In the short term our top line revenue will grow at a pace faster than our margins as we train our workforce. We are in the early stages of implementing lean manufacturing into this business. Long term we expect to see margin improvement similar to what we have experienced in our other businesses as we become more efficient. We expect to have margins in the mid teens when our production has leveled out. At this point it is hard for us to precisely estimate where our revenues will peak in this business. There have been several new wind farms announced in the geographical regions we serve. Revenues for this business grew 58% during the second quarter over the same quarter in 2006. Our 2nd quarter revenues reached $53 million. We expect our 2007 revenues to be $225 to $250 million or 60 — 80% above last year. We are very optimistic about the future of wind energy and the demand for our structural towers.

As you can tell, I am very pleased with the performance of our company. We are continuing to benefit from the investments we made during the past few years and we are continuing to make additional investments that should benefit us in the future. Trinity has a nice momentum.

I’ll now turn it over to Steve Menzies to make his comments.

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

Exhibit 99.4

Trinity Industries, Inc
Analysts Conference Call
August 2, 2007
Comments by Steve Menzies
 
 

Thank you, Tim.  Good morning!

TrinityRail continued to perform well during the 2nd quarter of 2007. Railcar production levels increased and operating profits continued to expand. TrinityRail delivered approximately 6,980 railcars during the 2nd quarter, a 12% increase in deliveries over the 2nd quarter of 2006. Our operating profits improved 24% as compared to the 1st quarter of 2007. We expect to maintain our production momentum with railcar deliveries in the second half to average between 7,200 and 7,500 railcars each quarter.

With regard to the railcar market, industry orders for railcars during the 2nd quarter kept pace with 1st quarter demand. Approximately 11,500 orders were placed. This compares with a quarterly average of approximately 17,000 railcars ordered during the previous twelve months. The total industry backlog stands at just more than 75,000 railcars. Recent order inquiry levels indicate 3rd quarter orders could be in line with 1st and 2nd quarter demand.

As you know, railcar demand shifts periodically from car type to car type and fluctuates from quarter to quarter.  Order levels in the 2nd quarter reflected continued soft demand in select markets such as intermodal, coal and box cars, moderate demand for covered hoppers and more normal demand for tank cars. Current orders continue to be driven in part by the renewable fuels, basic chemical and agricultural industries which principally use tank cars and covered hoppers to transport their products. The need to replace smaller, less efficient railcars has also boosted demand for these car types.  We believe the replacement cycle for the aging North American railcar fleet is in its early stages and will serve as the basis for sustainable, long term railcar demand for all railcar types. In the next 12 to 18 months, however, we expect railcar demand to continue at the current moderate levels. This is a result of a slowing economy and a reduction in railcar loadings while the rail network absorbs the significant number of new cars placed into service during the last few years.

During the 2nd quarter of 2007, TrinityRail received approximately 3,080 railcar orders. Many of these orders extend current production lines for a variety of railcars.  Specifically, we received orders from railroads, industrial shippers and third party lessors for covered hoppers, coal cars, flat cars, autoracks and tank cars.  Our 1st half 2007 order levels of 11,570 or 50% of the total railcar market are consistent with our trailing twelve-month share of industry orders of 48%. We believe this figure is a more reliable benchmark for our order performance than quarterly totals which tend to fluctuate. At the end of the 2nd quarter, TrinityRail’s railcar order backlog was 33,880 railcars compared to 37,790 at the end of the 1st quarter 2007. Our current backlog is 16% greater than our backlog at the end of the 2nd quarter of 2006.

During our 1st quarter conference call I mentioned the conversion of our Saginaw, Texas and Oklahoma City production lines to tank car production. These conversions were in response to increased demand for these car types. We completed the conversions ahead of schedule and the plants are operating at highly efficient levels. This contributed in part, to our operating profit improvement during the 2nd quarter. The speed with which these lines became productive reflects our focus during the past few years on fine-tuning our operating flexibility and production processes. This is also reflected in the success we are having with new production lines at our facilities in Mexico. During 2007, we will increase our Mexico output by 35% to 40%, producing more than 12,000 railcars in our facilities there. We credit our experienced production personnel and established labor force with bringing these production lines up and running and operating at high efficiency levels. Our ability to shift production to meet changing market demand combined with Trinity’s broad product line, proven railcar designs and production resources will contribute to maintaining the strength of our railcar order backlog.

Railcar Leasing and Management Services Group continued to grow its railcar fleet during the 2nd quarter.  Trinity’s rail businesses shipped approximately 3,400 new railcars to our Leasing Company during the 2nd quarter – all subject to firm, non-cancelable leases with independent third parties.  This represents about 48% of TrinityRail’s 2nd quarter railcar shipments.  This increases the size of our lease fleet to more than 34,600 railcars compared to more than 27,200 at the end of the 2nd quarter 2006. We expect our lease fleet to continue to grow at a strong pace throughout 2007 and 2008. We expect to ship approximately 35% of our total 3rd quarter shipments and 17% of our total 4th quarter shipments to customers of our leasing company. I would like to emphasize, again, that railcar shipments to our leasing company are only reported when a firm, non-cancelable lease is in place with an independent third party.

Overall demand for railcar leasing services continues to rise. We see a long term trend for railroads and industrial producers to use their capital resources to acquire, income producing assets which are core to their business while relying on leasing for operating assets such as railcars. The investment in our leasing business provides several benefits. It helps us develop long term relationships with the end users of our railcars and provides an important distribution channel for our railcar businesses. Additionally, it generates a significant, long-term, stable earnings stream that mitigates fluctuations in Trinity Industries’ overall revenues. We continue, of course, to sell railcars to a wide variety of customers including other leasing companies, railroads, utilities and industrial producers.

Our lease fleet remains highly utilized at well over 99% at the end of the 2nd quarter.  The average age of the railcars in our lease fleet is 4.2 years and the average remaining lease term is approximately 5.5 years.  Renewal lease rate increases continue to rise as a result of high fleet utilization, strong levels of new car building and higher new car prices. We expect the increase in renewal rates to decelerate during the near term, however.

As James explained, Trinity has purchased 20% of the equity in newly-formed TRIP Holdings. As part of the agreement, TRIP Holdings will purchase approximately $1.4 billion in railcars with leases originated by TrinityRail. The agreement also specifies that Trinity Leasing will provide portfolio management services for these railcars and leases. The purchases will be funded by capital contributions from TRIP Holdings and third-party debt. The first transactions occurred in June when TRIP Holdings purchased $93.7 million of railcars from Trinity Leasing. The sales to TRIP Holdings were, and will continue to be, for railcars subject to firm, non-cancelable lease agreements with independent third parties. TRIP Holdings benefits TrinityRail by providing an additional financing venue for leasing transactions originated and managed by Trinity Leasing. TRIP Holdings, therefore, compliments the sizeable credit facilities already in place to grow our leasing business. Bill will discuss further with you the effect of our investment in TRIP Holdings on our leasing backlog and profitability.

In summary, our operating flexibility, innovative railcar designs and broad product line have enabled us to meet shifting demand among various railcar types resulting in our strong railcar order backlog. We continue to gain significant operating efficiencies through extended production runs and our employees’ on-going commitment to reducing cost while increasing our production levels. We have now developed considerable financial resources to meet the growing leasing needs of our customers. The growth of our leasing business has also enabled us to effectively manage our production plans while enhancing Trinity’s long term stability. Our overall goal remains to maximize our returns by optimizing production capabilities and product mix while continuing to drive production efficiencies and pursing further cost reductions. I am pleased with the overall performance of TrinityRail and the focus of our employees to achieve our goal.

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
August 2, 2007

Thank you Steve and good morning everyone!

My comments relate primarily to the second quarter of 2007. We will file our Form 10-Q this morning. You will find more details there about our second quarter results. During my remarks, I will provide earnings per share guidance for the third quarter and the full year of 2007. Additionally, I will provide updated guidance with respect to operating margins in our Rail, Inland Barge and Energy Equipment groups.

For the second quarter of 2007, we reported earnings of 85 cents per diluted share from continuing operations. This compares with 81 cents per share from continuing operations in the same quarter of 2006. Revenues for the second quarter of 2007 increased 5% to $893 million over the same quarter last year.

Earnings from continuing operations exceeded the high end of our expectations by 12 cents per share. These positive results were primarily due to the following:

    Our initial Railcar sale to TRIP Holdings provided 9 cents per diluted share; coupled with

    excellent operational performance in our Rail and Inland Barge businesses.

Rail Group
Moving to our Rail Group.

Revenues for this group increased 12% on a quarter-over-quarter basis. Rail Group sales to Trinity’s Leasing and Management Services Group were $283 million in the second quarter of 2007 with profits of $50.3 million, or approximately 41 cents per diluted share. This compares with sales to our Leasing Group in the second quarter of 2006 of $119 million with profits of $12.2 million or 10 cents per diluted share. These inter-company sales and profits are eliminated in consolidation.

Our margin results for the Rail Group were 16.1%.

At this time, we anticipate margins for the Rail Group of between 14.0% and 15.0% for the third quarter.

Our assumptions for margins are based on the following:

    continued production efficiencies and

    no significant supply problems in steel or other basic materials.

The Rail Group backlog as of June 30, 2007 consisted of approximately 33,880 railcars, with an estimated sales value of $2.8 billion.

Inland Barge Group
Now turning to our Inland Barge Group.

The Inland Barge Group’s second quarter performance was once again very strong, posting revenues of $120 million and operating profit of $6.6 million, which included the $15 million charge for the proposed barge settlement. The results of the Barge Group continue to reflect a high level of operational excellence. This group’s backlog, as of June 30, 2007, totaled approximately $677 million. This compares with $487 million one year ago.

We anticipate Inland Barge revenues of between $120 and $130 million in the third quarter. Operating profit margins are expected to range between 14% and 16% during the quarter.

Energy Equipment Group
Now moving to the Energy Equipment Group.

During the second quarter, this group’s Windtower business continued to experience some production issues and growth challenges typical of fast-growing operations. The result was operating profits for the Energy Equipment Group of $11.7 million and an operating profit margin of 11.8% which represents a 70 basis point improvement from the first quarter of this year. Overall, we expect margins for the group to increase for 2007. However, we are no longer guiding the margin as a result of the unpredictable nature of the expansion cost associated with the rapid growth. Revenues for the group will total approximately $450 million for 2007, which represents a 34% improvement in revenue over last year. We have expanded our 10Q disclosures in this segment to include revenue from the Windtower business.

Construction Products Group
Revenues for our Construction Products Group were up 5% when compared to the same quarter of the previous year. Operating profit was $15.8 million for the quarter, representing a decline of $4.3 million from the same quarter of the previous year. The profit decline is primarily related to the poor weather conditions we experienced during the second quarter.

Leasing and Management Services Group
Our Railcar Leasing and Management Services Group reported revenues of $162.5 million compared with $71.8 million in the same quarter of the previous year. Operating profit was $39.5 million with $11.7 million resulting from car sales. The second quarter reflects the initial quarter in which we have completed transactions with the new company TRIP Holdings. As we discussed earlier, TRIP Holdings is a new company which Trinity, through one of its subsidiaries, owns 20%. In addition, we have management duties and administrative obligations. During the next 24 months the new company is anticipated to acquire $1.4 billion dollars in railcars from Trinity. TRIP Holdings has provisions to expand beyond the $1.4 billion. TRIP Holdings will be supplied with some railcars from our existing fleet, but the vast majority will come directly from our production lines. All railcars being purchased by TRIP Holdings will have firm leases in place with independent third parties. This new company allows Trinity to continue its core competency of lease originations, while maintaining a participation in the upside of the leasing economic benefits.

For 2007, we now anticipate between $525 and $575 million in net fleet additions to our own fleet. These figures represent a reduction from our previous guidance of $750 to $850 million in net fleet additions. As a form of clarity, net fleet additions are the fair market value of cars added to our fleet less the proceeds of cars sold from the fleet. Our Railcar backlog of $2.8 billion has approximately 65% or $1.8 billion dedicated to our Leasing Company and TRIP Holdings. As a result of the TRIP transaction, we currently estimate that approximately $800 million of the backlog will be purchased by TRIP Holdings. The result is our backlog dedicated to our leasing group has declined to approximately 37% of the total Trinity Rail backlog as compared to 61% last quarter.

Consolidated
Moving to our consolidated results.

For 2007, we expect non-leasing capital expenditures of between $170 and $190 million.

During the third quarter, we will defer approximately $270 million in revenue and between $40 and $44 million in operating profits as we grow our Leasing business and sell cars to TRIP Holdings. This represents between 33 and 36 cents per diluted share.

Also during the third quarter, we anticipate a second funding of cars to TRIP Holdings from our existing lease fleet of approximately 65 million dollars which will provide approximately 7 cents of income per diluted share.

We anticipate earnings from continuing operations for the third quarter to range between 92 and 97 cents per diluted share.

Our previous guidance for 2007 has improved. The new guidance is for earnings per share of between $3.35 and $3.45 for the full year on a fully diluted basis. Included in our assumptions for 2007 are:

    normal weather conditions

    no unanticipated adverse resolution of legal matters

    the elimination of between $133 and $139 million in profit for railcars sold to our Leasing Company and TRIP Holdings, or approximately $1.08 to $1.13 per diluted share.

    In addition, we are projecting the funding of approximately $525 million to TRIP Holdings from both the existing fleet and directly from our new car production lines.

In our earnings release yesterday, we provided a reconciliation of the non-GAAP term EBITDA. EBITDA from continuing operations for the second quarter of 2007 was approximately $153 million as compared to $144 million in the same quarter last year.

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

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