SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-6903
TRINITY INDUSTRIES, INC.
(Exact name of Registrant as specified in its charter)
Incorporated Under the Laws 75-0225040
of the State of Delaware (I.R.S. Employer
Identification No.)
2525 Stemmons Freeway
Dallas, Texas 75207-2401
(Address of Principal (Zip Code)
Executive Offices)
Registrant's Telephone Number,
Including Area Code (214) 631-4420
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months and
(2) has been subject to such filing requirements for the past 90
days.
Yes X No
41,657,082
(Number of shares of common stock outstanding as of June 30, 1996)
Part I
Item 1 - Financial Statements
Trinity Industries, Inc.
Consolidated Balance Sheet
(unaudited)
(in millions except per share data)
June 30 March 31
Assets 1996 1996
Cash and cash equivalents . . . . . . . . . $ 4.3 $ 15.4
Receivables . . . . . . . . . . . . . . . . 250.8 293.5
Inventories:
Finished goods. . . . . . . . . . . . . . 52.8 38.9
Work in process . . . . . . . . . . . . . 156.7 146.5
Raw material and supplies . . . . . . . . 212.0 218.3
Total inventories 421.5 403.7
Property, plant and equipment, at cost:
Excluding Leasing Subsidiary. . . . . . . 757.1 745.3
Leasing Subsidiary. . . . . . . . . . . . 351.2 353.7
Less accumulated depreciation:
Excluding Leasing Subsidiary. . . . . . . (348.0) (336.5)
Leasing Subsidiary. . . . . . . . . . . . (71.8) (70.2)
Other assets. . . . . . . . . . . . . . . . 52.2 50.9
$1,417.3 $1,455.8
Liabilities and Stockholders' Equity
Short-term debt . . . . . . . . . . . . . . $ 145.0 $ 216.0
Accounts payable and accrued liabilities. . 241.1 222.9
Billings in excess of cost and related
earnings. . . . . . . . . . . . . . . . . 17.5 19.2
Long-term debt:
Excluding Leasing Subsidiary. . . . . . . 35.5 37.6
Leasing Subsidiary. . . . . . . . . . . . 163.0 168.8
Deferred income taxes . . . . . . . . . . . 27.0 30.2
Other liabilities . . . . . . . . . . . . . 14.4 15.1
643.5 709.8
Stockholders' equity:
Common stock - par value $1 per share;
authorized 100.0 shares; shares issued
and outstanding at June 30, 1996 - 41.7
and March 31, 1996 - 41.6. . . . . . . . 41.7 41.6
Capital in excess of par value. . . . . . 240.6 239.6
Retained earnings . . . . . . . . . . . . 491.5 464.8
773.8 746.0
$1,417.3 $1,455.8
Trinity Industries, Inc.
Consolidated Income Statement
(unaudited)
(in millions except per share data)
Three Months
Ended June 30
1996 1995
Revenues. . . . . . . . . . . . . . . . . . . . . . $662.5 $604.7
Operating costs:
Cost of revenues. . . . . . . . . . . . . . . . . 561.7 517.3
Selling, engineering and administrative expenses. 35.4 30.0
Interest expense of Leasing Subsidiary. . . . . . 3.9 4.7
Retirement plans expense. . . . . . . . . . . . . 5.0 3.5
606.0 555.5
Operating profit. . . . . . . . . . . . . . . . . . 56.5 49.2
Other (income) expenses:
Interest income . . . . . . . . . . . . . . . . . (0.2) (0.2)
Interest expense - excluding Leasing Subsidiary . 3.4 4.0
Other, net. . . . . . . . . . . . . . . . . . . . (1.4) -
1.8 3.8
Income before income taxes . . . . . . . . . . . . 54.7 45.4
Provision (benefit) for income taxes:
Current . . . . . . . . . . . . . . . . . . . . . 21.7 19.8
Deferred. . . . . . . . . . . . . . . . . . . . . (0.8) (1.9)
20.9 17.9
Net income. . . . . . . . . . . . . . . . . . . . . $ 33.8 $27.5
Net income per common and common equivalent share . $ 0.80 $0.66
Weighted average number of common and common
equivalent shares outstanding. . . . . . . . . . . 42.1 41.6
Trinity Industries, Inc.
Consolidated Statement of Cash Flows
(unaudited)
(in millions)
Three Months
Ended June 30
1996 1995
Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . . $ 33.8 $ 27.5
Adjustments to reconcile net income to net cash
provided (required) by operating activities:
Depreciation:
Excluding Leasing Subsidiary. . . . . . . . . . 15.6 14.3
Leasing Subsidiary. . . . . . . . . . . . . . . 4.7 4.9
Deferred benefit for income taxes. . . . . . . . (0.8) (1.9)
Gain on sale of property, plant and equipment. . (1.4) (0.1)
Other. . . . . . . . . . . . . . . . . . . . . . (0.1) (0.8)
Changes in assets and liabilities:
Decrease in receivables. . . . . . . . . . . .. 42.4 1.4
Increase in inventories. . . . . . . . . . . .. (17.8) (40.3)
Increase in other assets . . . . . . . . . . . (3.3) (0.9)
Increase (decrease) in accounts payable
and accrued liabilities. . . . . . . . . . . . 16.9 (16.1)
Decrease in billings in excess of cost and
related earnings . . . . . . . . . . . . . . . (1.7) (0.1)
Increase (decrease)in other liabilities . . . . 0.6 (1.6)
Total adjustments . . . . . . . . . . . . . . 55.1 (41.2)
Net cash provided (required) by operating
activities . . . . . . . . . . . . . . . . . . 88.9 (13.7)
Cash flows from investing activities:
Proceeds from sale of property, plant
and equipment . . . . . . . . . . . . . . . . . . 14.7 8.4
Capital expenditures:
Excluding Leasing Subsidiary. . . . . . . . . . . (17.6) (13.0)
Leasing Subsidiary. . . . . . . . . . . . . . . . (12.0) (13.2)
Payment for purchase of acquisitions,
net of cash acquired. . . . . . . . . . . . . . . - (2.3)
Cash of acquired subsidiary. . . . . . . . . . . . - 1.2
Net cash required by investing activities. . . . (14.9) (18.9)
Cash flows from financing activities:
Issuance of common stock . . . . . . . . . . . . . 1.0 2.6
Net borrowings (repayments) under short-term debt. (71.0) 36.0
Proceeds from issuance of long-term debt . . . . . - 7.0
Payments to retire long-term debt. . . . . . . . . (8.0) (10.6)
Dividends paid . . . . . . . . . . . . . . . . . . (7.1) (6.8)
Net cash provided (required) by
financing activities. . . . . . . . . . . . . . (85.1) 28.2
Net decrease in cash and cash equivalents. . . . .. (11.1) (4.4)
Cash and cash equivalents at beginning of year. . . 15.4 15.3
Cash and cash equivalents at end of period. . . . . $ 4.3 $ 10.9
<TABLE>
Trinity Industries, Inc.
Consolidated Statement of Stockholders' Equity
(unaudited)
(in millions except share and per share data)
<CAPTION>
Common Capital
Common Stock in Total
Shares $1.00 Excess Stock-
(100,000,000) Par of Par Retained holders'
Authorized) Value Value Earnings Equity
<S> <C> <C> <C> <C> <C>
Balance at March 31, 1995 . . . . 40,220,694 $40.2 $221.7 $379.3 $641.2
Other. . . . . . . . . . . . . . 1,325,468 1.3 32.5 - 33.8
Net income . . . . . . . . . . . - - - 27.5 27.5
Cash dividends
($0.17 per share) . . . . . . - - - (6.8) (6.8)
Balance June 30, 1995 . . . . . . 41,546,162 $41.5 $254.2 $400.0 $695.7
Balance at March 31, 1996 . . . . 41,596,037 $41.6 $239.6 $464.8 $746.0
Other. . . . . . . . . . . . . . 61,045 0.1 1.0 - 1.1
Net income . . . . . . . . . . . - - - 33.8 33.8
Cash dividends
($0.17 per share) . . . . . . - - - (7.1) (7.1)
Balance June 30, 1996 . . . . . . 41,657,082 $41.7 $240.6 $491.5 $773.8
</TABLE>
The foregoing consolidated financial statements are unaudited and have been
prepared from the books and records of the Registrant. In the opinion of the
Registrant, all adjustments, consisting only of normal and recurring
adjustments necessary to a fair presentation of the financial position of the
Registrant as of June 30, 1996 and March 31, 1996, the results of operations
for the three month periods ended June 30, 1996 and 1995 and cash flows for
the three month periods ended June 30, 1996 and 1995, in conformity with
generally accepted accounting principles, have been made.
Item 2 - Management's Discussion and Analysis of Consolidated
Financial Condition and Statement of Operations
Financial Condition
The decrease in 'Receivables' at June 30, 1996 compared to
March 31, 1996 is primarily due to payments received from certain
customer accounts at the end of the quarter. These receipts
diminished the need for 'Short-Term Debt' at the end of the current
period.
Statement of Operations
Three Months Ended June 30, 1996 vs.
Three Months Ended June 30, 1995
'Revenues' increased in the current three month period compared to
the same period of the prior year due primarily to increased business
in the Railcars, Construction Products, and Marine Products segments.
The replacement market continues to play a vital role in the Railcars
segment. Railcar retirements and scrapings continue to create a
healthy demand for freight cars and tank cars. Replacement cycles
for various types of vessels are also creating more demand in the
Marine Products segment. The demand for inland hopper barges should
continue to increase as barge traffic on the nation's rivers remains
strong. Construction Products revenues for the current quarter were
higher due to increased governmental, residential, and commercial
construction. With the emphasis in the repair and upgrading of the
nation's highway system, demand for construction products is expected
to remain favorable.
The increase in 'Operating profit' in the current period is
principally due to improved results from the Railcars, Marine
Products, Construction Products, and Containers segments.
Subsequent Events
At the Annual Meeting of Stockholders held July 17, 1996,
stockholders elected eight incumbent directors for a one year term.
Part II
Item 6 - Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit
Number Description
27 Financial Data Schedule
(b) Form 8-K was filed on June 27, 1996 that reported an
Agreement and Plan of Merger by and among Transcisco
Industries, Inc., the Registrant, and Trinity Y, Inc.,
a wholly-owned subsidiary of the Registrant.
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.
Trinity Industries, Inc.
By: /s/ F. Dean Phelps
F. Dean Phelps
Vice President
August 9, 1996
Index to Exhibit
No. Description Page
27 Financial Data Schedule *
EXHIBIT 27
[ARTICLE] 5
<TABLE>
<S> <C>
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] MAR-31-1997
[PERIOD-END] JUN-30-1996
[CASH] 4,300,000
[SECURITIES] 0
[RECEIVABLES] 250,800,000
[ALLOWANCES] 0
[INVENTORY] 421,500,000
[CURRENT-ASSETS] 0
[PP&E] 1,108,300,000
[DEPRECIATION] (419,800,000)
[TOTAL-ASSETS] 1,417,300,000
[CURRENT-LIABILITIES] 0
[BONDS] 0
[COMMON] 41,700,000
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[OTHER-SE] 732,100,000
[TOTAL-LIABILITY-AND-EQUITY] 1,417,300,000
[SALES] 0
[TOTAL-REVENUES] 662,500,000
[CGS] 0
[TOTAL-COSTS] 561,700,000
[OTHER-EXPENSES] 44,300,000
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 3,400,000
[INCOME-PRETAX] 54,700,000
[INCOME-TAX] 20,900,000
[INCOME-CONTINUING] 33,800,000
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 33,800,000
[EPS-PRIMARY] .80
[EPS-DILUTED] 0
</TABLE>