Attached files
file | filename |
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8-K - FORM 8-K - TRAC Intermodal LLC | v372204_8k.htm |
EX-99.1 - EXHIBIT 99.1 - TRAC Intermodal LLC | v372204_ex99-1.htm |
Exhibit - Financial Statements
TRAC Intermodal LLC and Subsidiaries Consolidated Balance Sheets At December 31, 2013 and 2012 (Dollars in Thousands) | ||
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| December 31 | |
| 2013 | 2012 |
Assets |
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Cash and cash equivalents | $ 11,843 | $ 26,556 |
Accounts receivable, net of allowances of $12,475 and $7,325, respectively | 113,138 | 80,620 |
Net investment in direct finance leases | 25,026 | 40,729 |
Leasing equipment, net of accumulated depreciation of $365,429 and $309,010, respectively | 1,394,088 | 1,325,383 |
Goodwill | 251,907 | 251,907 |
Other assets | 45,908 | 43,268 |
Total assets | $ 1,841,910 | $ 1,768,463 |
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Liabilities and member's interest |
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Accounts payable | $ 12,092 | $ 10,270 |
Accrued expenses and other liabilities | 42,692 | 37,320 |
Deferred income taxes, net | 99,331 | 73,569 |
Debt and capital lease obligations: |
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Due within one year | 34,029 | 25,884 |
Due after one year | 1,130,108 | 1,082,513 |
Total debt and capital lease obligations | 1,164,137 | 1,108,397 |
Total liabilities | 1,318,252 | 1,229,556 |
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Commitments and contingencies | — | — |
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Member's interest: |
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Member's interest | 562,006 | 590,883 |
Accumulated other comprehensive loss | (38,348) | (51,976) |
Total member's interest | 523,658 | 538,907 |
Total liabilities and member's interest | $ 1,841,910 | $ 1,768,463 |
TRAC Intermodal LLC and Subsidiaries Consolidated Statements of Operations For the Years Ended December 31, 2013, 2012 and 2011 (Dollars in Thousands) | |||
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| Year ended December 31 | ||
Revenues: | 2013 | 2012 | 2011 |
Equipment leasing revenue | $ 472,571 | $ 373,060 | $ 302,156 |
Finance revenue | 3,254 | 5,116 | 6,155 |
Other revenue | 39,419 | 36,417 | 31,033 |
Total revenues | 515,244 | 414,593 | 339,344 |
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Expenses: |
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Direct operating expenses | 289,767 | 214,125 | 172,075 |
Selling, general and administrative expenses | 58,031 | 46,038 | 40,942 |
Depreciation expense | 71,791 | 66,052 | 64,391 |
Provision for doubtful accounts | 11,369 | 4,137 | 3,954 |
Impairment of leasing equipment | 5,857 | 6,506 | 1,544 |
Loss on modification and extinguishment of debt and capital lease obligations | 904 | 8,850 | 733 |
Interest expense | 91,085 | 75,102 | 65,835 |
Interest income | (287) | (143) | (633) |
Other income, net | (2,074) | (809) | (1,535) |
Total expenses | 526,443 | 419,858 | 347,306 |
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Loss before benefit for income taxes | (11,199) | (5,265) | (7,962) |
Provision (benefit) for income taxes | 18,154 | (2,175) | (4,054) |
Net loss | $ (29,353) | $ (3,090) | $ (3,908) |
TRAC Intermodal LLC and Subsidiaries Consolidated Statements of Cash Flows For the Years Ended December 31, 2013, 2012 and 2011 (Dollars in Thousands) | |||
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| Year ended December 31 | ||
| 2013 | 2012 | 2011 |
Cash flows from operating activities |
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Net loss | $ (29,353) | $ (3,090) | $ (3,908) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
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Depreciation and amortization | 72,026 | 66,471 | 65,061 |
Provision for doubtful accounts | 11,369 | 4,137 | 3,954 |
Amortization of deferred financing fees | 6,183 | 4,001 | 2,760 |
Loss on modification and extinguishment of debt and capital lease obligations | 904 | 8,850 | 733 |
Derivative loss reclassified into earnings | 19,978 | 11,018 | 4,093 |
Ineffective portion of cash flow hedges | (82) | 53 | 189 |
Payments to terminate derivative instruments | — | (90,370) | (5,006) |
Impairment of leasing equipment | 5,857 | 6,506 | 1,544 |
Share based compensation | 1,181 | 1,765 | 58 |
Deferred income taxes, net | 18,080 | (5,028) | (4,270) |
Other, net | (1,340) | (217) | (1,417) |
Changes in assets and liabilities: |
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Accounts receivable | (43,888) | (27,110) | (16,916) |
Other assets | (36) | 848 | (700) |
Accounts payable | 1,822 | 1,546 | (513) |
Accrued expenses and other liabilities | 4,055 | 12,349 | (13,130) |
Net cash provided by (used in) operating activities | 66,756 | (8,271) | 32,532 |
Cash flows from investing activities |
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Proceeds from sale of leasing equipment | 7,066 | 2,689 | 5,803 |
Collections on net investment in direct finance leases, net of interest earned | 5,706 | 7,836 | 12,191 |
(Increase) decrease in restricted cash | — | — | 6,060 |
Purchase of leasing equipment | (141,113) | (102,989) | (31,707) |
Purchase of fixed assets | (4,225) | (588) | (823) |
Net cash used in investing activities | (132,566) | (93,052) | (8,476) |
Cash flows from financing activities |
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Proceeds from long-term debt | 142,000 | 932,397 | 111,704 |
Repayments of long-term debt | (87,290) | (800,738) | (143,743) |
Cash paid for debt issuance fees | (2,267) | (32,588) | (1,964) |
Capital contribution from member | — | 3,616 | — |
Investment in indirect parent | — | (3,616) | — |
Excess tax benefits restricted shares | 73 | — | — |
Repurchase of shares from employees | (820) | (307) | — |
Net cash provided by (used in) financing activities | 51,696 | 98,764 | (34,003) |
Effect of changes in exchange rates on cash and cash equivalents | (599) | 110 | 275 |
Net decrease in cash and cash equivalents | (14,713) | (2,449) | (9,672) |
Cash and cash equivalents, beginning of year | 26,556 | 29,005 | 38,677 |
Cash and cash equivalents, end of year | $ 11,843 | $ 26,556 | $ 29,005 |
Supplemental disclosures of cash flow information |
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Cash paid for interest | $ 65,957 | $ 53,552 | $ 58,538 |
Cash paid (refunded) for taxes, net | $ 763 | $ (415) | $ 15,931 |
Supplemental non-cash financing activities |
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Purchase of leasing equipment financed through debt and capital lease obligations | $ — | $ — | $ 75,696 |