e11vk
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the year ended December 31, 2005
Commission File Number 1-6903
PROFIT SHARING PLAN FOR EMPLOYEES OF TRINITY INDUSTRIES, INC.
AND CERTAIN AFFILIATES AS RESTATED EFFECTIVE JANUARY 1, 2005
(Full Title of the Plan)
TRINITY INDUSTRIES, INC.
(Name of issuer of the securities held pursuant to the plan)
| |
|
|
| Delaware |
|
75-0225040 |
| (State of Incorporation)
|
|
(I.R.S. Employer Identification No.) |
| |
|
|
| 2525 Stemmons Freeway, Dallas, Texas
|
|
75207-2401 |
| (Address of principal executive offices)
|
|
(Zip Code) |
Issuer’s telephone number, including area code (214) 631-4420
Financial Statements and Supplemental Schedule
Profit Sharing Plan for Employees of Trinity Industries, Inc.
and Certain Affiliates as Restated Effective January 1, 2005
(formerly Profit Sharing Plan for Employees of Trinity Industries, Inc.
and Certain Affiliates as Restated Effective April 1, 1999)
As of December 31, 2005 and 2004, and for the Year ended December 31, 2005
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Financial Statements and Supplemental Schedule
As of December 31, 2005 and 2004,
and for the Year ended December 31, 2005
Contents
Report of Independent Registered Public Accounting Firm
Profit Sharing Committee
Trinity Industries, Inc.
We have audited the accompanying statements of net assets available for benefits of the Profit
Sharing Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as Restated Effective
January 1, 2005 (formerly Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective April 1, 1999) as of December 31, 2005 and 2004, and the related
statement of changes in net assets available for benefits for the year ended December 31, 2005.
These financial statements are the responsibility of the Plan’s management. Our responsibility is
to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. We
were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our
audits included consideration of internal control over financial reporting as a basis for designing
audit procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Plan’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31, 2005 and 2004, and the
changes in its net assets available for benefits for the year ended December 31, 2005, in
conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial statements taken
as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December
31, 2005, is presented for purposes of additional analysis and is not a required part of the
financial statements but is supplementary information required by the Department of Labor’s Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental
schedule has been subjected to the auditing procedures applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in relation to the
financial statements taken as a whole.
/s/ Ernst & Young LLP
April 24, 2006
1
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Statements of Net Assets Available for Benefits
| |
|
|
|
|
|
|
|
|
| |
|
December 31 |
|
| |
|
2005 |
|
|
2004 |
|
Assets |
|
|
|
|
|
|
|
|
Plan interest in Trinity Industries, Inc.
Master Trust |
|
$ |
135,689,788 |
|
|
$ |
122,128,651 |
|
Participant loans |
|
|
7,083,205 |
|
|
|
6,671,842 |
|
|
|
|
|
|
|
|
|
|
Receivables: |
|
|
|
|
|
|
|
|
Participant contributions |
|
|
260,828 |
|
|
|
234,564 |
|
Company contributions |
|
|
4,222,716 |
|
|
|
2,927,631 |
|
|
|
|
|
|
|
|
|
|
|
4,483,544 |
|
|
|
3,162,195 |
|
|
|
|
|
|
|
|
Total assets |
|
|
147,256,537 |
|
|
|
131,962,688 |
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Excess participant contributions refundable |
|
|
410,419 |
|
|
|
— |
|
|
|
|
|
|
|
|
Net assets available for benefits
|
|
$ |
146,846,118 |
|
|
$ |
131,962,688 |
|
|
|
|
|
|
|
|
See accompanying notes.
2
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2005
| |
|
|
|
|
Additions |
|
|
|
|
Plan’s interest in Trinity Industries, Inc. Master Trust
investment income |
|
$ |
13,024,272 |
|
Interest income on participant loans |
|
|
305,382 |
|
|
|
|
|
|
Contributions: |
|
|
|
|
Participant |
|
|
8,985,694 |
|
Company |
|
|
5,103,418 |
|
|
|
|
|
Total additions |
|
|
27,418,766 |
|
|
|
|
|
|
Deductions |
|
|
|
|
Benefits paid to participants |
|
|
12,372,374 |
|
Administrative expenses |
|
|
162,962 |
|
|
|
|
|
Total deductions |
|
|
12,535,336 |
|
|
|
|
|
|
Net increase |
|
|
14,883,430 |
|
|
|
|
|
|
Net assets available for benefits at beginning of year |
|
|
131,962,688 |
|
|
|
|
|
Net assets available for benefits at end of year
|
|
$ |
146,846,118 |
|
|
|
|
|
See accompanying notes.
3
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements
December 31, 2005
1. Description of the Plan
The following brief description of the Profit Sharing Plan for Employees of Trinity Industries,
Inc. and Certain Affiliates as Restated Effective January 1, 2005 (formerly the Profit Sharing Plan
for Employees of Trinity Industries, Inc. and Certain Affiliates as Restated Effective April 1,
1999) (the Plan) is provided for general information only. Participants should refer to the Summary
Plan Description for a more complete description of the Plan’s provisions.
General
The Plan, as amended and restated, is a defined contribution plan designed to comply with the
provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA) sponsored by
Trinity Industries, Inc. (the Company).
Fidelity Management Trust Company (Trustee) is the Trustee of the Plan. The Company and the Trustee
have entered into a Master Trust Agreement. Under the Master Trust Agreement, the Plan participates
in the Trinity Industries, Inc. Master Trust (the Trinity Master Trust) with the McConway & Torley
Profit Sharing Plan, the Trinity Rail Group LLC Hourly Employees’ Retirement Savings 401(k) Plan,
and the Trinity Rail Group LLC Certain Illinois Hourly Employees’ Retirement Savings Plan. The
Company is the Plan Sponsor for each of the participating Plans.
Participation
Each employee of the Company is eligible to contribute to the Plan on the first day of the month
following 60 days of eligible employment, and must meet the following additional requirements:
| |
(1) |
|
Must be in a unit of employees who are designated as eligible to participate
in the Plan; and |
| |
| |
(2) |
|
Must not be included in a unit of employees covered by a collective
bargaining agreement, unless benefits under this Plan were included in an
agreement as a result of good faith bargaining. |
4
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Contributions
Each participant electing to contribute to the Plan agrees to contribute not less than 1% nor more
than 14% of their eligible compensation, as defined in the Plan, in 1% increments as designated by
the participant. A salary reduction and contribution agreement must be entered into by each
employee as the employee begins participation in the Plan, and may be amended at any time.
The Plan was restated effective January 1, 2005, providing for two additional Company contributions
consisting of an Annual Retirement Contribution and a Start-Up Contribution in addition to the
Company Matching Contribution, all as defined by the Plan. Generally, participants who made a
one-time election to no longer remain in the Company’s defined benefit plan are eligible to receive
the Start-Up Contribution whereas all employees hired after December 31, 2004, who would have been
eligible to participate in the Company’s defined benefit plan are eligible to receive the Annual
Retirement Contribution. Company Matching contributions shall be made if Company earnings are at
least sufficient to pay dividends to stockholders, but in no event less than $0.33 1/3 per share of
common stock. The Board of Directors (Board) may, in its sole discretion, elect to waive the
Company earnings requirement. If the Company Matching Contribution is made, then each participant
shall receive an amount equal to a percentage of that portion of such participant’s contribution
which does not exceed six percent of such participant’s total eligible compensation for the year,
as defined, under the following schedule:
| |
|
|
|
|
| |
|
Percentage of Company |
| Years of Service |
|
Contribution |
Less than 1 year |
|
|
0 |
% |
1 but less than 2 years |
|
|
25 |
% |
2 but less than 3 years |
|
|
30 |
% |
3 but less than 4 years |
|
|
35 |
% |
4 but less than 5 years |
|
|
40 |
% |
5 or more years |
|
|
50 |
% |
5
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Effective January 1, 2005, the Company enhanced the existing profit sharing portion of the Plan to
which the Company will contribute a guaranteed Annual Retirement Contribution of up to 3 percent of
the participating employees’ 401(k) eligible compensation. During 2004, the Company provided a
one-time election for current employees to remain in the defined benefit plan or to begin receiving
the new Annual Retirement Contribution in the Plan. All employees hired after December 31, 2004,
who would have been eligible to participate in the defined benefit plan, participate in the Annual
Retirement Contribution within the Plan.
Each participant eligible to receive the Annual Retirement Contribution, as defined by the Plan,
shall receive an amount equal to a percentage of such participant’s compensation for the year, as
defined, under the following schedule:
| |
|
|
|
|
| |
|
Percentage of |
| |
|
Participant’s |
| Years of Service |
|
Compensation |
0 |
|
|
1.0 |
% |
1 |
|
|
1.2 |
% |
2 |
|
|
1.4 |
% |
3 |
|
|
1.6 |
% |
4 |
|
|
1.8 |
% |
5 |
|
|
2.0 |
% |
6 |
|
|
2.2 |
% |
7 |
|
|
2.4 |
% |
8 |
|
|
2.6 |
% |
9 |
|
|
2.8 |
% |
10 or more |
|
|
3.0 |
% |
Each participant eligible to receive the Company Start-Up Contribution, as defined by the Plan,
shall receive an amount equal to such participant’s years of service multiplied by $100, not to be
less than $500 nor more than $1,000.
6
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Company contributions are net of forfeitures, as defined. Company contributions for a given Plan
year shall be deposited in the Trinity Master Trust no later than the date on which the Company
files its federal income tax return for such year. For the 2005 Plan year, the Company Matching
Contribution was $3,199,557 (net of $61,850 of forfeitures); the Annual Retirement Contribution was
$1,023,159 (net of $44,000 of forfeitures); and the Company Start-Up Contribution was $834,700.
Participant Accounts
Each participant’s account is credited with the participant’s contributions and allocations of (a)
the Company’s contributions and (b) plan earnings, and is charged with an allocation of
administrative expenses. Allocations are based on participant earnings or account balances, as
defined. The benefit to which a participant is entitled is the benefit that can be provided from
the participant’s account. Participants may direct daily the investment of participant and Company
contributions among fifteen registered investment companies and Company common stock.
Benefits
Distribution of a participant’s vested account balance is payable upon retirement at or after age
65, total disability, death, or termination of employment. Distribution is equal to the salary
reduction contributions and related earnings, plus the vested portion of any Company contributions
and related earnings.
Withdrawals of up to 100% of the participant’s contributions can be made only to meet “immediate
and heavy financial needs” (medical care, college tuition, the purchase of a
principal residence, or to prevent the foreclosure on a principal residence), as long as the funds
are not available for such needs from other sources. No hardship withdrawals can be made against
the earnings on the participant contributions or against any Company contributions and related
earnings. These restrictions no longer apply when the participant reaches age 59 1/2.
7
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Upon request, distributions shall be made no earlier than the month that follows the last day of
the month in which entitlement occurs. Distributions from the Company common stock accounts shall
be made in cash unless otherwise designated by the participant.
Participant Loans
Loans may be made for a minimum of $1,000 up to a maximum of $50,000, not to exceed 50% of the
participant’s contribution balance and related earnings plus 50% of the vested portion of the
Company contribution balance and related earnings. Loans are subject to rules and regulations
established by the Profit Sharing Committee (Committee), as defined by the Plan.
Vesting
The Company contributions and related earnings vest to participants depending upon the number of
years of vesting service, as defined, completed by such participant as follows:
| |
|
|
|
|
| |
|
Percentage |
| Years of Service |
|
Vested |
Less than 1 year |
|
|
0 |
% |
1 but less than 2 years |
|
|
20 |
% |
2 but less than 3 years |
|
|
40 |
% |
3 but less than 4 years |
|
|
60 |
% |
4 but less than 5 years |
|
|
80 |
% |
5 or more years |
|
|
100 |
% |
Participants are 100% vested in Company contributions and the allocated portion of related earnings
upon their attainment of age 65, and are always 100% vested in participant contributions and the
related earnings on such contributions.
8
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Forfeitures
The amounts forfeited by participants who terminate employment prior to becoming fully vested are
first used to reduce employer contributions. Any excess amounts are then used to pay the Plan’s
share of allocable fees and other administrative expenses of the Trinity Master Trust.
Administration of the Plan
The Plan is administered by the Committee, consisting of at least three persons who are appointed
by the Board. The members of the Committee serve at the discretion of the Board, and any Committee
member who is an employee of the Company shall not receive compensation for their services.
The expenses incurred by the Trustee in the performance of its duties, including the Trustee’s
compensation and the services of the recordkeeper, shall be paid by the Plan unless paid by the
Company. All other expenses are paid by the Company.
Amendment or Termination of the Plan
The Company may amend the Plan at any time. However, no amendment, unless made to secure approval
of the Internal Revenue Service (IRS) or other governmental agency, may operate retroactively to
reduce or divest the then vested interest in the Plan of any participant, former participant or
beneficiary, or to reduce or divest any benefit payable under the Plan unless all participants,
former participants, and beneficiaries then having vested interests or benefit payments affected
thereby consent to such amendment.
The Company may terminate the Plan at any time, subject to the provisions of ERISA. Upon complete
or partial termination, the accounts of all participants affected thereby shall become 100% vested,
and the Committee shall direct the Trustee to distribute the assets in the Trinity Master Trust,
after receipt of any required approval by the IRS and payment of any expenses properly chargeable
thereto, to participants, former participants, and beneficiaries in proportion to their respective
account balances.
9
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
2. Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared on the accrual basis of accounting. Benefits paid
to participants are recorded when paid.
Valuation of Investments
Investments in the Trinity Master Trust are valued at fair value. Investments in registered
investment companies are valued at published market prices which represent the net asset value of
shares held by the Plan at year-end. The Trinity Stock Fund invests primarily in Company common
stock with a fractional amount invested in interest-bearing cash equivalents. Investment in common
stock of the Company is stated at fair value based on quoted market prices. Cash equivalents
include investments in money market funds valued at cost which approximates fair value. Participant
loans are valued at their outstanding balances, which approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded
on the accrual basis. Dividends are recorded on the ex-dividend date. Realized gains and losses
from security transactions are reported using average cost.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting
principles requires management to make estimates that affect the amounts in the financial
statements and accompanying notes. Actual results could differ from these estimates.
Related-Party Transactions
Certain Plan investments in the registered investment companies and the interest-bearing cash
equivalent portion of the Trinity Stock Fund are managed by Fidelity. Fidelity is the trustee as
defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions.
Additionally, a portion of the Plan’s assets is invested in the Company’s common stock. Because the
Company is the Plan Sponsor, transactions involving the Company’s common stock qualify as
party-in-interest transactions. All of these transactions are exempt from the prohibited
transactions rules.
10
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
3. Trinity Master Trust
Investment income and administrative expenses relating to the Trinity Master Trust are allocated to
the Plan based upon average monthly balances invested by the Plan.
The fair value of the commingled investments of all participating plans in the Master Trust
accounts at December 31, 2005 and 2004, and the percentage interests the Plan holds in each of the
Master Trust accounts are summarized as follows:
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2005 |
|
|
2004 |
|
| |
|
|
|
|
|
Percentage |
|
|
|
|
|
|
Percentage |
|
| |
|
Fair Value |
|
|
Interest |
|
|
Fair Value |
|
|
Interest |
|
| |
|
|
Templeton
Foreign Fund — Class A |
|
$ |
79,003 |
|
|
|
0.0 |
% |
|
$ |
63,612 |
|
|
|
0.0 |
% |
MSI Core
Plus Fixed Income Portfolio — Advisor
Class |
|
|
176,400 |
|
|
|
0.0 |
% |
|
|
194,972 |
|
|
|
0.0 |
% |
Fidelity Magellan Fund |
|
|
951,021 |
|
|
|
0.0 |
% |
|
|
925,677 |
|
|
|
0.0 |
% |
Fidelity Equity Income Fund |
|
|
307,018 |
|
|
|
0.0 |
% |
|
|
313,157 |
|
|
|
0.0 |
% |
Fidelity Growth Company Fund |
|
|
31,105,159 |
|
|
|
94.7 |
% |
|
|
29,334,445 |
|
|
|
94.5 |
% |
Fidelity Asset Manager Fund |
|
|
18,815 |
|
|
|
0.0 |
% |
|
|
16,785 |
|
|
|
0.0 |
% |
Fidelity Asset Manager Growth Fund |
|
|
43,519 |
|
|
|
0.0 |
% |
|
|
36,189 |
|
|
|
0.0 |
% |
Trinity Stock Fund |
|
|
21,877,336 |
|
|
|
97.8 |
% |
|
|
17,274,735 |
|
|
|
97.8 |
% |
Fidelity Asset Manager Income Fund |
|
|
39,123 |
|
|
|
0.0 |
% |
|
|
29,101 |
|
|
|
0.0 |
% |
Fidelity Retirement Money Market Portfolio |
|
|
32,524,268 |
|
|
|
94.6 |
% |
|
|
33,968,935 |
|
|
|
91.8 |
% |
Spartan U.S.
Equity Index Fund — Investor Class |
|
|
20,722,944 |
|
|
|
95.1 |
% |
|
|
21,360,394 |
|
|
|
94.9 |
% |
MSI Small
Company Growth Portfolio — Class B |
|
|
506,606 |
|
|
|
98.8 |
% |
|
|
554,222 |
|
|
|
100.0 |
% |
Dodge and Cox Stock Fund |
|
|
3,989,748 |
|
|
|
99.7 |
% |
|
|
2,337,132 |
|
|
|
99.6 |
% |
Lord Abbett
MidCap Value Fund — Class A |
|
|
1,585,773 |
|
|
|
99.5 |
% |
|
|
840,013 |
|
|
|
99.3 |
% |
Alliance NFJ Small Cap Value Fund |
|
|
2,057,285 |
|
|
|
98.2 |
% |
|
|
859,538 |
|
|
|
96.0 |
% |
Fidelity Government Income Fund |
|
|
10,716,829 |
|
|
|
94.3 |
% |
|
|
10,941,958 |
|
|
|
91.8 |
% |
Fidelity Balanced Fund |
|
|
6,599,409 |
|
|
|
84.9 |
% |
|
|
5,575,771 |
|
|
|
80.8 |
% |
Fidelity Magellan Diversified International Fund |
|
|
3,779,598 |
|
|
|
97.8 |
% |
|
|
2,694,787 |
|
|
|
97.9 |
% |
Fidelity Freedom Income Fund |
|
|
491,024 |
|
|
|
97.3 |
% |
|
|
368,334 |
|
|
|
96.5 |
% |
Fidelity Freedom 2000 Fund |
|
|
396,151 |
|
|
|
97.7 |
% |
|
|
385,166 |
|
|
|
98.3 |
% |
Fidelity Freedom 2010 Fund |
|
|
2,270,907 |
|
|
|
99.6 |
% |
|
|
1,528,334 |
|
|
|
99.6 |
% |
Fidelity Freedom 2020 Fund |
|
|
2,000,555 |
|
|
|
99.5 |
% |
|
|
1,105,575 |
|
|
|
99.4 |
% |
Fidelity Freedom 2030 Fund |
|
|
1,070,042 |
|
|
|
98.9 |
% |
|
|
661,280 |
|
|
|
95.5 |
% |
Fidelity Freedom 2040 Fund |
|
|
701,976 |
|
|
|
98.6 |
% |
|
|
375,065 |
|
|
|
95.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
144,010,509 |
|
|
|
|
|
|
$ |
131,745,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
3. Trinity Master Trust (continued)
Net
investment income (loss) of the Master Trust accounts for the
year ended December 31, 2005, and the Plan’s share of net investment income (loss) of each Master Trust
account is summarized as follows:
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Net |
|
|
|
|
|
|
|
|
| |
|
Appreciation |
|
|
|
|
|
|
|
|
| |
|
(Depreciation) |
|
|
|
|
|
Net |
|
Share in Net |
| |
|
in Fair Value of |
|
Interest and |
|
Investment |
|
Investment |
| |
|
Investments |
|
Dividends |
|
Income |
|
Income |
| |
|
|
Templeton
Foreign Fund — Class A |
|
$ |
2,673 |
|
|
$ |
5,170 |
|
|
$ |
7,843 |
|
|
|
0.0 |
% |
MSI Core Plus Fixed Income
Portfolio — Advisor Class |
|
|
(586 |
) |
|
|
8,489 |
|
|
|
7,903 |
|
|
|
0.0 |
% |
Fidelity Magellan Fund |
|
|
22,585 |
|
|
|
34,809 |
|
|
|
57,394 |
|
|
|
0.0 |
% |
Fidelity Equity Income Fund |
|
|
(305 |
) |
|
|
17,124 |
|
|
|
16,819 |
|
|
|
0.0 |
% |
Fidelity Growth Company Fund |
|
|
3,697,690 |
|
|
|
5,231 |
|
|
|
3,702,921 |
|
|
|
94.6 |
% |
Fidelity Asset Manager Fund |
|
|
(50 |
) |
|
|
980 |
|
|
|
930 |
|
|
|
0.0 |
% |
Fidelity Asset Manager Growth
Fund |
|
|
818 |
|
|
|
842 |
|
|
|
1,660 |
|
|
|
0.0 |
% |
Trinity Stock Fund |
|
|
5,413,538 |
|
|
|
— |
|
|
|
5,413,538 |
|
|
|
97.9 |
% |
Fidelity Asset Manager Income
Fund |
|
|
488 |
|
|
|
1,848 |
|
|
|
2,336 |
|
|
|
0.0 |
% |
Fidelity Retirement Money Market
Portfolio |
|
|
— |
|
|
|
954,588 |
|
|
|
954,588 |
|
|
|
94.1 |
% |
Spartan U.S. Equity Index Fund —
Investor Class |
|
|
611,262 |
|
|
|
358,545 |
|
|
|
969,807 |
|
|
|
95.3 |
% |
MSI Small Company Growth
Portfolio — Class B |
|
|
13,325 |
|
|
|
50,383 |
|
|
|
63,708 |
|
|
|
99.9 |
% |
Dodge and Cox Stock Fund |
|
|
194,797 |
|
|
|
134,880 |
|
|
|
329,677 |
|
|
|
99.9 |
% |
Lord Abbett MidCap Value Fund —
Class A |
|
|
8,066 |
|
|
|
124,106 |
|
|
|
132,172 |
|
|
|
99.6 |
% |
Alliance NFJ Small Cap Value Fund |
|
|
(44,188 |
) |
|
|
190,820 |
|
|
|
146,632 |
|
|
|
97.7 |
% |
Fidelity Government Income Fund |
|
|
(129,583 |
) |
|
|
386,348 |
|
|
|
256,765 |
|
|
|
93.5 |
% |
Fidelity Balanced Fund |
|
|
316,586 |
|
|
|
310,522 |
|
|
|
627,108 |
|
|
|
84.4 |
% |
Fidelity Magellan Diversified
International Fund |
|
|
419,370 |
|
|
|
114,292 |
|
|
|
533,662 |
|
|
|
98.2 |
% |
Fidelity Freedom Income Fund |
|
|
3,892 |
|
|
|
12,544 |
|
|
|
16,436 |
|
|
|
97.2 |
% |
Fidelity Freedom 2000 Fund |
|
|
3,826 |
|
|
|
11,213 |
|
|
|
15,039 |
|
|
|
97.8 |
% |
Fidelity Freedom 2010 Fund |
|
|
56,947 |
|
|
|
55,804 |
|
|
|
112,751 |
|
|
|
99.6 |
% |
Fidelity Freedom 2020 Fund |
|
|
93,568 |
|
|
|
41,489 |
|
|
|
135,057 |
|
|
|
99.5 |
% |
Fidelity Freedom 2030 Fund |
|
|
65,934 |
|
|
|
20,088 |
|
|
|
86,022 |
|
|
|
99.5 |
% |
Fidelity Freedom 2040 Fund |
|
|
48,615 |
|
|
|
14,322 |
|
|
|
62,937 |
|
|
|
98.8 |
% |
12
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Notes to Financial Statements (continued)
3. Trinity Master Trust (continued)
The Plan provides for investments in various investment securities. Investment securities are
exposed to various risks such as interest rate, market and credit risks. Due to the level of risk
associated with certain investment securities, it is at least reasonably possible that changes in
the values of investment securities will occur in the near term and that such changes could
materially affect participants’ account balances and the amounts reported in the statements of net
assets available for benefits.
4. Income Tax Status
The Plan has received a determination letter from the IRS dated February 22, 2001, stating that the
Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code)
and, therefore, the related trust is exempt from taxation. Subsequent to this
determination by the IRS, the Plan was amended and restated. Once qualified, the Plan is required
to operate in conformity with the Code to maintain its qualification. The plan administrator
believes the Plan is being operated in compliance with the applicable requirements of the
Code and, therefore, believes that the Plan, as amended and restated, is qualified and the related
trust is tax-exempt.
13
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain
Affiliates as Restated Effective January 1, 2005 (formerly Profit Sharing
Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as
Restated Effective April 1, 1999)
Schedule H; Line 4i — Schedule of Assets (Held at End of Year)
EIN: 75-0225040 Plan #: 029
December 31, 2005
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
(b) |
|
(c) |
|
|
|
|
|
|
| |
|
Identity of Issue, |
|
Description of Investment, Including |
|
|
|
|
|
(e) |
| |
|
Borrower, Lessor, or |
|
Maturity Date, Rate of Interest, |
|
(d) |
|
Current |
| (a) |
|
Similar Party |
|
Collateral, Par or Maturity Value |
|
Cost |
|
Value |
| |
* |
|
Participant loans |
|
Interest rates from 4% to 11% |
|
$ |
— |
|
|
$ |
7,083,205 |
|
* Party in interest.
14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons
who administer the employee benefit plan) have duly caused this Annual Report to be signed by the
undersigned thereunto duly authorized.
Profit Sharing Plan for Employees of Trinity Industries, Inc. and Certain Affiliates as Restated
Effective January 1, 2005.
| |
|
|
|
|
/s/
|
|
Timothy R. Wallace |
|
|
| |
|
|
|
|
Timothy R. Wallace |
|
|
|
|
Member, Profit Sharing |
|
|
|
|
Committee |
|
|
|
|
June 26, 2006 |
|
|
|
|
|
|
|
/s/
|
|
John L. Adams |
|
|
| |
|
|
|
|
John L. Adams |
|
|
|
|
Member, Profit Sharing |
|
|
|
|
Committee |
|
|
|
|
June 26, 2006 |
|
|
|
|
|
|
|
/s/
|
|
Andrea F. Cowan |
|
|
| |
|
|
|
|
Andrea F. Cowan |
|
|
|
|
Member, Profit Sharing |
|
|
|
|
Committee |
|
|
|
|
June 26, 2006 |
|
|
15
INDEX TO EXHIBITS
| |
|
|
|
|
|
|
| Exhibit |
|
Seq. |
|
|
| Number |
|
Description |
|
Page No. |
|
|
|
|
|
|
|
23
|
|
Consent of Independent Registered Public Accounting
Firm
|
|
17 |
|
|
16