Trinity contributes rail holdings interests; deconsolidates TRIP and Triumph

TRINITY INDUSTRIES INC

TILC contributed 42.56% of TRIP Rail Holdings and 0.2% of Triumph Rail Holdings to NP SPE Holdings LP.
In exchange, TILC received an 11.2% limited partnership interest in NP SPE.
TILC no longer has direct ownership in TRIP or Triumph; both will be deconsolidated from Trinity's financial statements.
Contribution Agreement dated April 9, 2026 among TILC, TRIP, Triumph, NP SPE, and Napier Park GP.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

TRINITY INDUSTRIES INC entered into Contribution Agreement with TRIP Rail Holdings LLC, Triumph Rail Holdings LLC, NP SPE Holdings LP, Napier Park Rail Evergreen Fund GP LLC (effective 2026-04-09).

Action: entry
Counterparty: TRIP Rail Holdings LLC, Triumph Rail Holdings LLC, NP SPE Holdings LP, Napier Park Rail Evergreen Fund GP LLC
Effective: 2026-04-09

Exact text from the filing

On April 9, 2026, Trinity Industries Leasing Company (“TILC”), a wholly-owned direct subsidiary of Trinity Industries, Inc. (“Trinity” or the “Company”), entered into a Contribution Agreement (the “Contribution Agreement”) with TRIP Rail Holdings LLC (“TRIP Holdings”), Triumph Rail Holdings LLC (“Triumph Holdings”), NP SPE Holdings LP (“NP SPE”), and Napier Park Rail Evergreen Fund GP LLC.

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Source: SEC EDGAR

accession 0000099780-26-000028

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