North America U.K./Europe Genesee & Wyoming Inc. Australia 2015 Annual Report Genesee & Wyoming owns or leases 120 freight railroads worldwide that are organized in 11 operating regions with 7,500 employees and more than 2,800 customers. Financial Highlights Years Ended December 31 (In thousands, except per share amounts) 2015 2014 2013 2012 2011 Statement of Operations Data Operating revenues $2,000,401 $1,639,012 $1,568,643 $874,916 $829,096 Income from operations 384,261 421,571 380,188 190,322 191,779 Net income 225,037 260,755 271,296 52,433 119,484 Net income available to common stockholders 225,037 260,755 269,157 48,058 119,484 Diluted earnings per common share attributable to Genesee & Wyoming Inc. common stockholders: Diluted earnings per common share (EPS) 3.89 4.58 4.79 1.02 2.79 Weighted average shares - Diluted 57,848 56,972 56,679 51,316 42,772 Balance Sheet Data as of Period End Total assets $6,795,604 $5,595,753 $5,319,821 $5,226,115 $2,294,157 Total debt 2,305,259 1,615,449 1,624,712 1,858,135 626,194 Equity 2,519,461 2,357,980 2,149,070 1,500,462 960,634 Operating Revenues Income from Operations Net Income Diluted Earnings ($ In Millions) ($ In Millions) ($ In Millions) 421.61,2 Per Common Share 2 2,000.4 2 401.6 1 $2,000 $400 394.1 $275 271.3 $5.00 1 260.81 4.79 1 1 380.21 384.3 4.58 1,800 250 4.50 350 1,639.0 225.01 225 2 233.3 1 1,600 4.00 2 3.89 1,568.6 4.10 300 2 2 200 213.9 212.9 2 3.78 2 1,400 3.50 3.68 250 175 1,200 3.00 1 2 2.79 211.2 150 2 1 2.53 1,000 200 191.8 129.72 2.50 1 874.9 2 1 125 119.5 2.47 2 829.1 189.5 190.3 800 2.00 150 100 105.6 2 600 1.50 75 100 400 1.00 50 1 52.41 1.02 50 200 25 0.50 0 0 0 0 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 (1) As Reported (2) Adjusted income from operations, adjusted net income and adjusted diluted EPS are non-GAAP financial measures and are not intended to replace income from operations, net income and diluted EPS, their most directly comparable GAAP measures. The information required by Item 10(e) of Regulation S-K under the Securities Act of 1933 and the Securities Exchange Act of 1934 and Regulation G under the Securities Exchange Act of 1934, including a reconciliation of non-GAAP financial measures to their most directly comparable U.S. GAAP measures, is included on pages16-20. 2015 Annual Report 1 The addition of Freightliner in 2015 created an“ unmatched global rail footprint, and our long-term outlook is not solely dictated by economic cycles, but also by our disciplined capital allocation and ability to structure good transactions for our shareholders.” On the Cover Top: Marquette Rail, Newaygo, Michigan Middle: Genesee & Wyoming Australia, Mallala, South Australia Bottom: Freightliner, Kings Sutton, U.K. Back Cover: Puget Sound & Pacific Railroad, Aberdeen, Washington This Page Right: Arizona Eastern Railway, Lordsburg, New Mexico Below: Freightliner, Southampton, U.K. From the CEO John C. Hellmann President and Chief Executive Officer To Our Shareholders: Of my sixteen years at G&W, 2015 proved to be the most challenging. A global freight rail recession drove our adjusted diluted earnings per share down 10.2% in 2015,(1) with weak shipments in most operating regions and our same railroad carloads down 11%. The decline in our rail traffic was driven by three overarching trends: i) the collapse in the prices of global commodities such as iron ore, copper, manganese and crude oil, which reduced or eliminated shipments from multiple customers, ii) the rapid shift of U.S. and U.K. power generation away from coal to cheaper natural gas, as well as other renewable alternatives, which significantly reduced our coal shipments, and iii) a strong U.S. dollar which made our U.S. industrial customers, such as steel manufacturers, as well as our U.S. agricultural customers, less competitive in global markets. In the face of these difficult trends, we continued to focus on enhancing the efficiency of our operations and responded quickly and decisively to the weakened business climate. Several positive developments are worth highlighting in 2015. Our safety performance led the rail industry for the seventh consecutive year. We completed the acquisition of London- headquartered Freightliner Group, adding important geographic and commodity diversity to our global rail operations. We made significant cost reductions in each of our eleven operating regions and have been reducing our investments in plant and equipment to be consistent with lower traffic levels. We created an in-house engineering and track-construction team in North America whose productivity has surpassed our expectations. Coupled with our significant past investments in our infrastructure, this highly efficient engineering team enables us to lower our track capital spending without sacrificing service levels to our customers. We remain intensely focused on cost reductions and efficiencies and, despite continued pressure on our earnings, are well positioned for a strong increase in our free cash flow in 2016.(1) I want to extend my deep appreciation to all of my fellow G&W employees, who have risen to the challenge of protecting the intrinsic value of our railroads and positioning us for improving trends in the future. Whether in the United States, Canada, Australia, the United Kingdom or Continental Europe, we have outstanding people and rail expertise that ultimately translates into an abundance of commercial opportunities worldwide. (1) Adjusted diluted EPS, free cash flow, adjusted income from operations, adjusted operating ratio, adjusted incremental margins, EBITDA and adjusted EBITDA are non-GAAP financial measures and are not intended to replace financial measures calculated in accordance with U.S. GAAP. The information required by Item 10(e) of Regulation S-K under the Securities Act of 1933 and the Securities Exchange Act of 1934 and Regulation G under the Securities Exchange Act of 1934, including a reconciliation of non-GAAP measures to their most directly comparable U.S. GAAP measures, is included on pages 16-20. 2015 Annual Report 3 From the CEO, continued Safety The safety of our people is an essential part of G&W’s culture and a common thread that ties together our worldwide operations. Our safety culture is underpinned by the shared belief that all injuries are preventable and that we need to continuously improve our processes and performance. This culture significantly contributes to our ability to run each of our 120 railroads efficiently for our customers and our shareholders. We have found that attention to detail in safety translates into attention to detail in all aspects of our operations and customer service, a natural byproduct of which is strong customer satisfaction (see sidebar below). In 2015, G&W’s same railroad injury-frequency rate (IFR) per 200,000 hours was 0.51, which was a 15% improvement over 2014 and safer than any Class I railroad. Our railroads continue to be more than five times safer than the U.S. short line peer group average. Our Chairman’s Safety Award for 2015, which is awarded to the G&W operating region with the lowest IFR, was won by our Australia Region for working injury-free. I would like to recognize the extraordinary achieve- ment of my Australian colleagues who worked 950,000 hours without an injury, a feat that was all the more impressive amidst a highly challenging business environment and the recent addition of over 100 employees after the insourcing of our track and equipment maintenance functions. In its first nine months under G&W ownership, Freightliner reported an IFR of 2.1. While this performance is industry-leading for much of Europe, we have been working with our new colleagues to set the bar higher, and the Freightliner team is building momentum as they integrate our safety culture into their operations. In fact, we are already seeing the emergence of new safety measures Service & Safety in the U.K. and Europe that will be shared across G&W as best practices. I am confident that Freightliner’s focus on safety will yield significant improvements in 2016. Financial Results G&W’s consolidated financial results for 2015 were as follows: Operating Revenues increased 22.0% from $1.6 billion in 2014 to $2.0 billion in 2015. Adjusted Income from Operations decreased 4.8% from $421.6 million in 2014 to $401.6 million in 2015; (1) Reported Income from Operations decreased 8.9% from $421.6 million in 2014 to $384.3 million in 2015. Adjusted Operating Ratio (adjusted operating expenses divided by operating revenues) increased from 74.3% in 2014 to 79.9% in 2015; (1) Reported Operating Ratio increased from 74.3% in 2014 to 80.8% in 2015. Adjusted Diluted Earnings per Common Share (EPS) decreased 10.2% from $4.10 in 2014 (with 57.0 million weighted average shares outstanding) to $3.68 in 2015 (with 57.8 million weighted average shares outstanding); (1) Reported Diluted EPS decreased 15.1% from $4.58 in 2014 (with 57.0 million weighted average shares outstanding) to $3.89 in 2015 (with 57.8 million weighted average shares outstanding).