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Triton International Limited Subsidiary Successfully Completes Consent Solicitation from Fixed Rate Asset-Backed Note Holders


Triton International Limited (TRTN) (“Triton”) today announced that its subsidiary, TAL Advantage V LLC (the “Issuer”), a special purpose entity for term ABS financing, has successfully completed its previously announced solicitation of consents (the “Consent Solicitation”) with respect to the following series of fixed rate asset-backed notes (the “Notes”).

Title of Security



Fixed Rate Asset-Backed Notes, Series 2013-1, Class A         87407PAA8
Fixed Rate Asset-Backed Notes, Series 2013-2, Class A         87407PAE0
Fixed Rate Asset-Backed Notes, Series 2014-1, Class A         87407PAJ9
Fixed Rate Asset-Backed Notes, Series 2014-2, Class A-1         87407PAN0
Fixed Rate Asset-Backed Notes, Series 2014-2, Class A-2         87407PAP5
Fixed Rate Asset-Backed Notes, Series 2014-3, Class A         87407PAR1

The Consent Solicitation related to proposed amendments to the indenture and supplemental indentures governing the Notes and the related transition agent agreement, management agreement and inter-creditor agreements as well as to an assignment of the management agreement (collectively, the “Proposed Amendments”).

On July 12, 2016, Triton Container International Limited (“TCIL”), a container leasing company, and TAL International Group, Inc. (“TALIGI”), the ultimate parent of the Issuer, consummated their strategic combination and became wholly-owned subsidiaries of Triton International Limited. The Proposed Amendments are being entered into in connection with an internal corporate reorganization which would replace TAL International Container Corporation (“TALICC”) with TCIL as the manager of the Issuer’s container assets. In addition, the Proposed Amendments will amend the applicable “manager defaults” and “back-up manager events” to be calculated in relation to TCIL rather than TALIGI and to more closely conform the related financial tests and related definitions to similar financial tests and definitions in the agreements governing outstanding secured indebtedness of TCIL.

The Consent Solicitation was made in accordance with the terms and subject to the conditions set forth in a Consent Solicitation Statement, dated March 15, 2017, and in a related Consent Form. The Consent Solicitation expired at 5:00 p.m., New York City time, on March 23, 2017 (the “Expiration Time”).

Holders of Notes who validly delivered consents to the Proposed Amendments will receive a consent fee equal to $1.25 per $1,000 amortized principal amount of Notes for which consents have been validly delivered prior to the Expiration Time (and not validly revoked). The Issuer Company expects that payment of the consent fee will be made to the tabulation agent on March 24, 2017.

The Issuer expects the Proposed Amendments to become effective shortly and, upon their effectiveness, the Proposed Amendments will be operative and binding upon all holders of Notes, whether or not such holders have delivered consents.

RBC Capital Markets, LLC served as the solicitation agent for the consent solicitation Global Bondholder Services Corporation acted as tabulation agent for the consent solicitation.

About Triton International Limited

Triton International Limited is the parent of Triton Container International Limited and TAL International Group, Inc., each of which merged under Triton on July 12, 2016 to create the world’s largest lessor of intermodal freight containers and chassis. With a container fleet of nearly five million twenty-foot equivalent units ("TEU"), the Triton group’s global operations include acquisition, leasing, re-leasing and subsequent sale of multiple types of intermodal containers and chassis.

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