Triton unit seeks consents to amend asset-backed notes after merger

By Susanna Moon

Chicago, March 16 – Triton International Ltd. said it is soliciting consents to amend several series of asset-backed notes as part of its post-merger integration.

The consent solicitation is being made “to facilitate the integrated management of the container fleets presently managed by Triton Container International Ltd. and TAL International Container Corp.,” and the company seeks to allow Triton Container to manage all of the container assets managed by TAL, according to a company announcement.

Specifically, TAL Advantage V LLC, the issuer and a special purpose entity for term ABS financing, is seeking approval to change the manager for the six series of fixed-rate asset-backed notes with an amortized outstanding principal amount as follows:

• $151.8 million outstanding of $253 million class A series 2013-1 fixed-rate asset-backed notes;

• $168.75 million outstanding of $250 million class A series 2013-2 fixed-rate asset-backed notes;

• $189.63 million outstanding of $270.9 million class A series 2014-1 fixed-rate asset-backed notes;

• $20,865,909 outstanding of $70 million class A-1 series 2014-2 fixed-rate asset-backed notes;

• $123,509,091 outstanding of $150 million class A-2 series 2014-2 fixed-rate asset-backed notes; and

• $191,928,750 outstanding of $247.65 million class A series 2014-3 fixed-rate asset-backed notes.

The consent solicitations will end at 5 p.m. ET on March 23. Holders must be of record as of 5 p.m. ET on March 14.

The merger occurred on July 12, 2016 between TCIL, a container leasing company, and TAL International Group, Inc., the ultimate parent of the issuer, and they became wholly owned subsidiaries of Triton International Ltd.

Holders who deliver consents to the proposed amendments will receive a consent fee of $1.25 per $1,000 amortized principal amount.

To pass, the proposed amendments require approval from holders of at least a majority of the aggregate amortized principal amount of the outstanding notes of all five series, with the fixed-rate asset-backed notes, series 2014-2, class A-1 and class A-2 treated as a single series; provided that the vote of the holders of a majority of the outstanding notes of each series, with the fixed-rate asset-backed notes, series 2014-2, class A-1 and class A-2 treated as a single series, considered the vote of all the holders of that series, and adoption of the amendments requires the consent of holders of at least a majority of the outstanding notes of that series, with the fixed-rate asset-backed notes, series 2014-2, class A-1 and class A-2 treated as a single series.

The consent solicitations are contingent on the receipt of the required consents and the execution of the proposed amendments.

Consents may be revoked at any time until the execution of the proposed amendments.

Global Bondholder Services Corp. (212 430-3774 or 866 470-4200) is the tabulation agent. RBC Capital Markets, LLC (877 381-2099 or 212 618-7822) is the solicitation agent.

Triton International is the parent of Triton Container International Ltd. and TAL International Group, Inc., which merged to create the world’s largest lessor of intermodal freight containers and chassis, the release noted. The company is based in Hamilton, Bermuda.

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