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

By Wendy Van Sickle

Columbus, Ohio, March 23 – Triton International Ltd. received adequate holder consents to amend several series of asset-backed notes as part of its post-merger integration, the company reported in a new release Thursday.

The consent solicitation was 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 sought to allow Triton Container to manage all of the container assets managed by TAL, according to a previous company announcement.

Specifically, TAL Advantage V LLC, the issuer and a special purpose entity for term ABS financing, received consents 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 ended at 5 p.m. ET on March 23. Holders had to 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 delivered consents to the proposed amendments will receive a consent fee of $1.25 per $1,000 amortized principal amount. Payment is expected to be made on March 24.

To pass, the proposed amendments required 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 required 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 issuer expects the amendments to become effective shortly.

Consents could 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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