CAI International, Inc. Announces Pricing of Public Offering of Series A Preferred Stock
March 22 2018 - 8:42PM
Business Wire
CAI International, Inc. (“CAI” or the “Company”) (NYSE:CAI)
today announced the pricing of its underwritten public offering of
1,600,000 shares of its newly created 8.50% Series A
Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred
Stock (the “Series A Preferred Stock”) at a public offering price
of $25.00 per share. Dividends on the Series A Preferred Stock will
accrue from, and including, the date of original issuance to, but
not including, April 15, 2023, at an annual rate of 8.50%, based on
the $25.00 liquidation preference per annum. On and after April 15,
2023, dividends on the Series A Preferred Stock will accrue at an
annual rate equal to the sum of (a) three-month LIBOR and (b) 5.82%
of the $25.00 liquidation preference per share of Series A
Preferred Stock. The underwriters have been granted a 30-day option
to purchase up to an additional 240,000 shares of Series A
Preferred Stock. The offering is expected to close on or about
March 29, 2018, subject to customary closing conditions.
The Company intends to use the net proceeds from the offering
primarily to repay debt under one or more of its senior secured
revolving credit facilities and for general corporate purposes,
which may include share repurchases, investments in containers and
other assets or acquisitions.
B. Riley FBR, Inc., Janney Montgomery Scott LLC, Oppenheimer
& Co. Inc. and William Blair & Company, L.L.C. are acting
as joint book-running managers for the offering. BB&T Capital
Markets, a division of BB&T Securities, LLC, Boenning &
Scattergood, Inc., The Huntington Investment Company, Incapital
LLC, National Securities Corporation and Wedbush Securities Inc.
are acting as co-managers.
A shelf registration statement relating to the Series A
Preferred Stock to be issued in the proposed offering has been
filed with the Securities and Exchange Commission (the “SEC”) and
is effective. A preliminary prospectus supplement and accompanying
prospectus describing the terms of the offering has been filed with
the SEC and a final prospectus supplement will be filed with the
SEC. Copies of the final prospectus supplement and the accompanying
prospectus relating to the securities being offered may also be
obtained, when available, by contacting: B. Riley FBR, Inc., Attn:
Syndicate Prospectus Department, 1300 17th Street N., Suite 1400,
Arlington, Virginia 22209, Phone: (703) 312-9580, Email:
prospectuses@brileyfbr.com; Janney Montgomery Scott LLC, 1717 Arch
Street, Philadelphia, Pennsylvania 19103, Phone: (215) 665-6130,
Email: prospectus@janney.com; Oppenheimer & Co. Inc., Attn:
Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New
York, New York 10004, Phone: (212) 667-5040, Email:
EquityProspectus@opco.com; and William Blair & Company, L.L.C.,
Attn: Aaron Stout, 150 North Riverside Plaza, Chicago, Illinois
60606, Phone: (312) 364-8095, Email: astout@williamblair.com.
You may also obtain these documents for free when they are
available by visiting the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell or
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About CAI International, Inc.
CAI is one of the world’s leading transportation finance and
logistics companies. As of December 31, 2017, CAI operated a
worldwide fleet of approximately 1.3 million CEUs of containers and
owned a fleet of 7,172 railcars that it leases within North
America. CAI operates through 23 offices located in 14 countries
including the United States.
Forward-Looking Statements
This press release contains forward-looking statements regarding
future events and the future performance of CAI, including, but not
limited to, CAI’s expectations regarding the completion of the
proposed offering and the use of proceeds therefrom. These
statements and others herein are forward-looking statements within
the meaning of the safe harbor provisions of Section 21E of the
Securities Exchange Act of 1934, as amended, and involve risks and
uncertainties that could cause actual results of operations and
other performance measures to differ materially from current
expectations. CAI refers you to the documents that it has filed
with the SEC, including its Annual Report on Form 10-K for the year
ended December 31, 2017, its Quarterly Reports on Form 10-Q and its
Current Reports on Form 8-K. These documents contain important
factors that could cause actual results to differ from current
expectations and from forward-looking statements contained in this
press release. Furthermore, CAI is under no obligation to (and
expressly disclaims any such obligation to) update or alter any of
the forward-looking statements contained in this press release
whether as a result of new information, future events or otherwise,
unless required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20180322006394/en/
CAI International, Inc.Timothy B. Page, 415-788-0100Chief
Financial Officertpage@capps.com
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