Triton International Announces Completion of Acquisition By Brookfield Infrastructure
September 28 2023 - 7:47AM
Business Wire
September 28, 2023—Triton International Limited (NYSE: TRTN)
(“Triton” or the "Company") today announced the completion of its
acquisition by Brookfield Infrastructure Partners L.P. (“BIP”)
(NYSE: BIP, TSX: BIP.UN), through its subsidiary Brookfield
Infrastructure Corporation (“BIPC”) and its institutional partners
(collectively, “Brookfield Infrastructure”).
The Company will continue to operate under the Triton name,
maintain its global presence, and be led by Chief Executive Officer
Brian M. Sondey and its current executive leadership team.
“Today marks an exciting new chapter for Triton. This
transaction provides significant value to our shareholders, and
with the support and resources of Brookfield Infrastructure we will
be even better positioned to build on our strong foundation as a
leader in our industry,” Mr. Sondey stated. “Brookfield
Infrastructure is an ideal partner for Triton’s next phase of
growth.”
In connection with the completion of the acquisition, as
previously announced, Triton common shareholders were entitled to
receive per share consideration equal in value to $68.50 in cash
and 0.3895 BIPC class A exchangeable shares (“BIPC Shares”) based
on the volume-weighted average sales price per BIPC Share on the
New York Stock Exchange (“NYSE”) over the ten consecutive trading
days ending on September 26, 2023. Following the completion of the
acquisition, Triton's common shares have ceased trading on the NYSE
and will no longer be listed on any public market. As previously
announced, following the closing, Triton’s preference shares remain
outstanding and entitled to the same dividends and other
preferences and privileges that they previously had, with the
preference share dividends remaining an obligation of Triton. The
preference shares continue to be listed on the NYSE following the
closing.
About Triton International Limited
Triton International Limited is the world’s largest lessor of
intermodal freight containers. With a container fleet of over 7
million twenty-foot equivalent units ("TEU"), Triton’s global
operations include acquisition, leasing, re-leasing and subsequent
sale of multiple types of intermodal containers and chassis.
Important Cautionary Information Regarding Forward-Looking
Statements
Certain statements in this press release may constitute
“forward-looking statements.” Actual results could differ
materially from those projected or forecast in the forward-looking
statements. The factors that could cause actual results to differ
materially include the following: risks related to the ability to
realize the anticipated benefits of the acquisition, including the
possibility that the expected benefits from the acquisition will
not be realized or will not be realized within the expected time
period; disruption from the transaction making it more difficult to
maintain business and operational relationships; continued
availability of capital and financing and rating agency actions;
disruptions in the financial markets; risks related to diverting
management’s attention from Triton’s ongoing business operation;
other business effects and uncertainties, including the effects of
industry, market, business, economic, political or regulatory
conditions; decreases in the demand for leased containers;
decreases in market leasing rates for containers; difficulties in
re-leasing containers after their initial fixed-term leases;
customers’ decisions to buy rather than lease containers; increases
in the cost of repairing and storing Triton’s off-hire containers;
Triton’s dependence on a limited number of customers and suppliers;
customer defaults; decreases in the selling prices of used
containers; the impact of future global pandemics on Triton’s
business and financial results; risks resulting from the political
and economic policies of the United States and other countries,
particularly China, including, but not limited to, the impact of
trade wars, duties, tariffs or geo-political conflict; risks
stemming from the international nature of Triton’s business,
including global and regional economic conditions, including
inflation and attempts to control inflation, and geopolitical risks
such as the ongoing war in Ukraine; extensive competition in the
container leasing industry and developments thereto; decreases in
demand for international trade; disruption to Triton’s operations
from failures of, or attacks on, Triton’s information technology
systems; disruption to Triton’s operations as a result of natural
disasters; compliance with laws and regulations related to economic
and trade sanctions, security, anti-terrorism, environmental
protection and anti-corruption; the availability and cost of
capital; restrictions imposed by the terms of Triton’s debt
agreements; and changes in tax laws in Bermuda, the United States
and other countries.
These risks, as well as other risks and uncertainties are
contained in Triton’s, BIP’s and BIPC’s filings with the SEC, all
of which are available at https://sec.gov. These filings identify
and address other important risks and uncertainties that could
cause actual events and results to differ materially from those
contained in the forward-looking statements. Forward-looking
statements speak only as of the date they are made. Readers are
cautioned not to put undue reliance on forward-looking statements,
and Triton, BIP and BIPC assume no obligation to, and do not intend
to, update or revise these forward-looking statements, whether as a
result of new information, future events, or otherwise, unless
required by law. Triton, BIP and BIPC do not give any assurance
that they will achieve their expectations.
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version on businesswire.com: https://www.businesswire.com/news/home/20230928076308/en/
For Triton: Media Lisa Friedman Senior Managing Director
Teneo Tel: +1 (347) 714-4675 Email: lisa.friedman@teneo.com
Investor Relations Andrew Kohl Vice President
Corporate Strategy & Investor Relations Tel: +1 (914) 697-2900
Email: akohl@trtn.com
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