Textainer Closes Acquisition by Stonepeak and Announces Post-Acquisition Redemption of All Preference Shares and Related Depositary Shares

HAMILTON, Bermuda and NEW YORK, March 14, 2024 (GLOBE NEWSWIRE) -- Textainer Group Holdings Limited (NYSE: TGH; JSE: TXT) (“Textainer”), one of the world’s largest lessors of intermodal containers, today announced that it completed the previously announced acquisition of Textainer by investment vehicles managed by Stonepeak.

All common shares of Textainer converted into the right to receive $50.00 per share in cash. The per share consideration paid to shareholders on the JSE will be in South African Rand at an exchange rate of 18.98821 Rand for each USD 1.00. The common shares, which trade on the New York Stock Exchange (the “NYSE”) under the ticker symbol “TGH”, were suspended from trading today prior to the open of market and will be delisted from the NYSE within 10 days.

In addition, Textainer intends to file a certification on Form 15F with the SEC requesting the termination of registration of the common shares under Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the suspension of Textainer’s reporting obligations under Section 13 of the Exchange Act with respect to the common shares.

Also on March 14, 2024, after the closing of the acquisition, Textainer issued a notice of redemption for all its (i) 7.000% Series A Cumulative Redeemable Perpetual Preference Shares (the “Series A Preference Shares”) and the corresponding redemption of each depositary share representing a 1/1000th interest in each such share, CUSIP 88314W204 (NYSE: TGH PRA) (the “Series A Depositary Shares”), and (ii) 6.250% Series B Cumulative Redeemable Perpetual Preference Shares (the “Series B Preference Shares” and, collectively with the Series A Preference Shares, the “Preference Shares”) and the corresponding redemption of each depositary share representing a 1/1000th interest in each such share, CUSIP 88314W303 (NYSE: TGH PRB) (the “Series B Depositary Shares”).

The redemption date for the Preference Shares and corresponding depositary shares will be April 15, 2024 (the “Redemption Date”). The redemption price for (i) each Series A Preference Shares will be $25,150.69 and (ii) each Series B Preference Share will be $25,134.55 (representing, in each case, $25,000 plus all accumulated and unpaid distributions to, but not including, the Redemption Date, whether or not declared). The corresponding depositary share redemption price will be (i) $25.15 per Series A Depositary Share and (ii) $25.13 per Series B Depositary Share (representing, in each case, $25.00 plus all accumulated and unpaid distributions to, but not including, the Redemption Date, whether or not declared).