Textainer closes acquisition by Stonepeak

Textainer Group 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 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 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 7.000% Series A Cumulative Redeemable Perpetual Preference Shares and the corresponding redemption of each depositary share representing a 1/1000th interest in each such share, CUSIP 88314W204, and 6.250% Series B Cumulative Redeemable Perpetual Preference Shares and the corresponding redemption of each depositary share representing a 1/1000th interest in each such share, CUSIP 88314W303. The redemption date for the Preference Shares and corresponding depositary shares will be April 15, 2024. The redemption price for each Series A Preference Shares will be $25,150.69 and each Series B Preference Share will be $25,134.55. The corresponding depositary share redemption price will be $25.15 per Series A Depositary Share and $25.13 per Series B Depositary Share. Regular quarterly dividends on the Preference Shares and depositary shares are payable March 15, 2024, to each holder of record on March 1, 2024. No dividends on the Preference Shares and depositary shares will accrue on or after the Redemption Date, nor will any interest accrue on amounts held to pay the redemption price. Following the redemption of the Preference Shares and depositary shares, Textainer will request that the NYSE delist the depositary shares. In addition, Textainer intends to file a certification on Form 15F with the SEC requesting the termination of registration of the Series A Preference Shares and the Series B Preference Shares under Section 12(g) of the Exchange Act and the suspension of Textainer’s reporting obligations under Section 13 of the Exchange Act with respect to the Preference Shares.