Triton International Limited (NYSE: TRTN) ("Triton" or
the "Company") and 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"), jointly announce a
definitive agreement for Triton to be acquired in a cash and stock
transaction valuing the Company's common equity at approximately $4.7 billion and reflecting a total enterprise value of approximately $13.3 billion.
"We believe this transaction provides an excellent outcome for all of
Triton's stakeholders," commented Brian M. Sondey, Chief Executive
Officer of Triton. "The sale price provides significant value to our
investors and represents a 35% premium to yesterday's closing share
price. For our long-term shareholders, this transaction crystalizes a
total shareholder return of approximately 700% since the 2016 merger of
Triton and TAL International. For our customers and employees,
Brookfield Infrastructure's significant resources and long-term
investment horizon will support Triton's franchise, underpin our
commitment to providing unrivaled service, and support continued
investment in our growing business."
Transaction Consideration
The total consideration of $85.00 per Triton common share ("Triton Share") will consist of $68.50 in cash and $16.50
in BIPC class A exchangeable shares ("BIPC Shares") (NYSE: BIPC, TSX:
BIPC). At closing, BIP's equity investment is expected to be
approximately $1 billion, inclusive of the BIPC shares.
Approvals and Timing
The transaction is expected to close in the fourth quarter of 2023,
subject to customary closing conditions, including approval by Triton's
shareholders and receipt of required regulatory approvals. The
transaction has been unanimously approved and recommended by the Board
of Directors of Triton. The transaction has also received all required
approvals from Brookfield Infrastructure, is not subject to a financing
condition, and is not subject to approval from BIPC shareholders.
Prior to closing, Triton intends to maintain its current quarterly
dividend on the Triton common shares. Upon the closing of the
transaction, Triton's common shares will be delisted from the New York
Stock Exchange. Triton's Series A-E cumulative redeemable perpetual
preference shares will remain outstanding.
Triton has been my best investment so far, so it is sad to see it go but hey...quite a nice profit coming