Trencor’s Textainer closes US$301 million financing of “a” rated fixed rate secured notes and establishes US$300 million revolving facility for aged containers

26 September 2013

(Incorporated in the Republic of South Africa)
(Registration No 1955/002869/06)
Share Code: TRE
ISIN: ZAE000007506

We draw attention to the following news release issued by Textainer Group Holdings Limited, in which Trencor has a 48,4% beneficiary interest:

“Hamilton, Bermuda – (Business Wire) – Sep. 25, 2013 – Textainer Group Holdings Limited (NYSE: TGH) (“Textainer”, the “Company”, “we” and “our”), the world’s largest lessor of intermodal containers based on fleet size, today announced that Textainer Marine Containers III Limited (“TMCL III”), a newly established indirect wholly-owned asset owning subsidiary, closed its offering of $300.9 million in aggregate principal amount of Series 2013-1 Fixed Rate Asset Backed Notes (the “Notes”).

Additionally, Textainer recently established a $300 million asset backed revolving credit facility under Textainer Marine Container IV Limited (“TMCL IV”), a new indirect wholly-owned asset owning subsidiary. The facility provides Textainer a source of financing for a diversified pool of older containers to assist in managing the container age limits in the Company’s other term and warehouse facilities.

“We are pleased to complete our most recent debt offering which locks in fixed rate debt at attractive levels below any of our existing fixed rate notes,” commented Hilliard C. Terry, III, Textainer Executive Vice President and Chief Financial Officer. “This financing establishes a new and more flexible trust structure for future debt issuance. We are also pleased to have recently completed the TMCL IV revolving facility dedicated to financing aged containers.”

The Notes, initially purchased by BofA Merrill Lynch, RBC Capital Markets and Wells Fargo Securities, represent fully amortizing notes payable on a straight-line basis over a scheduled term of ten years, but not to exceed the maximum term of twenty-five years. The Notes which are rated “A” by Standard & Poor’s have a fixed interest rate, payable monthly, of 3.90% per annum and were sold at approximately 99.5% of par value resulting in a bond equivalent yield on the Notes of 4.05% per annum.

The proceeds from the issuance of the Notes will be used by TMCL III to acquire shipping containers from Textainer’s other asset owning subsidiaries, Textainer Limited and Textainer Marine Containers II Limited. These entities are expected to partially repay certain outstanding floating rate indebtedness. The proceeds will also be used by TMCL III to fund a restricted cash account, to pay the costs of issuance of the Notes and for general corporate purposes. The Notes are secured by a pledge of TMCL III’s assets.

The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements of the Securities Act and applicable state laws. The Notes were offered and sold by the initial purchasers of the Notes to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and to non-U.S. persons in accordance with Regulation S promulgated under the Securities Act.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any of the Notes, and shall not constitute an offer, solicitation or sale of the Notes in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

Textainer Group Holdings Limited
Hilliard C. Terry, III, +1 415-658-8214
Executive Vice President and Chief Financial Officer”

Trencor Services (Pty) Ltd
26 September 2013

Rand Merchant Bank (A division of FirstRand Bank Limited)