On December 7, 2015, the U.S. Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. On December 21, 2015, the Federal Cartel Office of Germany provided unconditional clearance of the proposed transaction, and on January 5, 2016, the Fair Trade Commission of South Korea provided unconditional clearance of the proposed transaction. As previously announced, on November 9, 2015, TAL International and Triton entered into a definitive agreement under which the companies will combine in an all-stock merger of equals transaction.
Also as previously announced, on December 24, 2015, Triton International Limited ("Holdco") filed a registration statement on Form S-4 ("S-4"), which includes a preliminary proxy statement of TAL International and a preliminary prospectus of Holdco. The information contained in the S-4 is subject, in its entirety, to completion and amendment as described within the document. Triton shareholders have approved the transaction. A special meeting of TAL International’s stockholders to vote on the combination will be scheduled in conjunction with the registration statement being declared effective by the United States Securities and Exchange Commission. The transaction is expected to be completed in the first half of 2016. Additional information about the transaction is contained in the S-4.
Triton was founded in 1980 and is currently owned by Warburg Pincus LLC and Vestar Capital Partners, along with other private investors, including members of Triton management. Triton operates a container fleet of 2.4 million TEU, services its customers through 19 subsidiary offices in 13 countries and is domiciled in Bermuda.
TAL International was founded in 1963 and has been publicly listed since 2005. TAL International operates a container fleet of 2.4 million TEU, services its customers through 17 offices in 11 countries and is domiciled in Delaware.
