Terms

Series

7.375% Series C Cumulative Redeemable Perpetual Preference Shares

Liquidation Preference

$25.00

Coupon Rate

7.375%

Rate Type

Fixed

Annual Dividend

$1.84

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

December 15, 2024

First Call Price

$25.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Indebtedness And Other Liabilities, Senior Securities (Any Class Or Series Expressly Made Senior); Pari Passu With: 8.50% Series A Cumulative Redeemable Perpetual Preference Shares, 8.00% Series B Cumulative Redeemable Perpetual Preference Shares, Other Parity Securities; Senior To: Common Shares, Junior Securities (Any Class Or Series Of Capital Stock Not Expressly Senior To Or Parity With Series C)

Regulatory (Basel III) Call

No

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

No

Shares Offered

7,000,000

Prospectus Summary

Triton International Limited, the world's largest intermodal container lessor incorporated in Bermuda, is offering 7,000,000 Series C Cumulative Redeemable Perpetual Preference Shares at a $25.00 liquidation preference, carrying a fixed 7.375% annual coupon ($1.84375 per share per year, or approximately $0.4609 quarterly). These are direct preference shares — not depositary receipts. The shares are perpetual with no stated maturity, though the issuer may redeem them at $25.00 plus accrued dividends on or after December 15, 2024. Dividends are cumulative, meaning any missed payments accumulate and must be paid in full before any distributions can be made to holders of common or junior securities. The Series C Preference Shares sit above common shares and all future junior securities in the capital stack, and rank pari passu with Triton's existing Series A (8.50%) and Series B (8.00%) Preference Shares. However, they are subordinate to all of Triton's indebtedness and other liabilities — as of September 30, 2019, approximately $7.0 billion in total debt. As a Bermuda holding company issuer with no bank subsidiary, there is no traditional structural subordination concern, but the sheer debt load means preferred holders face significant claims ahead of them in any liquidation. There is no regulatory capital call provision. The Change of Control Triggering Event provision allows optional redemption at par if a change of control is accompanied by a rating downgrade or withdrawal by S&P within 60 days. At the $25.00 offering price, the effective yield is 7.375%. Dividends are payable quarterly on March 15, June 15, September 15, and December 15, with the record date falling five business days before each payment date. For U.S. individual holders meeting applicable holding period requirements, dividends are expected to qualify as 'qualified dividend income' taxable at preferential long-term capital gains rates, though this is subject to PFIC risk given Triton's non-U.S. domicile. The dividend stopper prevents any cash distributions on common shares or junior securities unless all cumulative preferred dividends are current, providing a meaningful structural protection for preferred income.

Summarized from the SEC prospectus filing.

Distribution History

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If full cumulative dividends on the Series C Preference Shares and any parity securities have not been paid through the most recent dividend payment date, no dividends may be paid on common shares or other junior securities.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 65 (Strong)