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Triton International Limited has completed an offering of 7,000,000 shares of its 7.500% Series G Cumulative Redeemable Perpetual Preference Shares. Each share has a par value of $0.01 and a liquidation preference of $25.00 per share. The shares were issued under an underwriting agreement dated January 7, 2026 with a syndicate led by Wells Fargo Securities, BofA Securities, Morgan Stanley & Co., RBC Capital Markets and UBS Securities.
The offering was made under Triton’s effective shelf registration statement on Form F‑3, using a base prospectus and a January 7, 2026 prospectus supplement. Triton is also formally incorporating into that registration statement the underwriting agreement, the certificate of designations setting the detailed terms of the Series G shares, and a Bermuda legal opinion and consent on the validity of the securities. A press release announcing the pricing of the offering, dated January 7, 2026, is attached as an exhibit.
Triton International Limited is offering 7,000,000 of its 7.500% Series G Cumulative Redeemable Perpetual Preference Shares at $25.00 liquidation preference per share. These shares pay cumulative quarterly dividends at 7.500% per year, or $1.875 per share, with the first dividend of $0.3281 per share expected on March 15, 2026 if declared.
Triton may redeem the shares on or after March 15, 2031 at $25.00 per share, or at $25.50 per share after certain rating agency events, plus any accumulated and unpaid dividends. Holders also gain a conversion right into common shares if a specified change of control and delisting event occurs, unless the shares are redeemed. Net proceeds of approximately $169.3 million are expected to be used for general corporate purposes, including buying containers, paying dividends and repaying or repurchasing debt.
Triton describes itself as the world’s largest lessor of intermodal containers, with about 4.3 million containers and chassis in its fleet as of September 30, 2025. All common shares are privately held by a Brookfield Infrastructure affiliate, while multiple earlier series of preference shares are already listed on the NYSE. The company highlights significant existing debt and notes that the Series G shares will be junior to all indebtedness and other liabilities, and that investing in the issue involves a high degree of risk.
Triton International Limited plans a public offering of a new Series G cumulative redeemable perpetual preference share. The shares carry a fixed $25.00 per share liquidation preference and pay cumulative quarterly dividends when, as and if declared by the board, ranking junior to all debt but pari passu with Triton’s existing Series A–F preference shares.
Triton may redeem the Series G shares at its option on or after March 15, 2031, upon certain change of control events, or after a rating agency methodology change, generally at $25.00 per share (or $25.50 after a rating agency event) plus accrued but unpaid dividends. Upon a qualifying change of control with a delisting, holders may have a right to convert into Triton common shares or receive alternative consideration.
The company is the world’s largest lessor of intermodal containers and operates a large global fleet serving major shipping lines. It discloses substantial existing liabilities and notes that the Series G shares are structurally subordinated to debt. Net proceeds are expected to be used for general corporate purposes, including buying containers, paying dividends and repaying or repurchasing debt.
Triton International Limited amended and restated the loan agreement for its $1.125 billion asset-backed warehouse facility through subsidiaries TIF Funding LLC and TCIL Funding I LLC. As of the amendment date, $260.0 million was outstanding under this facility, which is secured by a pool of intermodal containers and related assets.
The changes add TCIL Funding I LLC as a borrower, bring in a new lender without changing the total lender commitments, and extend the revolving period to November 2028, during which borrowings bear interest at Daily Simple SOFR plus 1.50%. After the revolving period, any borrowings convert to term notes maturing in November 2032 with interest at Daily Simple SOFR plus 2.50%. The facility continues to include customary covenants for this type of financing.
Triton International Limited filed a Q3 2025 Form 6‑K reporting solid profitability while reshaping its portfolio. Total revenues were 333,838 and net income was 117,329 for the quarter; net income attributable to the common shareholder was 101,441. Operating income reached 201,229 as depreciation eased following changes to useful lives, which reduced depreciation expense by $18.2 million in Q3 and $40.7 million year‑to‑date.
On the balance sheet, total assets were 10,036,094, debt (net) was 6,759,865, and shareholders’ equity was 2,578,915. The company completed the $1,076.6 million acquisition of Global Container International LLC on July 1, 2025 and, in March, distributed Triton Container Finance VIII LLC with approximately $1.8 billion in assets and $1.3 billion in indebtedness. Average utilization was 97.9% in Q3, with ending utilization at 97.6%.
Year‑to‑date cash flows included 723,937 provided by operating activities, (818,423) used in investing, and 91,253 provided by financing. The company also issued Series F preference shares in February, contributing to 880,000 at liquidation preference, and declared quarterly preference dividends of 15,888 in Q3.
