TEXTAINER GROUP HOLDINGS LIMITED - Textainer Group Holdings Limited Reports Third-Quarter 2023 Results and Declares Dividend

Textainer Group Holdings Limited Reports Third-Quarter 2023 Results and Declares Dividend

TEXTAINER GROUP HOLDINGS LIMITED
Incorporated in Bermuda
Company number: EC18896
NYSE share code: TGH
JSE share code: TXT
ISIN: BMG8766E1093
LEI: 529900OHEYRATAFMIT89
("Textainer", "the Company", "we" and "our"")

Textainer Group Holdings Limited Reports Third-Quarter 2023 Results and Declares Dividend

Textainer Group Holdings Limited (NYSE: TGH; JSE: TXT) ("Textainer", "the Company", "we" and "our"),
one of the world's largest lessors of intermodal containers, today reported unaudited financial results
for the third-quarter ended September 30, 2023.

Key Financial Information (in thousands of U.S. dollars, except for per share and TEU amounts) and
Business Highlights:

                                                                                              Q TD
                                                                       Q 3 2023           Q 2 2023            Q 2 2022
Total lease rental income                                             $ 192,497          $ 192,163           $ 205,152
Gain on sale of owned fleet containers, net                             $ 5,197            $ 7,703            $ 22,788
Income from operations                                                 $ 92,165           $ 97,678           $ 123,292
Net income attributable to common shareholders                         $ 44,677           $ 51,332            $ 76,400
Net income attributable to common shareholders
per diluted common share                                                 $ 1.07             $ 1.20              $ 1.64
Adjusted net income(1)                                                 $ 45,410           $ 51,332            $ 76,562                                                    
Adjusted net income per diluted common share(1)                          $ 1.08             $ 1.20              $ 1.64
Adjusted EBITDA(1)                                                    $ 160,454          $ 162,958           $ 192,647                    
Headline earnings(1)                                                   $ 44,260           $ 51,332            $ 77,259                                              
Headline earnings per diluted common share(1)                            $ 1.06             $ 1.20              $ 1.65
Net asset value per diluted common share attributable
to the equity holders of the Company                                    $ 50.02            $ 48.23             $ 44.28                                
Average fleet utilization(2)                                              99.0%              98.8%               99.4%
Total fleet size at end of period (TEU)(3)                            4,329,157          4,334,809           4,478,963
Owned percentage of total fleet at end of period                          93.9%              93.8%               93.6%


Footnotes:
(1) Refer to the "Use of Non-GAAP Financial Information" set forth below.

(2) Utilization is computed by dividing total units on lease in CEUs (cost equivalent unit) by the total units in our fleet in CEUs,
    excluding CEUs that have been designated as held for sale and units manufactured for us but not yet delivered to a lessee.
    CEU is a unit of measurement based on the approximate cost of a container relative to the cost of a standard 20-foot dry
    container. These factors may differ from CEU ratios used by others in the industry.

(3) TEU refers to a twenty-foot equivalent unit, which is a unit of measurement used in the container shipping industry to
    compare shipping containers of various lengths to a standard 20-foot container, thus a 20-foot container is one TEU and a
    40-foot container is two TEU.

     -   Net income of $44.7 million for the third quarter, or $1.07 per diluted common share, as
         compared to $51.3 million, or $1.20 per diluted common share, for the second quarter of
         2023;
     -   Adjusted net income of $45.4 million for the third quarter, or $1.08 per diluted common share,
         as compared to $51.3 million, or $1.20 per diluted common share, for the second quarter of
         2023;
     -   Adjusted EBITDA of $160.5 million for the third quarter, as compared to $163.0 million for the
         second quarter of 2023;
     -   Headline earnings of $44.3 million for the third quarter, or $1.06 per diluted common share, as
         compared to $51.3 million, or $1.20 per diluted common share in the second quarter of 2023;
     -   Third quarter average and current utilization rate of 99.0% and [99.x%], respectively;
     -   Added $162.4 million of new containers through the first nine months of 2023, virtually all
         assigned to long-term leases;
     -   On October 22, 2023, Textainer announced it had entered into a definitive agreement to be
         acquired by Stonepeak in a transaction expected to close in the first quarter of 2024;
     -   Repurchased 996,403 common shares at an average price of $40.12 per share during the third
         quarter. Textainer has suspended its share repurchase program in light of the pending
         transaction with Stonepeak;
     -   Textainer's board of directors approved and declared a quarterly preferred cash dividend on its
         7.00% Series A and its 6.25% Series B cumulative redeemable perpetual preference shares,
         payable on December 18, 2023, to holders of record as of December 1, 2023; and
     -   Textainer's board of directors approved and declared a $0.30 per common share cash
         dividend, payable on December 18, 2023 to holders of record as of December 1, 2023. The full
         dividend information is detailed in a separate announcement.

Transaction with Stonepeak

As announced on SENS on 23 October 2023, Textainer has entered into a definitive agreement under
which Stonepeak will acquire all of the outstanding common shares of Textainer for $50 per share in
cash. This transaction is expected to close in the first quarter of 2024, subject to customer closing
conditions, including approval by Textainer shareholders and other required regulatory clearances and
approvals.

In light of the pending transaction, Textainer will not hold an earnings conference call to discuss its third
quarter results.

Use of Non-GAAP Measures

U.S. securities laws require that when we publish any non-GAAP measures, we disclosure the reason for
using these non-GAAP measures and provide reconciliations to the directly comparable GAAP measures
in our full announcement. The presentation of Adjusted net income, Adjusted net income per diluted
common share, Adjusted EBITDA, Headline earnings and Headline earnings per diluted common share
are non-GAAP measures.

About Textainer Group Holdings Limited

Textainer has operated since 1979 and is one of the world's largest lessors of intermodal containers with
more than 4 million TEU in our owned and managed fleet. We lease containers to approximately 200
customers, including all of the world's leading international shipping lines, and other lessees. Our fleet
consists of standard dry freight, refrigerated intermodal containers, and dry freight specials. We also
lease tank containers through our relationship with Trifleet Leasing and are a supplier of containers to
the U.S. Military. Textainer is one of the largest and most reliable suppliers of new and used containers.
In addition to selling older containers from our fleet, we buy older containers from our shipping line
customers for trading and resale and we are one of the largest sellers of used containers. Textainer
operates via a network of 14 offices and approximately 400 independent depots worldwide. Textainer
has a primary listing on the New York Stock Exchange (NYSE: TGH) and a secondary listing on the
Johannesburg Stock Exchange (JSE: TXT). Visit www.textainer.com for additional information about
Textainer.

Textainer Group Holdings Limited
Investor Relations
Phone: +1 (415) 658-8333
ir@textainer.com

Short-Form Announcement

This short-form announcement is the responsibility of Textainer's Board of Directors and is a summary
of the information in the detailed financial results announcement. This short-form announcement does
not contain complete or full announcement details. Any investment decision by investors and/or
shareholders should be based on consideration of the full announcement. The short-form
announcement has not been audited or reviewed by Textainer's external auditors. The full
announcement may be downloaded from
https://senspdf.jse.co.za/documents/2023/jse/isse/TXTE/ResultsQ3.pdf or from Textainer's Investor
Relations website at http://investor.textainer.com, and is also available from the registered office of the
Company (Century House 16 Par-la-Ville Road, Hamilton, Bermuda, HM 08) and at the office of the
sponsor, at no charge, during normal business hours.

2 November 2023

Sponsor:
Investec Bank Limited

Date: 02-11-2023 02:01:00
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