Triton International Ltd said it has entered a definitive agreement to be acquired by Brookfield Infrastructure Partners and its institutional partners in a cash and stock transaction valuing its equity at about $4.7 billion and reflecting a total enterprise value of around $13.3 billion.
The freight container leasing company said Brookfield Infrastructure will pay $85 per Triton common share including $68.50 in cash and $16.50 in Brookfield Infrastructure Corp class A exchangeable shares.
“We believe this transaction provides an excellent outcome for all of Triton’s stakeholders,” Triton CEO Brian Sondey said in a statement. “The sale price provides significant value to our investors and represents a 35% premium to yesterday’s closing share price."
"For our long-term shareholders, this transaction crystallizes a total shareholder return of approximately 700% since the 2016 merger of Triton and TAL International,” he added.
Brookfield Infrastructure said the transaction provides it with a high going-in cash yield, strong downside protection, and a platform for growth in the transportation and logistics sector.
“Triton is an attractive business with highly contracted and stable cash flows, strong margins and a track record of value creation,” commented Brookfield Infrastructure CEO Sam Pollock. “The transaction consideration also provides the opportunity for Triton shareholders to benefit from owning a globally diversified portfolio of infrastructure assets within a platform that has a proven history of generating long-term value for its shareholders.”
The companies said the transaction is expected to close in the fourth quarter of 2023, subject to customary closing conditions, including approval by Triton’s shareholders and receipt of required regulatory approvals.
The transaction has been unanimously approved and recommended by Triton’s board of directors and has also received all required approvals from Brookfield Infrastructure and is not conditional on financing.
Triton’s stock jumped 31% to $82.51 in pre-market trading.
Contact the author at stephen.gunnion@proactiveinvestors.com