0001104659-16-144707.txt : 20160914
0001104659-16-144707.hdr.sgml : 20160914
20160914194519
ACCESSION NUMBER: 0001104659-16-144707
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160907
FILED AS OF DATE: 20160914
DATE AS OF CHANGE: 20160914
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Triton International Ltd
CENTRAL INDEX KEY: 0001660734
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359]
IRS NUMBER: 981276572
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: CANON'S COURT
STREET 2: 22 VICTORIA STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 12
BUSINESS PHONE: 1 (441) 295-2287
MAIL ADDRESS:
STREET 1: CANON'S COURT
STREET 2: 22 VICTORIA STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 12
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OCONNELL DANIEL S
CENTRAL INDEX KEY: 0001263034
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886086
MAIL ADDRESS:
STREET 1: C/O VESTAR CAPITAL PARTNERS
STREET 2: 245 PARK AVE 41ST FL
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VESTAR MANAGERS V LTD.
CENTRAL INDEX KEY: 0001416152
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886087
BUSINESS ADDRESS:
STREET 1: 245 PARK AVENUE, 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVENUE, 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vestar/Triton Investments Holdings L.P.
CENTRAL INDEX KEY: 0001679376
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886090
BUSINESS ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Triton-Vestar Luxco S.a.r.L
CENTRAL INDEX KEY: 0001679374
STATE OF INCORPORATION: N4
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886091
BUSINESS ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vestar-Triton (Gibco) Ltd
CENTRAL INDEX KEY: 0001679305
STATE OF INCORPORATION: J1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886092
BUSINESS ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vestar/Triton Investments III, L.P.
CENTRAL INDEX KEY: 0001679360
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886093
BUSINESS ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vestar Capital Partners V L P
CENTRAL INDEX KEY: 0001331338
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886089
BUSINESS ADDRESS:
STREET 1: 245 PARK AVE 41ST FL
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVE 41ST FL
CITY: NEW YORK
STATE: NY
ZIP: 10167
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VESTAR ASSOCIATES V, L.P.
CENTRAL INDEX KEY: 0001416153
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37827
FILM NUMBER: 161886088
BUSINESS ADDRESS:
STREET 1: 245 PARK AVENUE, 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
BUSINESS PHONE: 212-351-1600
MAIL ADDRESS:
STREET 1: 245 PARK AVENUE, 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10167
4
1
a4.xml
4
X0306
4
2016-09-07
0
0001660734
Triton International Ltd
TRTN
0001679360
Vestar/Triton Investments III, L.P.
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001679305
Vestar-Triton (Gibco) Ltd
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001679374
Triton-Vestar Luxco S.a.r.L
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001679376
Vestar/Triton Investments Holdings L.P.
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001331338
Vestar Capital Partners V L P
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001416153
VESTAR ASSOCIATES V, L.P.
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001416152
VESTAR MANAGERS V LTD.
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
0001263034
OCONNELL DANIEL S
C/O VESTAR CAPITAL PARTNERS
245 PARK AVENUE, 41ST FLOOR
NEW YORK
NY
10167
1
0
1
0
Common Shares
2016-09-07
4
A
0
6725
0.00
A
10687250
D
On September 7, 2016, 6,725 Common Shares were issued to Vestar Capital Partners LLC ("VCP") for director services provided by Robert Rosner to the Issuer. Mr. Rosner is a director of the Issuer and the designee to the Board of Directors of the Issuer by the Vestar Reporting Persons (as defined herein).
Shareholders of the Issuer include: (i) Vestar/Triton Investments III, L.P. ("Vestar Investments"), (ii) Vestar-Triton (Gibco) Limited ("Vestar Gibco") and (iii) VCP (solely with respect to 6,725 shares) (collectively with Vestar Investments and Vestar Gibco, the "Vestar Shareholders").
Triton-Vestar Luxco S.a.r.L. ("Luxco") is the sole member of Vestar Gibco. Vestar/Triton Investments Holdings L.P. ("Vestar/Triton Holdings") is the sole member of Luxco. Vestar Capital Partners V, L.P. ("Vestar Capital V") is the general partner of Vestar/Triton Holdings. Vestar Associates V, L.P. ("Vestar Associates V") is the general partner of Vestar Capital V. Vestar Managers V Ltd. ("VMV") is the general partner of both Vestar Associates V and Vestar Investments and has voting and investment power over the securities held or controlled by each of Vestar Investments and Vestar Gibco.
Daniel S. O'Connell (together with Vestar Investments, Vestar Gibco, Luxco, Vestar/Triton Holdings, Vestar Capital V, Vestar Associates V and VMV, the "Vestar Reporting Persons") is the sole director of VMV and as a result he may be deemed to share beneficial ownership of the securities held directly by the aforementioned Vestar entities. Mr. O'Connell is the sole beneficial owner of VCP and as a result he may be deemed to share beneficial ownership of the securities held by VCP.
Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of the Vestar Reporting Persons, other than the Vestar Shareholders that are Vestar Reporting Persons, herein states that this Form 4 shall not be deemed an admission that it or he is the beneficial owner of any of the Common Shares of the Issuer reported in this Form 4. Each of Luxco, Vestar/Triton Holdings, Vestar Capital V, Vestar Associates V, VMV and Mr. O'Connell disclaims beneficial ownership of the Common Shares of the Issuer, except to the extent of its or his pecuniary interest in such Common Shares.
Information with respect to each of the Vestar Reporting Persons is given solely by such Vestar Reporting Persons, respectively, and none of the Vestar Reporting Persons has responsibility for the accuracy or completeness of information supplied by another of the Vestar Reporting Persons, respectively.
Solely for the purposes of Section 16 of the Exchange Act, each of Vestar Investments, Vestar Gibco, Luxco, Vestar/Triton Holdings, Vestar Capital V, Vestar Associates V, and VMV may be deemed a director-by-deputization by virtue of their contractual right to appoint a director to the board of directors of the Issuer, pursuant to that certain Sponsor Shareholders Agreement (Vestar), by and among the Issuer and the shareholders party thereto, dated as of November 9, 2015, as amended.
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.
VESTAR/TRITON INVESTMENTS III, L.P. By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
VESTAR-TRITON (GIBCO) LTD By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
TRITON-VESTAR LUXCO S.A.R.L. By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
VESTAR/TRITON INVESTMENTS HOLDINGS L.P. By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
VESTAR CAPITAL PARTNERS V, L.P. By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
VESTAR ASSOCIATES V, L.P. By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
VESTAR MANAGERS V LTD By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14
DANIEL S. O'CONNELL By: /s/ STEVEN DELLA ROCCA Name: Steven Della Rocca Title: Attorney-in-fact
2016-09-14