0001571049-16-014966.txt : 20160713 0001571049-16-014966.hdr.sgml : 20160713 20160506160909 ACCESSION NUMBER: 0001571049-16-014966 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160506 FILER: 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 FILING VALUES: FORM TYPE: CORRESP 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 CORRESP 1 filename1.htm

 

TRITON INTERNATIONAL LIMITED

Canon’s Court

22 Victoria Street

Hamilton, HM 12

Bermuda

 

VIA EDGAR CORRESPONDENCE

 

May 6, 2016

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Pamela Long, Assistant Director

 

Re: Triton International Limited
Registration Statement on Form S-4
File No. 333-208757

 

Dear Ms. Long:

 

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Triton International Limited (the “Registrant”) hereby respectfully requests the acceleration of the effective date of the Registration Statement on Form S-4 (the “Registration Statement”) so that it may become effective by 2:00 p.m., Eastern time, on May 9, 2016, or as soon as practicable thereafter.

 

In connection with this request for the acceleration of the effective date of the Registration Statement, the Registrant acknowledges that:

 

(i)should the U.S. Securities and Exchange Commission (the “Commission”) or the staff of the Division of Corporation Finance of the Commission (the “Staff”), acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 

(ii)the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 

(iii)the Registrant may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

 

 

 

 

Please contact Neil R. Markel of Cleary Gottlieb Steen & Hamilton LLP at (212) 225-2735 with any questions you may have concerning this request. In addition, please notify Mr. Markel if and when this request for acceleration has been granted and the Registration Statement declared effective.

 

  Sincerely,
   
  TRITON INTERNATIONAL LIMITED
   
  /s/ Ian R. Schwartz
 

Name:

 Ian R. Schwartz
 

Title:

 Vice President and General Counsel

 

cc:Marc Pearlin

Vice President, General Counsel and Secretary, TAL International Group, Inc.

 

Christopher E. Austin, Esq.

Neil R. Markel, Esq.

Cleary Gottlieb Steen & Hamilton LLP

 

Paul T. Schnell, Esq.

Thomas W. Greenberg, Esq.

Skadden, Arps, Slate, Meagher & Flom LLP