tgh-6k_20200211.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

February 11, 2020

Commission File Number 001-33725

 

Textainer Group Holdings Limited

(Translation of Registrant’s name into English)

 

Century House

16 Par-La-Ville Road

Hamilton HM 08

Bermuda

(441) 296-2500

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F       Form 40-F  

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.    Yes       No  

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable

 

 

 

 


This report contains a copy of the press release entitled “Textainer Group Holdings Limited Reports Fourth-Quarter and Full-Year 2019 Results,” dated February 11, 2020.

Exhibit

1.

Press Release dated February 11, 2020


Textainer Group Holdings Limited

Reports Fourth-Quarter and Full-Year 2019 Results

HAMILTON, Bermuda – (PRNewswire) – February 11, 2020 –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 financial results for the fourth-quarter and full-year ended December 31, 2019.

 

Key Financial Information (in thousands except for per share and TEU amounts) and Business Highlights:

 

 

 

QTD

 

 

Full-Year

 

 

 

Q4 2019

 

 

Q3 2019

 

 

2019

 

 

2018

 

Lease rental income (1)

 

$

151,555

 

 

$

155,848

 

 

$

619,760

 

 

$

612,704

 

Gain on sale of owned fleet containers, net

 

$

3,134

 

 

$

6,092

 

 

$

21,397

 

 

$

36,071

 

Income from operations

 

$

64,579

 

 

$

53,487

 

 

$

222,684

 

 

$

194,426

 

Net income attributable to Textainer Group Holdings

   Limited common shareholders

 

$

28,782

 

 

$

10,578

 

 

$

56,724

 

 

$

50,378

 

Net income attributable to Textainer Group Holdings

   Limited common shareholders per diluted common share

 

$

0.50

 

 

$

0.18

 

 

$

0.99

 

 

$

0.88

 

Adjusted net income (2)

 

$

10,977

 

 

$

12,950

 

 

$

55,375

 

 

$

51,471

 

Adjusted net income per diluted common share (2)

 

$

0.19

 

 

$

0.22

 

 

$

0.96

 

 

$

0.90

 

Adjusted EBITDA (2)

 

$

113,187

 

 

$

118,254

 

 

$

464,315

 

 

$

443,090

 

Average fleet utilization

 

 

96.4

%

 

 

97.3

%

 

 

97.4

%

 

 

98.1

%

Total fleet size at end of period (TEU)

 

 

3,500,812

 

 

 

3,557,466

 

 

 

3,500,812

 

 

 

3,354,724

 

Owned percentage of total fleet at end of period

 

 

85.4

%

 

 

80.7

%

 

 

85.4

%

 

 

78.9

%

 

 

(1)

“Lease rental income” includes both owned and managed fleet lease rental income. Q3 2019 amount has been adjusted to include a $1,183 reclassification from trading container sales proceeds, with no effect on the income from operations, net income and adjusted net income.

 

 

(2)

“Adjusted net income” and “Adjusted EBITDA” are Non-GAAP Measures that are reconciled to GAAP measures in section “Reconciliation of GAAP financial measures to non-GAAP financial measures” below. Section “Reconciliation of GAAP financial measures to non-GAAP financial measures” provides certain qualifications and limitations on the use of Non-GAAP Measures.

 

 

 

Net income of $28.8 million for the fourth quarter and $56.7 million for the full year. These figures include a $14.0 million gain recorded during the fourth quarter related to a cash distribution from the Hanjin bankruptcy estate;

 

Adjusted net income of $11.0 million for the fourth quarter, or $0.19 per diluted common share, as compared to $13.0 million, or $0.22 per diluted common share in the third quarter of 2019. Adjusted net income of $55.4 million for the full year, or $0.96 per diluted common share, as compared to $51.5 million, or $0.90 per diluted common share in the prior year;

 

Adjusted EBITDA of $113.2 million for the fourth quarter, as compared to $118.3 million in the third quarter of 2019. Adjusted EBITDA of $464.3 million for the full year, as compared to $443.1 million in the prior year;

 

Utilization averaged 96.4% for the fourth quarter, as compared to 97.3% for the third quarter of 2019. Utilization averaged 97.4% for the full year, as compared to 98.1% for the prior year;

 

Container investments of approximately $28 million during the fourth quarter, for a total of $739 million for the full year. In addition, we also acquired a container investment company named Leased Assets Pool Company Limited (“LAPCO”) on December 31, 2019. LAPCO’s assets consisted primarily of approximately 165,000 TEU of containers previously part of our managed fleet;

 

Repurchased approximately 638,000 shares and 879,000 shares of common stock during the fourth quarter and the full year, respectively, under the share repurchase program authorized on August 29, 2019; and

 

Commenced a secondary, or dual, listing of Textainer’s common shares on the Main Board of the Johannesburg Stock Exchange (“JSE”) on December 11, 2019.



 

“Textainer achieved solid results in a challenging operating environment, delivering stable lease rental income of $619.8 million, Adjusted EBITDA growth of 4.8%, and adjusted net income growth of 7.6% during the full year 2019.  We leased out over 400,000 TEU during the year, most of which was new production leased at attractive yields with double-digit returns related to specific market opportunities captured earlier in the year. Average utilization for the year remained high at 97.4%, and at year-end, we owned approximately 85.4% of the total fleet, which stood at 3.5 million TEU,” stated Olivier Ghesquiere, President and Chief Executive Officer of Textainer Group Holdings Limited.

 

Ghesquiere continued, “While we are pleased with our performance for the year, our fourth quarter results reflect the continued atypical lull in market activity.  Accordingly, fourth quarter lease rental income of $151.6 million, adjusted EBITDA of $113.2 million, and adjusted net income of $11.0 million all decreased modestly as compared to the third quarter.”

 

Ghesquiere concluded, “We believe the market is poised to turnaround in the second half of the year, driven by an expected return of seasonal demand, as most elements of our business remain positive. Favorable fundamentals include low turn-in activity, high utilization, reasonable inventory levels, and a recent increase in container prices. We remain focused on improving our business to be best-in-class through our cost control initiatives and other efficiency investments such as improvements in our IT systems and continued optimization of our capital structure.”

 


Fourth-Quarter and Full-Year Results

Lease rental income decreased $4.3 million from the third quarter of 2019, largely due to a decrease in utilization and fleet size. Lease rental income for the year increased $7.1 million from 2018, largely due to an increase in fleet size, partially offset by lower utilization and average rental rates.  

Trading container margin increased $0.8 million from the third quarter of 2019 and for the year increased $3.9 million from 2018, due to an increase in sales volume, partially offset by a reduction in per unit margin.

Gain on sale of owned fleet containers, net, decreased $3.0 million from the third quarter of 2019 and for the year decreased $14.7 million from 2018, driven by a reduction in the average gain per container sold and a slight decrease in the number of containers sold.  While average gains per container sold decreased, the resale container price environment still remains favorable.  

Direct container expense – owned fleet was flat from the third quarter of 2019 in spite of a slight decrease in utilization. Direct container expense – owned fleet for the year decreased $8.0 million from 2018, resulting from a reduction in repositioning expense, maintenance expense and military sublease expense, partially offset by higher storage costs from lower utilization.

Depreciation expense decreased $1.5 million compared to the third quarter of 2019. Depreciation expense for the year increased $10.9 million from 2018, primarily due to an increase in the size of our owned depreciable fleet.

General and administrative expense was flat from the third quarter of 2019. General and administrative expense for the year decreased $6.2 million from 2018 mainly due to a decrease in compensation costs. The third quarter of 2018 included $2.4 million in costs associated with departing senior executive personnel.

Bad debt recovery was $0.6 million in the fourth quarter of 2019, primarily due to the improved financial conditions for certain lessees. Bad debt expense for the year was $2.0 million, which included $2.9 million to fully reserve for a non-performing lessee in 2019.

Gain on insurance recovery and legal settlement for 2019 and 2018 amounted to $14.9 million and $8.7 million, respectively. The 2019 figure includes a $14.0 million cash distribution from the Hanjin bankruptcy estate received during the fourth quarter of 2019. The 2018 figures include an insurance settlement associated with the Hanjin bankruptcy for insurable costs including primarily unrecovered containers and incurred container recovery costs, net of the insurance deductible.

Gain on settlement of pre-existing management agreement for 2019 amounted to $1.8 million which related to the termination of the container management agreement in conjunction with our acquisition of LAPCO.

Interest expense decreased $2.5 million compared to the third quarter of 2019, primarily due to a decrease in interest rates. Interest expense for the year increased $14.8 million from 2018, primarily due to a higher average debt balance, partially offset by a decrease in interest rates. Realized (loss) gain on derivative instruments, net, changed from a $0.2 million gain in the third quarter of 2019 to a $0.8 million loss in the fourth quarter of 2019. Realized gain on derivative instruments, net, for the year decreased $3.3 million from 2018. The change from gain to loss in the quarter and the decrease in gain in 2019 was primarily due to a decrease in interest rates.

Unrealized gain (loss) on derivative instruments, net, was a gain of $2.9 million for the fourth quarter of 2019 and a loss of $15.4 million for the year, resulting from an increase and a decrease, respectively, in the forward LIBOR curve at the end of the respective period end which increased and reduced, respectively, the fair value of the current interest rate derivatives. Textainer uses interest rate derivatives to manage interest rate risk and intends to hold these derivatives until maturity. Changes in the fair value of derivatives result in non-cash adjustments to their carrying value that get recorded through net income for the portion of our derivatives not designated under hedge accounting at their inception.

 



Conference Call and Webcast

A conference call to discuss the financial results for the fourth quarter and full year 2019 will be held at 5:00 pm Eastern Time on Tuesday, February 11, 2020. The dial-in number for the conference call is 1-877-407-9039 (U.S. & Canada) and 1-201-689-8470 (International). The call and archived replay may also be accessed via webcast on Textainer’s Investor Relations website at http://investor.textainer.com.

 

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 3.5 million TEU in our owned and managed fleet. We lease containers to approximately 250 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. We sold an average of approximately 140,000 containers per year for the last five years to more than 1,500 customers making us one of the largest sellers of used containers. Textainer operates via a network of 14 offices and approximately 500 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.

Important Cautionary Information Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of U.S. securities laws. Forward-looking statements include statements that are not statements of historical facts and may relate to, but are not limited to, expectations or estimates of future operating results or financial performance, capital expenditures, introduction of new products, regulatory compliance, plans for growth and future operations, as well as assumptions relating to the foregoing. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “intend,” “potential,” “continue” or the negative of these terms or other similar terminology. Readers are cautioned that these forward-looking statements involve risks and uncertainties, are only predictions and may differ materially from actual future events or results. These risks and uncertainties include, without limitation, the following items that could materially and negatively impact our business, results of operations, cash flows, financial condition and future prospects: expectation of future market activity; market turnaround with organic demand;  impact of political and economic factors and international trade; our future financial flexibility; and other risks and uncertainties, including those set forth in Textainer’s filings with the Securities and Exchange Commission. For a discussion of some of these risks and uncertainties, see Item 3 “Key Information— Risk Factors” in Textainer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 25, 2019.

Textainer’s views, estimates, plans and outlook as described within this document may change subsequent to the release of this press release. Textainer is under no obligation to modify or update any or all of the statements it has made herein despite any subsequent changes Textainer may make in its views, estimates, plans or outlook for the future.

 

Textainer Group Holdings Limited

Investor Relations

Phone: +1 (415) 658-8333

ir@textainer.com

###


TEXTAINER GROUP HOLDINGS LIMITED AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income

Three Months and Years Ended December 31, 2019 and 2018

(Unaudited)

(All currency expressed in United States dollars in thousands, except per share amounts)

 

 

 

Three Months Ended December 31,

 

 

Years Ended December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease rental income - owned fleet

 

 

 

 

 

$

127,304

 

 

 

 

 

 

$

129,723

 

 

 

 

 

 

$

517,859

 

 

 

 

 

 

$

501,362

 

Lease rental income - managed fleet

 

 

 

 

 

 

24,251

 

 

 

 

 

 

 

27,392

 

 

 

 

 

 

 

101,901

 

 

 

 

 

 

 

111,342

 

Lease rental income

 

 

 

 

 

 

151,555

 

 

 

 

 

 

 

157,115

 

 

 

 

 

 

 

619,760

 

 

 

 

 

 

 

612,704

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees - non-leasing

 

 

 

 

 

 

1,767

 

 

 

 

 

 

 

2,250

 

 

 

 

 

 

 

7,590

 

 

 

 

 

 

 

8,529

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trading container sales proceeds

 

 

 

 

 

 

20,959

 

 

 

 

 

 

 

6,887

 

 

 

 

 

 

 

58,734

 

 

 

 

 

 

 

19,568

 

Cost of trading containers sold

 

 

 

 

 

 

(18,965

)

 

 

 

 

 

 

(5,583

)

 

 

 

 

 

 

(51,336

)

 

 

 

 

 

 

(16,118

)

Trading container margin

 

 

 

 

 

 

1,994

 

 

 

 

 

 

 

1,304

 

 

 

 

 

 

 

7,398

 

 

 

 

 

 

 

3,450

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain on sale of owned fleet containers, net

 

 

 

 

 

 

3,134

 

 

 

 

 

 

 

9,591

 

 

 

 

 

 

 

21,397

 

 

 

 

 

 

 

36,071

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Direct container expense - owned fleet (a)

 

 

 

 

 

 

11,760

 

 

 

 

 

 

 

12,740

 

 

 

 

 

 

 

45,831

 

 

 

 

 

 

 

53,845

 

Distribution expense to managed fleet container investors

 

 

 

 

 

 

22,323

 

 

 

 

 

 

 

25,341

 

 

 

 

 

 

 

93,858

 

 

 

 

 

 

 

102,992

 

Depreciation expense (b)

 

 

 

 

 

 

66,129

 

 

 

 

 

 

 

64,801

 

 

 

 

 

 

 

260,372

 

 

 

 

 

 

 

249,500

 

Container lessee default expense, net (a)

 

 

 

 

 

 

149

 

 

 

 

 

 

 

6,943

 

 

 

 

 

 

 

7,867

 

 

 

 

 

 

 

17,948

 

Amortization expense

 

 

 

 

 

 

517

 

 

 

 

 

 

 

502

 

 

 

 

 

 

 

2,093

 

 

 

 

 

 

 

3,721

 

General and administrative expense

 

 

 

 

 

 

9,504

 

 

 

 

 

 

 

10,652

 

 

 

 

 

 

 

38,142

 

 

 

 

 

 

 

44,317

 

Bad debt (recovery) expense, net

 

 

 

 

 

 

(648

)

 

 

 

 

 

 

1,639

 

 

 

 

 

 

 

2,002

 

 

 

 

 

 

 

2,697

 

Gain on insurance recovery and legal settlement

 

 

 

 

 

 

(14,040

)

 

 

 

 

 

 

(8,692

)

 

 

 

 

 

 

(14,881

)

 

 

 

 

 

 

(8,692

)

Gain on settlement of pre-existing management agreement

 

 

 

 

 

 

(1,823

)

 

 

 

 

 

 

-

 

 

 

 

 

 

 

(1,823

)

 

 

 

 

 

 

-

 

Total operating expenses

 

 

 

 

 

 

93,871

 

 

 

 

 

 

 

113,926

 

 

 

 

 

 

 

433,461

 

 

 

 

 

 

 

466,328

 

Income from operations

 

 

 

 

 

 

64,579

 

 

 

 

 

 

 

56,334

 

 

 

 

 

 

 

222,684

 

 

 

 

 

 

 

194,426

 

Other (expense) income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

 

(37,486

)

 

 

 

 

 

 

(36,589

)

 

 

 

 

 

 

(153,185

)

 

 

 

 

 

 

(138,427

)

Write-off of unamortized deferred debt issuance costs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(881

)

Interest income

 

 

 

 

 

 

458

 

 

 

 

 

 

 

556

 

 

 

 

 

 

 

2,505

 

 

 

 

 

 

 

1,709

 

Realized (loss) gain on derivative instruments, net

 

 

 

 

 

 

(763

)

 

 

 

 

 

 

1,287

 

 

 

 

 

 

 

1,946

 

 

 

 

 

 

 

5,238

 

Unrealized gain (loss) on derivative instruments, net

 

 

 

 

 

 

2,873

 

 

 

 

 

 

 

(8,038

)

 

 

 

 

 

 

(15,442

)

 

 

 

 

 

 

(5,790

)

Other, net

 

 

 

 

 

 

6

 

 

 

 

 

 

 

1

 

 

 

 

 

 

 

(4

)

 

 

 

 

 

 

 

Net other expense

 

 

 

 

 

 

(34,912

)

 

 

 

 

 

 

(42,783

)

 

 

 

 

 

 

(164,180

)

 

 

 

 

 

 

(138,151

)

Income before income tax and

    noncontrolling interests

 

 

 

 

 

 

29,667

 

 

 

 

 

 

 

13,551

 

 

 

 

 

 

 

58,504

 

 

 

 

 

 

 

56,275

 

Income tax expense

 

 

 

 

 

 

(478

)

 

 

 

 

 

 

(763

)

 

 

 

 

 

 

(1,948

)

 

 

 

 

 

 

(2,025

)

Net income

 

 

 

 

 

 

29,189

 

 

 

 

 

 

 

12,788

 

 

 

 

 

 

 

56,556

 

 

 

 

 

 

 

54,250

 

Less: Net (income) loss attributable to the noncontrolling

   interests

 

 

(407

)

 

 

 

 

 

 

(547

)

 

 

 

 

 

 

168

 

 

 

 

 

 

 

(3,872

)

 

 

 

 

Net income attributable to Textainer Group

   Holdings Limited common shareholders

 

$

28,782

 

 

 

 

 

 

$

12,241

 

 

 

 

 

 

$

56,724

 

 

 

 

 

 

$

50,378

 

 

 

 

 

Net income attributable to Textainer Group Holdings

   Limited common shareholders per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.51

 

 

 

 

 

 

$

0.21

 

 

 

 

 

 

$

0.99

 

 

 

 

 

 

$

0.88

 

 

 

 

 

Diluted

 

$

0.50

 

 

 

 

 

 

$

0.21

 

 

 

 

 

 

$

0.99

 

 

 

 

 

 

$

0.88

 

 

 

 

 

Weighted average shares outstanding (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

56,923

 

 

 

 

 

 

 

57,363

 

 

 

 

 

 

 

57,349

 

 

 

 

 

 

 

57,200

 

 

 

 

 

Diluted

 

 

57,070

 

 

 

 

 

 

 

57,511

 

 

 

 

 

 

 

57,459

 

 

 

 

 

 

 

57,487

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in derivative instruments designated as cash flow hedges

 

 

 

 

 

 

(124

)

 

 

 

 

 

 

 

 

 

 

 

 

 

(124

)

 

 

 

 

 

 

 

Reclassification of realized gain on derivative instruments designated

    as cash flow hedges

 

 

 

 

 

 

7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

94

 

 

 

 

 

 

 

(45

)

 

 

 

 

 

 

42

 

 

 

 

 

 

 

(127

)

Comprehensive income

 

 

 

 

 

 

29,166

 

 

 

 

 

 

 

12,743

 

 

 

 

 

 

 

56,481

 

 

 

 

 

 

 

54,123

 

Comprehensive (income) loss attributable to the

   noncontrolling interests

 

 

 

 

 

 

(407

)

 

 

 

 

 

 

(547

)

 

 

 

 

 

 

168

 

 

 

 

 

 

 

(3,872

)

Comprehensive income attributable to Textainer

   Group Holdings Limited common shareholders

 

 

 

 

 

$

28,759

 

 

 

 

 

 

$

12,196

 

 

 

 

 

 

$

56,649

 

 

 

 

 

 

$

50,251

 

 

 

(a)

Amounts for container write-off and container recovery costs from lessee default for the periods ended December 31, 2018 have been reclassified out of the previously reported line item “container impairment” and “direct container expense – owned fleet”, respectively, and included within “container lessee default expense, net” to conform with the 2019 presentation.  

 

(b)

Amounts to write-down the carrying value of containers held for sale to their estimated fair value less costs to sell for the periods ended December 31, 2018 have been reclassified out of the previously reported line item “container impairment” and included within “depreciation expense” to conform with the 2019 presentation.  

 


TEXTAINER GROUP HOLDINGS LIMITED AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

December 31, 2019 and 2018

(Unaudited)

(All currency expressed in United States dollars in thousands)

 

 

 

2019

 

 

2018

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

180,552

 

 

$

137,298

 

Accounts receivable, net of allowance for doubtful accounts of $6,299 and $5,729, respectively

 

 

109,384

 

 

 

134,225

 

Net investment in direct financing and sales-type leases

 

 

40,940

 

 

 

39,270

 

Container leaseback financing receivable

 

 

20,547

 

 

 

-

 

Trading containers

 

 

11,330

 

 

 

40,852

 

Containers held for sale

 

 

41,884

 

 

 

21,874

 

Prepaid expenses and other current assets

 

 

14,816

 

 

 

23,139

 

Due from affiliates, net

 

 

1,880

 

 

 

1,692

 

Total current assets

 

 

421,333

 

 

 

398,350

 

Restricted cash

 

 

97,353

 

 

 

87,630

 

Containers, net of accumulated depreciation of $1,443,167 and $1,322,221, respectively

 

 

4,156,151

 

 

 

4,134,016

 

Net investment in direct financing and sales-type leases

 

 

254,363

 

 

 

127,790

 

Container leaseback financing receivable

 

 

251,111

 

 

 

-

 

Fixed assets, net of accumulated depreciation of $12,266 and $11,525, respectively

 

 

1,128

 

 

 

2,066

 

Intangible assets, net of accumulated amortization of $45,359 and $43,266, respectively

 

 

5,291

 

 

 

7,384

 

Derivative instruments

 

 

135

 

 

 

5,555

 

Deferred taxes

 

 

1,388

 

 

 

2,087

 

Other assets

 

 

14,364

 

 

 

3,891

 

Total assets

 

$

5,202,617

 

 

$

4,768,769

 

Liabilities and Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

23,404

 

 

$

27,297

 

Container contracts payable

 

 

9,394

 

 

 

42,710

 

Other liabilities

 

 

2,636

 

 

 

219

 

Due to container investors, net

 

 

21,978

 

 

 

30,672

 

Debt, net of unamortized deferred financing costs of $8,120 and $5,738, respectively

 

 

213,863

 

 

 

191,689

 

Total current liabilities

 

 

271,275

 

 

 

292,587

 

Debt, net of unamortized deferred financing costs of $21,446 and $22,248, respectively

 

 

3,583,866

 

 

 

3,218,138

 

Derivative instruments

 

 

13,778

 

 

 

3,639

 

Income tax payable

 

 

9,909

 

 

 

9,570

 

Deferred taxes

 

 

7,789

 

 

 

7,039

 

Other liabilities

 

 

30,355

 

 

 

1,805

 

Total liabilities

 

 

3,916,972

 

 

 

3,532,778

 

Equity:

 

 

 

 

 

 

 

 

Textainer Group Holdings Limited shareholders' equity:

 

 

 

 

 

 

 

 

Common shares, $0.01 par value. Authorized 140,000,000 shares; 58,326,555 shares issued and

  56,817,918 shares outstanding at 2019; 58,032,164 shares issued and 57,402,164 shares

  outstanding at 2018

 

 

583

 

 

 

581

 

Treasury shares, at cost, 1,508,637 shares and 630,000 shares, respectively

 

 

(17,746

)

 

 

(9,149

)

Additional paid-in capital

 

 

410,595

 

 

 

406,083

 

Accumulated other comprehensive loss

 

 

(511

)

 

 

(436

)

Retained earnings

 

 

866,458

 

 

 

809,734

 

Total Textainer Group Holdings Limited shareholders’ equity

 

 

1,259,379

 

 

 

1,206,813

 

Noncontrolling interests

 

 

26,266

 

 

 

29,178

 

Total equity

 

 

1,285,645

 

 

 

1,235,991

 

Total liabilities and equity

 

$

5,202,617

 

 

$

4,768,769

 

 

 

 

 

 

 

 

 

 

 

 


TEXTAINER GROUP HOLDINGS LIMITED AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

Years Ended December 31, 2019 and 2018

(Unaudited)

(All currency expressed in United States dollars in thousands)

 

 

 

2019

 

 

2018

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

56,556

 

 

$

54,250

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation expense (a)

 

 

260,372

 

 

 

249,500

 

Container write-down from lessee default, net (b)

 

 

7,179

 

 

 

12,980

 

Bad debt expense, net

 

 

2,002

 

 

 

2,697

 

Unrealized loss on derivative instruments, net

 

 

15,442

 

 

 

5,790

 

Amortization and write-off of unamortized deferred debt issuance costs and

    accretion of bond discounts

 

 

7,953

 

 

 

9,531

 

Amortization of intangible assets

 

 

2,093

 

 

 

3,721

 

Gain on sale of owned fleet containers, net

 

 

(21,397

)

 

 

(36,071

)

Gain on insurance recovery and legal settlement

 

 

 

 

 

(8,692

)

Gain on settlement of pre-existing management agreement

 

 

(1,823

)

 

 

 

Share-based compensation expense

 

 

4,388

 

 

 

7,355

 

Changes in operating assets and liabilities

 

 

95,780

 

 

 

15,058

 

Total adjustments

 

 

371,989

 

 

 

261,869