SEACUBE CONTAINERLEASING (fka BOX)

[whytestocks]

News: $BOX Why Box Stock Surged Today

Shares of Box (NYSE: BOX) have surged today, up by 12% as of 11:50 a.m. EDT, after activist investor Starboard Value disclosed a new stake in the cloud storage provider. In a regulatory filing, the hedge fund said it had acquired 11 million shares, good for a 7.5% stake. In the filing,...

Find out more BOX - Why Box Stock Surged Today

[whytestocks]

News: $BOX Box vs. Dropbox: Which Cloud Computing Stock is the Better Investment?

Cloud computing stocks Box (NYSE: BOX) and Dropbox (NASDAQ: DBX) compete in the cloud content management market. Both companies provide software as a service (SaaS), known otherwise as enterprise file synchronization and sharing. In simple terms, this means uploading files to the cloud, ...

Got this from Box vs. Dropbox: Which Cloud Computing Stock is the Better Investment?

[whytestocks]

News: $BOX INVESTOR ALERT: Bronstein, Gewirtz & Grossman, LLC Announces Investigation of Box, Inc. (BOX)

NEW YORK, NY / ACCESSWIRE / June 7, 2019 / Bronstein, Gewirtz & Grossman, LLC is investigating potential claims on behalf of purchasers of Box, Inc. ("Box" or the "Company") (NYSE: BOX ). Such investors are encouraged to obtain additional information and assist the investigation by visi...

In case you are interested https://marketwirenews.com/news-releases/investor-alert-bronstein-gewirtz-grossman-llc-announces-investigation-of-box-inc-box--8316720.html

[johnsyn]

form 8 filed- it's over unless the lawyers win
Item 2.01. Completion of Acquisition or Disposition of Assets.

On April 24, 2013, pursuant to the previously announced Agreement and Plan of Amalgamation, dated as of January 18, 2013 (the “Amalgamation Agreement”), by and among 2357575 Ontario Limited, an Ontario, Canada corporation (“Parent”), SC Acquisitionco Ltd., a Bermuda exempted company and a subsidiary of Parent (“Acquisition Sub”), and SeaCube Container Leasing Ltd., a Bermuda exempted company (the “Company”), the Company and Acquisition Sub amalgamated under the laws of Bermuda (the “Amalgamation”) and the amalgamated company (the “Amalgamated Company”) became a subsidiary of Parent. Parent is an affiliate of Ontario Teachers’ Pension Plan Board (“OTPP”), a corporation without share capital organized under the laws of Ontario, Canada.

Pursuant to the Amalgamation Agreement, and upon the terms and subject to the conditions thereof, at the effective time of the Amalgamation (the “Effective Time”), each issued and outstanding common share, par value US$0.01 per share, of the Company (“Common Shares”) (other than (i) Common Shares that were held by any shareholders who properly demanded appraisal in connection with the Amalgamation under applicable law (“Dissenting Shares”), (ii) Common Shares owned by the Company or Parent or any of their respective wholly-owned subsidiaries and (iii) the Carry-Forward Share (as such term is defined in the Amalgamation Agreement)) was converted into the right to receive US$23.00 in cash, without interest and less any applicable withholding tax (the “Transaction Consideration”). At the Effective Time, any vesting conditions or restrictions applicable to each restricted Common Share of the Company (each, a “Restricted Share”) outstanding immediately prior to the Effective Time lapsed and each such Restricted Share was treated in accordance with the procedures outlined above for Common Shares.

The foregoing description of the Amalgamation Agreement is not complete and is qualified in its entirety by reference to the Amalgamation Agreement, which was filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on January 22, 2013 and is incorporated herein by reference.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

In connection with the Amalgamation, the Company notified the New York Stock Exchange (the “NYSE”) of the consummation of the Amalgamation and requested that the NYSE file with the SEC an application on Form 25 to report that the Common Shares are no longer listed on the NYSE. In addition, the Company intends to file with the SEC a certification and notice of termination on Form 15 with respect to the Common Shares, requesting that the Common Shares be deregistered under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that the reporting obligations of the Company with respect to the Common Shares under the Exchange Act be suspended.



2

Item 3.03. Material Modification to Rights of Security Holders.

In connection with the Amalgamation, on April 24, 2013, each issued and outstanding Common Share (other than (i) Dissenting Shares, (ii) Common Shares owned by the Company or Parent or any of their respective wholly-owned subsidiaries and (iii) the Carry-Forward Share) was converted into the right to receive the Transaction Consideration. At the Effective Time, any vesting conditions or restrictions applicable to each Restricted Share outstanding immediately prior to the Effective Time lapsed and each such Restricted Share was treated in accordance with the procedures outlined above for Common Shares.

Item 5.01. Changes in Control of Registrant.

On April 24, 2013, pursuant to the terms of the Amalgamation Agreement, the Amalgamation was consummated, and the Amalgamated Company became a subsidiary of Parent. The aggregate purchase price paid for all of the equity securities of the Company was approximately US$469.5 million, which purchase price was funded by new equity financing received by Acquisition Sub.

The information set forth in Items 2.01 and 5.02 of this Current Report on Form 8-K is incorporated herein by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At the Effective Time, each of Joseph P. Adams, Jonathan G. Atkeson, Joseph Kwok, Paul R. Goodwin, Douglas A. Hacker, Donald P. Hamm and Martin Tuchman resigned from the board of directors of the Company and, pursuant to the terms of the Amalgamation Agreement, each of the members of Acquisition Sub’s board of directors immediately prior to the Effective Time, consisting of Melissa Kennedy, Neil Petroff, John Sheedy and Lee Sienna, became a member of the Amalgamated Company’s board of directors following the Effective Time. Each director is to serve until his successor is duly elected and qualified or until his earlier death, resignation or removal in accordance with the Amalgamated Company’s bye-laws. Individual appointments to the various committees of the board of directors have not been determined as of the date hereof.

On April 24, 2013, the Amalgamated Company entered into an employment agreement with Lisa D. Leach, Vice President and General Counsel of the Company, the material terms of which were set forth in the Company’s Current Report on Form 8-K filed with the SEC on January 22, 2013 and are incorporated herein by reference.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

At the Effective Time, the certificate of amalgamation (the “Certificate of Amalgamation”), issued by the Registrar of Companies in Bermuda became the certificate of incorporation of the Amalgamated Company.

From and after the Effective Time, the memorandum of association of the Company became the memorandum of association of the Amalgamated Company. On April 24, 2013, following the Effective Time, the Amalgamated Company’s board of directors and shareholders approved an increase in the authorized share capital of the Amalgamated Company to US$500,000,000 and reflected this increase in the Amalgamated Company’s memorandum of association.



3

At the Effective Time, the bye-laws of Acquisition Sub immediately prior to the Amalgamation became the bye-laws of the Amalgamated Company.

A copy of the Certificate of Amalgamation is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the memorandum of increase of share capital is attached as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the bye-laws is attached as Exhibit 3.3 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.




Exhibit
No.


Description

2.1 Agreement and Plan of Amalgamation, dated as of January 18, 2013, by and among 2357575 Ontario Limited, SC Acquisitionco Ltd. and SeaCube Container Leasing Ltd. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 22, 2013).

3.1 Certificate of Amalgamation of SeaCube Container Leasing Ltd. and SC Acquisitionco Ltd.

3.2 Memorandum of Increase of Share Capital of the Amalgamated Company.

3.3 Bye-Laws of the Amalgamated Company (formerly the Bye-Laws of Acquisition Sub).



4

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


SEACUBE CONTAINER LEASING LTD.

/s/ Lisa D. Leach
Lisa D. Leach
Vice President and General Counsel

Dated: April 24, 2013



5

EXHIBIT INDEX




Exhibit
No.


Description

2.1 Agreement and Plan of Amalgamation, dated as of January 18, 2013, by and among 2357575 Ontario Limited, SC Acquisitionco Ltd. and SeaCube Container Leasing Ltd. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 22, 2013).

3.1 Certificate of Amalgamation of SeaCube Container Leasing Ltd. and SC Acquisitionco Ltd.

3.2 Memorandum of Increase of Share Capital of the Amalgamated Company.

3.3 Bye-Laws of the Amalgamated Company (formerly the Bye-Laws of Acquisition Sub).



6

Exhibit 3.1



LOGO

Registration No. 44116

BERMUDA

CERTIFICATE OF AMALGAMATION

I HEREBY, in accordance with the provisions of Section 108 of the Companies Act,1981 (hereinafter referred to as “the Act”), issue this Certificate of Amalgamation to the amalgamated company bearing the name

SeaCube Container Leasing Ltd.

consequent upon the amalgamation of SeaCube Container Leasing Ltd. and SC Acquisitionco Ltd. effective the 24th day of April 2013.

The Memorandum of Association of SeaCube Container Leasing Ltd. shall be the Memorandum of Association of the amalgamated company, and the Certificate of Amalgamation shall be deemed to be the Certificate of Incorporation of the amalgamated company pursuant to Section 109(g) of the Act.

Given under my hand and the Seal of the

REGISTRAR OF COMPANIES this

24th day of April 2013

for Registrar of Companies

Exhibit 3.2

FORM NO. 7



LOGO

[johnsyn]

LOL, you hope I'm sane. But yes, helping each other is much easier and quicker. Have several threads that are one-stop DD, very helpful group interested in digging up stuff.

[fung_derf]

Thank you for being one of the few sane investors in this place. So much easier than trying to find stocks alone.

[johnsyn]

nothing to thank me for. Hate losing BOX, haven't found any on that list that either aren't private, or listed on Norway stock exchange or Singapore stock exchange. It had stayed off most radars since it really isn't that old of a public company, so it didn't have the 5-year history of divie payouts. Shame that it's going private.

[fung_derf]

thanks.

[johnsyn]

straight container companies that are doing ok are usually ADRs with little return, so you pay for privilege to own.

[johnsyn]

LOL, I know. But some just do dry, others just refrig, screw it up by having vessels too, so they have the wrong size for ports, too small, for economic shipping, etc. I think you'll like the one I PM'd you.

[fung_derf]

Seems like a no brainer. Not much chance for malfunctions or the product becoming obsolete. It's a box! A big freakin' box!

[johnsyn]

most didn't do this well.

[fung_derf]

Plus income and low risk. I need to find other box companies. Got any?

[johnsyn]

Still not a bad investment, looks like up $5+/yr holding.

[fung_derf]

My average is around $18. Only bought it last April.

[johnsyn]

yes, figured the buyout would get the legal trolls going. Funny how the Canadian teacher's pension funds are buying up U.S. companies, not just shares anymore. Putting unions in charge. My avg per share is $12.67, so BOX has served me well for several years. A shame these legal trolls end up cutting into our payouts with their own cuts.

[fung_derf]

Have you read this?

SAN DIEGO and PARK RIDGE, N.J., Jan. 23, 2013 /PRNewswire/ -- Shareholder rights attorneys at Robbins Arroyo LLP are investigating the acquisition of SeaCube Container Leasing Ltd. (NYSE: BOX) by Ontario Teachers' Pension Plan. SeaCube engages in the acquisition, leasing, and subsequent sale of refrigerated and dry containers and generator sets.

(Logo: http://photos.prnewswire.com/prnh/20130103/MM36754LOGO)

On January 18, 2013, SeaCube announced that it had entered into an agreement to be acquired by Ontario Teachers' Pension Plan. Pursuant to the agreement, SeaCube's shareholders will receive $23 in cash for each share of common stock. The transaction has been approved by the board of directors of SeaCube. Additionally, it is expected that SeaCube will operate as a standalone business operation with the current management team remaining in place.

The Board of Directors' Actions May Prevent SeaCube Shareholders from Receiving the Maximum Value for Their Stock

Robbins Arroyo LLP's investigation focuses on whether the board of directors at SeaCube is undertaking a fair process to obtain maximum value and adequately compensate its shareholders or seeking to benefit themselves. The $23 per share offer price is below the $24 target price set by an analyst at Deutsche Bank on November 7, 2012.

Further, on November 5, 2012, SeaCube reported financial results for the third quarter 2012, reflecting increases in revenue, net income, and gross profit over the same quarter for the prior year. Specifically, the company reported a 30% increase in net income over the same period the previous year. In addition, total revenue for the third quarter increased to $49.5 million compared to $45.2 million for the third quarter 2011. Moreover, SeaCube's quarterly results have beat analyst earnings per share estimates in six of the previous eight quarters.

Given, these facts, the firm is examining the board of directors' decision to sell SeaCube now rather than allow shareholders to continue to participate in the company's continued success and future growth prospects.

SeaCube shareholders have the option to file a class action lawsuit against the company to secure the best possible price for shareholders and the disclosure of material information so shareholders can vote on the transaction in an informed manner. SeaCube shareholders interested in information about their rights and potential remedies can contact Darnell R. Donahue at [phone], [e-mail], or via the shareholder information form on the firm's website.

Robbins Arroyo LLP is a nationally recognized leader in securities litigation and shareholder rights law. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits, and has helped its clients realize more than $1 billion of value for themselves and the companies in which they have invested. For more information, please go to http://www.robbinsarroyo.com.

Press release link: http://www.robbinsarroyo.com/shareholders-rights-blog/seacube/

Attorney Advertising. Past results do not guarantee a similar outcome.

[johnsyn]

http://ih.advfn.com/p.php?pid=nmona&article=56847843

[johnsyn]

Ahhh! thought I read shareholder, proxy, etc. My error.

[fung_derf]

It wasn't approved by shareholders. I never got a proxy. Although it was approved by the board.

[johnsyn]

have no clue, it was approved by shareholders. It really didn't make sense to be above $23, unless someone thought like I had that more than just $23 a share payoff might happen. But they do still need SEC approval.
but I also see an ambulance chaser is snorkeling for investors in class action

[fung_derf]

Yesterday it was trading above $23. Today a bit below. Either people were imagining another potential buyer, or else this deal isn't as firm as we thought?

[johnsyn]

as per SEC Filing today: Pursuant to the Plan of Amalgamation, at the effective time of the Amalgamation, each issued and outstanding common share of the Company (“ Common Shares ”) (other than (i) Common Shares that are held by any stockholders who properly demand appraisal in connection with the Amalgamation under applicable law (“ Dissenting Shares ”) and (ii) the Carry-Forward Share (as such term is defined in the Plan of Amalgamation)) will be converted into the right to receive $23.00 in cash, without interest (the “ Transaction Consideration ”), other than any Common Shares owned by Parent or the Company or any of their wholly-owned subsidiaries (which will automatically be canceled with no consideration paid therefor). At the effective time of the Amalgamation, any vesting conditions or restrictions applicable to restricted common shares of the Company (each, a “ Restricted Share ”) outstanding immediately prior to the effective time will lapse and each such Restricted Share will be treated in accordance with the procedures outlined above for Common Shares.

[fung_derf]

I just went back to find out how I discovered the company. I guess I owe you. Pretty interesting conversation we had back then. I followed the replies forward. Glad I didn't listen to you on all your picks though. LOL!
We were wondering the other day why our names seemed familiar. Guess we've gone back a ways and didn't realize it.
BTW, still looking for those divvy stocks.

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=69683749&txt2find=BOX

[johnsyn]

same here, it however, had been the untouted container shipping company, probably because it was under 5 year public and they have to have 5-year history on dividends for even the high divie sites. I chose it over all the competition because of their growth and decent dividend. So sad. But is it really going private? Same management and a standalone company. Afraid I never read the proxy, was too big of company to bother to read it over to vote.

[fung_derf]

What a great investment this one has been for me. So simple and yet so steady. I hate to lose it!


More info....

DJ Ontario Teachers Pension Plan to buy SeaCube for About $467 Million


8:03 PM (GMT-05:00) Eastern Time (US & Canada) Jan 18, 2013
By Debbie Cai Canada's largest single-profession pension plan will acquire SeaCube Container Leasing Ltd. (BOX) for $23 per share, saying the container leasing company is a good investment fit for the fund. Shares rose almost 13% after hours. The stock is up 35% over the past 12 months. The per-share offer values Park Ridge, N.J.-based SeaCube at about $466.6 million and represents a 13.3% premium to the company's Friday closing price of $20.30. The company had about 20.3 million shares outstanding as of Nov. 1. The deal, unanimously approved by SeaCube's board, is expected to close in the first half of this year. SeaCube acquires, owns, manages and leases containers that are essential intermodal equipment used in global containerized-cargo trade. Equipment is primarily leased under long-term contracts to the world's largest shipping lines. Ontario Teachers' Pension Plan, which had $117.1 billion in assets as of Dec. 31, said it plans to operate SeaCube as a standalone business operation with the current management team remaining in place. In November, SeaCube said its third quarter profit rose 30% as it recorded stronger revenue and continued to grow its container fleet. Write to Debbie Cai at [e-mail]

[johnsyn]

8:35 AM SeaCube Container Leasing (BOX) +13% premarket after agreeing to be acquired by Ontario Teachers Pension Plan for ~$467M. The $23/share deal represents a 13.3% premium over Friday's closing price.

[johnsyn]

SeaCube Container Leasing Ltd. Reports Third Quarter 2012 Results
Print
Alert
Boc (NYSE:BOX)
Intraday Stock Chart

Today : Monday 5 November 2012
Click Here for more Boc Charts.

SeaCube Container Leasing Ltd (SeaCube) (NYSE: BOX), one of the world’s largest lessors of intermodal freight containers, today reported results for the third quarter ended September 30, 2012.

Adjusted net income(1) was $12.8 million for the third quarter of 2012 compared to $11.1 million in the third quarter of 2011, an increase of 15%. For the third quarter of 2012, adjusted net income per diluted common share was $0.63. The Company focuses on adjusted net income because it excludes the impact of non-cash interest expense and non-recurring items that are unrelated to the operating performance of the business.

Total revenue was $49.5 million for the third quarter of 2012 compared to $45.2 million for the third quarter of 2011, an increase of 9%. Utilization continued to be strong with average third quarter utilization of 97.9%. Adjusted EBITDA(1) was $74.2 million for the third quarter of 2012 compared to $61.6 million in the third quarter of 2011.

The Company reported net income of $11.4 million for the third quarter of 2012 compared to $8.8 million for the third quarter of 2011. Net income per diluted common share was $0.56 for the third quarter of 2012 compared to $0.44 for the third quarter of 2011.

Joseph Kwok, Chief Executive Officer of SeaCube, commented, “During the third quarter, SeaCube once again generated strong revenue, earnings, and cash flow. We also continued to grow our container fleet in manner that meets our investment criteria. Year to date, we have committed to purchase approximately $318.8 million in containers, of which 85% are already committed to long-term lease. We expect our investments in 2012 to continue to positively impact results.”

Mr. Kwok concluded, “The Board’s decision to increase the dividend for the seventh time since going public highlights SeaCube’s strong and stable cash flows. SeaCube has now increased its dividend 50% since the IPO in October 2010 for a cumulative payout of $2.25 per share. With significant capital available to invest, we will continue to pursue attractive opportunities to further grow revenues, earnings and cash flow in an effort to provide good returns for SeaCube shareholders.”

Adjusted net income(1) was $38.6 million for the nine months ended September 30, 2012 compared to $30.8 million for the nine months ended September 30, 2011, an increase of 26%. For the nine months ended September 30, 2012, adjusted net income per diluted common share was $1.91.

Total revenue was $148.0 million for the nine months ended September 30, 2012 compared to $122.8 million for the nine months ended September 30, 2011, an increase of 20%. Adjusted EBITDA(1) was $215.7 million for the nine months ended September 30, 2012 compared to $175.2 million for the nine months ended September 30, 2011.

The Company reported net income of $34.6 million for the nine months ended September 30, 2012 compared to $27.2 million for the nine months ended September 30, 2011. Net income per diluted common share was $1.71 for the nine months ended September 30, 2012 compared to $1.35 for the nine months ended September 30, 2011.

Dividend

On November 5, 2012, the Company’s Board of Directors approved and declared a $0.30 per share cash dividend on its issued and outstanding common shares, payable on December 14, 2012 to shareholders of record at the close of business on December 7, 2012.

[johnsyn]

http://seekingalpha.com/article/851961-seacube-container-leasing-management-presents-at-deutsche-bank-aviation-and-transportation-conference-transcript?

[johnsyn]

6:18 PM Seacube container leasing (BOX): Q2 EPS of $0.66 beats by $0.03. Revenue of $49.4M (+21.1% Y/Y) misses by $2M

[johnsyn]

NEW FORM 4: http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[johnsyn]

That 33% increase Y/Y will set Box on fire

[johnsyn]

5:45 PM Seacube container leasing (BOX): Q1 EPS of $0.62 beats by $0.04. Revenue of $49M (+33% Y/Y). Shares +0.9% AH. (PR)

[johnsyn]

new 14C filed:
form DEF 14A regarding SeaCube Container Leasing Ltd. has been filed with the United States Securities and Exchange Commission.

please copy and paste the URL below into a web browser
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[johnsyn]

new sec filings: http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[johnsyn]

SeaCube Container Leasing Ltd. Increases and Extends Container Warehouse Credit Facility
Boc (NYSE:BOX)
Today : Tuesday 27 March 2012
SeaCube Container Leasing Ltd. (NYSE: BOX) announced today that its indirect wholly owned subsidiary, CLI Funding IV LLC, has amended and restated its container warehouse credit facility. The amended and restated agreement increases the size of the credit facility from $200 to $300 million and extends the term to March 2014.
Joseph Kwok, Chief Executive Officer of SeaCube, commented, “The closing of this credit facility demonstrates the Company’s ability to successfully access additional investment capital under favorable terms. This transaction will further support SeaCube’s plans for continued fleet expansion and our ability to grow revenues, earnings and cash flows.”
About SeaCube Container Leasing Ltd.
SeaCube Container Leasing Ltd. is one of the world’s largest container leasing companies based on total assets. Containers are the primary means by which products are shipped internationally because they facilitate the secure and efficient movement of goods via multiple transportation modes, including ships, rail and trucks. The principal activities of our business include the acquisition, leasing, re-leasing and subsequent sale of refrigerated and dry containers and generator sets. We lease our containers primarily under long-term contracts to a diverse group of the world’s leading shipping lines. For more information regarding SeaCube Container Leasing Ltd. please visit www.seacubecontainers.com.

[johnsyn]

Seacube filed an 8K today in respect to their loan agreement with Wells Fargo.

[johnsyn]

SeaCube Container Leasing Ltd. (NYSE: BOX) announced today that the company will hold its 2012 annual general meeting of shareholders at its corporate offices at 1 Maynard Drive, Park Ridge, NJ 07656 on Wednesday, May 23, 2012 beginning at 10:00 a.m. Eastern time. The meeting is open to all SeaCube shareholders of record as of Friday, March 30, 2012.

About SeaCube Container Leasing Ltd.

SeaCube Container Leasing Ltd. is one of the world’s largest container leasing companies based on total assets. Containers are the primary means by which products are shipped internationally because they facilitate the secure and efficient movement of goods via multiple transportation modes, including ships, rail and trucks. The principal activities of our business include the acquisition, leasing, re-leasing and subsequent sale of refrigerated and dry containers and generator sets. We lease our containers primarily under long-term contracts to a diverse group of the world’s leading shipping lines. For more information regarding SeaCube Container Leasing Ltd. please visit www.seacubecontainers.com.

[johnsyn]

Title: SeaCube Container Leasing Ltd. Announces 2012 Annual General Meeting of Shareholders

Date(s): 16-Mar-2012 4:30 PM

For a complete listing of our news releases, please click here



If you are unable to click on the link above, please copy and paste the URL below into a web browser
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-news&nyo=0


Thomson Reuters Inc. 22 Thomson Place Boston, MA 02210

[johnsyn]

A form 10-K regarding SeaCube Container Leasing Ltd. has been filed with the United States Securities and Exchange Commission.

please copy and paste the URL below into a web browser
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[johnsyn]

"... Dividend of $0.26 per share, an increase of 8.3% from the previous quarter. This will be our sixth consecutive dividend and third increase since going public in November 2010. Including this increase, we have now declared cumulative dividends of $1.38 per share. We plan on continuing to create shareholder value by distributing dividends as well as by growing our revenues, earnings and cash flow as we continue to execute our investment strategy.”

[johnsyn]

SeaCube Container Leasing Ltd. Reports Fourth Quarter and Full Year 2011 Results
Fourth Quarter and Full Year 2011 Highlights

•For the fourth quarter, adjusted net income increased 44% year-over-year to $13.4 million, or $0.66 per diluted common share. Fourth quarter net income increased 19% year-over-year to $12.3 million.
•Full year adjusted net income increased 27% year-over-year to $44.1 million, or $2.19 per diluted common share. Full year net income increased 33% year-over-year to $39.4 million.
•Declared a dividend of $0.26 per share, an increase of 8.3% from the prior quarter.
•Total revenue increased 30% year-over-year to $46.7 million for the fourth quarter, and 23% to $169.5 million for the full year.
•Average utilization was 98.1% for the fourth quarter and 98.3% for the full year.
•Invested approximately $561.1 million in equipment in 2011.
•In 2012, committed to purchase approximately $80.8 million in equipment for delivery through April 2012; 88% has been committed to long-term leases.
PARK RIDGE, N.J.--(BUSINESS WIRE)--Feb. 29, 2012-- SeaCube Container Leasing Ltd (SeaCube) (NYSE: BOX), one of the world’s largest lessors of intermodal freight containers, today reported results for the fourth quarter and year ended December 31, 2011.

Adjusted net income(1) was $13.4 million for the fourth quarter of 2011 compared to $9.3 million in the fourth quarter of 2010, an increase of 44%. For the fourth quarter of 2011, adjusted net income per diluted common share was $0.66. The Company focuses on adjusted net income because it excludes the impact of non-cash interest expense and non-recurring items that are unrelated to the operating performance of the business.

Total revenue was $46.7 million for the fourth quarter of 2011 compared to $35.9 million for the fourth quarter of 2010, an increase of 30%. Utilization continued to be strong with average fourth quarter utilization of 98.1%. Adjusted EBITDA(1) was $64.5 million for the fourth quarter of 2011 compared to $53.1 million in the fourth quarter of 2010.

The Company reported net income of $12.3 million for the fourth quarter of 2011 compared to $10.3 million for the fourth quarter of 2010. Net income per diluted common share was $0.61 for the fourth quarter of 2011 compared to $0.55 for the fourth quarter of 2010.

Joseph Kwok, Chief Executive Officer of SeaCube, commented, “During 2011, we have more than doubled our container investments, enabling the Company to significantly improve its revenue, earnings and cash flow. In addition, we have invested another $80.8 million during the first two months in 2012; of which, 88% has been committed to long term leases. As we progress through 2012, we will continue to benefit from our new investments. With a significant revenue stream from our long-term contracts, SeaCube remains well positioned for growth opportunities.”

Mr. Kwok concluded, “We are pleased that our Board has approved a dividend of $0.26 per share, an increase of 8.3% from the previous quarter. This will be our sixth consecutive dividend and third increase since going public in November 2010. Including this increase, we have now declared cumulative dividends of $1.38 per share. We plan on continuing to create shareholder value by distributing dividends as well as by growing our revenues, earnings and cash flow as we continue to execute our investment strategy.”
Adjusted net income(1) was $44.1 million for the year ended December 31, 2011 compared to $34.7 million for the year ended December 31, 2010. For the year ended December 31, 2011, adjusted net income per diluted common share was $2.19.

Total revenue was $169.5 million for the year ended December 31, 2011 compared to $137.2 million for the year ended December 31, 2010. Adjusted EBITDA(1) was $239.8 million for the year ended December 31, 2011 compared to $211.3 million for the year ended December 31, 2010.

The Company reported net income of $39.4 million for the year ended December 31, 2011 compared to $29.6 million for the year ended December 31, 2010. Net income per diluted common share was $1.96 for the year ended December 31, 2011 compared to $1.75 for the year ended December 31, 2010.

Dividend

On February 29, 2012, the Company’s Board of Directors approved and declared a $0.26 per share cash dividend on its issued and outstanding common shares, payable on March 20, 2012 to shareholders of record at the close of business on March 13, 2012.
Investors' Conference Call

In connection with this earnings release, management will host an earnings conference call and webcast on Thursday, March 1, 2012 at 10:00 a.m. Eastern time. The live conference call may be accessed by dialing 1-866-347-8894 (from within the U.S.) or 1-706-643-5328 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference "SeaCube Fourth Quarter Earnings Call." A simultaneous webcast of the conference call with an accompanying slide presentation will be available to the public at www.seacubecontainers.com. A telephonic replay of the conference call will be available until 11:59 p.m. on Saturday, March 10, 2012 by dialing 1-855-859-2056 (from within the U.S.) or 1-404-537-3406 (from outside of the U.S.); please reference access code "49303212."

About SeaCube Container Leasing Ltd.

SeaCube Container Leasing Ltd. is one of the world’s largest container leasing companies based on total assets. Containers are the primary means by which products are shipped internationally because they facilitate the secure and efficient movement of goods via multiple transportation modes, including ships, rail and trucks. The principal activities of our business include the acquisition, leasing, re-leasing and subsequent sale of refrigerated and dry containers and generator sets. We lease our containers primarily under long-term contracts to a diverse group of the world’s leading shipping lines. As of December 31, 2011, we employed 75 people in seven offices worldwide and had total assets of $1.5 billion. We own or manage a fleet of 594,071 units, representing 933,499 twenty-foot equivalent units (TEUs) of containers and generator sets.

Safe Harbor

Certain items in this press release and other information we provide from time to time, may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not necessarily limited to, statements relating to future events and financial performance. You can identify these forward-looking statements by the use of forward-looking words such as ‘‘outlook,’’ ‘‘believes,’’ ‘‘expects,’’ ‘‘potential,’’ ‘‘continues,’’ ‘‘may,’’ ‘‘will,’’ ‘‘should,’’ ‘‘could,’’ ‘‘seeks,’’ ‘‘approximately,’’ ‘‘predicts,’’ ‘‘intends,’’ ‘‘plans,’’ ‘‘estimates,’’ ‘‘anticipates,’’ ‘‘target,’’ ‘‘projects,’’ ‘‘contemplates’’ or the negative version of those words or other comparable words. Any forward-looking statements contained in this press release are based upon our historical performance and on our current plans, estimates and expectations in light of information currently available to us. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business, prospects, growth strategy and liquidity. For a discussion of such risks and uncertainties, see “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2010. Furthermore, SeaCube is under no obligation to update or alter any of the forward-looking statements contained in this press release as a result of new information, future events or otherwise, unless required by law.

[johnsyn]

seacube has filed two amendments to it's form 13:
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[johnsyn]

SEACUBE has announced it's live conference call to discuss the financials on 1 March at 10 AM:
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-news&nyo=0

[johnsyn]

seacube has filed a form SC13G.

[johnsyn]

SEACUBE (BOX) has filed a new EFFECT form for a S-3:
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[johnsyn]

SeaCube Container Leasing Ltd Announces Filing of Shelf Registration Statement
Boc (NYSE:BOX)
Today : Thursday 22 December 2011
SeaCube Container Leasing Ltd. (NYSE: BOX) today announced that it has filed a universal shelf registration statement with the Securities and Exchange Commission to provide the Company flexibility to access the capital markets after the registration statement is declared effective. At this time, SeaCube has no current plans to issue securities under the registration statement.

If and when the registration statement is declared effective by the SEC, SeaCube will be able to offer and sell up to $75 million of securities, which could be common or preferred shares, debt securities, warrants, subscription rights, purchase contracts, purchase units or any combination thereof. In addition, up to 8,525,000 of SeaCube's common shares may be offered pursuant to this registration statement by an affiliate of Fortress. The price and terms of any securities offered under the registration statement will be established at the time of the offering and will be described in a prospectus supplement filed with the SEC at that time.

Although the registration statement relating to these securities has been filed with the SEC, it has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release is not an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About SeaCube Container Leasing Ltd.

SeaCube Container Leasing Ltd. is one of the world’s largest container leasing companies based on total assets. Containers are the primary means by which products are shipped internationally because they facilitate the secure and efficient movement of goods via multiple transportation modes, including ships, rail and trucks. The principal activities of our business include the acquisition, leasing, re-leasing and subsequent sale of refrigerated and dry containers and generator sets. We lease our containers primarily under long-term contracts to a diverse group of the world’s leading shipping lines. For more information regarding SeaCube Container Leasing Ltd., please visit www.seacubecontainers.com.

Safe Harbor

Certain items in this press release and other information we provide from time to time, may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not necessarily limited to, statements relating to future events and financial performance. You can identify these forward-looking statements by the use of forward-looking words such as ‘‘outlook,’’ ‘‘believes,’’ ‘‘expects,’’ ‘‘potential,’’ ‘‘continues,’’ ‘‘may,’’ ‘‘will,’’ ‘‘should,’’ ‘‘could,’’ ‘‘seeks,’’ ‘‘approximately,’’ ‘‘predicts,’’ ‘‘intends,’’ ‘‘plans,’’ ‘‘estimates,’’ ‘‘anticipates,’’ ‘‘target,’’ ‘‘projects,’’ ‘‘contemplates’’ or the negative version of those words or other comparable words. Any forward-looking statements contained in this press release are based upon our historical performance and on our current plans, estimates and expectations in light of information currently available to us. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business, prospects, growth strategy and liquidity. For a discussion of such risks and uncertainties, see “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2010. Furthermore, SeaCube is under no obligation to update or alter any of the forward-looking statements contained in this press release as a result of new information, future events or otherwise, unless required by law.

[johnsyn]

Seacube leasing has filed a new S-3
http://phx.corporate-ir.net/phoenix.zhtml?c=236739&p=irol-sec

[ICEQUITY]

SeaChange (SEAC) is down 10 percent on the year, but its EPS growth over that same period has been over 2000 percent with strong projections for continued growth into the future.

http://editorial.equities.com/stocks/small-cap-stocks/top-five-small-cap-stocks-with-good-stats/

[fung_derf]

You get to depreciate them.