TGH_Presentation_November 2015_final.pdf

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1

Textainer Group Holdings Ltd.

Investor PresentationNovember 2015



2

Forward Looking Statements

Certain information included in this presentation and other statements or materials published or to be published by the Company are

not historical facts but are forward-looking statements relating to such matters as anticipated financial performance, business

prospects, technological developments, new and existing products, expectations for market segment and growth, and similar matters.

In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the Company provides the

following cautionary remarks regarding important factors which, among others, could cause the Company’s actual results and

experience to differ materially from the anticipated results or other expectations expressed in the Company’s forward-looking

statements. The risks and uncertainties that may affect the operations, performance, development, results of the Company’s business,and the other matters referred to above include, but are not limited to: (i) changes in the business environment in which the Company

operates, including global GDP changes, the level of international trade, inflation and interest rates; (ii) changes in taxes, governmental

laws, and regulations; (iii) competitive product and pricing activity; (iv) difficulties of managing growth profitably; and (v) the loss of

one or more members of the Company’s management team.

As required by SEC rules, we have provided a reconciliation of the non-GAAP financial measures included in this presentation to the

most directly comparable GAAP measures in materials on our website at www.textainer.com.



3

Company Background



4

Overview

Listed on the NYSE since 2007: TGH

World’s largest container lessor

– LTM revenue $557 million

– LTM total leasing rental income

(including all managed containers)

$623 million

–Total fleet size of 3.2 million TEU (80%owned)1

– Strong, long-standing relationships

with customers

– Established management team

Textainer is the market leader with a track record of results

(1) As of September 30, 2015



5

Corporate Strategy and Vision

VISION:

Provide consistently reliable, superior quality container leasing and

related services to our customers worldwide, creating sustained value

for equipment owners, employees and shareholders

CORPORATE STRATEGY

Be the industry benchmark for quality and customer service

Drive growth and profitability throughout economic cycles

Remain the industry leader and grow market share

Maximize shareholder value; increase total shareholder return

Delivering the best for our customers, employees, and shareholders



6

Investment Highlights and Total Returns

Market Leader

Organic Growth Opportunities

Unique Industry Dynamics

Track Record of Profitability

Conservative Capital Structure

Modest Relative Valuation

Significant Dividend Yield

Source: Bloomberg. S&P 500 calculated using S&P 500 and Russell 1000 Total Return Indices.

(100%)

(50%)

--

50%

100%

150%

200%

250%

300%

2007 2008 2009 2010 2011 2012 2013 2014

TGH: 208%

Russell 1000:

56%

S&P 500:

54%



World’s Largest Container Lessor

Refrigerated

Perishable and

frozen goods

Consumer staples,

electronics, apparel, etc.

Dry Freight

Specialized

Heavy or

oversized cargo

Sources: Harrison Consulting, Dry-Freight Container Market 2015 Industry Reports(1) Competitor data as of December 31, 2014; Textainer fleet data updated as of most recent quarter end

(2) Calculated based on CEU, as of September 30, 2015. CEU refers to a Cost Equivalent Unit, a unit of measurement based on the approximate cost of a container relative to the cost of a standard 20’ dry freight container

Refrigerated

16% Specialized3%

20’ Standard

31%

40’ Standard

9%

40’ High Cube

41%

Top Container Lessors 1 Textainer Fleet breakdown2

TEU (000’s)

1,885

575

1,110

1,065

1,600

1,950

1,950

2,350

3,220

0 1,000 2,000 3,000

Other

Beacon

CAI

SeaCube

SeaCo

Florens

TAL

Triton

Textainer

Textainer’s diversified fleet percentage split is similar to the worldwide container fleet



0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

2008 2009 2010 2011 2012 2013 2014 2015

0

500,000

1,000,000

1,500,000

2,000,000

2,500,000

3,000,000

3,500,000

2008 2009 2010 2011 2012 2013 2014 2015

Container Fleet Growth

(1) As of December 31, 2014(2) As of September 30, 2015

Total Fleet

Reefer Fleet

TEU

TEU

41% Owned Fleet CAGR

Strong core fleet and reefer growth

9% Owned Fleet CAGR

OwnedManaged

91% of

Reefers

Owned

OwnedManaged

80% of

Fleet

Owned

2

2

1

1



Long-Standing Customer Relationships

Top 20 customers have leased

containers from us for an average of

over 24 years and lease 78% of our

on-hire containers

Our customers include all the world’stop 20 shipping lines

Textainer is a trusted partner of the world’s largest shipping lines

http://www.uasc.net/

http://www.uasc.net/



Management Throughout Container Life Cycle

Maximizing returns throughout the container life cycle

Lease term generally fiveyears

Focus on return provisions

Initial Lease

Lease renewal or re-lease to

different customers May be re-leased several

times over useful life

Leverage global infrastructure

and operational expertise

Sale generally for static

storage or one-way cargo Useful life of 13+ years

Standard container residual

value historically 40-50% of

current asset cost

55% of

expected return

Disposition

15% of

expected return

Mid-Life

30% of

expected return

Note: Expected returns can vary and based on Management estimates



Tank Container Partnership with Trifleet

Source: ITCO 2015 Tank Container Fleet Survey & Trifleet Estimate

Investing in new tank containers managed byTrifleet

– Leverage the company’s experience and

reputation

Total global tank container fleet estimated at

475,000 units

– 56% owned by Producers/Operators and 44%

owned by Lessors

7%-9% industry growth YTD 2015

Trifleet is 5th largest tank leasing company

–Fleet size of 11,500 tank containers

Tanks transport liquid

foodstuff, chemicals,

and gases

Tank containers represent a new growth opportunity



12

Industry Overview



13

Triple net: lessee is responsible formaintenance, insurance, and other

costs

Long-term: typical initial lease term of

5 to 8 years with a history of renewal

rates of 40 to 50%

Dollar denominated: container pricesand lease rates generally in dollars

Container Leasing Market Basics Container leasing is a relatively stable business in spite of broader cyclical

industry trends, due to the “long lived” nature of the assets and the terms of

the leases

Improving living standards in many countries around the world have

contributed to container trade growth generally and reefer trade in particular

Essential: essential to the shippingindustry, which is essential to global

trade

Long-lived: containers can last 12 to

15 years with minimal risk of technical

obsolescence

Standardized: containers are built tostandard specifications and can be

leased to different customers over

their lifetime

Containers Leases

Much of the world’s goods are transported via intermodal containers



14

Container Industry Evolution

Past Present Future

“Offshoring” Multi-decade shift to

containers

Slowing ships to save fuel

led to increased

container demand

Low new containerproduction in 2009 led to

multi-year “catch up”

Solid trade growth Weak global economies

High utilization

Shipping lines shift from

owned to leased

containers

“Onshoring” Improving economies

Mega-sized ships

Excess vessel capacity

Shipping lines refresh

older container fleets

Possible lessorconsolidation

Shifting industry drivers



15

Secular Shifts Toward Long-term Leases

70%

75%80%

85%

90%

95%

100%

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

Textainer

Lease Portfolio: 2000 1

Textainer

Lease Portfolio: 20152

Textainer Average Fleet Utilization

Master and Short-Term Leases (MLA)

Finance Leases (FL)

Long-Term Leases (LTL)

61%

38%

76%

14%

10%

1%

Long-term leases dampen utilization volatility

Note: % breakdown as measured in CEU and included on-hire units for total fleet (managed and owned)(1) As of December 31, 2000




16

Container Lessors Container Manufacturers Shipping Lines

Access to Financing

Yields

Prices $1550/CEU

Factory Inventory

Production Lead TimeOutput

Lessor/Shipping Line Split Approx. 55/45

Freight Rates

GRI

Idle Vessel Inventory 5%

Vessel Capacity

Container Trade

Q4 2015 Industry Conditions

Textainer remains well positioned in the midst of mixed industry conditions



17

0.0

1.0

2.0

3.0

4.0

5.0

2008 2009 2010 2011 2012 2013 2014

T E U

i n M i l l i o n s

Production totals on a calendar year basis

Total Production of Containers

41%56% 59%

46%58% 54% 57%

59%44% 41%

54%42% 46% 43%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

2008 2009 2010 2011 2012 2013 2014

T o t a l P e r c e n t a g e

Production totals on a calendar year basis

Total Production of Containers

Leasing Shipping

Container Production and Purchase Trends

Shift towards leasing vs. buying

Source: Drewry Maritime ResearchNote: As of December 31, 2014



18

Profitability of Container Leasing versus

Container Shipping Industries

Sources: Company data, Bloomberg, Nomura estimates

Despite negative global GDP growth in 2009, container leasing

companies remained profitable and have since reported strong earnings

-20

-10

0

10

20

30

40

50

60

70

2005 2006 2007 2008 2009 2010 2011 2012

O p e r a

t i n g M a r g i n

Container Shipping Lines Leasing Companies

Dichotomy between leasing company and shipping line performance



19

Financial Update



20

Summary of Q3 2015 Results

Metric Result

Revenue $136 million

Adjusted Net Income1 $18 million

Adjusted EPS1 $0.31

Adjusted EBITDA1 $104 million

Return on Equity – full year 10.6% on an adjusted basis1

Dividend Declared $0.24

Average Utilization 96.4%

Fleet Size 3.2 million TEU

YTD Fleet Investment $500 million

Solid financial results in Q3

(1) Excluding unrealized gains/losses on interest rate swaps and write-off of unamortized financing fees



21

$304

$423

$487

$529

$563

$123

$178

$201

$175$194

$0

$50

$100

$150

$200

$250

$300

$350

$400

$450

$500

$550

$600

2010 2011 2012 2013 2014

Revenue Adjusted Net Income

Attractive Financial Trends

Source: Company filingsNote: $ in millions; “Adjusted net income” is defined as net income attributable to Textainer Group Holdings Limited common shareholders before unrealized gains

on interest rate swaps and caps, net and related impact of reconciling item on net income (loss) attributable to the noncontrolling interest

Demonstrated track record over the

past 5 years

–Revenue CAGR of 16%

– EBITDA CAGR of 18%

– Revenue earning assets CAGR of 28%

– 20% average return on equity

– Lowest overhead cost among

publicly-traded peers

– Strong financial metrics and TSR

relative to publicly-traded peers

Well positioned to compete in any

market environment

– 85% of on-hire fleet on long term

and finance leases – Actively reducing funding costs

– Focused on delivering strong total

shareholder returns

Total Revenue and Adjusted Net Income

Demonstrated track record of results



22

$0.00

$0.02

$0.04

$0.06

$0.08

$0.10

$0.12

2008 2009 2010 2011 2012 2013 2014

0

2000

4000

6000

8000

10000

12000

14000

16000

18000

20000

2008 2009 2010 2011 2012 2013 2014

TEU per Employee SG&A Cost per TEU / Day

Market Leading Productivity

Source: Company filings

Textainer leads its publicly-traded peers in productivity



23Source: Public filings, investor presentationsNote: As of September 30, 2015, unless otherwise noted; in CEUs, unless otherwise noted

(1) TAL equipment breakout as of March 31, 2015 (3) Represents Long-term Operating and Direct Finance Leases

(2) CAI specialized containers includes refrigerated; equipment breakout as of March 31, 2015

Container Portfol io in CEUs 3,332,874 3,015,695 1,212,270

Owned / Managed 80% / 20% 99% / 1% 85% / 15%

On-hire Lease Mix

85% 75% 80%

3.3 Years 3.5 Years 3.0 Years

Latest Quarter Average Uti l ization 96.4% 95.8% 92.0%

14% 12% 5%

$4,112 $4,059 $1,844

Publ ic/Halco (48%) Publ ic Publ ic/Ogawa (19%)

Average Remaini ng Lease Term

Net Book Value of Revenue Earning Assets ($ in millions)

Fleet by Equipment Type

Ownership

Market Share in TEUs

% on Fixed-Term Lease 3

61%

22%

5%

5%7%

81%

16%3%

73%

7%

20%

82%

18%

67%8%

25%

76%

10%

14%

Container Lessors – Operating Metrics

Long-Term

DFL

Short-Term / MLA

Dry

Refrigerated

Specialized

Tank

Other

1 2



24

$402

$824

$1,150

$752$864$1,233

$1,851

$2,596

$3,358

$3,796

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

2010 2011 2012 2013 2014

Growing Capex

Strong Continued Investment

$500 million invested in 2015 ($600

million for delivery in 2015)

Multiple avenues of future growth

─ New container purchases

─ Purchase and leasebacks

─ Acquire managed containers

Total Capex Invested and

Avg. Revenue Earning Assets

Note: All $ in millions

Textainer leads the industry in capex of containers

Total Capex Invested Avg. Revenue Earning Assets



25

$219

$332

$395

$430$442

50%

55%

60%

65%

70%

75%

80%

85%

$0

$50

$100

$150

$200

$250

$300

$350

$400

$450

2010 2011 2012 2013 2014

Priorities for Cash

Reinvest in business ─ Organic growth

─ Expand market share

─ Increase owned portion of fleet

─ Expand reefer business

Return cash to owners

─ 25 consecutive years of dividends

─ Announced share repurchase

program of up to $100 million

Strong Cash GenerationEBITDA & EBITDA Margin

EBITDA EBITDA Margin

Note: All $ in millions

Strong cash generation enables organic growth



26

Strong Balance Sheet

Significant growth in total assets over the past 5 years

Low leverage relative to public peers

($ in milli ons)

September 30

2015 2014 2013 2012 2011

Cash And Cash Equivalents $94 $107 $120 $100 $75Containers, Net $3,714 $3,630 $3,233 $2,917 $1,904

Total Assets $4,409 $4,359 $3,909 $3,476 $2,310

Growth 1% 12% 12% 50% 32%

Long-Term Debt (Incl. Current Portion) $3,048 $2,996 $2,667 $2,262 $1,509

Total Liabilities $3,144 $3,107 $2,763 $2,430 $1,625

Non-controlling Interest $62 $60 $48 $39 $1

Total Shareholders’ Equity $1,203 $1,193 $1,098 $1,008 $684Total Equity & Liabilities $4,409 $4,359 $3,909 $3,476 $2,310

Debt / Equity plus Non-controlling Interest 2.4x 2.4x 2.3x 2.2x 2.2x

December 31

Ample capacity to capitalize on growth opportunities



27

Debt Facilities

Strong access to capital and keen focus on lowering borrowing cost

Capacity/

Initial Amount ($M)

Borrowings

30 September 2015 ($M)

Rate as of

30 September 2015

Revolver $700 $513 L+1.25%

Revolver II1 $190 $160 L+1.30%

2013 Term Notes2 $301 $240 3.90%

2014 Term Notes3 $301 $274 3.27%

Warehouse $1,200 $922 L+1.70%

Term Loan4 $500 $446 L+1.50%

Aged Container Facility5 $300 $199 L+1.95%

TWCL $300 $164 L+2.00%

TAP Facility $150 $130 L+1.75%

Total $3,942 $3,048

$1.8 billion in new financings since the beginning of 2013

Lowered average effective interest rate by 15 bps (vs. the year-ago quarter) to 2.93%

(1) Closed in July 2015(2) Issued in September 2013

(3) Issued in October 2014

(4) Closed in April 2014(5) Closed in August 2013



28

High Level of Locked in Interest Rates

(1) Included $80 short-term interest rate cap traded for TL containers to be transferred out/refinanced

Textainer debt obligations hedged to match the percentage

of long term and finance leases

Percentage

of Total

Debt

Interest Rate at

30 September

2015

Fixed Rate Debt 514$ 17% 103 3.56%

Hedged Floating Rate Debt 1,925$ 63% 33 2.67%

Total Fixed/Hedged 2,439$ 80% 48 2.86%

Unhedged Floating Rate Debt 609$ 20% 1.70%

Impact of Fees and Other Charges 0.30%

Total Debt and Effective Interest Rate 3,048$ 100% 2.93%

Remaining Lease Term 40

Balance at

30 September

2015

Avg.

Remaining

Term (Mos)

1



29

Market Environment and Outlook

Textainer is well positioned in today’s market environment

Pressure on rental rates will remain in Q4

2015 as a result of the competitiveenvironment and ready access to capital

With weak demand and low steel prices, we

do not expect new and used container prices

or returns to increase in the near term

We are well positioned1:

–We have a conservative 2.4x leverage ratio andaccess to additional financing

– Our utilization remains high at 96.4%

– 85% of our fleet is subject to long-term and

finance leases

– Approximately 8% of our total fleet subject to

long-term leases will expire in 2016

Potential Catalysts: Higher interest rates,

higher new container prices and/or increased

container demand




30

Appendix(this section contains information for the company’s combined owned and managed fleet)



31

2007 2008 2009 2010 2011 2012 2013 2014

YTDSept. 30

2015

New Containers Purchased (CEU) 125,816 130,330 33,418 219,922 295,684 377,382 229,046 327,026 229,486

Containers Added Through Acquisitions

of Former Competitors (CEU)443,000 325,000

Containers Purchased by Textainer

from the Managed Fleet (CEU) 405 100,655 33,978 157,357 137,165 552 39,434 -

Retired1 (CEU) 90,200 84,940 125,238 98,328 61,167 77,776 113,734 148,621 127,721

New Container Average Purchase

Price per CEU$1,900 $2,400 $1,900 $2,470 $2,688 $2,354 $2,109 $2,027 $1,947

Average Residual Value

per CEU 2 $929 $1,151 $817 $1,112 $1,697 $1,444 $1,209 $961 $804

Average Residual Value/

Average Purchase Price49% 48% 43% 45% 63% 61% 57% 47% 41%

Average Bad Debt Expense

as % of Revenue0.5% 2.7% 1.7% 0.6% 0.1% 0.7% 1.5% -0.04% 1.3%

(1) In depot retirements only (excludes lost on lease)(2) Includes cash proceeds and repair bills

Fleet Data 2006 –2015



32

Lease Expiration Overview

$0.56

$0.58

$0.60

$0.62

$0.64

$0.66

$0.68

$0.70

$0.72

$0.74

$0.76

0

50,000

100,000

150,000

200,000

250,000

2016 2017 2018 2019

P e r

D i e m ( P e r C E U )

C E U

LTL Expirations and Average Per Diem Rates 2016-2019

CEU Per Diem (Per CEU)



33

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

1 9 9 8 & O

l d e

r

1 9 9

9

2 0 0

0

2 0 0

1

2 0 0

2

2 0 0

3

2 0 0

4

2 0 0

5

2 0 0

6

2 0 0

7

2 0 0

8

2 0 0

9

2 0 1

0

2 0 1

1

2 0 1

2

2 0 1

3

2 0 1

4

2 0 1

5

C E U C

o u

n t

Operating Fleet by Manufacture Year in CEU1

Standard Refrigerated Specials

Container Operating Fleet Demographic

(1) Excludes Finance Lease, Trading and Subleased containers. As of September 30, 2015

Fully Depreciated % = 15%

Average Age = 7.2 years



34

Reconciliation of GAAP to Non-GAAP Items

Amounts in millions 2014 2013 2012 2011 2010

Reconciliation of EBITDA

Net income $85 $189 $183 $207 $190 $120

Interest income ― ― ― ― ― ―

Interest expense 58 86 85 73 45 18

Realized losses on interest rate swaps and caps, net 10 10 9 10 11 10

Unrealized losses (gains) on

interest rate swaps, net 12 (2) (9) (6) 4 4

Income tax expense (benefit) 4 (18) 7 5 4 4

Net income (loss) attributable to noncontrolling interest 4 6 7 (2) 14 14

Depreciation expense and container impairment 160 177 149 105 83 59 Amortization expense 3 4 4 5 6 7

Gain on sale of containers to noncontrolling interest ― ― ― ― (20) ―

Impact of reconciling items on net income

attributable to noncontrolling interest (10) (10) (5) (2) (5) (17)

EBITDA $326 $442 $430 $395 $332 $219

Net income $85 $189 $183 $207 $190 $120

Unrealized losses (gains) on interest rate swaps, net 12 (1) (9) (6) 4 4

Write off of unamortized debt issuance costs ― 7 1 2 ― ―

Gain on sale of containers to noncontrolling interest ― ― ― ― (20) ―

Impact of reconciling items on net incomeattributable to noncontrolling interest and income tax

tax expense (1) (1) 1 ― 4 (1)

Adjusted Net Income $96 $194 $176 $202 $178 $123

Reconciliation of Adjusted Net Income:

Fiscal Year Ended December 319 Months Ended

September 30, 2015

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