The statements in this discussion regarding industry outlook, our expectations
regarding our future performance, liquidity and capital resources and other
non-historical statements are subject to numerous risks and uncertainties,
including, but not limited to, the risks and uncertainties described under "Risk
Factors" and "Cautionary Note Regarding Forward-Looking Statements" as discussed
in our Annual Report on Form 10-K filed for the fiscal year ended December 31,
2019 with the SEC on February 14, 2020 (the "Form 10-K"), in this Report on Form
10-Q and in any other Form 10-Q filed or to be filed by us, and in other
documents we file with the SEC from time to time. Our actual results may differ
materially from those contained in or implied by any forward-looking statements.

Our Company

Triton International Limited ("Triton", "we", "our" or the "Company") is the
world's largest lessor of intermodal containers. Intermodal containers are
large, standardized steel boxes used to transport freight by ship, rail or
truck. Because of the handling efficiencies they provide, intermodal containers
are the primary means by which many goods and materials are shipped
internationally. We also lease chassis, which are used for the transportation of
containers.

We operate our business in one industry, intermodal transportation equipment,
and have two business segments, which also represent our reporting segments:
•Equipment leasing - we own, lease and ultimately dispose of containers and
chassis from our lease fleet.
•Equipment trading - we purchase containers from shipping line customers, and
other sellers of containers, and resell these containers to container retailers
and users of containers for storage or one-way shipment.

Operations



Our consolidated operations include the acquisition, leasing, re-leasing and
subsequent sale of multiple types of intermodal containers and chassis. As of
September 30, 2020, our total fleet consisted of 3.6 million containers and
chassis, representing 6.1 million twenty-foot equivalent units ("TEU") or 6.9
million cost equivalent units ("CEU"). We have an extensive global presence,
offering leasing services through 19 offices and 3 independent agencies located
in 16 countries and 428 third-party owned and operated depot facilities in 46
countries as of September 30, 2020. Our primary customers include the world's
largest container shipping lines. For the nine months ended September 30, 2020,
our twenty largest customers accounted for 85% of our lease billings, our five
largest customers accounted for 58% of our lease billings, and our two largest
customers, CMA CGM S.A. and Mediterranean Shipping Company S.A., accounted for
21% and 15% of our lease billings, respectively.

The most important driver of profitability in our business is the extent to
which leasing revenues, which are driven by our owned equipment fleet size,
utilization and average lease rates, exceed our ownership and operating costs.
Our profitability is also driven by the gains or losses we realize on the sale
of used containers in the ordinary course of our business.

We lease five types of equipment: (1) dry containers, which are used for general
cargo such as manufactured component parts, consumer staples, electronics and
apparel, (2) refrigerated containers, which are used for perishable items such
as fresh and frozen foods, (3) special containers, which are used for heavy and
over-sized cargo such as marble slabs, building products and machinery, (4) tank
containers, which are used to transport bulk liquid products such as chemicals,
and (5) chassis, which are used for the transportation of containers on land.
Our in-house equipment sales group manages the sale process for our used
containers and chassis from our equipment leasing fleet and buys and sells used
and new containers and chassis acquired from third parties.


                                       24
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The following tables summarize our equipment fleet as of September 30, 2020, December 31, 2019 and September 30, 2019 indicated in units, TEU and CEU.


                                                                  Equipment Fleet in Units                                                                                                              Equipment Fleet in TEU
                                     September 30, 2020              December 31, 2019               September 30, 2019           September 30, 2020           December 31, 2019            September 30, 2019
Dry                                     3,220,631                       3,267,624                       3,287,025                    5,306,071                    5,369,377                    5,393,705
Refrigerated                              226,627                         225,520                         226,114                      437,886                      435,148                      436,129
Special                                    93,639                          94,453                          94,678                      170,471                      171,437                      171,579
Tank                                       11,153                          12,485                          12,539                       11,153                       12,485                       12,539
Chassis                                    24,916                          24,515                          24,704                       45,380                       45,154                       45,498
Equipment leasing fleet                 3,576,966                       3,624,597                       3,645,060                    5,970,961                    6,033,601                    6,059,450
Equipment trading fleet                    72,444                          17,906                          17,054                      111,369                       27,121                       25,764
Total                                   3,649,410                       3,642,503                       3,662,114                    6,082,330                    6,060,722                    6,085,214


                                                                               Equipment Fleet in CEU (1)
                                                 September 30, 2020                  December 31, 2019                 September 30, 2019
Operating leases                                      6,492,628                           6,434,434                          6,455,594
Finance leases                                          308,513                             423,638                            431,043
Equipment trading fleet                                 109,469                              37,232                             36,998
Total                                                 6,910,610                           6,895,304                          6,923,635



(1)In the equipment fleet tables above, we have included total fleet count
information based on CEU. CEU is a ratio used to convert the actual number of
containers in our fleet to a figure based on the relative purchase prices of our
various equipment types to that of a 20-foot dry container. For example, the CEU
ratio for a 40-foot high cube dry container is 1.70, and a 40-foot high cube
refrigerated container is 7.50. These factors may differ slightly from CEU
ratios used by others in the industry.

The following table summarizes the percentage of our equipment fleet in terms of units and CEU as of September 30, 2020:


                                                                    Percentage of total            Percentage of total
Equipment Type                                                         fleet in units                  fleet in CEU
Dry                                                                                88.2  %                        67.4  %
Refrigerated                                                                        6.2                           24.3
Special                                                                             2.6                            3.5
Tank                                                                                0.3                            1.3
Chassis                                                                             0.7                            1.9
Equipment leasing fleet                                                            98.0                           98.4
Equipment trading fleet                                                             2.0                            1.6
Total                                                                             100.0  %                       100.0  %



We generally lease our equipment on a per diem basis to our customers under
three types of leases:
•Long-term leases typically have initial contractual terms ranging from three to
eight or more years and provide us with stable cash flow and low transaction
costs by requiring customers to maintain specific units on-hire for the duration
of the lease term.
•Finance leases are typically structured as full payout leases and provide for a
predictable recurring revenue stream with the lowest cost to the customer as
customers are generally required to retain the equipment for the duration of its
useful life.
•Service leases command a premium per diem rate in exchange for providing
customers with greater operational flexibility by allowing non-scheduled pick-up
and drop-off of units during the lease term.

We also have expired long-term leases whose fixed terms have ended but for which
the related units remain on-hire and for which we continue to receive rental
payments pursuant to the terms of the initial contract. Some leases have
contractual terms that have features reflective of both long-term and service
leases and we classify such leases as either long-term or service leases,
depending upon which features we believe are predominant.
                                       25
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The following table summarizes our lease portfolio by lease type, based on CEU
on-hire as of September 30, 2020, December 31, 2019 and September 30, 2019:
Lease Portfolio                              September 30, 2020           December 31, 2019            September 30, 2019
Long-term leases                                          73.6  %                      69.5  %                      69.1  %
Finance leases                                             4.8                          6.8                          6.8
Service leases                                             7.2                          7.8                          8.4
Expired long-term leases (units on-hire)                  14.4                         15.9                         15.7
Total                                                    100.0  %                     100.0  %                     100.0  %


As of September 30, 2020, December 31, 2019 and September 30, 2019, our long-term and finance leases combined had an average remaining contractual term of approximately 48 months assuming no leases are renewed.

COVID-19



The COVID-19 pandemic has meaningfully impacted global trade and our business in
2020. The pandemic and related economic shutdowns resulted in a significant
decrease in trade volumes in the first half of the year, and we faced weak
container demand and decreasing utilization and profitability in the first two
quarters of 2020. However, with the easing of COVID-19 related restrictions in
the United States and Europe, global containerized trade has rebounded
significantly in the third quarter and container export volumes from China now
exceed pre-pandemic levels. This rebound has resulted in strong container demand
and an increase in our utilization and profitability. While our shipping line
customers generally expect trade volumes to remain solid through the end of the
year, many countries are seeing a resurgence in COVID-19 cases and a number are
re-instituting restrictions on social and business activity. Overall, there
continues to be a high degree of uncertainty in the outlook for global trade and
container demand.

Operating Performance

Triton's operating and financial performance inflected upward during the third quarter of 2020 as a result of increased trade volumes and strong lease demand.



Fleet size. As of September 30, 2020, our revenue earning assets had a net book
value of $8.7 billion, a decrease of 3.6% from September 30, 2019. This decrease
was primarily due to limited procurement of new containers in 2019 and the first
half of 2020. During this period, global trade volumes and container demand were
negatively impacted by the trade dispute between the United States and China and
disruptions related to the global outbreak of COVID-19.

Trade volumes rebounded sharply during the third quarter of 2020 and we
experienced a surge of lease activity. While we accelerated container purchases
during the third quarter, our ability to purchase large numbers of containers
for quick delivery has been constrained by tight container manufacturing
capacity. We have purchased approximately $800 million of new and sale-leaseback
containers for delivery in 2020 and approximately $350 million for delivery in
the first few months of 2021.

Utilization. Our ending utilization increased 2.6% during the third quarter to
reach 97.4% as of September 30, 2020, reflecting a surge in leasing demand as
global containerized trade volumes rebounded sharply. Average utilization was
96.1% during the third quarter of 2020, an increase of 1.1% from the second
quarter of 2020 and a decrease of 0.6% from the third quarter of 2019. Our
utilization decreased throughout 2019 and the first half of 2020 reflecting weak
leasing demand due to the trade dispute between the United States and China and
disruptions related to the global outbreak of COVID-19. As of October 16, 2020,
our utilization was 97.6%.
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The following table summarizes the equipment fleet utilization for the periods
indicated below:
                                                                                                    Quarter Ended
                                                                           June 30,               March 31,               December 31,               September 30,
                                              September 30, 2020             2020                   2020                      2019                        2019
Average Utilization(1)                                   96.1  %                95.0  %                 95.4  %                    95.8  %                      96.7  %
Ending Utilization(1)                                    97.4  %                94.8  %                 95.3  %                    95.4  %                      96.4  %


(1)Utilization is computed by dividing our total units on lease (in CEU) by the total units in our fleet (in CEU) excluding new units not yet leased and off-hire units designated for sale.



Average lease rates. Average lease rates for our dry container product line
decreased by 3.3% in the third quarter of 2020 compared to the third quarter of
2019 and 0.4% from the second quarter of 2020. The decrease was primarily driven
by the impact of several large lease extensions completed during 2019 and the
first half of 2020 at rates below our portfolio average, as well as by the
pick-up of a large number of containers in the third quarter of 2020 on
lifecycle leases, which often have lower rates due to the long expected on-hire
time. Market lease rates for new dry containers are currently above the average
dry container lease rates in our portfolio due to an increase in container
prices and strong leasing demand. As of October 16, 2020, container factories
are quoting roughly $2,500 for 20' dry containers.

Average lease rates for our refrigerated container product line decreased by
4.2% in the third quarter of 2020 compared to the third quarter of 2019. The
cost of refrigerated containers has trended down over the last few years, which
has led to lower market lease rates. In addition, we have been experiencing
larger differences in lease rates for older refrigerated containers compared to
rates on new equipment, and we expect our average lease rates for refrigerated
containers will continue to gradually trend down. The average lease rates for
special containers remained flat in the third quarter of 2020 compared to the
third quarter of 2019.

Equipment disposals. Disposal volumes of our used dry containers increased by
38.0% in the third quarter of 2020 compared to the third quarter of 2019 and by
53.9% compared to the second quarter of 2020. The sharp increase in trade
volumes has led to increased demand for sale containers, especially for one-way
cargo shipments. Selling prices of our used dry containers were relatively flat
compared to the third quarter of 2019 and increased by 3.3% compared to the
second quarter of 2020. Used container disposal prices started to increase in
the third quarter of 2020 in response to increased demand.


                                       27
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Liquidity and Capital Resources

Our principal sources of liquidity are cash flows provided by operating activities, proceeds from the sale of our leasing equipment, and borrowings under our credit facilities. Our principal uses of cash include capital expenditures, debt service, dividends, and share repurchases.



For the trailing twelve months ended September 30, 2020, cash provided by
operating activities, together with the proceeds from the sale of our leasing
equipment, was $1,201.8 million. In addition, as of September 30, 2020, we had
$173.3 million of cash and cash equivalents and $1,449.0 million of maximum
borrowing capacity under our current credit facilities.

As of September 30, 2020, our cash commitments in the next twelve months include
$652.0 million of scheduled principal payments on our existing debt facilities
and $649.6 million of committed but unpaid capital expenditures.

We believe that cash provided by operating activities, existing cash, proceeds from the sale of our leasing equipment, and availability under our credit facilities will be sufficient to meet our obligations over the next twelve months.

Asset-backed Securitization ("ABS") Note Issuances



During the three months ended September 30, 2020, the Company issued
$2,313.1 million in ABS notes at a weighted average interest rate of 2.2%. The
majority of the proceeds from these issuances were used to call $1,783.1 million
of higher cost notes, which is expected to reduce our interest expense by more
than $25 million over the next year.

Share Repurchase Program



During the nine months ended September 30, 2020, the Company repurchased a total
of 3.8 million common shares at an average price per share of $28.39 for a total
cost of $107.2 million under its Board authorized share repurchase program.
Since the inception of the program in August 2018, the Company has purchased
over 12.5 million shares, or 15.5% of our common shares.

Preferred Share Offering

In January 2020, the Company completed a public offering of 6.875% Series D preference shares, selling 6,000,000 shares and generating $150.0 million of gross proceeds. The costs associated with the offering, inclusive of underwriting discount and other offering expenses, were $5.1 million.

The Company used the net proceeds from this offering for general corporate purposes, including the purchase of containers, the repurchase of outstanding common shares, the payment of dividends, and the repayment or prepayment of outstanding indebtedness.



For additional information on the Share Repurchase Program and the Preferred
Share Offering, please refer to Note 5 - "Other Equity Matters" in the Notes to
the Unaudited Consolidated Financial Statements.

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Debt Agreements

At September 30, 2020, our outstanding indebtedness was comprised of the following (amounts in millions):


                                                                 September 30,            Maximum
                                                                     2020             Borrowing Level
Institutional notes                                             $    1,694.2          $     1,694.2
Asset-backed securitization term notes                               2,986.8                2,986.8
Term loan facility                                                     860.0                  860.0
Asset-backed securitization warehouse                                  195.0                  800.0
Revolving credit facilities                                            716.0                1,560.0
Finance lease obligations                                               17.9                   17.9
Total debt outstanding                                               6,469.9                7,918.9
Unamortized debt costs                                                 (41.7)                     -
Unamortized debt premiums & discounts                                   (0.6)                     -
Unamortized fair value debt adjustment                                   1.8                      -
Debt, net of unamortized costs                                  $    

6,429.4 $ 7,918.9





The maximum borrowing levels depicted in the table above may not reflect the
actual availability under all of the credit facilities. Certain of these
facilities are governed by borrowing bases that limit borrowing capacity to an
established percentage of relevant assets. As of September 30, 2020, the
availability under these credit facilities without adding additional container
assets to the borrowing base was approximately $724.1 million.
As of September 30, 2020, we had a combined $5,828.7 million of total debt on
facilities with fixed interest rates or floating interest rates that have been
synthetically fixed through interest rate swap contracts. This accounts for 90%
of total debt.

Pursuant to the terms of certain debt agreements, we are required to maintain
certain amounts in restricted cash accounts. As of September 30, 2020, we had
restricted cash of $163.5 million.

For additional information on our debt, please refer to Note 7 - "Debt" in the Notes to the Unaudited Consolidated Financial Statements.

Debt Covenants



We are subject to certain financial covenants related to leverage, interest
coverage and net worth as defined in our debt agreements. The debt agreements
are the obligations of our subsidiaries and all related debt covenants are
calculated at the subsidiary level. Failure to comply with these covenants could
result in a default under the related credit agreements and the acceleration of
our outstanding debt if we were unable to obtain a waiver from the creditors. As
of September 30, 2020, we were in compliance with all such covenants. The table
below reflects the key debt covenants for the Company that cover the majority of
our debt agreements:
                                                     TCIL                                                                         TAL
  Financial Covenant                 Covenant                      Actual                      Covenant                       Actual
Fixed charge coverage         Shall not be less than                                    Shall not be less than
ratio                         1.25:1                        2.56:1                      1.10:1                        1.92:1
                              Shall not be less than                                    Shall not be less than
Minimum net worth             $855 million                  $2,154.5 million            $500 million                  $917.6 million
Leverage ratio                Shall not exceed 4.0:1        1.83:1                      Shall not exceed 4.75:1       1.85:1




                                       29

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Cash Flow

The following table sets forth certain cash flow information for the nine months ended September 30, 2020 and 2019 (in thousands):


                                                                       Nine 

Months Ended September 30,


                                                                                             September 30,
                                                                  September 30, 2020             2019
Net cash provided by (used in) operating activities               $        682,341          $    779,507
Net cash provided by (used in) investing activities               $       (171,789)         $      2,270
Net cash provided by (used in) financing activities               $       

(342,781) $ (783,200)

Operating Activities



Net cash provided by operating activities decreased by $97.2 million to $682.3
million in the nine months ended September 30, 2020 compared to $779.5 million
in the same period in 2019. The decrease is primarily due to reduced
profitability and the timing of collections on accounts receivable.

Investing Activities



Net cash used in investing activities was $171.8 million in the nine months
ended September 30, 2020 compared to net cash provided by investing activities
of $2.3 million in the same period in 2019, or a change of $174.1 million. The
change was primarily due to a $193.9 million increase in payments for leasing
equipment partially offset by a $19.8 million increase in cash proceeds from the
sale of equipment.

Financing Activities

Net cash used in financing activities decreased by $440.4 million to $342.8
million in the nine months ended September 30, 2020, compared to $783.2 million
in the same period in 2019. The decrease was primarily due to a decrease of
$336.4 million in net repayments of debt and a $102.4 million decrease in share
repurchases. This was partially offset by a decrease in proceeds from the
issuance of preferred shares of $76.5 million. Additionally, we paid $103.0
million in the first half of 2019 for the purchase of noncontrolling interests
that did not reoccur in 2020.

                                       30
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Results of Operations



The following table summarizes our comparative results of operations for the
three months ended September 30, 2020 and September 30, 2019 (in thousands).
                                                      Three Months Ended September 30,
                                                          2020                2019                         Variance
Leasing revenues:
Operating leases                                      $  320,352          $ 326,800          $  (6,448)
Finance leases                                             7,405              9,868             (2,463)

Total leasing revenues                                   327,757            336,668             (8,911)

Equipment trading revenues                                26,094             25,796                298
Equipment trading expenses                               (22,225)           (21,646)              (579)
Trading margin                                             3,869              4,150               (281)

Net gain on sale of leasing equipment                     10,737              6,196              4,541

Operating expenses:
Depreciation and amortization                            136,248            133,367              2,881
Direct operating expenses                                 25,992             20,457              5,535
Administrative expenses                                   21,395             18,496              2,899

Provision (reversal) for doubtful accounts                   (45)               126               (171)

Total operating expenses                                 183,590            172,446             11,144
Operating income (loss)                                  158,773            174,568            (15,795)
Other expenses:
Interest and debt expense                                 62,776             77,401            (14,625)
Realized (gain) loss on derivative instruments, net            -               (539)               539
Unrealized (gain) loss on derivative instruments, net          -                504               (504)
Debt termination expense                                  24,345              1,870             22,475
Other (income) expense, net                                 (631)              (116)              (515)
Total other expenses                                      86,490             79,120              7,370
Income (loss) before income taxes                         72,283             95,448            (23,165)
Income tax expense (benefit)                              15,825              4,845             10,980
Net income (loss)                                     $   56,458          $  90,603          $ (34,145)

Less: dividend on preferred shares                        10,512              4,708              5,804

Net income (loss) attributable to common shareholders $ 45,946 $

85,895 $ (39,949)


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Comparison of the three months ended September 30, 2020 and 2019



Leasing revenues.  Per diem revenue represents revenue earned under operating
lease contracts. Fee and ancillary lease revenue represents fees billed for the
pick-up and drop-off of containers in certain geographic locations and billings
of certain reimbursable operating costs such as repair and handling expenses.
Finance lease revenue represents interest income earned under finance lease
contracts. The following table summarizes our leasing revenue for the periods
indicated below (in thousands):
                                                  Three Months Ended September 30,
                                                      2020                2019                         Variance
Leasing revenues:
Operating leases
Per diem revenues                                 $  304,510          $ 311,199          $  (6,689)
Fee and ancillary revenues                            15,842             15,601                241
Total operating lease revenues                       320,352            326,800             (6,448)
Finance leases                                         7,405              9,868             (2,463)

Total leasing revenues                            $  327,757          $ 336,668          $  (8,911)



Total leasing revenues were $327.8 million, net of lease intangible amortization
of $5.4 million, for the three months ended September 30, 2020, compared to
$336.7 million, net of lease intangible amortization of $8.7 million, in the
same period in 2019, a decrease of $8.9 million.

Per diem revenues were $304.5 million for the three months ended September 30,
2020 compared to $311.2 million in the same period in 2019, a decrease of $6.7
million. The primary reasons for this decrease are as follows:
•$9.5 million decrease due to a decrease in average per diem rates reflecting
the impact of several large lease extension transactions at rates below our
portfolio average and the pick-up of a large number of containers in the third
quarter of 2020 on lifecycle leases at rates below our portfolio average; and
•$3.9 million decrease due to a decrease in average units on-hire; partially
offset by
•$3.4 million increase due to the reclassification of certain contracts from
finance leases to operating leases in the first quarter of 2020 as a result of
the renegotiation of the contracts and the elimination of purchase options; and
•$3.3 million increase due to a decrease in lease intangible amortization.

Fee and ancillary lease revenues were $15.8 million for the three months ended September 30, 2020 compared to $15.6 million in the same period in 2019, an increase of $0.2 million. The increase was primarily due to an increase in pick-up activity.



Finance lease revenues were $7.4 million for the three months ended September
30, 2020 compared to $9.9 million in the same period in 2019, a decrease of $2.5
million. The decrease was primarily due to the reclassification of certain
finance leases to operating leases in the first quarter of 2020 as a result of
the renegotiation of certain contracts and the runoff of the existing portfolio.

Trading margin.  Trading margin was $3.9 million for the three months ended
September 30, 2020 compared to $4.2 million in the same period in 2019, a
decrease of $0.3 million. The decrease was due to a decrease in per unit margins
as a result of a decrease in selling prices, partially offset by an increase in
sales volume.

Net gain on sale of leasing equipment. Gain on sale of equipment was $10.7 million for the three months ended September 30, 2020 compared to $6.2 million in the same period in 2019, an increase of $4.5 million. The increase was primarily due to a 38.0% increase in sales volume of used dry containers.


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Depreciation and amortization.  Depreciation and amortization was $136.2 million
for the three months ended September 30, 2020 compared to $133.4 million in the
same period in 2019, an increase of $2.8 million. The primary reasons for the
increase are as follows:
•$4.5 million increase due to an increase in the number of new production units
being placed on-hire; and
•$1.9 million increase due to the reclassification of certain contracts from
finance leases to operating leases in the first quarter of 2020 as a result of
the renegotiation of the contracts and the elimination of purchase options;
partially offset by;
•$3.4 million decrease due to an increase in containers that have become fully
depreciated or reclassified to assets held for sale.

Direct operating expenses.  Direct operating expenses primarily consist of our
costs to repair equipment returned off lease, to store the equipment when it is
not on lease and to reposition equipment from locations with weak leasing
demand. Direct operating expenses were $26.0 million for the three months ended
September 30, 2020 compared to $20.5 million in the same period in 2019, an
increase of $5.5 million. The primary reasons for the increase are as follows:
•$2.6 million increase in storage expense due to an increase in idle units; and
•$2.1 million increase in handling and repair expense due to higher net pick-up
and drop-off activity.

Administrative expenses.  Administrative expenses were $21.4 million for the
three months ended September 30, 2020 compared to $18.5 million in the same
period in 2019, an increase of $2.9 million. The primary reasons for the
increase are as follows:
•$3.3 million increase due to an increase in our annual incentive expense; and
•$0.6 million increase due to an increase in professional fees; partially offset
by
•$0.9 million decrease in travel expense due to travel restrictions caused by
the COVID-19 pandemic.

Interest and debt expense.  Interest and debt expense was $62.8 million for the
three months ended September 30, 2020, compared to $77.4 million in the same
period in 2019, a decrease of $14.6 million. The primary reasons for the
decrease are as follows:
•$7.5 million decrease due to a decrease in the average debt balance of $697.5
million; and
•$7.1 million decrease due to a decrease in the average effective interest rate
to 3.79% from 4.22%.

Debt termination expense. Debt termination expense was $24.3 million for the
three months ended September 30, 2020 compared to $1.9 million in the same
period in 2019, an increase of $22.4 million. This increase was primarily due to
write-offs for unamortized debt and other costs related to the $1.8 billion
prepayment of ABS notes in September 2020.

Income taxes. Income tax expense was $15.8 million for the three months ended September 30, 2020 compared to $4.8 million in the same period in 2019, an increase in income tax expense of $11.0 million. The increase in income tax expense was primarily due to an $8.6 million increase related to an intra-company sale of assets from a U.S. entity to a foreign entity that occurred during the three months ended September 30, 2020.


                                       33
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Results of Operations

The following table summarizes our comparative results of operations for the nine months ended September 30, 2020 and September 30, 2019 (in thousands).


                                                       Nine Months Ended September 30,
                                                          2020                2019                          Variance
Leasing revenues:
Operating leases                                      $  946,579          $  985,592          $ (39,013)
Finance leases                                            24,043              30,501             (6,458)

Total leasing revenues                                   970,622           1,016,093            (45,471)

Equipment trading revenues                                58,377              66,833             (8,456)
Equipment trading expenses                               (50,555)            (54,600)             4,045
Trading margin                                             7,822              12,233             (4,411)

Net gain on sale of leasing equipment                     19,351              22,184             (2,833)

Operating expenses:
Depreciation and amortization                            402,235             403,324             (1,089)
Direct operating expenses                                 78,859              55,356             23,503
Administrative expenses                                   61,092              56,671              4,421

Provision (reversal) for doubtful accounts                 4,608                 505              4,103

Total operating expenses                                 546,794             515,856             30,938
Operating income (loss)                                  451,001             534,654            (83,653)
Other expenses:
Interest and debt expense                                198,652             243,181            (44,529)

Realized (gain) loss on derivative instruments, net (224)

   (1,912)             1,688
Unrealized (gain) loss on derivative instruments, net        286               2,757             (2,471)
Debt termination expense                                  24,376               2,428             21,948
Other (income) expense, net                               (4,241)             (2,047)            (2,194)
Total other expenses                                     218,849             244,407            (25,558)
Income (loss) before income taxes                        232,152             290,247            (58,095)
Income tax expense (benefit)                              28,070              20,737              7,333
Net income (loss)                                     $  204,082          $

269,510 $ (65,428) Less: income (loss) attributable to noncontrolling interest

                                                       -                 592               (592)
Less: dividend on preferred shares                        30,850               7,038             23,812

Net income (loss) attributable to common shareholders $ 173,232 $

261,880 $ (88,648)


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Comparison of the nine months ended September 30, 2020 and 2019



Leasing revenues.  Per diem revenue represents revenue earned under operating
lease contracts. Fee and ancillary lease revenue represents fees billed for the
pick-up and drop-off of containers in certain geographic locations and billings
of certain reimbursable operating costs such as repair and handling expenses.
Finance lease revenue represents interest income earned under finance lease
contracts. The following table summarizes our leasing revenue for the periods
indicated below (in thousands):
                                                        Nine Months Ended September 30,
                                                           2020                   2019                          Variance
Leasing revenues:
Operating leases
Per diem revenues                                   $       897,744          $   938,593          $ (40,849)
Fee and ancillary revenues                                   48,835               46,999              1,836
Total operating lease revenues                              946,579              985,592            (39,013)
Finance leases                                               24,043               30,501             (6,458)

Total leasing revenues                              $       970,622

$ 1,016,093 $ (45,471)





Total leasing revenues were $970.6 million, net of lease intangible amortization
of $17.3 million, for the nine months ended September 30, 2020, compared to
$1,016.1 million, net of lease intangible amortization of $29.4 million, in the
same period in 2019, a decrease of $45.5 million.

Per diem revenues were $897.7 million for the nine months ended September 30,
2020 compared to $938.6 million in the same period in 2019, a decrease of $40.9
million. The primary reasons for this decrease are as follows:
•$34.3 million decrease due to a decrease in average units on-hire; and
•$27.8 million decrease due to a decrease in average per diem rates reflecting
the impact of several large lease extension transactions and the pick-up of a
large number of containers in the third quarter of 2020 on lifecycle leases at
rates below our portfolio average; partially offset by
•$12.1 million increase due to a decrease in lease intangible amortization; and
•$9.1 million increase due to the reclassification of certain contracts from
finance leases to operating leases in the first quarter of 2020 as a result of
the renegotiation of the contracts and the elimination of purchase options.

Fee and ancillary lease revenues were $48.8 million for the nine months ended September 30, 2020 compared to $47.0 million in the same period in 2019, an increase of $1.8 million. The increase was primarily due to an increase in pick-up activity in the third quarter of 2020.



Finance lease revenues were $24.0 million for the nine months ended September
30, 2020 compared to $30.5 million in the same period in 2019, a decrease of
$6.5 million. The decrease was due to the reclassification of certain finance
leases to operating leases in the first quarter of 2020 as a result of the
renegotiation of certain contracts and the runoff of the existing portfolio.

Trading margin. Trading margin was $7.8 million for the nine months ended September 30, 2020 compared to $12.2 million in the same period in 2019, a decrease of $4.4 million. The decrease was due to a decrease in per unit margins as a result of a decrease in selling prices.



Net gain (loss) on sale of leasing equipment.  Gain on sale of equipment was
$19.4 million for the nine months ended September 30, 2020 compared to $22.2
million in the same period in 2019, a decrease of $2.8 million. The primary
reasons for the decrease are as follows:
•$2.1 million decrease due to a 5.0% decrease in average used dry container
selling prices, partially offset by a 20.3% increase in selling volumes; and
•$1.5 million decrease due to a gain recognized in the first quarter of 2019
related to units declared lost by a customer which did not reoccur in 2020.


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Depreciation and amortization.  Depreciation and amortization was $402.2 million
for the nine months ended September 30, 2020 compared to $403.3 million in the
same period in 2019, a decrease of $1.1 million. The primary reasons for the
decrease are as follows:
•$16.7 million decrease due to an increase in containers that have become fully
depreciated or reclassified to assets held for sale; partially offset by
•$10.1 million increase due to an increase in the number of new production units
being placed on-hire; and
•$5.1 million increase due to the reclassification of certain contracts from
finance leases to operating leases in the first quarter of 2020 as a result of
the renegotiation of the contracts and the elimination of purchase options.

Direct operating expenses.  Direct operating expenses primarily consist of our
costs to repair equipment returned off lease, to store the equipment when it is
not on lease and to reposition equipment from locations with weak leasing
demand. Direct operating expenses were $78.9 million for the nine months ended
September 30, 2020 compared to $55.4 million in the same period in 2019, an
increase of $23.5 million. The primary reasons for the increase are as follows:
•$15.0 million increase in storage expense due to an increase in idle units;
•$5.2 million increase in repair and handling expense due to higher net pick-up
and drop-off activity; and
•$2.8 million increase in positioning expense due to customer pick-up
requirements from specific locations.

Administrative expenses.  Administrative expenses were $61.1 million for the
nine months ended September 30, 2020 compared to $56.7 million in the same
period in 2019, an increase of $4.4 million. The primary reasons for this
increase are as follows:
•$3.5 million increase due to an increase in our annual incentive expense;
•$2.2 million increase due to an increase in professional fees;
•$1.4 million increase due to higher compensation costs; and
•$0.6 million increase due to an increase in share-based compensation; partially
offset by
•$2.1 million decrease in travel expense due to travel restrictions caused by
the COVID-19 pandemic.

Provision (reversal) for doubtful accounts.  Provision for doubtful accounts was
$4.6 million for the nine months ended September 30, 2020 compared to $0.5
million in the same period in 2019, an increase of $4.1 million. The increase is
primarily due to reserves recorded in the first quarter of 2020 against the
receivables from one of our mid-sized customers where we had been experiencing
extended payment delays.

Interest and debt expense.  Interest and debt expense was $198.7 million for the
nine months ended September 30, 2020, compared to $243.2 million in the same
period in 2019, a decrease of $44.5 million. The primary reasons for the
decrease are as follows:
•$26.0 million decrease due to a decrease in the average debt balance of $784.5
million; and
•$19.4 million decrease due to a decrease in the average effective interest rate
to 3.97% from 4.35%.

Debt termination expense. Debt termination expense was $24.4 million for the
nine months ended September 30, 2020 compared to $2.4 million in the same period
in 2019, an increase of $22.0 million. The increase was primarily due to
write-offs for unamortized debt and other costs related to the $1.8 billion
prepayment of ABS notes in September 2020.

Income taxes. Income tax expense was $28.1 million for the nine months ended
September 30, 2020 compared to $20.7 million in the same period in 2019, an
increase in income tax expense of $7.4 million. The increase in income tax
expense was primarily due to an $8.6 million increase related to an
intra-company asset sale from a U.S. entity to foreign entity that occurred
during the nine months ended September 30, 2020, partially offset by a decrease
in taxes as a result of decrease in pre-tax income.
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Contractual Obligations



We are party to various operating and finance leases and are obligated to make
payments related to our borrowings. We are also obligated under various
commercial commitments, including obligations to our equipment manufacturers.
Our equipment manufacturer obligations are in the form of conventional accounts
payable, and are satisfied by cash flows from operations and financing
activities.

The following table summarizes our contractual obligations and commercial commitments as of September 30, 2020:


                                                                                       Contractual Obligations by Period
                                                                                                                                                              2025 and
Contractual Obligations:                 Total            Remaining 2020             2021              2022              2023               2024        

thereafter


                                                                                             (dollars in millions)
Principal debt obligations            $ 6,452.0          $        138.0          $   659.1          $ 735.7          $ 1,553.6          $ 1,330.0          $   2,035.6
Interest on debt obligations(1)           838.8                    51.7              193.1            168.2              139.9               94.2       

191.7


Finance lease obligations(2)               19.9                     0.8                3.1              3.1                3.1                9.8                    -
Operating leases (mainly facilities)        7.3                     0.7                2.9              2.2                1.4                0.1                    -
Purchase obligations:
Equipment purchases payable                96.8                    96.8                  -                -                  -                  -                    -
Equipment purchase commitments            552.8                   352.8              200.0                -                  -                  -                    -

Total contractual obligations $ 7,967.6 $ 640.8

$ 1,058.2 $ 909.2 $ 1,698.0 $ 1,434.1

$ 2,227.3




(1)Amounts include actual interest for fixed debt, estimated interest for
floating-rate debt and interest rate swaps which are in a payable position based
on September 30, 2020 rates.
(2)Amounts include interest.

Off-Balance Sheet Arrangements



As of September 30, 2020, we did not have any relationships with unconsolidated
entities or financial partnerships, which are often referred to as structured
finance or special purpose entities, which would have been established for the
purpose of facilitating off-balance sheet arrangements. We are, therefore, not
exposed to any financing, liquidity, market or credit risk that could arise if
we had engaged in such relationships.

Critical Accounting Policies



Our consolidated financial statements have been prepared in conformity with
GAAP, which requires us to make estimates and assumptions that affect the
amounts and disclosures reported in the consolidated financial statements and
accompanying notes. We base our estimates and judgments on historical experience
and on various other assumptions that we believe are reasonable under the
circumstances. We evaluate our estimates and assumptions on an ongoing basis.
Our actual results may differ from these estimates under different assumptions
or conditions. Our critical accounting policies are discussed in our Form 10-K.
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