TAL International Group, Inc. (the “Company” or “TAL”) (NYSE: TAL) announced today a public secondary offering of an aggregate of 5,000,000 shares of common stock by certain selling stockholders of the Company, including affiliated funds of The Jordan Company, L.P., JZ Capital Partners Limited and Edgewater Growth Capital Partners, L.P. The Company will not receive any of the proceeds from the sale of shares of common stock by the selling stockholders in this offering. Assuming all of the 5,000,000 shares are sold in the offering, the selling stockholders aggregate ownership in the Company will decrease from approximately 27% to approximately 12%, with The Jordan Company, L.P. at 9.9%, JZ Capital Partners Limited at 1.1% and Edgewater Growth Capital Partners, L.P. at 1.1%. The selling stockholders have also granted the underwriter an option for 30 days to purchase up to an aggregate of 750,000 additional shares of common stock. The shares are being sold by the selling stockholders in an underwritten at-the-market offering pursuant to an effective shelf registration statement filed with the U.S. Securities and Exchange Commission. Goldman, Sachs & Co. will be the sole underwriter of the offering. This offering is being made by means of a prospectus supplement and accompanying base prospectus, copies of which may be obtained from Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, NY 10282, telephone: (866) 471-2526, fax: (212) 902-9316, email: firstname.lastname@example.org. This press release shall not constitute an offer to sell, nor the solicitation of an offer to buy, the Company's common stock or any other securities, nor shall there be any sale of securities mentioned in this press release 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.
Cautionary Information Regarding Forward-looking StatementsStatements in this press release regarding the proposed offering by TAL International Group, Inc. and certain selling stockholders of shares of TAL's common stock are not historical facts and are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that these statements involve risks and uncertainties, are only predictions and may differ materially from actual future events or results. For a discussion of such risks and uncertainties, see TAL's security filings, including its Annual Report on Form 10-K for the year ended December 31, 2011, which are available free of charge on the SEC's web site at www.sec.gov. About TAL International Group, Inc. TAL is one of the world's largest lessors of intermodal freight containers and chassis with 17 offices in 11 countries and approximately 225 third party container depot facilities in 39 countries. The Company's global operations include the acquisition, leasing, re-leasing and subsequent sale of multiple types of intermodal containers and chassis. TAL's fleet consists of approximately 1,013,000 containers and related equipment representing approximately 1,649,000 twenty-foot equivalent units (TEU). This places TAL among the world's largest independent lessors of intermodal containers and chassis as measured by fleet size.