TEN Announces Pricing Of Offering Of $700 Million Principal Amount Of Secured Second Lien Notes Due 2030

6 FEBRUARY 2025 – (DUBLIN, OHIO) Star Leasing Company, LLC, doing business as Transportation Equipment Network (TEN) (“TEN”), today announced that it has priced an offering (the “Offering”) of $700 million in aggregate principal amount of its Secured Second Lien Notes due 2030 (the “Notes”). The Offering is expected to close on February 13, 2025, subject to satisfaction of customary closing conditions. TEN intends to use the net proceeds from the Offering (i) to repay a portion of its borrowings outstanding under its senior secured asset based revolving credit facility (the “ABL Facility”) and (ii) to pay related fees, costs, premiums and expenses in connection therewith.

The Notes will be issued under an indenture and will be guaranteed on a senior secured second lien basis, jointly and severally, by certain direct and indirect domestic subsidiaries of TEN that guarantee the ABL Facility.

The Notes and related guarantees are being offered in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. The Notes and the related guarantees have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security, nor shall there be any sale of the Notes or any other security of TEN, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

Forward-looking Statements

This communication includes “forward-looking statements” within the meaning of Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this communication are forward-looking statements, including those regarding the Offering, the terms of the Notes and the use of proceeds therefrom. Forward-looking statements involve risks, uncertainties and assumptions, and actual results may differ materially from any future results expressed or implied by such forward-looking statements. When used in this communication, or in the documents incorporated by reference, the words “may,” “might,” “will,” “should,” “expects,” “plans,” “goal,” “target,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “aim,” “achievable,” “budget,” “could,” “should,” “forecast,” “intends,” “likely,” “seek,” “outlook,” “project,” or “continue,” the negative of these terms and similar expressions are intended to be among the statements that identify forward-looking statements. These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections, forecasts or assumptions of our future financial performance, our anticipated growth strategies, anticipated trends in our business and other factors. These statements are only predictions based on our current expectations and projections about future events.  There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. Known or unknown risks, uncertainties and other factors, many of which are outside of our control, could cause the actual results of operations or financial condition of TEN to differ materially from those expressed or implied by such forward-looking statements. You should consider these risks and uncertainties when you are evaluating us.

About TEN (Transportation Equipment Network)

Headquartered in Dublin, OH, TEN (Transportation Equipment Network) is the largest full-service trailer lessor in North America.

With approximately 86,000 trailers, 1,000 employees, 249 service shop bays, 105 mobile service trucks, 300 mechanics, 100 road technicians, and nearly 50 locations across the United States and Canada, TEN is equipped to seamlessly serve customers across North America. TEN provides full-service leasing as well as maintenance, advanced technological solutions, consultation services, and other innovative offerings across numerous industry verticals.

MEDIA CONTACT:

Courtney Lovold​​​​

Chief Commercial Officer

Courtney.Lovold@TENLeasing.com