TEXTAINER GROUP HOLDINGS LIMITED
Incorporated in Bermuda
Company number: EC18896
NYSE share code: TGH
JSE share code: TXT
ISIN: BMG8766E1093
LEI: 529900OHEYRATAFMIT89
(“Textainer” or “the Company”)

PUBLICATION OF PROXY STATEMENT AND NOTICE OF SPECIAL MEETING

Shareholders are referred to the announcements released on 23 October 2023 and 20 December 2023
regarding the proposed acquisition of the Company's Common Shares by entities related to Stonepeak and
the special Company Shareholders Meeting to vote thereon (“Announcements”). Unless otherwise defined
herein, the words and expressions contained below shall have the same meanings as assigned to them in
the Announcements.

In this regard, Shareholders are advised that the Proxy Statement relating to inter alia the special Company
Shareholders Meeting is now available free of charge as exhibit 99.1 to the Company’s Report on Form 6-
K, which was furnished to with the Securities Exchange Commission (the “SEC”) on January 17, 2024 at
www.sec.gov.

The indicative salient dates and times, which could change under certain circumstances, are as follows.
Any changes thereto will be announced.

 EVENT                                                                                               2024
 Last Day to Trade Company Common Shares on the JSE to appear in the JSE
 register on the Record Date (for notice/voting)                                                January 2
 Record Date for all Company Shares (including Company Common Shares on JSE
 register) (for notice/voting)                                                                  January 5
 PUBLICATION OF PROXY STATEMENT             (1)                                                January 17
 Distribution/mailing of Proxy Statement to all Company Shareholders (including
 holders of Company Common Shares on the JSE register)                                         January 24
 Forms of proxy to be received by the transfer secretaries no later than 48 hours
 before the Special Meeting                                                                   February 20
 SPECIAL MEETING DATE                                                                         February 22
 Shareholder Vote Results Announcement                                                        February 23
 Finalisation Date: Publication of Finalisation Announcement    (2)                           February 23
 Last day for transfers between NYSE and JSE registers    (3)                                 February 26
 Announcement of the USD/Rand Exchange Rate on the         JSE (4)                                March 8
 Last Day to Trade Company Common Shares on the JSE register                                      March 8
 Company Common Shares suspended on JSE trading system (from
 commencement of trading)                                                                        March 11
 Record Date for payment of holders of Company Common Shares on the JSE
 register                                                                                        March 13
 CLOSING DATE (JSE PAYMENT DATE) (5)                                                             March 14
 Process for the delisting of Company Common Shares on the JSE commences            (6)          March 14
 NYSE to file delisting application (Form 25) with the SEC                                       March 14
 NYSE delisting application for Company Common Shares becomes effective (7)                      March 25
Notes
1.   Represents date that this Proxy Statement was furnished to the SEC at www.sec.com and made
     publicly available following SARB and JSE approval.
2.   On the Finalisation Date, in addition to receipt of Company Shareholder approval, all other conditions
     to Closing have been satisfied as of this date, other than those conditions that by their nature are to be
     satisfied at the Closing, but subject to the satisfaction or, to the extent permitted by applicable law,
     waiver of those conditions. This indicative timeline assumes that the Finalisation Date is the next
     business day after the Special Meeting Date (at which it is assumed the shareholders approve the
     Transaction). Satisfaction of all closing conditions will be finally determined as of the Closing Date. In
     particular, approval from the antitrust authorities in Taiwan is a condition to closing, and may not be
     obtained prior to Company Shareholder approval, in which case the Finalisation Date may be delayed
     and corresponding dates below will be adjusted. If the Finalisation Date is delayed, all of the subsequent
     dates will be delayed in accordance with the business days referenced in the “D-13” and similar
     notations next to the relevant indicative date. Adjusted indicative dates will be announced on SENS to
     the extent required.
3.   Number of Company Common Shares on the JSE register becomes certain after this date.
4.   The USD/Rand Exchange Rate will be announced by Parent on SENS (and, to the extent required, a
     South African business newspaper) by 11:00 a.m. South Africa time on the Last Day to Trade.
5.   Payment of holders of Company Common Shares on the JSE register in Rand via the Strate system.
6.   The JSE will be advised that the Company no longer meets the JSE's public shareholder spread
     requirements and the JSE will consequently take steps to delist the Company Common Shares in terms
     of paragraph 1.12 of the JSE Listings Requirements. The JSE delisting date will be announced once
     confirmed.
7.   NYSE delistings are generally effective 10 calendar days from the day the Form 25 is filed. The exact
     date of the delisting of the Company Common Shares from the JSE is not known.

Notice of Special Meeting

On behalf of the Textainer Board, notice is given of the Special Meeting of the Shareholders of Textainer
to be held on February 22, 2024, at 1:30 p.m., Bermuda Time, at Textainer’s registered office at Century
House, 16 Par-La-Ville Road, Hamilton HM 08, Bermuda.

Shareholders are to refer to the Proxy Statement for important information regarding the Special Meeting,
a description of the Merger Agreement and the Statutory Merger Agreement, and the transactions
contemplated thereby, including the Merger.


Bermuda
18 January 2024
Sponsor: Investec Bank Limited