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BOX > SEC Filings for BOX > Form 8-K on 13-Mar-2013All Recent SEC Filings

Show all filings for SEACUBE CONTAINER LEASING LTD. | Request a Trial to NEW EDGAR Online Pro



Entry into a Material Definitive Agreement, Creation of a Direct F

Item 1.01. Entry Into a Material Definitive Agreement.

On March 13, 2013, CLI Funding V LLC ("CLIF V"), an indirect wholly owned subsidiary of SeaCube Container Leasing Ltd. (the "Company"), completed the offering of $250,000,000 aggregate principal amount of Series 2013-1 Fixed Rate Secured Notes ("Series 2013-1 Notes"). The Series 2013-1 Notes were issued with an annual interest rate of 2.83%, have a scheduled maturity date of March 18, 2023 and a legal final maturity date of March 18, 2028. The transaction documents contain customary affirmative and negative covenants, financial covenants, representations and warranties, and events of default, which are subject to various exceptions and qualifications. CLIF V will use the net proceeds of the offering to purchase containers and for other general business purposes.

The foregoing description of the terms is not complete and is qualified in its entirety by the full text of the Series 2013-1 Supplement dated March 13, 2013 to Indenture, dated March 18, 2011 between CLIF V as Issuer, and U.S. Bank National Association, as Indenture Trustee, which is filed as Exhibit 4.1 hereto and is incorporated by reference herein.

The Series 2013-1 Notes were offered within the United States only to qualified institutional investors pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to persons outside the United States in compliance with Regulation S under the Securities Act. The notes have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

Item 2.03. Creation of Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure required by this item is included in Item 1.01 of this Form 8-K and is incorporated into this Item 2.03 by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits:

      Number  Description

       4.1    Series 2013-1 Supplement dated March13, 2013 to Indenture, dated
              March 18, 2011 between CLI Funding V LLC (the "Issuer") and U.S.
              Bank National Association (the "Indenture Trustee").

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