EX-1 2 d524958dex1.htm EX-1 EX-1

Exhibit 1

JOINT FILING AGREEMENT

The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13D with respect to the Series D Preferred Shares, of Seaspan Corporation beneficially owned by each of them of them. This Joint Filing Agreement shall be included as an exhibit to such Schedule 13D.

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of the 20th day of April, 2018.

 

CARLYLE GROUP MANAGEMENT L.L.C.
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
THE CARLYLE GROUP L.P.
By:   Carlyle Group Management L.L.C., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
CARLYLE HOLDINGS II GP L.L.C.
By: The Carlyle Group L.P., its managing member
By: Carlyle Group Management L.L.C., its general        partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer


CARLYLE HOLDINGS II L.P.
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
TC GROUP CAYMAN INVESTMENT HOLDINGS, L.P.
By:   Carlyle Holdings II L.P., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
TC GROUP CAYMAN INVESTMENT HOLDINGS SUB L.P.
By:   TC Group Cayman Investment Holdings, L.P., its general partner
By:   Carlyle Holdings II L.P., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
CP V General Partner, L.L.C.
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
TC Group V Cayman, L.P.
By:  

/s/ Jeremy W. Anderson

Name:   Jeremy W. Anderson
Title:   Authorized Person
CP V Coinvestment A Cayman, L.P.
By:   TC Group V Cayman, L.P., its general partner
By:  

/s/ Jeremy W. Anderson

Name:   Jeremy W. Anderson
Title:   Authorized Person
CP V Coinvestment B Cayman, L.P.
By:   TC Group V Cayman, L.P., its general partner
By:  

/s/ Jeremy W. Anderson

Name:   Jeremy W. Anderson
Title:   Authorized Person


CAP III, L.L.C.
By:   TC Group Cayman Investment Holdings Sub L.P.
By:   TC Group Cayman Investment Holdings, L.P., its general partner
By:   Carlyle Holdings II L.P., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
CAP III General Partner, L.P.
By:  

/s/ Norma R. Kuntz

Name:   Norma R. Kuntz
Title:   Authorized Person
CAP III Co-Investment, L.P.
By:   CAP III General Partner, L.P., its general partner
By:  

/s/ Norma R. Kuntz

Name:   Norma R. Kuntz
Title:   Authorized Person
CARLYLE HOLDINGS III GP MANAGEMENT L.L.C.
By:   The Carlyle Group L.P., its sole manager
By:   Carlyle Group Management L.L.C., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
Carlyle Holdings III GP L.P.
By:   Carlyle Holdings III GP Management L.L.C., its general partner
By:   The Carlyle Group L.P., its sole manager
By:   Carlyle Group Management L.L.C., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer


Carlyle Holdings III GP Sub L.L.C.
By:   Carlyle Holdings III GP L.P., its sole manager
By:   Carlyle Holdings III GP Management L.L.C., its general partner
By:   The Carlyle Group L.P., its sole manager
By:   Carlyle Group Management L.L.C., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
Carlyle Holdings III L.P.
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
TC Group Cayman L.P.
By:   Carlyle Holdings III L.P., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
TC Group Cayman Sub, L.P.
By:   TC Group Cayman L.P. its general partner
By:   Carlyle Holdings III L.P., its general partner
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Co-Executive Chairman and
  Co-Chief Investment Officer
CP V S3 GP, Ltd.
By:  

/s/ Jeremy W. Anderson

Name:   Jeremy W. Anderson
Title:   Authorized Person
TC Group V Cayman S3, L.P.
By:  

/s/ Jeremy W. Anderson

Name:   Jeremy W. Anderson
Title:   Authorized Person


Carlyle Partners V Cayman TE, L.P.
By:   TC Group V Cayman S3, L.P., its general partner
By:  

/s/ Jeremy W. Anderson

Name:   Jeremy W. Anderson
Title:   Authorized Person
CAP III S3 Ltd.
By:  

/s/ William E. Conway, Jr.

Name:   William E. Conway, Jr.
Title:   Director
CAP III General Partner S3, L.P.
By:  

/s/ Norma R. Kuntz

Name:   Norma R. Kuntz
Title:   Authorized Person
CAP III Maritime AIV, L.P.
By:   CAP III General Partner S3, L.P., its general partner
By:  

/s/ Norma R. Kuntz

Name:   Norma R. Kuntz
Title:   Authorized Person
Carlyle-Eight Finance Asia Co-Investment Partners, L.P.
By:   CAP III General Partner S3, L.P., its general partner
By:  

/s/ Norma R. Kuntz

Name:   Norma R. Kuntz
Title:   Authorized Person