UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 2,
2020
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General Finance Corporation
(Exact Name of Registrant as Specified in its Charter)
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Delaware
(State or Other Jurisdiction of Incorporation)
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001-32845
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32-0163571
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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39 East Union Street
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Pasadena, California
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91103
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(Address of Principal Executive Offices)
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(Zip Code)
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(626) 584-9722
(Registrant’s Telephone Number, Including Area
Code)
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Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the Registrant
under any of the following provisions (See General Instruction A.2
below):
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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of Each Class
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Trading Symbol
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Name of Each Exchange on Which Registered
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Common Stock, $0.0001 par value
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GFN
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NASDAQ Global Market
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9.00% Series C Cumulative Redeemable Perpetual Preferred Stock
(Liquidation Preference $100 per share)
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GFNCP
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NASDAQ Global Market
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8.125% Senior Notes due 2021
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GFNSL
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NASDAQ Global Market
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. ☐
EXPLANATORY NOTES
Certain References
References to “we,” “us,”
“our” or the “Company” refer to General
Finance Corporation, a Delaware corporation (“GFN”),
and its consolidated subsidiaries. These subsidiaries
include GFN U.S. Australasia Holdings, Inc., a Delaware corporation
(“GFN U.S.”); GFN Insurance Corporation, an Arizona
corporation (“GFNI”); GFN North America Leasing
Corporation, a Delaware corporation (“GFNNA Leasing”);
GFN North America Corp., a Delaware corporation
(“GFNNA”); GFN Realty Company, LLC, a Delaware limited
liability company (“GFNRC”); GFN Manufacturing Corporation, a Delaware
corporation (“GFNMC”), and its subsidiary, Southern
Frac, LLC, a Texas limited liability company (collectively
“Southern Frac”); Pac-Van, Inc., an Indiana
corporation, and its Canadian subsidiary, PV Acquisition Corp., an Alberta corporation
(collectively “Pac-Van”); and Lone Star Tank Rental
Inc., a Delaware corporation (“Lone Star”); GFN
Asia Pacific Holdings Pty Ltd, an Australian corporation
(“GFNAPH”) and its Australian and New Zealand
subsidiaries (collectively, “Royal Wolf”).
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Page
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Item 8.01
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Other Events
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1
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Item 9.01
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Financial Statements and Exhibits
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1
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Exhibit 99.1
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Press
Release of Pac-Van dated March 2, 2020
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Item 8.01 Other Events
On March 2, 2020 GFN subsidiary Pac-Van
announced its acquisition of the storage container and
storage trailer assets of Mar-Rube Trailer Rental in Baltimore,
Maryland on February 28, 2020.
A
copy of the press release of Pac-Van dated March 2, 2020 is
attached as Exhibit 99.1 and is incorporated by reference
herein.
Item 9.01 Financial Statements and
Exhibits
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Exhibit
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Exhibit
Description
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99.1
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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GENERAL FINANCE CORPORATION
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Dated: March 2,
2020
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By:
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/s/ CHRISTOPHER A. WILSON
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Christopher A. Wilson
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General Counsel, Vice President and Secretary
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EXHIBIT INDEX
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Exhibit
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Number
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Exhibit Description
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99.1
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EXHIBIT
99.1
Pac-Van,
Inc. Acquires Storage Container and Trailer Assets
From
Mar-Rube Trailer Rental
Indianapolis, IN, March 2, 2020 – General Finance
Corporation’s (NASDAQ:GFN) subsidiary, Pac-Van, Inc.,
announced its acquisition on Friday, February 28th
of the storage container and storage
trailer assets of Mar-Rube Trailer Rental in Baltimore,
Maryland.
“The acquisition of the assets of Mar-Rube Trailer Rental
significantly builds upon Pac-Van’s acquisition of Delmarva
Trailer Sales and Rentals, the mobile storage business acquired by
Pac-Van in 2018 that established Pac-Van’s initial location
in the Baltimore/Washington D.C. market area. With the acquisition
of Mar-Rube’s assets, Pac-Van has added nearly 900 additional
rental units and six new staff members to our team,” said
Jody Miller, CEO of General Finance Corporation. “This
further expands Pac-Van’s reach into the expanding
Baltimore/Washington DC area (the sixth largest MSA in the United
States) and offers Pac-Van material synergies as the two locations
will be combined into Delmarva’s location which will continue
to provide a great opportunity for Pac-Van to deliver high quality
portable storage and office space solutions throughout the
market.”
About Pac-Van
Pac-Van, Inc. (www.pacvan.com),
a wholly-owned subsidiary of General Finance Corporation, provides
storage and office space solutions to its customers through the
leasing and selling of storage containers (including the new safe,
secure and simple PV3 safety containers), mobile office trailers,
modular buildings and bulk liquid storage frac tanks. The company
serves a wide variety of customers, including those in the
commercial, construction, education, government, health care,
industrial, and retail sectors. Committed to providing high quality
products, dependable service and sales excellence, Pac-Van, Inc. is
headquartered in Indianapolis, Indiana, and has over 60 offices
throughout North America.
About General Finance Corporation
Headquartered
in Pasadena, California, General Finance Corporation (NASDAQ: GFN,
www.generalfinance.com)
is a leading specialty rental services company offering portable
storage, modular space and liquid containment solutions.
Management’s expertise in these sectors drives disciplined
growth strategies, operational guidance, effective capital
allocation and capital markets support for the Company’s
subsidiaries. The Company’s Asia-Pacific leasing operations
in Australia and New Zealand consist of Royal Wolf Holdings Pty Ltd
Limited (www.royalwolf.com.au),
the leading provider of portable storage solutions in those
countries. The Company’s North America leasing operations
consist of wholly-owned subsidiaries Pac-Van, Inc. and Lone Star
Tank Rental Inc. (www.lonestartank.com),
providers of portable storage, office and liquid storage tank
containers, mobile offices and modular buildings. The Company also
owns Southern Frac, LLC (www.southernfrac.com),
a manufacturer of portable liquid storage tank containers and other
steel-related products in North America.
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Media Contact:
Shannon Jordan
Pac-Van, Inc.
sjordan@pacvan.com
317-489-5771
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Investor Contact:
Larry Clark
Financial Profiles, Inc.
lclark@finprofiles.com
310-622-8223
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