General Finance Corporation Announces Successful Completion of Consent Solicitation for Its 8.125% Senior Notes Due 2021
October 31 2018 - 5:56PM
General Finance Corporation (NASDAQ: GFN) (the “Company”) announced
today the successful completion of its previously announced
solicitation of consents (the “consent solicitation”) from holders
of its 8.125% Senior Notes due 2021 (the “Notes”) to approve
certain amendments (the “Proposed Amendments”) to the indenture
governing the Notes.
The consent solicitation expired at 5:00 p.m., New York City
time, on October 31, 2018 (the “Expiration Time”). As of the
Expiration Time, the Company had received and accepted consents
from approximately 63.3% of the holders of the Notes. The
consent of holders of at least a majority in aggregate principal
amount outstanding of the Notes as of the Record Date (as defined
in the Consent Solicitation Statement) was required to approve the
Proposed Amendments.
Upon the terms and subject to the conditions described in the
Consent Solicitation Statement dated October 16, 2018 (the “Consent
Solicitation Statement”), the Company will, promptly after the
Expiration Time, make a cash payment of $0.10 per $25.00 in
principal amount of Notes held by each holder of the Notes as of
the Record Date who has validly delivered and not validly revoked a
consent at or prior to the Expiration Time. The Company
expects to pay the consent fee on or about November 1, 2018.
The Company has executed a supplemental indenture to the
indenture governing the Notes to give effect to the Proposed
Amendments. The supplemental indenture binds all holders of
the Notes, including those that did not give their consent, but
holders who did not validly deliver consents prior to the
Expiration Time (or delivered consents but properly revoked them)
will not receive the consent fee.
D.A. Davidson & Co. acted as the solicitation agent for the
consent solicitation. Additional information concerning the terms
and conditions of the consent solicitation may be obtained from
D.A. Davidson & Co., Attn: Syndicate Department, 8 Third Street
North, The Davidson Building, Great Falls, MT 59404,
phone: 1-800-332-5915,
email: prospectusrequest@dadco.com.
Global Bondholder Services Corporation acted as tabulation and
information agent. Copies of the Consent Solicitation
Statement may be obtained from Global Bondholder Services
Corporation by calling (212) 430-3774 (banks and brokers) or (866)
470-3800 (toll-free) or by email at contact@gbsc-usa.com or online
at http://www.gbsc-usa.com/generalfinance/
This announcement is for informational purposes only and is
neither an offer to sell nor a solicitation of an offer to buy the
Notes or any other securities. This announcement is also not a
solicitation of consents with respect to the Proposed Amendments or
any securities. The solicitation of consents was made only pursuant
to the terms of the Consent Solicitation Statement. The
solicitation of consents was not made in any jurisdiction in which,
or to or from any person to or from whom, it is unlawful to make
such solicitation under applicable state or foreign or “blue sky”
laws.
Cautionary Statement about Forward-Looking
Statements
Certain statements in this press release,
including those describing the consent solicitation, constitute
forward-looking statements. These statements are not historical
facts but instead represent the Company’s beliefs regarding future
events, many of which, by their nature, are inherently uncertain
and outside of the Company’s control. It is possible that actual
results will differ, possibly materially, from the anticipated
results indicated in these statements. Factors that could cause
actual results to differ, possibly materially, from those in the
forward-looking statements are discussed in the Company’s periodic
filings with the Securities and Exchange Commission pursuant to the
Securities Exchange Act of 1934, as amended. Furthermore,
unless otherwise stated, the forward-looking statements contained
in this press release are made as of the date of the press release,
and the Company does not undertake any obligation to update
publicly or to revise any of the included forward-looking
statements, whether as a result of new information, future events
or otherwise, unless required by applicable law.
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 consist of
wholly-owned Royal Wolf Trading Australia Pty Limited
(www.royalwolf.com.au) and Royal Wolf Trading New Zealand Limited
(www.royalwolf.co.nz), the leading providers of portable storage
solutions in those countries. The Company’s North America leasing
operations consist of wholly-owned subsidiaries Pac-Van, Inc.
(www.pacvan.com) 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, under the trade name Southern Fabrication
Specialties (www.southernfabricationspecialties.com), other
steel-related products in North America.
Investor/Media Contact Larry ClarkFinancial
Profiles, Inc.310-622-8223
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