This Amendment No. 4 to Schedule 14D-9 (this “Amendment”) amends and
supplements the Solicitation/Recommendation Statement on Schedule 14D-9 previously filed with the Securities and Exchange Commission (the “SEC”) on April 26, 2021 (together with the Exhibits or Annexes thereto and as amended or
supplemented from time to time, the “Schedule 14D-9”) by General Finance Corporation, a Delaware corporation (the “Company”). The Schedule 14D-9 relates to the cash tender offer by UR Merger Sub VI Corporation, a Delaware
corporation (“Merger Sub”) and a wholly owned subsidiary of United Rentals (North America), Inc., a Delaware corporation (“URNA”), disclosed in the Tender Offer Statement on Schedule TO (together with the Exhibits or Annexes
thereto and as amended or supplemented from time to time, the “Schedule TO”), filed by Merger Sub with the SEC on April 26, 2021, to purchase all of the outstanding shares of common stock, par value $0.0001 per share (the
“Shares”), of the Company at a price per Share of $19.00 net to the seller in cash, without interest, less any applicable withholding taxes, upon the terms and subject to the conditions set forth in the offer to purchase, dated
April 26, 2021, and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “Offer”).
Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to them in the Schedule 14D-9. Except as
set forth below, the information set forth in the Schedule 14D-9 remains unchanged.
Item 8. Additional Information
Item 8 (“Additional Information”) is hereby amended and supplemented by inserting immediately before the section “Forward
Looking Statements” a new section as follows:
“Expiration of the Offer; Completion of the Merger.
At 12:00 midnight, New York time, at the end of the day of Friday, May 21, 2021, the Offer expired as scheduled and was not extended. URNA
and Merger Sub were advised by the Depositary (as defined in the Offer to Purchase) that, as of the Expiration Time (as defined in the Offer to Purchase), a total of 27,625,450 Shares (excluding Shares with respect to which Notices of Guaranteed
Delivery, as defined in the Offer to Purchase, were delivered) were validly tendered into and not properly withdrawn from the Offer, representing approximately 91.4% of the Shares outstanding as of the Expiration Time. In addition, the Depositary
advised that Notices of Guaranteed Delivery have been delivered with respect to 156,352 additional Shares, representing approximately 0.5% of the outstanding Shares as of the Expiration Time.
The number of Shares tendered pursuant to the Offer satisfied the Minimum Condition (as defined in the Offer to Purchase). All conditions to
the Offer having been satisfied, Merger Sub accepted for payment, and will promptly pay for, all Shares validly tendered into and not properly withdrawn from the Offer.
Following the consummation of the Offer, URNA and Merger Sub intend to complete the acquisition of the Company through the Merger without a
meeting of stockholders of the Company in accordance with Section 251(h) of the DGCL on May 25, 2021. At the Effective Time, each Share then outstanding (other than Shares that were held by any stockholders who properly demanded appraisal
in connection with the Merger under the DGCL) will be converted into the right to receive the Offer Price, without interest, less any applicable withholding of taxes, except for Shares then owned by GFN, URNA or Merger Sub, which Shares will be
cancelled and will cease to exist, and no consideration will be delivered in exchange therefor.
Following the Merger, the Shares will be
delisted and will cease to trade on NASDAQ.”