Blueprint
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported): June 30,
2017
General Finance Corporation
(Exact Name of Registrant as Specified in its Charter)
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)
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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EXPLANATORY NOTES
Certain References
References to “we,” “us,”
“our” or the “Company” refer to General
Finance Corporation, a Delaware corporation, 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; GFN
North America Corp., a Delaware corporation; GFN Realty Company,
LLC, a Delaware limited liability company; GFN Manufacturing
Corporation, a Delaware corporation, and its subsidiary, Southern
Frac, LLC, a Texas limited liability company (collectively
“Southern Frac”); Royal Wolf Holdings Limited, an
Australian corporation publicly traded on the Australian Securities
Exchange (collectively with its Australian and New Zealand
subsidiaries, “Royal Wolf”); Pac-Van, Inc., an Indiana
corporation , and its Canadian subsidiary, PV Acquisition Corp., an
Alberta corporation, doing business as “Container King”
(collectively “Pac-Van”); and Lone Star Tank Rental
Inc., a Delaware corporation (“Lone
Star”).
TABLE OF CONTENTS
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Page
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Item 1.01
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Entry into a Definitive Material Agreement
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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 10.1
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Increase
and Joinder Agreement dated as of June 30, 2017 among Wells Fargo Bank, National Association,
Associated Bank, N.A., East West Bank, CIT Bank, N.A., the Private
Bank and Trust Company, Key Bank, National Association, Bank
Hapoalim, N.A., GACP I,
L.P., GFN Realty Company, LLC, Lone Star Tank
Rental Inc., Pac-Van, Inc. and Southern Frac, LLC
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Item 1.01 Entry into a Definitive Material
Agreement
On June 30, 2017, Wells Fargo Bank, National
Association ("Wells Fargo"), Associated Bank, N.A.
(“Associated”), East West Bank ("East West"), CIT Bank,
N.A. (“CIT”), the Private Bank and Trust Company (the
"Private Bank"), Key Bank, National Association (“Key
Bank”), Bank Hapoalim, N.A. (“BHI”) and GACP I,
L.P. (“Great American” and collectively with Wells
Fargo, Associated, East West, CIT, Private Bank, Key Bank and BHI,
the "Lenders"), GFN Realty Company, LLC,
(“GFNRC”), Lone Star Tank Rental Inc. (“Lone
Star”), Pac-Van, Inc. (“Pac-Van”) and Southern
Frac, LLC (“Southern Frac” and collectively with
GFNRC, Lone Star and Pac-Van, the “Borrowers”)
entered into that certain Increase and
Joinder Agreement (the
“Agreement”).
The
Agreement, among other things, adds Associated Bank, N.A. as a
lender and increases by $7 million from $210 million to $217
million the Maximum Revolver Amount under that certain Amended and
Restated Credit Agreement dated April 7, 2014 (as amended to date,
the “Credit Agreement”).
The
foregoing description of the Agreement is qualified in its entirety
by the Agreement, which is attached hereto as Exhibit 10.1 hereto
and is incorporated by reference herein.
Item 9.01 Financial Statements and
Exhibits
Exhibit
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Exhibit
Description
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10.1
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Increase
and Joinder Agreement dated as of June 30, 2017 among Wells Fargo Bank, National Association,
Associated Bank, N.A., East West Bank, CIT Bank, N.A., the Private
Bank and Trust Company, Key Bank, National Association, Bank
Hapoalim, N.A., GACP I, L.P., GFN Realty
Company, LLC, Lone Star Tank Rental Inc., Pac-Van, Inc. and
Southern Frac, LLC
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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: July 6, 2017
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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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10.1
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Increase
and Joinder Agreement dated as of June 30, 2017 among Wells Fargo Bank, National Association,
Associated Bank, N.A., East West Bank, CIT Bank, N.A., the Private
Bank and Trust Company, Key Bank, National Association, Bank
Hapoalim, N.A., GACP I, L.P., GFN Realty
Company, LLC, Lone Star Tank Rental Inc., Pac-Van, Inc. and
Southern Frac, LLC
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