• SEC Filings

Item 1.01Entry into a Definitive Material Agreement

On September 19, 2017 Bison Capital Partners V., L.P. (“Bison”), GFN, GFN U.S. and two of its Australian subsidiaries, GFN Asia Pacific Holdings Pty Ltd. (“Holdings”) and GFN Asia Pacific Finance Pty Ltd. (“Finance” and collectively with GFN, GFN U.S. and Holdings, the “GFN Parties”) entered into that certain Amended and Restated Securities Purchase Agreement dated September 19, 2017 (the “Amended Securities Purchase Agreement”).

Under the Amended Securities Purchase Agreement, the parties agreed that Bison would act as a collateral agent on behalf of any other parties (each an “Assignee”) to whom Bison assigned its rights under the Amended Securities Purchase Agreement or the promissory notes issued to the Amended Securities Purchase Agreement (the “Notes”). The parties also agreed that if Bison assigns any interest in the Notes to two or more holders (“Holders”) of the Notes and two or more of such Assignees are not affiliates of one another, then all consents, approvals, waivers, demands and decisions, as well as all rights and remedies, of Bison under the Amended Securities Purchase Agreement shall be made or exercised only by the Holders of a majority of the principal amount of the Notes then outstanding; provided, however, that if a single Holder (including Bison) constitutes a Holder of a majority of the principal amount of the Notes then outstanding, the consents, approvals, waivers, demands and decisions shall be made by no fewer than two Holders who are not affiliates of each other. The Amended Securities Purchase Agreement also provides that a default shall occur if the GFN Parties fail to acquire 50% of the ordinary shares of Royal Wolf Holdings Limited within 180 days of the closing of the sale of the Notes.

The parties to the Amended Securities Purchase Agreement agreed that a default under any other indebtedness of GFN and its subsidiaries (the “Other Indebtedness”) would result in a default under the Amended Securities Purchase Agreement if the principal amount of the Other Indebtedness equaled or exceeded $1,000,000. The parties also agreed that if there was a default under any Other Indebtedness, Bison, acting alone, could waive any default under the Amended Securities Purchase Agreement which arose from a default under any Other Indebtedness whose principal amount equaled or exceeded $1,000,000. The Amended Securities Purchase further provides that any waiver and consent related to the following require the consent of all Holders: the amount to be paid to purchase the Notes, the obligation to pay principal and interest under the Notes, any reduction in the Notes’ interest rate or fees payable with respect to the Notes’ issuance, the maturity date, the schedule of interest payments, subordination of the Notes, the percentage of Noteholders required to amend or waive obligations under the Amended Securities Purchase Agreement, the pro rata treatment of the Notes, Bison serving as a collateral agent, releasing the GFN Parties’ obligations under the Amended Securities Purchase Agreement or any agreement related thereto, the release of any collateral for the Notes or subordinating any lien related to the Notes.

The foregoing description of the Amended Securities Purchase Agreement is qualified in its entirety by the Amended Securities Purchase Agreement, which is attached hereto as Exhibit 10.1 hereto and is incorporated by reference herein.

Item 1.01Financial Statements and Exhibits

General Finance CORP Exhibit
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About General Finance Corporation (NASDAQ:GFN)

General Finance Corporation is a specialty rental services company. The Company offers a range of portable storage units, including its core 20-feet and 40-feet steel containers, office container, mobile office and modular space products and steel tanks. It has two geographic areas that include its four operating segments: the Asia-Pacific area, consisting of the leasing operations of Royal Wolf Holdings Limited and its Australian and New Zealand subsidiaries (Royal Wolf), and North America, consisting of the combined leasing operations of Pac-Van, Inc. and its Canadian subsidiary, PV Acquisition Corp. (Pac-Van) and Lone Star Tank Rental Inc. (Lone Star), and the manufacturing operations of GFN Manufacturing Corporation and its subsidiary, Southern Frac, LLC (Southern Frac). As of June 30, 2016, the Company provided its storage solutions to over 41,000 customers across a range of industries, including commercial, construction, retail, transportation, education and others.