General Finance Corporation (NASDAQ:GFN) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
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Entry Into a Material Agreement
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Item 2.03
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Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant |
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Item 9.01
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Financial Statements and Exhibits
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Exhibit
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Exhibit Description
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4.1
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Form of 8.125% Senior Note due 2021
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5.1
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Legal Opinion of Morrison Foerster LLP
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completed its previously announced offering of $5,390,000
aggregate principal amount of the Company’s 8.125% Senior Notes
due 2021 (the “Notes”). The Notes were sold to an effective
Registration Statement on Form S-3 (File No. 333-199514) filed
with the Securities and Exchange Commission (the “Registration
Statement”), and a related prospectus and prospectus supplement
filed with the Securities and Exchange Commission. The Notes were
issued to the First Supplemental Indenture (the “First
Supplemental Indenture”) dated as of June 18, 2014 by and
between GFN and Wells Fargo Bank National Association, as trustee
(the “Trustee”). The First Supplemental Indenture supplements
the Indenture entered into by and between GFN and the Trustee
dated as of June 18, 2014 (the “Base Indenture” and, together
with the First Supplemental Indenture, the “Indenture”).
upon a 360-day year. Interest on the Notes is payable quarterly
in arrears on January 31, April 30, July 31 and October 31,
commencing on July 31, 2017. The Notes will mature on July 31,
2021.
in whole or in part upon the payment of 100% of the principal
amount of the Notes being redeemed plus any additional amount
required by the Indenture.
after July 31, 2017, redeem the Notes in whole or in part. The
Notes will be redeemable at a redemption price initially equal to
106.094% of the principal amount of the Notes (and which declines
on each year on July 31) plus accrued and unpaid interest to the
date of redemption. On and after any redemption date, interest
will cease to accrue on the redeemed Notes.
make certain payments, to pay dividends and to incur additional
indebtedness if the incurrence of such indebtedness would cause
GFN’s consolidated fixed charge coverage ratio, as defined in
the Indenture, to be below 2.0 to 1.0.
principal amount of the Notes. GFN received net proceeds after
underwriting discounts, commissions and estimated expenses, of
approximately $5.0 million. GFN will use the proceeds from the
Notes offering to primarily repay a portion of the indebtedness
outstanding under the joint senior secured credit facility of GFN
Realty Company, LLC, Lone Star Tank Rental Inc., Pac-Van, Inc.
and Southern Frac, LLC, which among other things, is used for
working capital purposes, the acquisition of rental services
businesses and products in the United States, for capital
expenditures and for general corporate purposes.
purport to be complete and is qualified in its entirety by
reference to the full text of the Indenture and the form of Note.
Copies of the Base Indenture and First Supplemental Indenture are
incorporated by reference from Exhibits 4.1 and 4.2 to the
Current Report on Form 8-K filed on June 18, 2014. The form of
Note is attached to this Current Report on Form 8-K as Exhibit
4.1 and is incorporated herein by reference and into the
Registration Statement.
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
Item 1.01 is incorporated herein by reference.
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Exhibit
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Exhibit Description
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4.1
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Form of 8.125% Senior Note due 2021
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5.1
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Legal Opinion of Morrison Foerster LLP
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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. General Finance Corporation (NASDAQ:GFN) Recent Trading Information
General Finance Corporation (NASDAQ:GFN) closed its last trading session up +0.05 at 5.05 with 12,719 shares trading hands.
