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): September 11, 2007
General
Finance Corporation
(Exact
Name of Registrant as Specified in its Charter)
Delaware
(State
or
Other Jurisdiction of Incorporation)
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000-32845
(Commission
File Number)
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32-0163571
(I.R.S.
Employer Identification No.)
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| |
|
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260
South Los Robles, Suite 217
Pasadena,
California
(Address
of Principal Executive Offices)
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91101
(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):
¨
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
On
September 11, 2007, General Finance Corporation (“we,” “us,” “our” or the
“company”) issued a press release announcing that our stockholders approved our
acquisition of RWA Holdings Pty Limited, or RWA, at the special meeting of
stockholders held on September 11, 2007. The closing of the acquisition is
expected to occur not later than September 17, 2007. A copy of our press
release is attached as Exhibit 99.1 to this Report and incorporated herein
by reference.
At
the
special meeting, the holders of approximately 835,400 shares purchased in our
initial public offering voted against the acquisition and indicated their
election to exercise their conversion rights to exchange their shares for cash
of approximately $7.93 per share, which represents the ratable portion of the
cash held in our trust account established in connection with our initial public
offering. If the holders of all of these shares complete the conversion
procedure, there will be 9,664,600 shares of our common stock outstanding,
assuming no other change in our outstanding shares.
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ITEM
5.03
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AMENDMENTS
TO ARTICLES OF INCORPORATION; CHANGE OF FISCAL
YEAR
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At
a
special meeting of our board of directors held on September 11, 2007, our board
determined to change our fiscal year to June 30 from December 31,
conditioned upon the closing of the acquisition of RWA. Following the closing,
we intend to file a transition report on Form 10-K with respect to the
six-month period ended June 30, 2007.
| ITEM
9.01 |
FINANCIAL
STATEMENTS AND EXHIBITS
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The
following exhibit is included in this Report:
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99.1 |
Press
release of General Finance Corporation dated September 11,
2007.
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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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| Date:
September 12, 2007 |
By: |
/s/ RONALD
F. VALENTA |
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Ronald
F. Valenta |
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Chief
Executive Officer |
EXHIBIT
INDEX
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Exhibit
Number
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Exhibit
Description
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99.1
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Press
release of General Finance Corporation dated September 11,
2007.
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