General Finance Corporation (NASDAQ:GFN)(NASDAQ:GFNCL)(NASDAQ:GFNCZ) (“General Finance”) today announced that its subsidiary Royal Wolf Holdings Limited (“Royal Wolf”) lodged a prospectus with the Australian Securities Investment Commission (“ASIC”) on May 13, 2011 for an initial public offering by Royal Wolf of its ordinary shares on the Australian Stock Exchange (the “Australian IPO”). General Finance will retain an indirect majority interest in Royal Wolf following the Australian IPO.
Royal Wolf is offering 50 million ordinary shares at A$1.83 per share to raise anticipated gross proceeds of A$91.5 million. Based on the Australian IPO, Royal Wolf would have a market capitalization of approximately A$183.7 million. The net proceeds of the Australian IPO will be used to, among other things, prepay in full Bison Capital’s subordinated notes at Royal Wolf, repurchase Bison Capital’s 13.8% ownership of the parent company of Royal Wolf, reduce senior borrowings at Royal Wolf and Pac-Van and for general working capital purposes. In conjunction with the Australian IPO, the senior secured credit facility of Royal Wolf will be amended to, among other things, extend the maturity of the credit facility to June 2014.
The Australian IPO is expected to close on May 30, 2011, and the expected commencement date for trading of Royal Wolf’s ordinary shares on the Australian Stock Exchange is June 7, 2011.
The Australian IPO will include a broker firm offer and an institutional offer. The offering will not be available to persons who are in the United States.No securities regulatory authority has either approved or disapproved of the contents of this news release. The securities to be offered have not been and will not be registered, and may not be offered or sold, in the United States absent an exemption from the registration requirements of the United States Securities Act of 1933, as amended. A prospectus for the securities will be made available in Australia when the securities are offered and any permitted applicant under the terms of that prospectus will need to complete the application form that will be in or will accompany the prospectus. This press release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy ordinary shares of Royal Wolf.