(Mark
One)
|
|
x
|
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
¨
|
TRANSITION
REPORT PURSUANT TO SECTION 130215(D) OF THE SECURITIES AND EXCHANGE
ACT OF
1934
|
California
|
95-3876317
|
|||
(State
or Other Jurisdiction of Incorporation or Organization)
|
(I.R.S.
Employer Identification No.)
|
|||
260
So. Los Robles Avenue, Suite 217
Pasadena, CA
91101
|
||||
(Address
of Principal Executive Offices, including ZIP Code)
|
||||
(626)
584-9722
Registrant’s
Telephone Number, Including Area Code
|
||||
Securities
Registered Pursuant to Section 12(b) of the Act:
|
||||
Title
of each Class
|
Name
of each Exchange on which Registered
|
|||
Units,
each consisting of one share of Common Stock, $0.001 par value, and
One
Warrant
|
None
|
|||
Common
Stock, $0.001 par value
|
None
|
|||
Warrants
to Purchase Common Stock
|
None
|
|||
Securities
Registered Pursuant to Section 12(g) of the
Act:
|
||||
None
|
Indicate
by check mark if the registrant is a well-known seasoned issuer,
as
defined in Rule 405 of the Securities Act.
Yes
¨
No
x
|
Indicate
by check mark if the registrant is not required to file reports pursuant
to Section 13 or Section 15(d) of the Act.
Yes
¨
No
x
|
Indicate
by check mark whether the registrant: (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934
during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject
to
such filing requirements for the past 90 days.
Yes
x
No
¨
|
Indicate
by check mark if disclosure of delinquent filers pursuant to Item
405 of
Regulation S-K is not contained herein, and will not be contained,
to the
best of Registrant’s knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K
or any
amendment to this Form 10-K. x
|
Indicate
by check mark whether the registrant is a large accelerated filer,
an
accelerated filer, or a non-accelerated filer. See definition of
“accelerated
filer and large accelerated filer”
in
Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer
¨
Accelerated filer ¨
Non-accelerated filer x
|
Indicate
by check mark if whether the registrant is a shell company (as defined
in
Rule 12b-2 of the Exchange Act).
Yes
x
No
¨
|
SAFE
HARBOR STATEMENT
|
2
|
|
PART
I
|
3
|
|
Item
1.
|
Business
|
3
|
Item
1A.
|
Risk
Factors
|
6
|
Item
1B.
|
Unresolved
Staff Comments
|
14
|
Item
2.
|
Properties
|
15
|
Item
3.
|
Legal
Proceedings
|
15
|
Item
4.
|
Submission
of Matters to a Vote of Security Holders
|
15
|
PART
II
|
16
|
|
Item
5.
|
Market
for Registrant’s Common Equity, Related Stockholder Matters
|
|
|
and
Issuer Purchases of Equity Securities
|
16
|
Item
6.
|
Selected
Financial Data
|
17
|
Item
7.
|
Management’s
Discussion and Analysis of Financial Condition and
|
|
|
Results
of Operations
|
19
|
Item
7A.
|
Quantitative
and Qualitative Disclosures About Market Risk
|
23
|
Item
8.
|
Financial
Statements and Supplementary Data
|
24
|
Item
9.
|
Changes
in and Disagreements with Accountants on Accounting and Financial
Disclosure
|
38
|
Item
9A.
|
Controls
and Procedures
|
38
|
Item
9B.
|
Other
Information
|
38
|
|
||
PART
III
|
39
|
|
Item
10.
|
Directors
and Executive Officers of the Registrant
|
39
|
Item
11.
|
Executive
Compensation
|
39
|
Item
12.
|
Security
Ownership of Certain Beneficial Owners and Management
|
39
|
Item
13.
|
Certain
Relationships and Related Transactions
|
39
|
Item
14.
|
Principal
Accountant Fees and Services
|
39
|
|
||
Part
IV
|
40
|
|
Item
15.
|
Exhibits
and Financial Statement Schedules
|
40
|
SIGNATURES
|
41
|
·
|
prior
to the consummation of a business combination, we will submit
such
business combination to our stockholders for
approval;
|
·
|
we
may consummate the business combination only if approved by a
majority of
the shares of common stock voted by the public stockholders and
public
stockholders owning less than 20% of the shares sold in this
offering
exercise their conversion rights;
|
·
|
if
a business combination is approved and consummated, public stockholders
who voted against the business combination and properly exercise
their
conversion rights will receive their pro rata share of the trust
account;
and
|
·
|
if
a business combination is not consummated or a letter of intent,
an
agreement in principle or a definitive agreement is not signed
within the
time periods specified in this prospectus, then we will distribute
to all
of our public stockholders their pro rata share of the trust
account.
|
·
|
may
significantly reduce the equity interest of
investors;
|
·
|
may
subordinate the rights of holders of common stock if preferred
stock is
issued with rights senior to those afforded to our common
stock;
|
·
|
will
likely cause a change in control if a substantial number of our
shares of
common stock are issued, which may affect, among other things,
our ability
to use our net operating loss carryforwards, if any, and could
result in
the resignation or removal of our present officers and directors;
and
|
·
|
may
adversely affect prevailing market prices for our common
stock.
|
·
|
default
and foreclosure on our assets if our operating revenues after
a business
combination are insufficient to repay our debt
obligations;
|
·
|
acceleration
of our obligations to repay the indebtedness even if we make
all principal
and interest payments when due if certain covenants that require
the
maintenance of certain financial ratios or reserves are breached
without a
waiver or renegotiation of that
covenant;
|
·
|
our
immediate payment of all principal and accrued interest, if any,
if the
debt security is payable on demand;
and
|
·
|
our
inability to obtain necessary additional financing if the debt
security
instrument covenants restricting our ability to obtain such financing
while the debt instrument is
outstanding.
|
·
|
solely
dependent upon the performance of a single business;
or
|
·
|
dependent
upon the development or market acceptance of a single or limited
number of
products, processes or services.
|
·
|
a
limited availability of market quotations for our
securities;
|
·
|
a
determination that our common stock is a “penny stock,” which will require
brokers trading in our common stock to adhere to more stringent
rules and
possibly resulting in a reduced level of trading activity in
the secondary
trading market for our common
stock;
|
·
|
a
limited amount of news and analyst coverage for our company;
and
|
·
|
a
decreased ability to issue additional securities or obtain additional
financing in the future.
|
·
|
restrictions
on the nature of our investments;
and
|
·
|
restrictions
on the issuance of securities.
|
·
|
registration
as an investment company;
|
·
|
adoption
of a specific form of corporate structure;
and
|
·
|
reporting,
record keeping, voting, proxy, compliance policies and procedures
and
disclosure requirements and other rules and
regulations.
|
|
Units
|
Common
Stock
|
Warrants
|
||||||||||||||||
|
High
|
Low
|
High
|
Low
|
High
|
Low
|
|||||||||||||
2006:
|
|
|
|
|
|
|
|||||||||||||
Fourth
Quarter
|
$
|
8.60
|
$
|
7.81
|
$
|
7.70
|
$
|
7.25
|
$
|
1.15
|
$
|
0.62
|
|||||||
Third
Quarter
|
$
|
8.45
|
$
|
7.75
|
$
|
7.36
|
$
|
7.22
|
$
|
0.85
|
$
|
0.63
|
|||||||
Second
Quarter
|
$
|
8.06
|
$
|
7.75
|
$
|
7.35
|
$
|
7.24
|
$
|
0.80
|
$
|
0.63
|
Plan
category
|
(a)
Number
of securities to be issued upon exercise of outstanding options,
warrants
and rights
|
(b)
Weighted-average
exercise price of outstanding options, warrants and rights
|
(c)
Number
of securities remaining available for future issuance under equity
compensation plans (excluding securities reflected in column
(a))
|
|||||||
Equity
compensation plans approved by security holders
|
—
|
—
|
—
|
|||||||
Equity
compensation plans not approved by security holders(1)
|
225,000
|
$
|
7.30
|
1,275,000
|
||||||
Total
|
225,000
|
$
|
7.30
|
1,275,000
|
October 14,
2006 (inception) to December 31, 2005
|
Year
Ended December 31, 2006
|
October
14, 2005 (inception) to December 31, 2006
|
||||||||
General
and administrative expenses
|
$
|
4,000
|
$
|
1,171,000
|
$
|
1,175,000
|
||||
Operating
(loss)
|
(4,000
|
)
|
(1,171,000
|
)
|
(1,175,000
|
)
|
||||
Other
income:
|
|
|
||||||||
Interest
(expense)
|
—
|
(21,000
|
)
|
(21,000
|
)
|
|||||
Interest
income
|
—
|
1,889,000
|
1,889,000
|
|||||||
Net
income (loss)
|
$
|
(4,000
|
)
|
$
|
457,000
|
$
|
453,000
|
|||
Net
income (loss) per share:
|
|
|||||||||
Basic
|
$
|
(0.00
|
)
|
$
|
0.06
|
|||||
Diluted
|
(0.00
|
)
|
0.05
|
|||||||
|
|
|||||||||
Weighted
average shares outstanding:
|
|
|||||||||
Basic
|
1,875,000
|
8,151,000
|
||||||||
Diluted
|
1,875,000
|
9,637,000
|
||||||||
December
31 , 2005 |
December
31, 2006 |
||||||
Cash
|
$
|
175,000
|
$
|
38,000
|
|||
Cash
equivalents held in trust - restricted
|
—
|
68,055,000
|
|||||
Total
assets
|
380,000
|
69,128,000
|
|||||
Deferred
underwriting fees
|
—
|
1,380,000
|
|||||
Total
liabilities
|
133,000
|
3,797,000
|
|||||
Common
stock subject to possible conversion
|
—
|
13,168,000
|
|||||
Stockholders’
equity
|
246,000
|
52,163,000
|
First
Quarter
|
Second
Quarter
|
Third
Quarter
|
Fourth
Quarter
|
||||||||||
Net
income (loss)
|
$
|
(8,000
|
)
|
$
|
303,000
|
$
|
(3,000
|
)
|
$
|
165,000
|
|||
Basic
income (loss) per share
|
(—
|
)
|
0.03
|
(—
|
)
|
0.02
|
|||||||
Diluted
income (loss) per share
|
(—
|
)
|
0.03
|
(—
|
)
|
0.01
|
|
|
Payment
Due by Year Ending December 31,
|
|||||||||||||||||
Contractual
Obligations
|
|
Total
|
|
|
2007
|
|
|
2008-2010
|
|
|
2013
|
|
|
2014
and Thereafter
|
|||||
|
|
(in
thousands)
|
|||||||||||||||||
Limited
recourse revolving line of credit(1)
|
|
$
|
1,301
|
|
|
$
|
1,301
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,301
|
|
|
$
|
1,301
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
Index to Financial Statements: | ||
Report of Grobstein Horwath & Company LLP |
25
|
|
Report of LaRue, Corrigan &McCormick LLP |
26
|
|
Consolidated Balance Sheets as of December 31, 2005 and 2006 |
27
|
|
Consolidated Statements of Income from inception to December 31, 2005, for the year ended December 31, 2006 and from inception through December 31, 2006 |
28
|
|
Consolidated Statement of Stockholders’ Equity from inception through December 31, 2005 and for the year ended December 31, 2006 |
29
|
|
Consolidated Statements of Cash Flows from inception to December 31, 2005, for the year ended December 31, 2006 and from inception through December 31, 2006 |
30
|
|
Notes to Consolidated Financial Statements |
31
|
GENERAL
FINANCE CORPORATION AND SUBSIDIARIES
|
||||||||
(A
Development Stage Company)
|
||||||||
CONSOLIDATED
BALANCE SHEETS
|
|
December
31,
2005 |
December
31,
2006 |
|||||
ASSETS
|
|||||||
Current
assets:
|
|
|
|||||
Cash
|
$
|
175,375
|
$
|
37,713
|
|||
Cash
equivalents held in trust account - restricted
|
—
|
68,055,252
|
|||||
Prepaid
insurance
|
—
|
19,125
|
|||||
Total
current assets
|
175,375
|
68,112,090
|
|||||
Office
equipment, net
|
—
|
2,871
|
|||||
Deferred
income taxes
|
—
|
198,300
|
|||||
Other
assets
|
204,181
|
814,547
|
|||||
Total
assets
|
$
|
379,556
|
$
|
69,127,808
|
|||
|
|
|
|||||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|
|
|||||
Current
liabilities:
|
|
||||||
Accounts
payable
|
$
|
108,116
|
$
|
462,224
|
|||
Accrued
liabilities, including accrued interest of $20,498 in 2006
on borrowings
from related party
|
24,949
|
77,083
|
|||||
Income
taxes payable
|
—
|
597,500
|
|||||
Deferred
underwriting fees
|
—
|
1,380,000
|
|||||
Borrowings
from related party
|
—
|
1,280,000
|
|||||
Total
current liabilities
|
133,065
|
3,796,807
|
|||||
Common
stock subject to possible conversion,
|
|
||||||
1,724,138
shares at conversion value
|
—
|
13,168,200
|
|||||
|
|
||||||
Commitments
|
—
|
—
|
|||||
|
|
||||||
Stockholders’
equity:
|
|
|
|||||
Preferred
stock, $.0001 par value: 1,000,000 shares authorized; no shares
outstanding
|
—
|
—
|
|||||
Common
stock, $.0001 par value: 100,000,000 shares authorized;
|
|
||||||
1,875,000
shares outstanding in 2005 and 10,500,000 shares outstanding
(including
1,724,138 shares subject to possible conversion) in 2006
|
188
|
1,050
|
|||||
Additional
paid-in capital
|
249,812
|
51,708,433
|
|||||
Earnings
accumulated during the development stage
|
(3,509
|
)
|
453,318
|
||||
Total
stockholders’ equity
|
246,491
|
52,162,801
|
|||||
Total
liabilities and stockholders’ equity
|
$
|
379,556
|
$
|
69,127,808
|
GENERAL
FINANCE CORPORATION AND SUBSIDIARIES
|
(A
Development Stage Company)
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
October
14, 2005 (inception) to December 31, 2005
|
Year
Ended December 31, 2006
|
October
14, 2005 (inception) to
December 31, 2006
|
||||||||
General
and administrative expenses
|
$
|
3,509
|
$
|
1,171,478
|
$
|
1,174,987
|
||||
Operating
loss
|
(3,509
|
)
|
(1,171,478
|
)
|
(1,174,987
|
)
|
||||
Other
income:
|
||||||||||
Interest
income
|
—
|
1,888,503
|
1,888,503
|
|||||||
Interest
expense
|
—
|
(20,498
|
)
|
(20,498
|
)
|
|||||
Income
(loss) before provision for income taxes
|
(3,509
|
)
|
696,527
|
693,018
|
||||||
Provision
for income taxes
|
—
|
239,700
|
239,700
|
|||||||
Net
income (loss)
|
$
|
(3,509
|
)
|
$
|
456,827
|
$
|
453,318
|
|||
Net
income (loss) per share:
|
||||||||||
Basic
|
$
|
(0.00
|
)
|
$
|
0.06
|
|||||
Diluted
|
$
|
(0.00
|
)
|
$
|
0.05
|
|||||
Weighted
average shares outstanding
|
||||||||||
Basic
|
1,875,000
|
8,151,369
|
||||||||
Diluted
|
1,875,000
|
9,636,545
|
Common
Stock
|
Additional
Paid-In
|
Earnings
Accumulated During the Development
|
Total
Stockholders’
|
|||||||||||||
Shares
|
Amount
|
Capital
|
Stage
|
Equity
|
||||||||||||
Balance
at October 14, 2005 (inception)
|
—
|
$
|
—
|
$
|
—
|
$
|
—
|
$
|
—
|
|||||||
Sale
of common stock to initial stockholder on
October
14, 2005
|
1,875,000
|
188
|
249,812
|
—
|
250,000
|
|||||||||||
Net
loss
|
—
|
—
|
—
|
(3,509
|
)
|
(3,509
|
)
|
|||||||||
Balance
at December 31, 2005
|
1,875,000
|
188
|
249,812
|
(3,509
|
)
|
246,491
|
||||||||||
Sale
of warrants on April 10, 2006
|
—
|
—
|
700,000
|
—
|
700,000
|
|||||||||||
Sale
of 7,500,000 units and underwriters’ purchase
option,
net of underwriters’ discount and
offering
expenses on April 10, 2006
|
7,500,000
|
750
|
55,254,754
|
—
|
55,255,504
|
|||||||||||
Sale
of 1,125,000 units for over-allotment on
April
13, 2006
|
1,125,000
|
112
|
8,319,667
|
—
|
8,319,779
|
|||||||||||
Proceeds
subject to possible conversion of
1,724,138
shares
|
—
|
—
|
(12,857,800
|
)
|
—
|
(12,857,800
|
)
|
|||||||||
Share-based
compensation
|
—
|
—
|
42,000
|
—
|
42,000
|
|||||||||||
Net
income
|
—
|
—
|
—
|
456,827
|
456,827
|
|||||||||||
Balance
at December 31, 2006
|
10,500,000
|
$
|
1,050
|
$
|
51,708,433
|
$
|
453,318
|
$
|
52,162,801
|
GENERAL
FINANCE CORPORATION AND SUBSIDIARIES
|
(A
Development Stage Company)
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
|
October
14, 2005 (inception) to December 31, 2005
|
Year
ended December 31, 2006
|
October
14, 2005 (inception) to December 31, 2006
|
|||||||
Cash
flows from operating activities
|
|
|
|
|||||||
Net
income (loss)
|
$
|
(3,509
|
)
|
$
|
456,827
|
$
|
453,318
|
|||
Depreciation
and amortization
|
—
|
722
|
722
|
|||||||
Share-based
compensation expense
|
—
|
42,000
|
42,000
|
|||||||
Deferred
income taxes
|
—
|
(198,300
|
)
|
(198,300
|
)
|
|||||
Changes
in operating assets and liabilities:
|
|
|
|
|||||||
Prepaid
expenses
|
—
|
(19,125
|
)
|
(19,125
|
)
|
|||||
Other
assets
|
(71,116
|
)
|
200,493
|
(3,688
|
)
|
|||||
Accounts
payable and accrued liabilities
|
—
|
406,242
|
539,307
|
|||||||
Income
taxes payable
|
—
|
597,500
|
597,500
|
|||||||
Interest
deferred for common stock subject to possible
conversion,
net of $160,300 income tax effect
|
—
|
310,400
|
310,400
|
|||||||
Net
cash provided by operating activities
|
(74,625
|
)
|
1,796,759
|
1,722,134
|
||||||
|
|
|
|
|||||||
Cash
flows from investing activities:
|
|
|
|
|||||||
Deposit
related to proposed acquisition
|
—
|
(811,320
|
)
|
(811,320
|
)
|
|||||
Purchases
of office equipment
|
—
|
(3,132
|
)
|
(3,132
|
)
|
|||||
Cash
equivalents held in trust account
|
—
|
(68,055,252
|
)
|
(68,055,252
|
)
|
|||||
Net
cash used by investing activities
|
—
|
(68,869,704
|
)
|
(68,869,704
|
)
|
|||||
|
|
|
|
|||||||
Cash
flows from financing activities:
|
|
|
|
|||||||
Borrowings
from revolving line of credit with related party
|
—
|
1,280,000
|
1,280,000
|
|||||||
Proceeds
from sale of units, net
|
—
|
64,955,283
|
64,955,283
|
|||||||
Proceeds
from private placement
|
—
|
700,000
|
700,000
|
|||||||
Proceeds
from sale of common stock to initial stockholder
|
250,000
|
—
|
250,000
|
|||||||
Net
cash provided by financing activities
|
250,000
|
66,935,283
|
67,185,283
|
|||||||
|
|
|
|
|||||||
Net
(decrease) increase in cash
|
175,375
|
(137,662
|
)
|
37,713
|
||||||
|
|
|
|
|||||||
Cash
at beginning of period
|
—
|
175,375
|
—
|
|||||||
Cash
at end of period
|
$
|
175,375
|
$
|
37,713
|
$
|
37,713
|
||||
Non-cash
financing activity:
|
|
|
|
|||||||
Accrued
deferred underwriting fees
|
—
|
$
|
1,380,000
|
$
|
1,380,000
|
|||||
Accrued
deferred offering costs
|
$
|
133,065
|
—
|
—
|
October 14,
2005 (inception) to
December 31,
2005
|
Year
Ended
December
31, 2006
|
||||||
Basic
|
1,875,000
|
8,151,369
|
|||||
Assumed
conversion of warrants
|
—
|
1,481,590
|
|||||
Assumed
conversion of stock options
|
—
|
3,586
|
|||||
1,875,000
|
9,636,545
|
General Finance Corporation | ||
|
|
|
By: | /s/ Ronald F. Valenta | |
Name: Ronald
F. Valenta
Title: Chief
Executive Officer
|
Signature
|
Title
|
Date
|
||
/s/ Ronald F. Valenta |
Chief
Executive Officer, Secretary and Director
(Principal
Executive Officer)
|
February
23, 2007
|
||
Ronald
F. Valenta
|
||||
/s/
Charles E. Barrantes
|
Executive
Vice President & Chief Financial Officer
(Principal
Accounting and Financial Officer)
|
February
23, 2007
|
||
Charles
E. Barrantes
|
||||
/s/
Lawrence Glascott
|
Chairman
of the Board of Directors
|
February
23, 2007
|
||
Lawrence
Glascott
|
||||
/s/
David M. Connell
|
Director
|
February
23, 2007
|
||
David
M. Connell
|
||||
/s/
Manuel Marrero
|
Director
|
February
23, 2007
|
||
Manuel
Marrero
|
||||
/s/
James B. Roszak
|
Director
|
February
23, 2007
|
||
James
B. Roszak
|
Exhibit
Number
|
Exhibit
Description
|
|
2.1
|
Share
Sale Deed, dated as of September 12, 2006, by and among General
Finance
Corporation, GFN Australasia Finance Pty Limited, Equity Partners
Two Pty
Limited, Cetro Pty Limited, FOMJ Pty Limited, FOMM Pty Limited,
TWE Pty
Limited, Michael Paul Baxter, James Harold Warren, Paul Henry
Jeffery and
Peter Linden McCann (incorporated by reference to Exhibit 2.1
of
Registrant’s Form 8-K filed September 12, 2006); Deed of Variation to
Share Sale Deed, dated as of September 12, 2006 (incorporated
by reference
to Exhibit 10.1 of Registrant’s Form 8-K filed January 25,
2007).
|
|
3.1
|
Amended
and Restated Certificate of Incorporation filed April 4, 2006
(incorporated by reference to Exhibit 3.1 of Registrant’s Form S-1, File
No. 333-129830).
|
|
3.2
|
Bylaws
as of October 14, 2005 (incorporated by reference to Exhibit
3.2 of
Registrant’s Form S-1, File No. 333-129830).
|
|
4.1
|
Form
of Unit Certificate (incorporated by reference to Exhibit 4.1 of
Registrant’s Form S-1, File No. 333-129830).
|
|
4.2
|
Form
of Common Stock Certificate (incorporated by reference to Exhibit
4.2 of
Registrant’s Form S-1, File No. 333-129830).
|
|
4.3
|
Form
of Warrant Certificate (incorporated by reference to Exhibit
4.3 of
Registrant’s Form S-1, File No. 333-129830).
|
|
10.1
|
Unit
Purchase Option granted to Morgan Joseph & Co. Inc. dated
April 10, 2006 (incorporated by reference to Exhibit 10.1 of
Registrant’s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2006).
|
|
10.2
|
Warrant
Agreement dated April 5, 2006 between Continental Stock Transfer
& Trust Company and General Finance Corporation (incorporated by
reference to Exhibit 10.2 of Registrant’s Quarterly Report on Form 10-Q
for the quarter ended March 31, 2006).
|
|
10.3
|
Investment
Management Trust Agreement dated April 5, 2006 between Continental
Stock Transfer & Trust Company and General Finance Corporation
(incorporated by reference to Exhibit 10.3 of Registrant’s Quarterly
Report on Form 10-Q for the quarter ended March 31,
2006).
|
|
10.4
|
Stock
Escrow Agreement dated April 5, 2006 between General Finance
Corporation, Continental Stock Transfer & Trust Company and certain
stockholders (incorporated by reference to Exhibit 10.4 of Registrant’s
Quarterly Report on Form 10-Q for the quarter ended March 31,
2006).
|
|
10.5
|
Amended
and Restated Warrant Purchase Agreements dated April 5, 2006 by and
between Morgan Joseph & Co. Inc and each of Ronald F. Valenta and John
O. Johnson (incorporated by reference to Exhibit 10.5 of Registrant’s
Quarterly Report on Form 10-Q for the quarter ended March 31,
2006).
|
10.6
|
Amended
and Restated Letter Agreement dated March 3, 2006 among the
Registrant, Morgan Joseph & Co., and each of David M. Connell,
Lawrence Glascott, Manuel Marrero, James B. Roszak, John O. Johnson
and
Marc Perez; Amended and Restated Letter Agreement dated March 3, 2006
among the Registrant, Morgan Joseph & Co. Inc. and Ronald F.
Valenta (incorporated by reference to Exhibit 10.1 of Registrant’s Form
S-1, File No. 333-129830).
|
|
10.7
|
Amended
and Restated Registration Rights Agreement dated March 3, 2006 by and
between the Registrant and each of Ronald F. Valenta, John O.
Johnson,
Marc Perez, Lawrence Glascott, David M. Connell, Manuel Marrero
and James
B. Roszak (incorporated by reference to Exhibit 10.5 of Registrant’s Form
S-1, File No. 333-129830).
|
|
10.
8
|
Form
of Indemnification Agreement by and between the Registrant and
each of
Ronald F. Valenta, John O. Johnson, Marc Perez, Lawrence Glascott,
David
M. Connell, Manuel Marrero and James B. Roszak (incorporated
by reference
to Exhibit 10.7 of Registrant’s Form S-1, File No.
333-129830).
|
|
10.9
|
2006
Stock Option Plan (incorporated by reference to Exhibit 10.1
of
Registrant’s Form 10-Q for the quarter ended September 30,
2006).
|
|
10.10
|
Forms
of Incentive Stock Option Agreement and Non-Qualified Stock Option
Agreement used under the 2006 Stock Option Plan (incorporated
by reference
to Exhibit 10.2 of Registrant’s Form 8-K filed September 12,
2006).
|
|
10.11
|
Employment
Agreement dated September 11, 2006 with Charles E. Barrantes
(incorporated
by reference to Exhibit 10.3 of Registrant’s Form 8-K filed
September 12, 2006).
|
|
10.12
|
Fourth
Amended and Restated Revolving Line of Credit Agreement, dated
as of
January 20, 2007, by and between General Finance Corporation and
Ronald F. Valenta (incorporated by reference to Exhibit 10.2
of
Registrant’s Form 8-K filed January 25, 2007).
|
|
21.1
|
Subsidiaries
of General Finance Corporation
|
|
31.1
|
Certification
of Chief Executive Officer Pursuant to SEC Rule
13a-14(a)/15d-14(a)
|
|
31.2
|
Certification
of Chief Financial Officer Pursuant to SEC Rule
13a-14(a)/15d-14(a)
|
|
32.1
|
Certification
of Chief Executive Officer Pursuant to 18 U.S.C. §1350
|
|
32.2
|
Certification
of Chief Financial Officer Pursuant to 18 U.S.C. §1350
|