Unassociated Document
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): November 28, 2006
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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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)
ý
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))
Item
7.01 Regulation
FD Disclosure
Commencing
in December 2006, General Finance Corporation (“GFC”) intends to hold
presentations for its stockholders regarding its proposed acquisition of RWA
Holdings Pty Limited, and its wholly owned subsidiaries, Royal Wolf Trading
Australia Pty Ltd and Royal Wolf Hi-tech Pty Ltd, as described in our Form
8-K
filed on September 12, 2006. At such presentations, the slide show presentation
attached to this Current Report on Form 8-K as Exhibit 99.1 will be distributed
to participants.
GFC
and
its directors and executive officers may be deemed to be participants in the
solicitation of proxies for the special meeting of stockholders at which
stockholders will be asked to approve the transaction.
GFC
stockholders and other interested persons are advised to read GFC’s preliminary
proxy statement and, when available, GFC’s definitive proxy statement in
connection with GFC’s solicitation of proxies for the special meeting at
which stockholders will be asked to approve the acquisition because these proxy
statements contain important information. Such persons can also read GFC’s final
prospectus, dated April 5, 2006, as well as periodic reports, for more
information about GFC, its officers, directors, and their interests in the
successful consummation of this business combination. The definitive proxy
statement will be mailed to stockholders as of a record date to be established
for voting at the special meeting. Stockholders will also be able to obtain
a copy of the definitive proxy statement, the final prospectus and other
periodic reports filed with the Securities and Exchange Commission, without
charge, by visiting the Securities and Exchange Commission’s Internet site at
(http://www.sec.gov).
Item
9.01 Financial
Statements and Exhibits
(d) Exhibits.
Exhibit
99.1 Slide
Show Presentation
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: November
28, 2006 |
By: |
/s/ JOHN
O.
JOHNSON |
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John O. Johnson
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