General Finance Corporation Announces Closing of Pac-Van, Inc. Acquisition, Revised Guidance for Fiscal 2009, Appointment of New
02 10월 2008 - 8:58AM
Business Wire
General Finance Corporation (�General Finance�) (NASDAQ: GFN)
(NASDAQ: GFNCW) (NASDAQ: GFNCU) today announced that it completed
its acquisition of Pac-Van, Inc. (�Pac-Van�) through a merger of
Mobile Office Acquisition Corp. (�MOAC�), the parent company of
Pac-Van, and General Finance�s wholly-owned subsidiary GFN North
America Corp. (�GFNA�). The stockholders of General Finance
approved the merger at a Special Meeting of Stockholders on
September 30, 2008. The acquisition extends the operations of
General Finance companies from Australia and New Zealand, where
Royal Wolf Trading Australia Pty Limited (�Royal Wolf�) is the
leading provider of portable storage solutions, to North America,
where Pac-Van is a key provider of modular buildings and mobile
office units. General Finance�s Chairman, Lawrence P. Glascott,
stated: �We are pleased to have completed the acquisition of
Pac-Van, a widely recognized North American mobile office, modular
building and portable storage solutions provider with a national
platform. We believe the acquisition of Pac-Van provides several
strategic benefits: the diversification of our business across
several geographic markets, the addition of a high quality
management team and improved access to the capital markets. We
expect the acquisition will be accretive to fiscal 2009 earnings
and will contribute to our financial growth.� Pac-Van is
headquartered in Indianapolis, Indiana, and operates 26 branch
locations in 17 states in the United States with more than 7,000
customers and has unaudited adjusted trailing twelve month earnings
before interest, income taxes, depreciation and amortization and
other non-operating costs (�EBITDA�) of $22.9 million as of June
30, 2008. Ted Mourouzis, current President and COO of Pac-Van since
1999, and Pac-Van�s senior management team of six executives will
continue to lead Pac-Van. With the consummation of the merger,
General Finance expanded the size of its board of directors from
five to six by appointing Ronald L. Havner Jr. to serve as a
director. Mr. Havner served as a member of the board of directors
of MOAC from 2006 to 2008. Concurrently with the merger, GFNA and
Pac-Van entered into amendments to Pac-Van�s senior credit facility
and subordinated debt agreements allowing the assumption of all of
the debt along with additional revolving debt availability, subject
to certain terms and conditions. In connection with the closing of
the acquisition of Pac-Van, General Finance is issuing revised
guidance for the fiscal year ending June 30, 2009(1). This guidance
reflects the Pac-Van acquisition and the anticipated nine months
financial contribution of Pac-Van and has been updated to reflect
the recent significant declines in the Australian Dollar/U.S.
Dollar exchange rate. General Finance disclaims any intent or
obligation to update these guidance amounts solely for any future
changes in exchange rates. � � Total revenues should be in the
range of between $165 million and $175 million; � � EBITDA(2),
after deduction of share-based compensation expense, should be in
the range of $39 million to $44 million; � � Net fleet capital
expenditures are expected to be approximately $16 million to $20
million; and � � Lease fleet is projected to be approximately
40,000 to 44,000 units. (1) A currency exchange rate of 0.80
Australian Dollars to the U.S. Dollar was used in these forecasts.
General Finance used an exchange rate of 0.94 in its initial
guidance amounts released on June 26, 2008. (2) EBITDA is a
supplemental measure of performance that is not required by, or
presented in accordance with U.S. generally accepted accounting
principles (�GAAP�). EBITDA is a non-GAAP measure, is not a
measurement of our financial performance under GAAP and should not
be considered as an alternative to net income, income from
operations or any other performance measures derived in accordance
with GAAP or as an alternative to cash flow from operating,
investing or financing activities as a measure of liquidity. We
present EBITDA because we consider it to be an important
supplemental measure of our performance and because it is
frequently used by securities analysts, investors and other
interested parties in the evaluation of companies in our industry,
many of which present EBITDA when reporting their results. These
forward-looking statements reflect General Finance�s expectations
as of October 1, 2008. Actual full-year results may be materially
different and affected by many factors, including those outlined in
the �forward-looking statements� paragraph at the end of this press
release. The results do not include subsequent acquisitions that
may occur between October 2, 2008 and June 30, 2009. Effective
October 1, 2008, the common stock, warrants and units of the
Company commenced trading on the NASDAQ Global Market under the
symbols GFN, GFNCW and GFNCU, respectively. Additional Information
About General Finance Corporation General Finance Corporation
(www.generalfinance.com), through its indirect 86.2%-owned
subsidiary, Royal Wolf (www.royalwolf.com.au) and its indirect
100%-owned subsidiary Pac-Van (www.pacvan.com), sells and leases
portable storage containers, portable container buildings, freight
containers, modular buildings and mobile offices to a broad cross
section of industrial, commercial, educational and government
customers throughout Australia, New Zealand and the United States.
Cautionary Statement About Forward-Looking Statements Statements in
this news release that are not historical facts are forward-looking
statements. Such forward-looking statements include, but are not
limited to, prospects of Royal Wolf and Pac-Van. Readers are
cautioned that these forward-looking statements involve certain
risks and uncertainties, including those contained in filings with
the Securities and Exchange Commission; such as General Finance�s
definitive proxy statement with respect to General Finance�s
acquisition of Pac-Van, its Annual Report on Form 10-K for the
fiscal year ended June 30, 2008 and its post-effective amendment on
Form S-1.
General Finance (MM) (NASDAQ:GFNCU)
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