United Rentals has completed the previously announced acquisition of General Finance Corp.
“We’re delighted to welcome our new customers and team members to United Rentals,” said United Rentals CEO Matthew Flannery. “This is an acquisition with strong strategic and financial merits, timed to serve the increasing demand in our end markets. It expands our growth capacity with the addition of leading mobile storage and modular office solutions, including over 900 employees with complementary expertise. As customers turn to us for the equipment they need, we’re giving them the industry’s most complete range of solutions to help them succeed.”
The company plans to update its 2021 financial outlook to reflect the combined operations when it releases financial results for the second quarter in July.
The acquisition of General Finance was structured as a merger under Section 251(h) of the General Corporation Law of the State of Delaware, following the successful completion of the cash tender offer by UR Merger Sub VI Corporation, a Delaware corporation and wholly owned subsidiary of United Rentals, to purchase all outstanding shares of common stock of General Finance for $19.00 per share net to the holder thereof in cash, without interest, less any applicable withholding of taxes.
As a result of the merger, all remaining shares of common stock of General Finance (other than those shares held by General Finance, United Rentals (North America) Inc., a Delaware corporation and a wholly owned subsidiary of United Rentals, or Merger Sub) were cancelled and converted into the right to receive $19.00 per share net to the holder thereof in cash, without interest, less any applicable withholding of taxes.
Following the completion of the merger, all of the issued and outstanding shares of General Finance’s preferred stock will be redeemed in accordance with their terms, and General Finance’s common stock, Series C preferred stock and unsecured senior notes will be delisted from trading on the NASDAQ Global Select Market.
Sullivan & Cromwell LLP acted as United Rentals’ legal advisor in the transaction. Morrison and Foerster LLP acted as General Finance’s legal advisor and D.A. Davidson acted as its financial advisor.