| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | GFN | Common Stock | Disposed to Issuer | -$29.7M | -1.56M | -100% | $19.00 | 0 | May 25, 2021 | Direct | F1 |
| transaction | GFN | Common Stock | Disposed to Issuer | -$213K | -11.2K | -100% | $19.00 | 0 | May 25, 2021 | Former spouse of Reporting Person | F1 |
| transaction | GFN | Common Stock | Disposed to Issuer | -$1.27M | -66.6K | -100% | $19.00 | 0 | May 25, 2021 | See footnote | F1, F2 |
| transaction | GFN | Common Stock | Disposed to Issuer | -$1.14M | -60K | -100% | $19.00 | 0 | May 25, 2021 | PV Realty, L.L.C. | F1, F3 |
| transaction | GFN | Common Stock | Disposed to Issuer | -$31.3M | -1.65M | -100% | $19.00 | 0 | May 25, 2021 | GF Group Holdings, Inc. | F1, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | GFN | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -160K | -100% | $0.00* | 0 | May 25, 2021 | Common Stock | 160K | GF Group Holdings, Inc. | F4, F5 |
Ronald Valenta is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 15, 2021, by and among General Finance Corporation (the "Company"), United Rentals (North America), Inc., ("Parent"), and UR Merger Sub VI Corporation ("Merger Sub"), pursuant to which the Company became a direct wholly owned subsidiary of Parent (the "Merger") on May 25, 2021 (the "Effective Time"). At the Effective Time, all of the issued and outstanding shares of the Company's common stock, par value $0.0001 per share (the "Shares") were cancelled and converted into a right to receive $19.00 in cash (the "Merger Consideration") without interest and subject to applicable withholding taxes. |
| F2 | Securities were in accounts of three children of Reporting Person over which Reporting Person exercised investment power. |
| F3 | Securities were owned by PV Realty, L.L.C., a California limited liability company, over which the Reporting Person exercises voting and investment control. |
| F4 | Securities were owned by GF Group Holdings, Inc., a Delaware corporation, over which the Reporting Person exercises voting and investment control. |
| F5 | At the Effective Time, all Company Options whether vested or unvested, were cancelled and each holder of such Company Option was entitled to receive (without interest), an amount in cash equal to the product of (x) the number of Shares subject to such Company Option immediately prior to the Effective Time multiplied by (y) the excess, if any, of (A) the Offer Price of $19.00 over (B) the exercise price per Share of such Company Option, less applicable Taxes required to be withheld with respect to such payment. |