Unassociated Document
Filed
Pursuant to Rule 424(b)(3)
File
No.
333- 129830
PROSPECTUS
SUPPLEMENT NO. 1
(To
Prospectus dated April 23, 2008)
GENERAL
FINANCE CORPORATION
8,625,000
Shares of Common Stock
This
Prospectus Supplement No. 1 supplements our prospectus dated April 23, 2008
(“Original Prospectus”), relating to 8,625,000 shares of common stock issuable
upon exercise of our warrants included as part of the units issued in our
initial public offering in April 2006.
This
Prospectus Supplement should be read in conjunction with the Original
Prospectus, and is qualified in reference to the Original Prospectus, except
to
the extent that the information presented herein supersedes the information
contained in the Original Prospectus. This Prospectus Supplement is not complete
without, and may not be delivered or utilized except in connection with, the
Original Prospectus, including any amendments or supplements
thereto.
Temporary
Reduction in Exercise Price of Warrants
The
current exercise price of each warrant is $6.00.
We
are
offering to all holders of these 8,625,000 warrants the right to exercise the
warrants at the reduced exercise price of $5.10 per warrant during the period
commencing on May 2, 2008 and terminating at 5:00 p.m. Eastern Daylight Time
on
May 30, 2008, or at such later date to which we may extend the Offer. Each
warrant entitles the holder to purchase one share of our common stock
We
have
filed with the Securities and Exchange Commission a Schedule TO and circulated
to our warrant holders an offer letter that explains the offer in greater
detail.
Neither
the Securities and Exchange Commission nor any state securities commission
has
approved or disapproved of these securities or passed upon the adequacy or
accuracy of this prospectus. Any representation to the contrary is a criminal
offense.
The
date
of this Prospectus Supplement is May 2, 2008.