Gilbert + Tobin is advising General Finance Corporation (General Finance) and its wholly owned subsidiary GFN Asia Pacific Holdings Pty Ltd (GFN), in relation to GFN’s off-market takeover offer to acquire Royal Wolf Holdings Limited (Royal Wolf).

GFN has offered $1.83 cash per Royal Wolf share less the cash amount of a $0.0265 dividend (Offer).   

The takeover bid, which was announced on 12 July 2017, values Royal Wolf at a market capitalisation of approximately $184 million and an enterprise value of approximately $290 million. The Offer represents a 40.8 percent premium to the closing share price of Royal Wolf shares on the trading day prior to announcement of the Offer (the last date Royal Wolf shares traded prior to announcement was 6 July 2017).  GFN lodged its bidder’s statement with ASIC, Royal Wolf and ASX on 19 July 2017.

Royal Wolf is one of the leading suppliers of containers in Australia and New Zealand, and specialises in the hire, sale and modification of new and refurbished shipping containers.  General Finance, headquartered in Pasadena, California, provides mobile storage, liquid containment and modular space solutions.  General Finance, through a wholly owned subsidiary, has been Royal Wolf’s major shareholder since its listing in 2011 and prior to that, Royal Wolf was 100 percent owned by General Finance.

Partner Peter Cook said:

“We are very pleased to be advising General Finance on this transaction, assisting them with their commercial objective of bringing Royal Wolf back under the full ownership of General Finance.  The Gilbert + Tobin team has been very active in M+A transactions throughout the year and this transaction further cements our market-leading position.”

Peter Cook and lawyer Olivia Blakiston from Corporate Advisory are advising General Finance in relation to the Offer, with Banking + Infrastructure partner Gail Christopher advising in relation to financing arrangements. 

Gilbert + Tobin’s M&A team consistently advises on the largest deals in the market including the dual-track IPO and trade sale process of Moly-Cop, TPG and OTPP on the proposal to acquire Fairfax, Qube on the acquisition of Asciano, Cover-More on its scheme of arrangement with Zurich, SAI Global on its scheme of arrangement with Baring Asia and Spotless on Downer EDI’s takeover bid. In 2016, the M&A team acted on three of the five largest deals announced in Australia.


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