Other Expenses of Issuance and Distribution

EX-4.1 4 a14638a3exv4w1.htm EXHIBIT 4.1 exv4w1
 

EXHIBIT 4.1
         
 
      UNITS
NUMBER
       
U-                    
       
 
       
SEE REVERSE FOR
CERTAIN DEFINITIONS
 
GENERAL FINANCE CORPORATION
   
 
       
 
      CUSIP
UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK
THIS CERTIFIES THAT                                                                                                                                                                  is the owner of                                                                                                                                               Units.
Each Unit (“Unit”) consists of one (1) share of common stock, par value $.0001 per share (“Common Stock”), of General Finance Corporation, a Delaware corporation (the “Company”), and one warrant (the “Warrant”). The Warrant entitles the holder to purchase one (1) share of Common Stock for $6.00 per share (subject to adjustment). The Warrant will become exercisable on the later of (i) the Company’s completion of a merger, capital stock exchange, asset acquisition or other similar business combination and (ii)                     , 2007, and will expire unless exercised before 5:00 p.m., Los Angeles Time, on                     , 2010, or earlier upon redemption (the “Expiration Date”). The Common Stock and Warrant comprising the Units represented by this certificate are not transferable separately prior to                     , 2006, subject to earlier separation in the discretion of Morgan Joseph & Co. Inc. The terms of the Warrant are governed by a Warrant Agreement, dated as of                     , 2006, between the Company and Continental Stock Transfer & Trust Company, as Warrant Agent, and are subject to the terms and provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof. Copies of the Warrant Agreement are on file at the office of the Warrant Agent at 17 Battery Place, New York, New York 10004, and are available to any Warrant holder on written request and without cost.
This certificate is not valid unless countersigned by the Transfer Agent and Registrar of the Company.
Witness the facsimile seal of the Company and the facsimile signatures of its duly authorized officers.
                 
Dated:
               
 
   
 
By
               
 
               
 
  Chairman of the Board       Corporate Seal   Secretary

 


 

GENERAL FINANCE CORPORATION
     The Company will furnish without charge to each stockholder who so requests, a statement of the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights.
     The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:
             
 
  TEN COM –   as tenants in common   UNIF GIFT MIN ACT —                      Custodian                     
 
  TEN ENT –   as tenants by the entireties                                                    (Cust)                            (Minor)
 
  JT TEN –   as joint tenants with right of survivorship                              under Uniform Gifts to Minors
 
      and not as tenants in common                              Act                                         
 
                                                            (State)
Additional Abbreviations may also be used though not in the above list.
     For value received,                                                              hereby sell, assign and transfer unto
         
 
  PLEASE INSERT SOCIAL SECURITY OR OTHER    
 
          IDENTIFYING NUMBER OF ASSIGNEE    
     
 
       
 
       
     
 
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
 
 
                                                                                                                                                         ;                                       Units
represented by the within Certificate, and do hereby irrevocably constitute and appoint
                                                                                                                                                         ;                                      Attorney
to transfer the said Units on the books of the within named Company will full power of substitution in the premises.
                 
Dated:
               
             
 
          Notice:   The signature to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration or enlargement or any change whatever.
Signature(s) Guaranteed:
     
 
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE 17Ad-15).