General Finance Overview and Growth Track Record
Introductory information
This presentation contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995,
known as the PSLRA. Forward-looking statements involve significant risks and uncertainties that may cause actual results to differ materially from such forward-looking statements. These statements are
based on current plans, estimates and projections, and, therefore, you should not place undue reliance on them. No forward-looking statement, including any such statement concerning the completion and
anticipated benefits of the proposed transaction, can be guaranteed, and actual results may differ materially from those projected. Forward-looking statements are not historical facts, but rather are based
on current expectations, estimates, assumptions and projections about the business and future financial results of the equipment rental industries, and other legal, regulatory and economic developments.
We use words such as "anticipates," "believes,” “plans,” “expects," "projects," "future," "intends,” “may,” “will,” “should,” “could,” “estimates," "predicts," "targets,” “potential,” “continue," "guidance" and
similar expressions to identify these forward-looking statements that are intended to be covered by the safe harbor provisions of the PSLRA. Actual results could differ materially from the results
contemplated by these forward-looking statements due to a number of factors, including, but not limited to, those described in the SEC reports filed by United Rentals and General Finance, as well as the
possibility that (1) United Rentals may be unable to obtain regulatory approvals required for the proposed transaction or may be required to accept conditions that could reduce the anticipated benefits of
the acquisition as a condition to obtaining regulatory approvals; (2) the length of time necessary to consummate the proposed transaction may be longer than anticipated; (3) problems may arise in
successfully integrating the businesses of United Rentals and General Finance, including, without limitation, problems associated with the potential loss of any key employees of General Finance; (4) the
proposed transaction may involve unexpected costs, including, without limitation, the exposure to any unrecorded liabilities or unidentified issues that we failed to discover during the due diligence
investigation of General Finance or that are not covered by insurance, as well as potential unfavorable accounting treatment and unexpected increases in taxes; (5) our business may suffer as a result of
uncertainty surrounding the proposed transaction, any adverse effects on our ability to maintain relationships with customers, employees and suppliers, or the inherent risk associated with entering a
geographic area or line of business in which we have no or limited experience; and (6) the industry may be subject to future risks that are described in the "Risk Factors" section of the Annual Reports on
Form 10-K, Quarterly Reports on Form 10-Q and other documents filed from time to time with the SEC by United Rentals and General Finance. United Rentals gives no assurance that it will achieve its
expectations and does not assume any responsibility for the accuracy and completeness of the forward-looking statements. The foregoing list of factors is not exhaustive. You should carefully consider the
foregoing factors and the other risks and uncertainties that affect the businesses of United Rentals and General Finance described in the "Risk Factors" section of the Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q and other documents filed from time to time with the SEC by United Rentals and General Finance. This presentation is not intended to be a recommendation to buy, sell or
hold securities and does not constitute an offer for the sale of, or the solicitation of an offer to buy securities in any jurisdiction, including the United States. Any such offer will only be made by means of a
prospectus or offering memorandum, and in compliance with applicable securities laws. These forward-looking statements speak only as of the date hereof. United Rentals undertakes no obligation to
publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.
This presentation is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell securities. Our tender offer has not commenced. At the time the tender offer is
commenced, we will file, or will cause to be filed, tender offer materials on Schedule TO with the SEC and General Finance will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the
SEC, in each case with respect to the tender offer. The tender offer materials (including an offer to purchase, a related letter of transmittal and other offer documents) and the solicitation/recommendation
statement will contain important information that should be read carefully when they become available and considered before any decision is made with respect to the tender offer. Those materials and all
other documents filed by, or caused to be filed by, United Rentals and General Finance with the SEC will be available at no charge on the SEC's website at www.sec.gov. The tender offer materials and
related materials also may be obtained for free (when available) under the "Our Company-Investor Relations-SEC Filings" section of our website at https://unitedrentals.gcs-web.com/sec-filings, and the
Solicitation/Recommendation Statement and such other documents also may be obtained for free (when available) from General Finance under the "Investor Information-SEC Information" section of
General Finance's website at https://generalfinance.com/sec-information/.
Note: This presentation provides information about General Finance's adjusted EBITDA, which is a non-GAAP financial measure. United Rentals believes that this non-GAAP financial measure provides
useful information about the proposed transaction; however, it should not be considered as an alternative to GAAP net income. A reconciliation between General Finance's adjusted EBITDA and GAAP net
income is provided in the appendix to this presentation.
QUnited Rentals®
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