Kit Menkin's Leasing News

                     www.leasingnews.org Friday, April 26, 2002

          Accurate, fair and unbiased news for the equipment Leasing Industry

 

Headlines

 

Tyco to go IPO—“The Whole Truth, and Nothing But”

  Corporate Profile of DVI—Tell Me True

        ELA Funding Exhibition---More Reactions

            Leasing Recruiter Debate

               1st Quarter e-tailer report

                   e-Plus gets Reward

                        1st Source 1st Quarter Report

                  Jeffrey Taylor To Lecture In Kuwait

                      CIT 2nd Quarter Full Report

 

### Denotes Press Release

 

  Ten Top Things Not to Say at the EAEL/UAEL Joint Conference in Las Vegas

________________________________________________________________________

 

As Leasing News has reported from the very beginning, Tyco would go IPO:

 

It is now official in the New York Times, Wall Street Journal, and the “dedicated readers” can testify we were the first to report that Tyco International Ltd. (TYC.N) would wind up filing a public offering of its finance arm CIT Group ------after failing to find a buyer for the unit ( they found buyers who wanted to

steal the separate divisions or group, no where near the original purchase price)
The
IPO could total between $6 billion and $8 billion, making it one of the largest IPOs ever, the paper reported, citing people close to the situation.

Tyco, which announced on Wednesday that the planned sale of a plastics unit had also stalled, was unlikely to retain a stake in CIT, the paper reported.  Leasing News beat the other media with this on Monday. Last week we were over a week ahead of this news, see Top Stories at the bottom of www.leasingnews.org. This is an excellent company, high morale, and everyone who did business with CIT

had nothing but compliments, even over rates and other issues.  They employees work hard and espirt de corp never left, even during all this turmoil.

 

Leasing News also reported that the talks with GE Capital and Ford Motor Credit Corporation fell apart, and that Tyco executives scared a group that was trying to make a deal for an “employee owned IPO” in conjunction with Merrill Lynch.  Then Merrill Lynch had their problems, as did GE Capital and Ford Motor Company, and the interview on radio with Neutron Jack and a $10 billion sale price jinxed it all ( Welch’s girl friend Suzy Wetlaufer has left her Harvard Review editor job, the New York Times reports, giving up a $276,963 year, including a bonus---but then he gave up half of his assets for her, so it must be “true love.” Readers say there is too much gossip, but we don’t create it, we just report it.  One reader sent me the full story on the PinnFund/PinnLeasing story from the April 8 San Diego Weekly Reader---wow!!! the Enquirer doesn’t even get this racy. It not only is too long to re-print, but we’re trying to be a family news media. The Welch-Welaufer story may make the movies one day—Sean Connery plays Jack and Megan Ryan plays Suzy.  Okay, back to CIT )

 

New York Times---Alex Berenson

 

Under L. Dennis Kozlowski, its charismatic chairman and chief executive, Tyco has been an aggressive buyer of other companies since the early 1990's. Based in Bermuda with headquarters in Exeter, N.H., Tyco has 240,000 employees and makes everything from security systems to telecommunications equipment. Its best-known brands include ADT, a security company, and AMP, a big electronics manufacturer.

 

Because it is incorporated in Bermuda, the company avoids paying American taxes on its profits generated overseas, and also shelters some United States income from taxes. It says that being a Bermuda corporation saved it more than $400 million last year alone. This year, Tyco says its overall worldwide tax rate will be about 18 percent, about half the corporate tax rate in the United States.

 

Mr. Kozlowski has spoken repeatedly of his ambition to build a conglomerate that rivals Berkshire Hathaway or General Electric.

 

But when Tyco's stock dipped in January after a series of negative news articles, Mr. Kozlowski suddenly announced that Tyco would break into four companies. Mr. Kozlowski, and Tyco's investment bankers, expected investors to embrace the change in strategy, even though it appeared to be mainly a response to its declining stock price, not a change in business fundamentals.

 

Instead, the breakup announcement fed questions about whether Tyco's earnings were as good as they had appeared. The disclosure that Mr. Kozlowski and Mark H. Swartz, Tyco's chief financial officer, had sold more than $500 million in stock to the company since 1999 while saying they rarely sold shares further damaged management's credibility.

 

Now Tyco's stock stands at less than half the level it was on Jan. 22, when the breakup was announced. Tyco fell $5.15 yesterday, closing at $20.75, down 19.9 percent.

 

"The breakup plan was a mistake, and I take full responsibility for that mistake," Mr. Kozlowski said. "It was the wrong idea at the wrong time." Instead, Mr. Kozlowski said, Tyco will split off only its big financing division, the CIT Group. Tyco bought CIT for nearly $10 billion last year. Tyco, which initially hoped to sell CIT in its entirety to another company, now plans to sell it to investors in an initial public offering, which will cost hundreds of millions of dollars in fees. Tyco hopes to raise about $7 billion in the offering, money it will use to shore up its balance sheet and pay down debt.

 

Some stock analysts questioned whether Tyco would be able to get that much for CIT.

 

Tyco badly needs to sell the unit to raise cash to strengthen its balance sheet, said Nicholas Heymann, a stock analyst at Prudential Securities. With the Middle East in turmoil and the economy's recovery slowing, Tyco may run into a cash squeeze if it does not raise more equity soon, he said. "You really got to get much more liquid here," Mr. Heymann said. "If you don't get liquid with CIT prior to having a real credit freeze-up, you might be on a different path. It might end up that the keys get turned over to the creditors."

 

Mr. Kozlowski called such concerns nonsense. Tyco continues to generate cash, he said, and its balance sheet is strong.

 

Tyco has suspended its previous plan to sell its plastics unit because it could not find a buyer at a reasonable price, Mr. Kozlowski said. He said buyers were willing to pay no more than $3 billion for the unit, which generates about $400 million in cash flow a year.

 

Tyco's electronics and telecommunications divisions, meanwhile, are sputtering. As a result, the company said yesterday that its earnings before one-time charges would be less than $2.70 a share for the fiscal year that ends in September, down from $2.81 a share last year. After those charges, to cover such things as office closings and severance costs, Tyco expects earnings to be about $1 a share this year, down from $2.17 last year. Only a few months ago, analysts had projected $3.70 a share.

 

Tyco also said it planned to lay off 7,100 employees, or 3 percent of its work force, mostly in its electronics and telecommunications units. As it tries to get business back on track, Tyco will essentially stop making acquisitions, Mr. Kozlowski said.

 

Tyco's problems are a sharp comedown for a company that was one of Wall Street's highest fliers in the late 1990's. From 1997 through 2001, an acquisition binge pushed Tyco's sales to $36 billion from $17 billion. Its reported income soared to $5.1 billion from $1.2 billion. With Tyco's earnings soaring, Wall Street happily supported Mr. Kozlowski's dreams with ever higher valuations and buy recommendations, even though a series of companies suffered spectacular failures a generation ago in trying to acquire their way into being industrial conglomerates.

 

Short sellers, who bet on a decline in a stock's price, said that Tyco appeared to use aggressive accounting to generate big gains in profits and that most of its sales growth had come from acquisitions. Tyco said its accounting was proper. But the company's long string of profit growth has come to an end.

 

Tyco's sliding earnings and plunging stock are another black eye for Wall Street analysts, who have come under heavy criticism recently for the poor quality of their research.

 

Tyco has been one of Wall Street's most recommended stocks in recent years. Even this winter, as questions mounted about the company's accounting practices and the disclosure of the stock sales by Mr. Kozlowski, most analysts retained their buy ratings on Tyco. Among the most bullish was Phua Young of Merrill Lynch, who put out dozens of reports recommending the company. Like several other analysts, Mr. Young did not return calls for comment yesterday.

 

But off Wall Street, comments were easier to come by. Graef Crystal, an executive pay expert, said Tyco's plunging stock proved that Mr. Kozlowski did not deserve the hundreds of millions of dollars in pay he had received.

 

"He's just a big pig," Mr. Crystal said. "The only thing that has protected him is the stock price."

 

 

Stephen Frothingham   Associated Press

 

"Investors are running away because it looks like management doesn't have a strong strategic plan for the long-run," said Rob Plaza, an analyst with Chicago-based Morningstar. "There is very little faith in the company right now, and that's why their stock is being punished."

 

Shares of Tyco plunged nearly 20 percent Thursday after the company announced it was backing away from the breakup plan unveiled in January. The huge conglomerate also said it would close 24 plants.

 

Tyco said it will keep its plastics division, which it had hoped to sell for as much as $4 billion, and sell its CIT financial division in a public offering.

 

Shares of Tyco, based in Bermuda but run from Exeter, closed down $5.15 to $20.75 on the New York Stock Exchange. Analysts said the abrupt shift in the company's plans added to Tyco's credibility problems, which started earlier this year with Enron-inspired accounting questions.

 

"They're not giving investors a lot of reason to trust them right now," Plaza said.

 

In a conference call, executives said Tyco lost $1.9 billion last quarter and had lowered its profit projections for the year.

 

Chairman and chief executive Dennis Kozlowski said the breakup plan was simply a mistake.

 

"In retrospect, it is now clear that we took the market by surprise with our announcement, and failed adequately to take into account the extraordinarily fragile market psychology and hostile environment that has distracted and damaged our business in recent months," he said.

 

The layoffs, primarily in electronics and telecommunications, account for about 3 percent of Tyco's worldwide work force of almost 250,000, including about 1,200 in New Hampshire. Tyco blamed a "fierce decline" in the electronics and telecommunications markets.

 

Brad McGee, a Tyco vice president, said six U.S. factories will close. He did not know their locations, but said the employees had been notified.

 

Tyco's products include electronic equipment, fire and security systems and disposable medical supplies.

 

Tyco said the $1.9 billion loss, 96 cents per share, for the quarter that ended March 31 contrasted with a profit of $1.1 billion, or 62 cents per share, a year ago.

 

Revenue slipped to $8.66 billion from $8.81 billion in the same quarter a year ago.

 

A writedown of assets and other charges in the second quarter totaled $3.3 billion. Excluding the charges, quarterly earnings were 65 cents a share, 3 cents ahead of Wall Street expectations.

 

The company cut its projected earnings for the fiscal year to $2.60 to $2.70 per share, before charges. Analysts surveyed by Thomson Financial/First Call had projected $3.14.

 

Tyco said its estimate assumed CIT would remain part of Tyco through the fiscal year, which ends in September.

 

In a letter to shareholders, Kozlowski said the company is still negotiating to sell CIT but decided that a public stock offering would reduce Tyco's vulnerability to debt markets, make the company less complex and allow it to focus on its core markets.

 

Kozlowski said senior corporate managers will not receive bonuses this year.

 

The breakup plan was partly a response to criticism of Tyco's accounting practices and debt load following the Enron scandal.

 

Officials had said simplifying the company would make its accounting easier to understand.

 

But reports of alleged accounting irregularities and uncertainty stemming from the breakup plan significantly hurt Tyco's business this spring, company officials said Thursday. They said customers were reluctant to place orders and employees were uncertain of their future.

 

 

Tyco Abandons Break-Up Plan, Apologizes, Posts Q2 Loss

Reuters

Tyco International Inc. on Thursday said it was abandoning its plan to split into four companies, calling the strategy a mistake, and reported a $1.9 billion net loss in the March quarter.

Tyco said it was pushing forward as a conglomerate after announcing in January it would split into four independent publicly traded companies. The stock market reacted negatively in pre-market trade, where Tyco shares tumbled 14 percent.

"But we now know it was a mistake," Dennis Kozlowski, Tyco's chairman and chief executive wrote in a letter to investors. "... As your chief executive officer, I take full responsibility and am aware that Tyco's management has let you down," said Dennis Kozlowski, Tyco's chairman and CEO.

The rationale behind Tyco's break-up plan was that the market was no longer rewarding its earnings growth and was discounting its stock compared with its peers. Short sellers and others questioned Tyco's accounting practices, which weighed down the company's stock in the wake of the scandal and collapse of energy trader Enron Corp. (ENRNQ.PK). Tyco said at that time it believed the sum of its parts would be worth more than the conglomerate as a whole.

Tyco (TYC.N), which makes everything from diapers to burglar alarms, also said it lost $1.9 billion, or 96 cents per share, in its fiscal second quarter ended March 31, compared with earning $1.1 billion, or 62 cents a share, in the year ago quarter.

Tyco slashed its fiscal 2002 earnings outlook to $2.60

$2.70 per share, before charges. Before the announcement, the consensus estimate was $3.17 per share.

The second-quarter loss broke Tyco's 10-year string of quarterly earnings improvement, Kozlowski said. Second-quarter net revenue fell to $8.66 billion, down from $8.89 billion in the year-ago quarter.

The results included $3.3 billion in charges, mostly from writing down the value of its TyCom Global Network, an undersea fiber optic cable operation. Tyco also lowered its full-year earnings guidance and announced it would cut 7,100 jobs, or about 3 percent of its total work force, and close 24 facilities. Tyco, in what could be a serious blow to its credibility, outlined its renewed conglomerate strategy, which doesn't include finance arm CIT.

Instead, Tyco said it will sell 100 percent of CIT through an initial public offering. It also will not sell its plastics business as planned.

"As we reviewed the strategy, we concluded that the sale of CIT would reduce our vulnerability to the debt markets and make the company less complex," Kozlowski said. "By fully monetizing CIT, we can eliminate any lingering perceptions about the company's short-term financial position and create a strong foundation for the future."

Tyco's remaining businesses will remain united as the conglomerate moves to reduce its balance sheet debt. In pre-market trade, Tyco shares fell $3.75 to $22.15. The stock is off 62 percent this year, erasing about $73 billion in shareholder value.

 

 

 

"They had to fight some pricing battles to maintain their market share. Now it's a question of how quickly they can regain their footing," said Steven Altman, a bond analyst for Commerzbank in New York.

 

Altman said Tyco's apparent indecision concerns investors and analysts.

 

"Management now has to regain credibility, and the only way to do that is to outperform the market," he said.

 

The largest part of the $3.3 billion charge is a $2.4 billion pretax write down of its TyCom Global Network, an undersea fiber optic cable operation.

 

The company also wrote down $250 million in inventory $95 million in credits for receivables from Argentina for CIT. The loss was connected to the devaluation of Argentina's peso.

 

 

 

On the Net:

 

Tyco: www.tyco.com

 

 (The best thing that could happen to CIT would be to leave the Tyco

business group, who’s leadership has failed the stockholders in recent

years. The IPO is a smart move for Tyco, CIT, and all the investors,

plus the most important part, that the business writers have left out:

the employees...and the customers of CIT.  editor )

 

 

*** full CIT press release at end of Leasing News

______________________________________________________________

 

 

 

 

Corporate Profile of DVI—Tell Me True

 

http://www.dvi-inc.com/

 

( This copy did not reproduce in yesterday’s story about DVI: No one is talking if one division is sold or not sold, or for sale or not for sale and “if it isn’t one thing, it’s another.” Rosanne Roseanna Danna.)

 

President & CEO:
Chief Financial Officer:
Executive Vice President:

Michael A. O'Hanlon
Steven R. Garfinkel
Richard E. Miller

Executive Vice President:
Executive Vice President:
Investor Relations Contact:

Anthony J. Turek
Jozef J. M. Osten

John F. Schoenfelder

 

 

Statistics:

 

Market Capitalization as of December 31, 2000:

$244 million

 

Three Month Average Daily Trading Volume:

29,073 shares

 

Twelve Month High-Low:

$20.4375 (High);
$12.5625 (Low)

 

Fiscal Year End:

June 30

 

 

 

Quarter Ended December 31,

2000*

1999

1998

 

Net Financed Assets

$1.2 billion

$1.1 billion

$901 million

 

Managed Net Financed Assets

$2.1 billion

$1.9 billion

$1.5 billion

 

Net Finance Income Margin

6.01%

8.12%

7.95%

 

Net Income

$4.8 million

$5.8 million

$4.8 million

 

Diluted Earnings Per Share

$0.31

$0.38

$0.32

 

Shares Outstanding-Period End

14.3 million

14.2 million

14.1 million

 

*Before a net non-cash charge of $3.5 million or $0.22 per share related to Corvis Corporation (Nasdaq: CORV) warrants.

 

 

 

 

 

Business Summary:

 

 

 

 

DVI is a leading independent U.S. based financial services company devoted exclusively to financing healthcare providers worldwide.  DVI finances diagnostic and other medical equipment through offices in the United States, Asia, Latin America, Europe and South Africa.  In the United States, DVI also offers lines of credit backed by medical accounts receivable.

DVI Equipment Finance, with offices in all major world markets, is the Company’s largest unit.  It provides lease and loan financing for “large ticket” medical equipment, such as MRI machines, CT scanners and other equipment with a unit cost ranging from $250,000 to $3 million.  DVI Business Credit specializes in providing working capital loans to healthcare providers, collateralized by their receivables.  These loans can be used to span cash-short periods while waiting for healthcare insurance payments.  DVI Strategic Partner Group serves the “medium ticket” segment of the medical equipment market, working closely with manufacturers and vendors whose unit cost is up to $250,000.  DVI Third Coast Capital, a division of DVI, specializes in offering equipment financing for emerging growth companies.  This financing allows customers to better utilize, or leverage, its venture capital base.

DVI originates financing transactions directly and through vendor sales support programs, and does not depend on brokers or others to originate its business.  During the quarter ended December 31, 2000, total loan origination and credit commitments were $256 million.

The DVI managed net financed assets as of December 31, 2000 were $2.1 billion, including assets serviced under asset securitization transactions.  Allowance for Losses was $16.4 million, or 1.37% of Net Financed Assets as of December 31, 2000.  DVI expects to announce third quarter results during the week of May 7, 2001.

 

 

 

 

http://www.dvi-inc.com/1999/AC.htm

 

-----------------------------------------------------------------------------------

the First Equipment Leasing Co-Op

 

One World Leasing (OWL) made its debut on “Meet the Leasing News Maker”

on April 8.  Up to 75 readers joined the session that featured both David Stearns, CEO of American Leasing Alliance  MainStreet's Richard Selby, who will serve as interim CEO during the cooperative formation.  During the session, the readers predicted a co-op of 90 plus brokers.

 

Right now OWL is “recruiting” members who will each receive one share

at the cost of $5,000 and 10% of the “bonus” earned income of the co-op.

Their goal is 25 qualified brokers. Each member has one share only and cannot buy more than one. They have one vote in the election of directors or policy decisions. The idea is the volume rate discount can make the broker more competitive or earn more points per transaction, and at the end of the year, share in

the profits of the co-op. 

 

Leasing News asked for an up-date and received this e-mail:

 

 

The only thing I can truthfully say is that we have received 12 verbal

YES's.

 

Richard Selby