Kit Menkin’s Leasing News
www.leasingnews.org Friday, August 23, 2002
Accurate, fair and unbiased news for the equipment Leasing Industry
(posted daily at www.leasingnews.org and sent “free” by e-mail by
subscription
only (no Spam) with “the Day in American History “ signature .)
----------------------------------------------------------------------------
E-Mail Removal Form: \http://65.209.205.32/LeasingNews/removalform.asp
----------------------------------------------------------------------------
Headlines----
ELA to the Rescue!!!
ILC Forms PFG Capital
Entrepreneur.com Selects NCB Capital and Smart Online
Banknorth Acquires American Financial Holdings
Rates for 30-year mortgages edge up
Highlights---ELT E-Leasing Newsletter 8/22/02
Bill Colwick Made V-P/Sales Manager TCF Leasing
Martha on the hot seat--St. Louis Post-Dispatch
Commerce Bank ends business dealings w/founder's wife amid claims of
conflict
News Briefs---
Sports Briefs----
This Date in Baseball - August 23
### Denotes Press Release
New Feature-Monday –On Line Version Only--- “Pictures from the Past”
Special Monday---Inside American Express Business Finance
The List to be up-dated Next Week
----------------------------------------------------------------------------
ELA to the Rescue!!!
California Taxation of Discounted Leases Clarifications---Dennis Brown
"The Board of Equalization has issued letter rulings indicating
assignments, with title, that occur within the 90 day Sale-Leaseback
window
would be within the spirit of the law and covered by the exemption."
The Equipment Leasing Association has received member inquiries
relating to
reports that the California Franchise Tax Board (FTB) is reportedly
looking
at the tax implications when discounting leases. Corresponding sales
tax
issues and document fees may be other areas of examination by state
authorities. These issues concern different California state agencies.
In
the commercial sector, FTB collects bank and corporation taxes.
Sales/use
and property taxes fall under the Board of Equalization (BOE) with
Regulation 1660 serving as a guide to most lease applications. Several
ELA
members have expressed concerns of use tax audit exposure related to
lease
assignments.
In California, Regulation 1660 provides the following guidance. When an
existing lease considered a "sale" and "purchase" subject to sales tax
measured by rental payments is assigned, whether or not title to the
leased
property is transferred, the rental payments remain subject to sales
tax,
without any option to measure tax by the purchase price. An
assignee-purchaser who uses the property after termination of the lease
is
subject to use tax measured by the purchase price. In contrast, when an
existing lease that is not a "sale" and "purchase" is assigned, whether
or
not title to the leased property is transferred, the rental payments
are not
subject to tax. If title is transferred, tax applies measured by the
sales
price. This generalization does not include assignment of mobile
transportation equipment leases referenced in Regulation 1661 (18 CCR
1661)
or the separate federal tax implications.
Specific to assignments with title, interpretation of BOE Regulation
1660 is
clear. A resale claim is allowed on the assignment, with title,
provided the
lease is under tax measured by rents option. If California sales or use
tax
was paid upfront on cost option, a subsequent assignment with title
will
create another sales/use tax measured by the sales price of the
assignment.
The BOE has issued letter rulings indicating assignments, with title,
that
occur within the 90 day Sale-Leaseback window would be within the
spirit of
the law and covered by the exemption.
California revenue officials are not unlike their colleagues in other
states
that have claimed a variety of sales tax implications for the
commonplace
practice of assigning or "discounting" rental proceeds to a third party
financial institution although the lessor never relinquishes ownership
of
the equipment. The resulting lump sum payment to the lessor and
corresponding income source to the financial institution is distinctly
different from selling title to the equipment. Auditors fail to
distinguish
between selling rental payments and selling title.
In many states the assignment of the lease receivable will accelerate
the
remaining sales tax under the lease unless it is clear that the lessor
has
merely pledged the rents as a repayment of a loan. An example would be
Texas
Regulation 34 TAC 3.294. It is important that the documentation
indicates
that the lessor has signed a note and that the equipment is collateral
for
the loan. It is critical that the lessor does not refer to the
assignment
transaction as a "sale". Please consult with tax advisers in the state
of
concern.
Discounting was not a customary marketplace arrangement when baseline
principles for sales tax applications were initially resolved. It is an
innovative procedure that developed at a later date. Revenue
departments are
inclined to defend institutional practice against inventive
entrepreneurs.
Infused with a sense of mission, they rush to tax anything not
recognized
within a manual of instruction written for a bygone smokestack economy.
The
nationwide Streamline Sales Tax Project has enabled a cadre of industry
members to inform a group of state revenue officials from numerous
states
about modern lease procedures. Hopefully, this information will
eventually
filter down through the rank of revenue administrators but not in
California
as the state does not participate in these meetings.
Regrettably, when an auditor is faced with uncertainty over tax
treatment
the instinctive result is imposition of tax. This uncertainty is
heightened
when industry members use the same terminology to describe different
events
or industry expressions have meanings unrelated to the same terms
spoken in
traditional business dialogue. Someone once said that Americans and
British
are two peoples separated by a common language. Lessors and revenue
officials are equally two peoples separated by a common language.
An auditor will have a different mental picture than we intend when a
lessor
discusses the "sale" of a lease. The lessor is attempting to explain
the
sale of the lease as involving only the stream of payments but the
traditionally educated auditor envisions a lease and equipment
transaction.
An assessment is levied because the auditor mistakenly feels the
transaction
is the equivalent of title to the equipment changing hands. Our
exasperation
occurs because a security interest in the lease stream does not
relinquish
the lessor right to retain title. At times I've told state officials a
non-recourse assignment of rental payments might perhaps be seen as
analogous to a line of credit that does not trigger a tax. You are
selling
the rents but not the property. What to do? Your lease documents must
unequivocally indicate if title to the equipment is being passed so a
funder
or auditor clearly understands your intent.
Dennis Brown
ELA
Phone Number: 703-527-8655
E-mail: dbrown@elamail.com
Kit:
As you know, I lobby the 50 state legislatures for ELA. At times, I'm
fortunate to stay one step ahead of elected officials that would do
injury
to our members. Sometimes I feel like the man lost in the jungle at
night.
Suddenly a hungry Lion starts chasing after him. He knows it is
impossible
to out run the Lion so the man dropped to his knees and began to pray.
He prayed...Dear Lord, make this a Christian Lion and make him stop.
Just then the Lion stopped, dropped to its knees and the Lion began to
pray.
The man thought his prays had been answered and he had avoided the
threat
until he heard the Lion say "Bless dear Lord this food I am about to
eat."
Dennis Brown
Equipment Leasing Association
dbrown@elamail.com
----------------------------------------------------------------------------
### ############################################ ####################
ILC ANNOUNCES THE FORMATION OF PFG CAPITAL MARKETS & SERVICES DIVISION
Cincinnati,–Information Leasing Corporation (ILC) a subsidiary of
Provident
Bank announced that all of its capital markets activities, which are an
integral part of its equipment lease and finance strategy, shall be
contained under the newly formed PFG Capital Markets & Services
division.
PFG Capital Markets & Services focuses on 4 primary business areas:
ILC Portfolio Services
The third party servicing of equipment lease and loan portfolios
ILC Professional Lessor Services
Funding for small and mid-sized lessors
Bulk Portfolio Acquisitions
Acquisitions of portfolios and lessors
Warehouse Lending Facilities
Warehouse Lending for large investment-grade transactions
More information about PFG Capital Markets & Services is available
online
through its website www.PFG-Capital.com
PFG Capital Markets and Services
A Division of Information Leasing Corporation
1023 W. Eighth Street
Cincinnati, OH 45203
About Information Leasing Corporation
& The Provident Bank
Information Leasing Corporation, a full service equipment lease &
finance
company, is a wholly-owned subsidiary of The Provident Bank. The
Provident
Bank is the main subsidiary of Provident Financial Group, Inc. (Nasdaq:
PFGI), a Cincinnati-based company with $15.3 billion in on-balance
sheet
assets and $19.7 billion in managed assets. The Provident Bank provides
full-service retail and commercial banking operations regionally and
nationally. Additional information is available at www.ilcinc.com and
www.provident-bank.com.
For further information, please contact:
Lisa Sammons
Vice President, Director of Marketing Services
513-639-4769
lsammons@provident-bank.com
########### ####################################################
Entrepreneur.com Selects NCB Capital and Smart Online to Provide
Web-Native Online Financing Products
WASHINGTON and IRVINE, Calif.--
Entrepreneur.com's Users Will Now Have Access to SBA Lending, Business
Loans, Leasing and Receivable Financing
Entrepreneur.com, one of the largest and most popular small-business
web
sites on the Internet, announced today that it has chosen NCB Capital,
a
leading provider of web-delivered business finance services, to offer
commercial loan products to its user-base.
The commercial loan application will be powered by the Smart Online
technology platform. Smart Online is the leading industry provider of
web-native business software for small-to-medium size enterprises
across the
U.S. and Europe.
NCB Capital's commercial loan products will be available to the
millions of
business owners who learn about financing options at Entrepreneur.com
and
then want to secure funds for their businesses. These financing
products
include:
-- Business loans- From $10,000 to $100,000, these loans are
available for any business need;
-- SBA loans- Backed by the U.S. Small Business Administration,
these loans from $100,000 to $3,000,000 are ideal for new
businesses or those with limited working capital;
-- Leasing- Conserves a company's cash flow by enabling the
company to lease virtually any asset including machinery,
equipment, computers, software, automation equipment,
furniture, fixtures, medical and dental equipment, and more;
-- Receivable financing- Converts account receivables and
outstanding billings to immediate cash flow.
"Having NCB Capital's services available to our users is a natural
fit,"
stated Charles Fuller, VP, Web Development for Entrepreneur.com. "Our
audience of entrepreneurs and small businesses is exactly the type of
customer that NCB Capital, and its parent National Cooperative Bank,
have
been providing capital to for over 20 years. There truly is no better
qualified partner to provide this service for us and we are very
excited to
have them on board."
"Entrepreneur.com provides a host of information for the business owner
to
grow," said Michael Scinto, Managing Director of NCB Capital. "What
Entrepreneur.com understands is these business owners want to act once
they
learn about their financing options. We are confident that the
financial
products we offer combined with the Smart Online technology platform
will
perfectly compliment Entrepreneur.com's information services and will
benefit their user-base."
About NCB Capital
NCB Capital is dedicated to helping businesses get easy access to
capital.
NCB Capital partners with best-in-class service providers to offer
products
including: Business Loans; SBA Loans; Leasing; Receivable Financing;
and
Merchant Services. NCB Capital is the Web-based business finance
division of
National Cooperative Bank (NCB), which provides financial services
including
loans and deposit products to the nation's cooperatives and their
members as
well as other member-owned organizations and nonprofit endeavors.
Chartered
by Congress in 1978, National Cooperative Bank was privatized in 1981
as a
cooperative financial services company that is owned by more than 1,800
of
its customers. Headquartered in Washington, D.C., NCB has offices in
Alaska,
California, Connecticut, New York and Ohio. For more information visit
NCB
Capital's Web site at http://www.ncbcapital.com.
About Smart Online
Smart Online, Inc. offers the industry's broadest array of web-native
business software that powers the start-up, growth and management of
small-to-medium size enterprises across the U.S. and Europe. Smart
Online's
web-native technology platform can be rapidly and seamlessly integrated
into
partners' Web sites, greatly enhancing the value of partners'
e-relationships with their end-users. Smart Online is a privately held
company with its corporate headquarters in Research Triangle Park, N.C.
For
more information visit the company's Web site at
http://www.smartonline.com.
About Entrepreneur.com
Dedicated to empowering entrepreneurs throughout the World,
Entrepreneur.com
is the number-one gateway to the small-business market. With over
100,000
pages of content, Entrepreneur.com provides business owners with
practical
information, expert answers from recognized business consultants, and a
wide
range of services designed to solve the challenges of starting, running
or
growing a successful business. Entrepreneur.com is based in Irvine, CA
and
has a unique user base of over 1.2 million. For more information visit
the
company's Web site at http://www.entrepreneur.com.
CONTACT:
NCB Capital
Mickey Mandelbaum, 310/202-6468
mickeymandel@earthlink.net
or
Entrepreneur.com
Charles Fuller, 949/261-2325
cfuller@entrepreneur.com
or
Smart Online, Inc.
Thomas Furr, 919/765-5000
tfurr@us.smartonline.com
################ ####################################################
Banknorth Acquires American Financial Holdings
Portland, Maine/ Banknorth Group, Inc. (NASDAQ:BKNG), announces that it
has
signed a definitive agreement to acquire American Financial Holdings,
Inc.
(NASDAQ:AMFH) and nearly quadruple its size in Connecticut. American
Financial is the $2.9 billion parent company of American Savings Bank
and
recent acquirer of American Bank of Connecticut. The transaction is
valued
at approximately $709.3 million in cash and stock.
Banknorth Group currently operates a $1 billion banking division in
Connecticut (inclusive of the end of the month closing of its
acquisition of
Bancorp Connecticut, Inc.) and is a $21.3 billion banking and financial
services holding company with operations also in Maine, Massachusetts,
New
Hampshire, Vermont and upstate New York.
At June 30, 2002, American Financial, with 34 branches in central
Connecticut, had total deposits of $1.9 billion, total loans of $1.7
billion
and shareholders' equity of $443.6 million. The transaction will
improve
Banknorth's Connecticut market position from 14th to 5th, from a 1%
deposit
share to a better than 4% deposit share. The transaction is
particularly
notable in important Hartford County, where Banknorth's market share
will
improve from 7th to 3rd.
"We are very excited to take this giant step in the development of our
market presence in Connecticut," said William J. Ryan, Banknorth
Chairman,
President and Chief Executive Officer. "American Financial has the kind
of
deep community banking roots that we seek in our acquisitions. It's a
great
company that helps us continue our efforts to become a major banking
and
financial services provider in Connecticut."
"Our Board carefully considered the interests of our shareholders,
customers, employees and the community and determined that Banknorth
Group
was an ideal merger partner," said Robert T. Kenney, American Financial
Holdings Chairman, President and Chief Executive Officer. "As an
organization, we have accomplished so much and operated at a very high
level
of performance; however our future growth potential was limited. It was
important for us to team up with an institution that is committed to
building on our successes - an institution that shares our commitment
to
superior personal service and will be able to offer our customers an
even
wider array of banking services to meet their needs."
Mr. Kenney also noted that the American Savings Foundation established
by
American Savings Bank in 1995 would "continue to operate as an
independent
community resource to meet the needs of our area communities." The
foundation had $72 million in assets at June 30, 2002.
Banknorth Group, headquartered in Portland, Maine, operates in
Connecticut
as Banknorth Connecticut. The Company previously acquired Glastonbury
Bank &
Trust and will close the acquisition of Southington Savings Bank on
August
31, 2002. Banknorth's acquisition strategy in the past year has
emphasized
Connecticut and Massachusetts, building out from the Company's
traditional
northern New England strongholds in Maine, New Hampshire and Vermont,
where
it has a combined leading market share.
Under the terms of the agreement, American Financial shareholders can
elect
to receive either $32.00 or 1.22 shares of Banknorth common stock for
each
share of American Financial stock they own, plus cash in lieu of any
fractional share interest. Elections will be subject to allocation
procedures which are intended to ensure that 50% of the American
Financial
common stock outstanding immediately prior to the completion of the
transaction will be converted into shares of Banknorth common stock.
The transaction is intended to qualify as a reorganization for federal
income tax purposes. As a result, the shares of American Financial
stock
exchanged for Banknorth stock will be transferred on a tax-free basis.
The transaction is valued at 161% of American Financial book value per
share
at June 30, 2002 and 16.5 times consensus estimated earnings per share
of
American Financial for 2003, based on a $32.00 per share cash price.
The definitive agreement has been approved by the Boards of Directors
of
Banknorth and American Financial. The transaction is subject to all
required
regulatory approvals, the approval by shareholders of American
Financial and
other customary conditions. The transaction is expected to be completed
in
the first quarter of 2003 with operational integration to follow soon
after.
Banknorth Group, Inc. is one of the country's 35 largest commercial
banking
companies with total assets of $21.3 billion at June 30, 2002. The
Company's
banking subsidiary, Banknorth, NA, operates banking divisions in
Connecticut, Maine, Massachusetts, New Hampshire, New York and Vermont.
Banknorth also operates subsidiaries and divisions in insurance,
investment
planning, money management, leasing, merchant services, mortgage
banking,
government banking and other financial services.
Transaction advisors to Banknorth were Keefe, Bruyette & Woods, Inc.
and to
American Financial were Sandler O'Neill & Partners L.P.
CONTACT:
At Banknorth Group
Brian Arsenault, 207/761-8517
or
At American Financial Holdings
American Savings Bank
Sheri C. Pasqualoni, 860/827-2585
### #################################################################
----------------------------------------------------------------------------
Rates for 30-year mortgages edge up
slightly following 32-year low
By Martin Crutsinger, Associated Press
WASHINGTON (AP) Rates for 30-year mortgages rose slightly this week
after
hitting a 32-year low last week, according to a nationwide survey
released
Thursday.
Freddie Mac, the mortgage company, reported that the average interest
rate
on a 30- year fixed-rate mortgage edged up to 6.27 percent, compared to
6.22
percent last week, which was the lowest rate in 32 years of record
keeping.
Low mortgage rates are feeding a boom in mortgage refinancing. The
Mortgage
Bankers Association reported that mortgage applications hit a record
level
last week, according to a survey the organization does tracking
mortgage
applications for home purchases and refinancings.
''The current low rate environment should continue late into the
year,''
predicted Doug Duncan, chief economist at the mortgage group.
Frank Nothaft, chief economist at Freddie Mac, said that even with the
lowest mortgage rates in three decades, it appeared that home sales may
be
starting to slow from the breakneck pace of the past few months.
''The housing industry may finally be slowing to a still healthy, more
normal pace,'' he said, noting that sales of existing homes in June and
housing starts for July had moderated a bit.
''When figures for new and existing home sales for July are released
next
week, we will have a better picture of whether or not the housing
market is
actually easing a bit as summer comes to a close,'' Nothaft said.
According to the MBA survey, home refinancing accounted for 70.8
percent of
activity last week, the first time that share has been above 70 percent
since November.
The Freddie Mac mortgage survey showed that rates for 15-year
fixed-rate
mortgages also edged up slightly this week, climbing to 5.71 percent
compared to 5.63 percent last week.
However, rates on one-year adjustable mortgages continued to decline,
dropping to 4.34 percent this week, compared to 4.39 percent last week.
By comparison, rates on all three mortgage categories were higher this
time
a year ago. Rates for 30-year mortgages averaged 6.91 percent a year
ago,
while rates on 15-year mortgages were 6.47 percent and one-year
adjustable
rate mortgages were 5.68 percent.
These rates do not include add-on fees known as points. Thirty-year
mortgages, 15- year mortgages and one-year ARMs all carried an average
0.7
point fee this week, according to the Freddie Mac survey.
Mortgage rates have been falling in recent weeks as economists have
slashed
their expectations for economic growth in the second half of this year
because of concerns that the turmoil on Wall Street will trigger a new
wave
of job layoffs and cutbacks in consumer spending.
Highlights---ELT E-Leasing Newsletter 8/22/02
*******************************
ELT E-Leasing Newsletter 8/22/02
********************************
The Equipment Leasing Today E-Leasing Newsletter is published every
Thursday and is sponsored by the Equipment Leasing Association and its
co-sponsor. To get Full-Text Stories, go to the web page associated
with
the story you wish to read. The links to news stories require an ELA
MEMBERS-ONLY NAME AND PASSWORD. To receive a password, please go to
http://www.elaonline.com/memberDir/Profile/IndivForm.cfm
NOTE: Address change/unsubscribe instructions and contact information
can
be found at the end of this e-mail. If you received this e-mail (but it
was
NOT forwarded to you by someone else) you are ALREADY subscribed.
************** The E-Leasing Newsletter is SPONSORED by:
***************
NASSAU ASSET MANAGEMENT
Recovery and Remarketing Specialists
1(800)462-7728 or 1(800)4-NASSAU
GO HERE>>>>>> http://www.nasset.com WE GET RESULTS!!!!!!!!!
Servicing The Leasing Industry for more than 25
years!!!!!
*Covering all 50 states and Canada *Fastest turn around *24 hour
reporting via Web *Highest resale prices Call Nassau now for a complete
assessment of your needs!!! http://www.nasset.com
******************************
3. North Carolina Sales Tax Examined
******************************
ELA members are encouraged to participate in a working group that will
contact North Carolina revenue officials about inclusion of sales tax
in
property tax valuation calculations. State authorities are currently
questioning whether or not sales tax should be added to the cost of
leased
equipment before applying depreciation to arrive at cash value.
Property
tax auditors and county assessors unaware of exemptions, special
reduced
tax rates and caps have applied the highest sales tax rate to all
property.
This includes agricultural, manufacturing and medical equipment. In
audit
this revised valuation effectively creates a 6% assessment for the last
3
years property tax bills. Appeals to the Board of Review have failed.
Escalating legal costs encountered by members influenced ELA to seek
formation of a working group that will urge state officials to avoid
this
sales tax calculation, or at minimum, develop a work-out solution
allowing
leasing companies time to change reporting practices prospectively
without
facing audit liabilities for past years. If you wish to actively
communicate with North Carolina officials on this issue please send
your
name and company to dbrown@elamail.com
******************************
5. FDIC to Sell 5.7 MM Lease Portfolio
******************************
The FDIC (Federal Deposit Insurance Corporation) announced today that
it is
selling in a competitive sealed bid auction its 95% interest in a
performing $5.7 MM portfolio of 258 tractor-trailer leases originally
held
by the Connecticut Bank of Commerce (CBC), which failed on June 26,
2002.
The bank acquired its interest in these leases under a master agreement
with the originating lessor located in Miami, FL. The lessor originated
the
leases and forwarded the documentation to CBC for approval and funding.
This arrangement continued until CBC failed. The majority of the leases
are
in Florida, wi | 
