Exclusive Interview
with Gary H. Souverein, Pawnee Leasing
By Kit Menkin
Pawnee Leasing Corporation, Fort Collins, Colorado, established in 1982, is a very well respected and well-known small-ticket funding source specializing in start-up business and less traditional credits up to $30,000. Today they have 45 employees and work primarily with brokers who have been in business for only a year ( many are well established for over twenty-five years.) Their rates are high and terms tough, but they have a growing niche in the marketplace as their success has indicated. They know what they are doing.
While I was on vacation, the following press release was issued:
cars4U announces the acquisition of Pawnee Leasing and proposed conversion to an income fund.
Toronto, October 24, 2005 – cars4U Ltd. (cars4U) (TSX: CFU) announced today that it has entered into an agreement to acquire Pawnee Leasing Corporation (Pawnee) of Fort Collins, Colorado. For more that 20 years, Pawnee has been a leader on the start-up and near prim finance market throughout the United States. For the year ended June 30, 2005, Pawnee had income before taxes of US$8.9 million.
“Pawnee has had 23 years of consistence growth in its lease portfolio, cash flow and profitability,” said Barry Shafran, President and CEO of cars4U. “Pawnee will be an excellent complement to cars4U's existing leasing and automotive operations, which have also demonstrated ling-term stability, as reflected in our dividend program over the last few years. This acquisition provides a solid foundation for future growth plans.”
cars4U also announced today that its board of directors has approved in principle the reorganization of its capital and the conversion of cars4U into an income fund, intended to be completed prior to carrying out the proposed acquisition of Pawnee. The parties intend to proceed with the various required processes and finalize this transaction as soon as possible, prior to March 31, 2006. And information circular derailing the proposed conversion will be mailed to shareholders, to be followed by a meeting of cars4U's shareholders to consider the conversion and related matters.
“Investment professionals believe that while the trust market may see some fine tuning in the near term, with almost $160 billion of capitalization, it remains vibrant,” added Shafran. “Our businesses, with long term, stable cash flow are ideally suited for an income trust.”
Under the terms of the Pawnee purchase agreement, the purchase price will be US$57.9 millions, of which US$44.4 million is payable in cash at closing with the balance satisfied through the issuance of securities which are directly or indirectly exchangeable for units of the income fund. It is expected that financing for the acquisition will be obtained through an initial public offering of trust units of the proposed income fund, with TD Securities acting as lead underwriter.
Pawnee's senior management team will continue on their roles with Pawnee. In addition, Rob Day and Sam Leeper, Pawnee's Chairman and founder, and CEO respectively, will be among the trustees for the income fund.
“Pawnee's excellent management team, years of consistent performance and commitment to future expansion combine to offer our new income fund and ideal platform from which to grow,” added Shafran. “The retention of management as stewards for Pawnee and as significant unit holders in the new income fund was key for us in taking this exciting step forward.”
“We are thrilled by the opportunity to join cars4U,” said Rob Day, Chairman of Pawnee. We believe that combined operations of cars4U and Pawnee will provide an excellent opportunity for investors, and we are excited to hold a significant retained interest in the new income fund.”
About cars4U Ltd. – cars4U Ltd. Is traded on The Toronto Stock Exchange under the symbol CFU. For more information visit cars4U.com, www.cars4U;ltd.com , or www.PawneeLeasing.com
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Contacts:
Barry Shafran
cars4U Ltd.
416-386-3099
bshafran@cars4U.com
Tina Gladstone (media only)
Environics Communications Inc.
416-969-2752
tgladstone@environicspr.com
NO STOCK EXCHANGE, SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED HEREIN. |
In June, 2005 Gary H. Souverein, who has been with the company since 1993, was elevated from executive vice-president to president and COO. Perhaps there was purpose in this move as cars4U “merger” includes Pawnee's senior management team will continue on their roles with Pawnee. In addition, Rob Day and Sam Leeper, Pawnee's Chairman and founder, and CEO respectively, will be among the trustees for the income fund.
“This is not a current event for Pawnee," he explained. "We've been engaged in discussions and subsequent due diligence with cars4U for several months. I can tell you due diligence can be a distraction to running any business, but we enjoy demonstrating our well disciplined business operations. We are very proud of the systems and results we've created at Pawnee.”
“We were not seeking an opportunity like this; in fact just weeks earlier to our introduction to cars4U we had completed a significant financing facility with JPMorgan Chase... Our business was well positioned for our growth plans. Ours was not a situation motivated by some deficiency in our business. We have been exceptionally fortunate to have a stable record of success in every year of our company history.”
Here are more specifics from Gary Souverein :
“On October 24 Pawnee entered into an agreement with cars4U to be acquired concurrent with our two firms completing an IPO...and conversion to an income trust/fund. Pending a successful IPO the purchase price would be $57.9 million. Under the terms of the purchase agreement, $44.4 million will be payable in cash at closing with the balance--- satisfied through the issuance of securities, which are directly or indirectly exchangeable for units of the income trust/fund.”
"Canada's public marketplace is much smaller, but it is very dynamic... income trusts specifically make up over $160 billion of market capitalization. This is an important opportunity for us, to leverage the public capital markets.
cars4U appears to be impressed with the overall operation, particularly the earnings performance in Pawnee's marketplace. This is not a portfolio purchase, more an investment. Souverein appears excited about the opportunities to come.
“In the coming months, we should be successful in our IPO effort, “ he said. He believes while the cultures of both are different, they both have the same mission.
“It centers on our shareholders, employees and customers, “ he explained. “Every aspect of our business and 100% of our employee and management team remains as is.
“I can emphasize to you and your readers we intend to continue to deliver and focus our corporate mission to the broker community.
We will continue to underwrite small-ticket start-up and less traditional credits, like we have been doing since we started in 1982.
If you would like to offer support to Gary, encouragement, here is his address:
Gary H. Souverein
President & COO
Pawnee Leasing Corporation
700 Centre Avenue
Fort Collins, CO 80526
(800) 864-4266 ext. 222
(970) 482-2666 (Fax)
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