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In The Marketplace

By ALM Staff | Law Journal Newsletters |
November 01, 2003

Ag Services of America, Inc. of Cedar Falls, IA has announced that Rabobank International, the corporate and investment banking arm of the Netherlands-based Rabobank Group, has entered into a definitive agreement to acquire the company. Under the terms of the agreement, Rabobank would purchase 100% of the common stock of Ag Services in an all-cash transaction, at a price of $8.50 per common share of the company's stock, a premium of approximately 39% over the closing price of $6.12 on Oct. 31, 2003. This price values the total issued shares of Ag Services at approximately $47 million. The acquisition is anticipated to close on or about Dec. 31, 2003, subject to Ag Services shareholder approval and Dutch Central Bank approval. This acquisition is a part of Rabobank's strategy of expanding its retail banking and agricultural lending business to the most promising markets around the world. This purchase follows other recent U.S. acquisitions including VIB Corp of California and Lend Lease Agri-Business of St. Louis, MO. Ag Services provides operating credit to producers and administers financing programs for input retailers and suppliers in agricultural markets throughout the central United States. For the 2003 crop season the company originated approximately $265 million in loans and had 116 employees.

Bank of America Corporation of Charlotte, NC and FleetBoston Financial Corporation of Boston have announced a definitive merger agreement. The merger, to be accomplished through a stock-for-stock transaction, establishes a new Bank of America that will have $68 billion in shareholders' equity. It has been reported that these two companies have generated $10 billion in earnings in the first 9 months of 2003. Charles K. Gifford, currently chairman and chief executive officer of FleetBoston, will be chairman of the board of directors of the merged company from Boston. Kenneth D. Lewis, currently chairman and chief executive officer of Bank of America, will be chief executive officer and will maintain his principal office in the combined company's headquarters in Charlotte.

Bingham McCutchen of San Francisco has announced that three veteran finance attorneys have joined the firm. Peter H. Carson, Pamela J. Martinson and Bradley C. Crawford, all formerly of Cooley Godward, have joined Bingham McCutchen's San Francisco office as partners in the firm's finance group. Martinson will share her time in the firm's Silicon Valley office.

DaimlerChrysler Services, Structured Finance Global Alliances of Norwalk, CT, an arranger of international financing and leasing solutions, has announced the formation of an alliance with Suleasing Internacional to enhance international coverage and provide greater presence in the Latin American markets for equipment financing and leasing opportunities. Legally incorporated in Panama, Suleasing Internacional is a leader in the Colombian and Latin-American lease markets. The company specializes in cross-border lease operations and has the capabilities to structure a wide range of lease finance products, from equipment finance to infrastructure developments. DaimlerChrysler Services entered into this strategic alliance to provide a Latin American vendor/direct financial services network for U.S. and European financial institutions and their respective vendor partners. In the past, few major leasing institutions have wanted to make the investment to provide for a Latin American network to fund deals locally. Similarly, the fluid political environment has limited the desire of U.S. and European funding institutions to venture into this market.

Gelco Corporation of Eden Prairie, MN, a subsidiary of General Electric, has signed an agreement to purchase the automobile and fleet leasing business from Texas-based CitiCapital Fleet Services, owned by Citigroup Inc. The purchase price is reported to exceed $1 billion in cash. CitiCapital represents approximately $1.2 billion in assets with more than 189,000 vehicles under lease and service management in the United States.

Key Equipment Finance of Superior, CO has entered into an alliance with Showa Leasing Co., Ltd., a leading Japanese leasing company. Under the agreement, Showa Leasing will partner with Key Equipment Finance to support Key Equipment Finance's vendor program business in Japan. Additionally, Key Equipment Finance will support the client financing needs of Showa's own vendor programs for its Japanese customers operating in the United States.

Orion First Financial, LLC of Gig Harbor, WA and Pioneer Capital Corporation, an Addison, TX based equipment leasing company, have formed a new joint venture, Pioneer Capital Funding, LLC. The joint venture has secured a revolving line of credit with Kitsap Bank to warehouse leases originated by Pioneer Capital Corp. The new venture bundles the warehoused leases into portfolios and the lease receivables are sold to Union Safe Deposit Bank under a permanent funding facility. Orion First Financial, LLC will provide lease servicing and administrative services to PCF and Union Safe Deposit Bank.

Ag Services of America, Inc. of Cedar Falls, IA has announced that Rabobank International, the corporate and investment banking arm of the Netherlands-based Rabobank Group, has entered into a definitive agreement to acquire the company. Under the terms of the agreement, Rabobank would purchase 100% of the common stock of Ag Services in an all-cash transaction, at a price of $8.50 per common share of the company's stock, a premium of approximately 39% over the closing price of $6.12 on Oct. 31, 2003. This price values the total issued shares of Ag Services at approximately $47 million. The acquisition is anticipated to close on or about Dec. 31, 2003, subject to Ag Services shareholder approval and Dutch Central Bank approval. This acquisition is a part of Rabobank's strategy of expanding its retail banking and agricultural lending business to the most promising markets around the world. This purchase follows other recent U.S. acquisitions including VIB Corp of California and Lend Lease Agri-Business of St. Louis, MO. Ag Services provides operating credit to producers and administers financing programs for input retailers and suppliers in agricultural markets throughout the central United States. For the 2003 crop season the company originated approximately $265 million in loans and had 116 employees.

Bank of America Corporation of Charlotte, NC and FleetBoston Financial Corporation of Boston have announced a definitive merger agreement. The merger, to be accomplished through a stock-for-stock transaction, establishes a new Bank of America that will have $68 billion in shareholders' equity. It has been reported that these two companies have generated $10 billion in earnings in the first 9 months of 2003. Charles K. Gifford, currently chairman and chief executive officer of FleetBoston, will be chairman of the board of directors of the merged company from Boston. Kenneth D. Lewis, currently chairman and chief executive officer of Bank of America, will be chief executive officer and will maintain his principal office in the combined company's headquarters in Charlotte.

Bingham McCutchen of San Francisco has announced that three veteran finance attorneys have joined the firm. Peter H. Carson, Pamela J. Martinson and Bradley C. Crawford, all formerly of Cooley Godward, have joined Bingham McCutchen's San Francisco office as partners in the firm's finance group. Martinson will share her time in the firm's Silicon Valley office.

DaimlerChrysler Services, Structured Finance Global Alliances of Norwalk, CT, an arranger of international financing and leasing solutions, has announced the formation of an alliance with Suleasing Internacional to enhance international coverage and provide greater presence in the Latin American markets for equipment financing and leasing opportunities. Legally incorporated in Panama, Suleasing Internacional is a leader in the Colombian and Latin-American lease markets. The company specializes in cross-border lease operations and has the capabilities to structure a wide range of lease finance products, from equipment finance to infrastructure developments. DaimlerChrysler Services entered into this strategic alliance to provide a Latin American vendor/direct financial services network for U.S. and European financial institutions and their respective vendor partners. In the past, few major leasing institutions have wanted to make the investment to provide for a Latin American network to fund deals locally. Similarly, the fluid political environment has limited the desire of U.S. and European funding institutions to venture into this market.

Gelco Corporation of Eden Prairie, MN, a subsidiary of General Electric, has signed an agreement to purchase the automobile and fleet leasing business from Texas-based CitiCapital Fleet Services, owned by Citigroup Inc. The purchase price is reported to exceed $1 billion in cash. CitiCapital represents approximately $1.2 billion in assets with more than 189,000 vehicles under lease and service management in the United States.

Key Equipment Finance of Superior, CO has entered into an alliance with Showa Leasing Co., Ltd., a leading Japanese leasing company. Under the agreement, Showa Leasing will partner with Key Equipment Finance to support Key Equipment Finance's vendor program business in Japan. Additionally, Key Equipment Finance will support the client financing needs of Showa's own vendor programs for its Japanese customers operating in the United States.

Orion First Financial, LLC of Gig Harbor, WA and Pioneer Capital Corporation, an Addison, TX based equipment leasing company, have formed a new joint venture, Pioneer Capital Funding, LLC. The joint venture has secured a revolving line of credit with Kitsap Bank to warehouse leases originated by Pioneer Capital Corp. The new venture bundles the warehoused leases into portfolios and the lease receivables are sold to Union Safe Deposit Bank under a permanent funding facility. Orion First Financial, LLC will provide lease servicing and administrative services to PCF and Union Safe Deposit Bank.

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