<PAGE>
<PAGE>1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 10-Q
(Mark One)
/X/ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended July 31, 1995
-------------
or
/ / Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from ............... to ....................
Commission File Number: 33-16599
--------
WALNUT EQUIPMENT LEASING CO., INC.
----------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 23-1712443
------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
SUITE 2128, 101 W. CITY AVENUE, BALA CYNWYD, PENNSYLVANIA 19004
---------------------------------------------------------------
(Address of Principal executive offices) (Zip Code)
(610) 668-0700
(800) 866-0809
-------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's class of
common stock, as of August 31, 1995: $1.00 par value common stock - 1,000
shares.
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<TABLE>
WALNUT EQUIPMENT LEASING CO., INC.
INDEX
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE NUMBER
------------------------------ -----------
<S> <C>
Item 1. Financial Statements
Consolidated Balance Sheets; July 31, 1995
(unaudited) and April 30, 1995 1-2
Consolidated Statements of Operations;
Three months ended July 31, 1995 and
1994 (unaudited) 3
Consolidated Statement of Changes in
Shareholders' Deficit; Three months ended
July 31, 1995 (unaudited) 4
Consolidated Statements of Cash Flows;
Three months ended July 31, 1995 and
1994 (unaudited) 5-6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8
PART II. OTHER INFORMATION
---------------------------
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
</TABLE>
<PAGE>
<PAGE>3
<TABLE>
WALNUT EQUIPMENT LEASING CO., INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<CAPTION>
July 31, 1995 April 30, 1995
------------- --------------
(unaudited)
<S> <C> <C>
ASSETS
Direct finance Leases:
Aggregate future amounts
receivable under lease contracts $ 18,598,918 $ 18,829,268
Estimated residual value of equipment 1,919,618 1,976,244
Less:
Unearned income under lease contracts (3,325,079) ( 3,436,458)
Advance payments ( 570,201) ( 579,965)
------------ ------------
16,623,256 16,789,089
Allowance for doubtful lease receivables (1,385,947) ( 1,413,389)
------------ ------------
15,237,309 15,375,700
------------ ------------
Operating Leases:
Equipment at cost,
Less accumulated depreciation of
$8,064 and $6,680, respectively 26,890 23,316
Accounts receivable 3,173 ---
Cash and cash equivalents 10,143,636 8,957,949
Other assets (Includes $637,479 paid
to or receivable from related
parties at April 30, 1995) 1,131,690 1,086,402
------------ ------------
Total assets $ 26,542,698 $ 25,443,367
========== ============
</TABLE>
See accompanying notes
1
<PAGE>
<PAGE>4
<TABLE>
WALNUT EQUIPMENT LEASING CO., INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - (Continued)
<CAPTION>
July 31, 1995 April 30, 1995
------------- --------------
(unaudited)
<S> <C> <C>
LIABILITIES
Amounts payable to equipment suppliers $ 586,156 $ 477,296
Other accounts payable and accrued expenses 240,350 252,361
Demand, Fixed Rate and
Money Market Thrift Certificates
(Includes $181,266 at April 30, 1995
payable to related parties) 25,757,363 24,521,875
Senior Thrift Certificates
(includes $697,706 at April 30, 1995
payable to related parties) 19,670,152 18,783,578
Subordinated Thrift Certificates
(Includes $555,844 at April 30, 1995
payable to related parties) 5,843,096 6,025,366
Accrued interest 5,640,690 5,411,748
Subordinated debentures (Includes $4,000 at
April 30, 1995 payable to related parties) 5,858 5,858
State income taxes payable 8,401 8,401
------------ ------------
57,752,066 55,486,483
------------ ------------
SHAREHOLDERS' DEFICIT
Prime Rate Cumulative Preferred Shares,
$1 par value, $100 per share liquidation
preference, 50,000 shares authorized,
281 shares, issued and outstanding
(liquidation preference $28,100) 281 281
Adjustable Rate Cumulative Preferred Shares,
$1 par value, $1000 per share liquidation
preference. 1,000 shares authorized, 275
shares issued and outstanding
(liquidation preference $275,000) 275 275
Common stock, $1.00 par value, 1,000 shares
authorized, issued and outstanding 101,500 101,500
Accumulated Deficit (31,311,424) (30,145,172)
------------ ------------
(31,209,368) (30,043,116)
------------ ------------
Total liabilities and shareholders' deficit $26,542,698 $ 25,443,367
============ ============
</TABLE>
See accompanying notes
2
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<PAGE>5
<TABLE>
WALNUT EQUIPMENT LEASING CO., INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
<CAPTION>
For The Three Months Ended July 31,
1995 1994
------------ -----------
(unaudited) (unaudited)
<S> <C> <C>
Revenue:
Income earned under direct
finance lease contracts $ 974,965 $ 1,059,263
Operating lease rentals 6,751 306
----------- -----------
Total revenue 981,716 1,059,569
Costs and expenses:
Interest 1,182,359 1,038,139
Lease origination expenses 269,514 305,875
General and administrative expenses 504,515 493,380
Provision for doubtful lease receivables 190,196 171,949
Depreciation of operating lease equipment 1,384 2,131
----------- -----------
Total costs and expenses 2,147,968 2,011,474
----------- -----------
Loss before provision for income tax expense (1,166,252) (951,905)
Provision for state income taxes (See Note 2) --- 897
----------- -----------
Net Loss (See Note 2) $(1,166,252) $ (952,802)
=========== ===========
</TABLE>
SEE ACCOMPANYING NOTES
3
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<PAGE>6
<TABLE>
WALNUT EQUIPMENT LEASING CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT
<CAPTION>
Prime Rate Adjustable Rate Total
Cumulative Cumulative Common Accumulated Shareholders'
Preferred Shares Preferred Shares Stock Deficit Deficit
---------------- ---------------- ------ ----------- ------------
No. of Shares No. of Share
Issued Amount Issued Amount
------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, April 30, 1995 281 $ 281 275 $ 275 $101,500 $(30,145,172) $(30,043,116)
Net loss for the three month
period ended July 31, 1995
(unaudited) --- --- --- --- --- (1,166,252) (1,166,252)
---- ------- ----- ------- -------- ------------ ------------
Balance, July 31, 1995 (unaudited) 281 $ 281 275 $ 275 $101,500 $(31,311,424) $(31,209,368)
==== ======= ===== ======= ======== ============ ============
SEE ACCOMPANYING NOTES
4
</TABLE>
<PAGE>
<PAGE>7
<TABLE>
WALNUT EQUIPMENT LEASING CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
For the Three Months Ended July 31,
1995 1994
----------- -----------
(unaudited) (unaudited)
<S> <C> <C>
OPERATING ACTIVITIES
--------------------
Net Loss $(1,166,252) $ (952,802)
Adjustments to Reconcile
Net Loss to Net Cash
Used in Operating Activities:
Depreciation 1,384 2,131
Amortization of Deferred Debt Expenses 34,011 30,051
Provision for doubtful
lease receivables 190,196 171,949
Effects of Changes
in other Operating Items:
Accrued Interest 228,942 289,493
Amounts Payable to Equipment Suppliers 108,860 75,859
Other (net), principally
increase in other Assets (94,483) (167,853)
----------- ------------
Net Cash used in Operating Activities (697,342) (551,172)
----------- ------------
INVESTING ACTIVITIES
--------------------
Excess of Cash Received Over
Lease Income Recorded 1,879,096 1,741,393
Increase (Decrease) in Advance Payments (9,764) 18,235
Purchase of Equipment for Lease (1,926,095) (2,159,998)
Purchase of U.S. Government Securities --- (7,013,583)
----------- ------------
Net Cash Used in Investing Activities (56,763) (7,413,953)
----------- ------------
</TABLE>
See accompanying notes
5
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<PAGE>8
<TABLE>
WALNUT EQUIPMENT LEASING CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued)
<CAPTION>
For the Three Months Ended July 31,
1995 1994
----------- -----------
(unaudited) (unaudited)
<S> <C> <C>
FINANCING ACTIVITIES
--------------------
Proceeds from Issuance of:
Demand, and Fixed Rate Certificates 3,014,550 2,100,662
Senior Thrift Certificates 1,712,013 2,057,613
Redemption of:
Demand, Fixed Rate, and Money
Market Thrift Certificates (1,779,062) (1,786,773)
Subordinated Thrift Certificates
and Debentures (182,270) 40,950
Senior Thrift Certificates (825,439) (585,347)
----------- ------------
Net Cash Provided By
Financing Activities 1,939,792 1,827,105
----------- ------------
Increase (decrease) in cash
and cash equivalents 1,185,687 (6,138,020)
Cash and equivalents,
Beginning of Year 8,957,949 7,598,151
----------- ------------
Cash and cash equivalents,
End of Year $10,143,636 $ 1,460,131
=========== ============
</TABLE>
See accompanying notes
6
<PAGE>
<PAGE>9
Walnut Equipment Leasing Co., Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements
1. FINANCIAL STATEMENT PRESENTATION
The unaudited interim financial statements presented herein have been
prepared in accordance with the instructions to Form 10-Q and do not include
all of the information and note disclosures required by generally accepted
accounting principles. These statements should be read in conjunction with
the audited financial statements and notes thereto for the year ended April
30, 1995. The accompanying interim financial statements have not been
audited by independent certified public accountants, but in the opinion of
management, such financial statements include all adjustments, consisting
only of normal recurring adjustments, necessary to summarize fairly the
results of operations, and are not necessarily indicative of the results to
be expected for the full year.
2. ACCOUNTING POLICIES
METHOD OF CONSOLIDATION
The unaudited interim consolidated financial statements of Walnut
Equipment Leasing Co., Inc. for the three month periods ended July 31, 1995
and 1994, respectively, include the operating results of its wholly-owned
subsidiary, Equipment Leasing Corporation of America ("ELCOA"). All
intercompany items have been eliminated for purposes of preparing the
consolidated financial statements contained herein.
ACCOUNTING FOR LEASES
The Company's lease contracts provide for total noncancellable rentals
which exceed the cost of the leased equipment plus anticipated financing
charges and, accordingly, are accounted for as financing leases. At the
inception of each new lease, the Company records the gross lease receivable,
the estimated residual value of the leased equipment, and the unearned lease
income. The unearned lease income represents the excess of the gross lease
receivable plus the estimated residual value over the cost of the equipment
leased. For leases originated after April 30, 1988, the Company has changed
its method of accounting to conform with the requirements of FAS No. 91
"Accounting for Non Refundable Fees and Costs Associated with Originating or
Acquiring Loans and Initial Direct Cost of Leases". Under this method,
commissions paid in the amounts of $17,972 and $10,464 for the three months
ended July 31, 1995 and 1994, respectively, were accounted for as part of the
Investment in Direct Financing leases.
Unearned income is earned and initial direct costs are amortized to
direct finance lease income using the interest (or "effective") method over
the term of each lease.
7
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<PAGE>10
An allowance for doubtful direct finance lease receivables has been
maintained at a level considered adequate to provide for estimated losses
that will be incurred in the collection of these receivables. The allowance
is increased by provisions charged to operating expense and reduced by
charge-offs based upon a periodic evaluation, performed at least quarterly,
of delinquent finance lease receivables. Pursuant to FAS 91, reserves are
established to reflect losses anticipated from delinquencies and impairments
that have already occurred rather than ultimate losses expected over the life
of the lease portfolio. Total write-offs charged against this reserve for
the three months ended July 31, 1995 and 1994 were $217,638 and $259,783,
respectively, while the Company increased these reserves by charges of
$190,196 and $171,949, respectively, to maintain reserves considered adequate
for losses anticipated from remaining outstanding delinquent lease
receivables.
INCOME TAXES EXPENSE
Effective May 1, 1993, the Company adopted Statement of Financial
Accounting Standard No. 109, "Accounting for Income Taxes" (SFAS 109), which
requires an asset and liability approach to financial accounting and
reporting for income taxes. Deferred income tax assets and liabilities are
computed annually for differences between the financial statement and tax
bases of assets and liabilities that will result in taxable or deductible
amounts in the future based on enacted tax laws and rates applicable to the
periods in which the differences are expected to affect taxable income.
Valuation allowances are established when necessary to reduce deferred tax
assets to the amount expected to be realized. Income tax expenses is the tax
payable or refundable for the period plus or minus the change during the
period in deferred tax assets and liabilities.
The net deferred tax asset as of April 30, 1995 includes deferred tax
assets (liabilities) attributable to the following temporary deductible
(taxable) differences:
Operating lease method vs. direct financial method $ 3,000,800
Provision for doubtful lease receivables 473,200
Other (35,000)
-----------
Net deferred tax asset 3,439,000
Valuation allowance (3,439,000)
-----------
Net deferred tax asset after valuation allowance $ ---
===========
A valuation allowance was required as of April 30, 1995 due to the net
operating loss carryover of approximately $21,182,000 and investment tax
credit carryover of approximately $1,284,000, and due to the valuation
allowance for the carryforwards there is no net change in deferred tax assets
for the three months ended July 31, 1995.
8
<PAGE>
<PAGE>11
WALNUT EQUIPMENT LEASING CO., INC. AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
COMPARISON OF THREE MONTHS ENDED JULY 31, 1995 AND 1994
REVENUES FROM LEASE CONTRACTS
Total revenues from direct finance leases for the three months ended July
31, 1995 decreased 8.0% or $84,298 as compared to the three months ended July
31, 1994. This decrease resulted from a decrease in the amount of
outstanding lease receivables, offset in part by an increase in late charges
and other fees recognized from collection of delinquent lease receivables
during the three months ended July 31, 1995 in comparison to the prior year.
Aggregate new lease receivables entered decreased $324,131 or 11.5% to
$2,500,771 for the three months ended July 31, 1995 from $2,824,902 for the
three months ended July 31, 1994. Management attributes this decrease to the
delay in initiation of a marketing strategy that began during the fourth
quarter of the fiscal year ended April 30, 1995 that emphasizes the "private
label" leasing programs with manufacturers. The Company is further refining
these efforts in an attempt to dramatically increase volume beyond current
levels. See "Further Refinements in Marketing Strategy and Efforts to Reduce
Operating Losses", below.
Unearned income during the three months ended July 31, 1995 decreased by
$111,379 in comparison to a decrease of $64,139 for the three months ended
July 31, 1994. During the three month periods ended July 31, 1995 and 1994,
the gross rents charged over the "net investment" in direct finance leases
were 142% and 147%, respectively. Competition for new leases, along with
recent declines in interest rates in general, contributed to the decline in
rates of rents being charged. The recognition of direct finance lease income
reflects the composite aging of the underlying leases in the portfolio, as
well as application of FAS No. 91, to outstanding leases after May 1, 1988
which affects leases originated after April 30, 1988, and changes the method
used to recognize income and expense items. FAS No. 91 does not change the
total income and expenses ultimately to be recognized from each transaction.
Further increases in new lease volume are expected to increase the levels of
unearned income in the future. The Company is continuing to increase its
efforts to contact new equipment vendors to further increase the level of new
business. As noted below, in an effort to further increase new business
during the current fiscal year, the Company is in the process of contacting
equipment manufacturers with the expectation that it will jointly market its
leasing services to the equipment manufacturer by using its in-house printing
and direct-mail facilities, and when warranted, create a "private label lease
program" specifically for a given manufacturer. See "Further Refinements in
Marketing Strategy and Efforts to Reduce Operating Losses", below. As the
number of new lease applications increase, the Company will be employing
additional vendor account executives in its sales department.
9
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<PAGE>12
The limited use of the operating lease equipment program resulted in
$4,958 of equipment being purchased for operating leases for the three months
ended July 31, 1995, and $9,000 for the three months ended July 31, 1994.
Operating lease rental income increased by $6,445 in the three months ended
July 31, 1995 as compared to the three months ended July 31, 1994, primarily
due to the purchase of additional equipment, and fewer retirements of
expiring leases.
INTEREST EXPENSE
For the three months ended July 31, 1995, interest expense increased
$144,220 or 13.9% as compared to the three months ended July 31, 1994.
Management attributes the increase to additional debt securities outstanding
and the excess funds on hand from sale of debt securities awaiting investment
in new lease receivables, offset in part by the increase in interest income
from its investment in short-term U.S. government securities having
maturities of three months or less. Total interest expense (disregarding
interest income of $119,383 and $87,490, respectively, during the three month
periods ended July 31, 1995 and 1994) averaged 9.3% on average total
borrowings (including accrued interest) of $55,832,792 for the three months
ended July 31, 1995 as compared to 8.9% on average total borrowings
(including accrued interest) of $50,367,671 for the three months ended July
31, 1994. The interest rate on three month U.S. Treasury bills was 5.46% at
July 31, 1995, which represents an increase of 13.0% over the 4.83% rate at
July 31, 1994.
OTHER EXPENSES
Lease origination expenses decreased 11.9% or $36,361 for the three
months ended July 31, 1995, compared to the corresponding period ended a year
earlier. Lease origination expenses, including capitalized commissions paid,
were 11.5% of new direct financing lease receivables during the three months
ended July 31, 1995 as compared to 11.2% for the three months ended July 31,
1994. The increased percentage in the period ended July 31, 1995 is
attributable to the costs associated with the Company's direct mail efforts
in cooperation with equipment manufacturers during the three months ended
July 31, 1995. Effective September, 1994, the Company had eliminated its
direct mail solicitation in favor of increasing the number of in-house vendor
account executives to personally contact prospective equipment vendors by
telephone. The Company's efforts in increasing new lease volume are
continuing, and at the same time the Company is attempting to reduce these
costs whenever possible without compromising its goals. See "Further
Refinements in Marketing Strategy and Efforts to Reduce Operating Losses".
During the three months ended July 31, 1995 and 1994, commissions of $17,972
and $10,464, respectively, were paid and included as lease origination
expenses during the period. The Company believes that increasing new leases
generated from repeat vendors and increasing the number of new vendors
utilizing its leasing services that are being attracted through its marketing
efforts, will assist to decrease the overall percentage of total lease
origination costs in comparison to new lease volume in the future.
10
<PAGE>
<PAGE>13
General and administrative expenses increased by $11,135 or 2.3% for the
three months ended July 31, 1995, as compared to the corresponding period in
1994, due in part to increased recognition of amortized expenses associated
with the sale of debt securities by the Company and ELCOA, and an increase in
legal costs necessary to facilitate collection of its delinquent lease
receivables.
An allowance for doubtful direct finance lease receivables is maintained
at a level considered adequate to provide for estimated losses that will be
incurred in the collection of these receivables. The allowance is increased
by the provisions charged to operating expense and reduced by charge-offs.
See Footnote 2 to the Interim Consolidated Financial Statements for a more
detailed discussion of the accounting for the provision for doubtful
accounts.
FURTHER REFINEMENTS IN MARKETING STRATEGY AND EFFORTS TO REDUCE OPERATING
LOSSES
Management further initiated certain measures to refine its marketing
strategy during the three months ended July 31, 1995 that it believes may
result in an increase in the levels of new leases to be generated in the
future. The Company must increase the level of new leases and control its
costs of lease origination and administration in order to reduce its
operating losses.
Management initiated certain changes during September, 1994 to enhance
its previous direct mail marketing program. The Company began to purchase
and/or internally obtain from equipment manufacturers nationwide lists of
commercial equipment vendors in industries such as office machinery, light
industrial equipment, data processing and peripheral equipment, along with
food service and preparation equipment, among others. By October 31, 1994,
the Company had obtained in excess of 50,000 names and information of
additional potential equipment vendors, manufacturers, and other distributors
which were put into its computer database. The Company had eliminated the
costs associated with direct mail solicitation in favor of utilizing its
in-house account executives who were responsible to contact vendors in these
target groups of equipment sellers, and to solicit interest in their using
the Company's leasing services as a sales tool. Once a vendor expressed
interest in receiving further information, the Company's marketing materials
were forwarded to the equipment vendor. The account executives maintained
further contact with the equipment sellers to implement the relationships of
the equipment sellers with the Company, and the Company utilized direct mail
solely to send bi-weekly reminders to interested vendors to use the Company's
services.
During the three months ended April 30, 1995, the Company began to target
equipment manufacturers having a broad sales distribution network (primarily
those with at least $5 million in annual sales and at lease one hundred
equipment distributors and vendors) to offer them a "private label lease
program" customized for their distributors' needs. The Company has entered
into approximately twenty such programs as of September, 1995 and have
solicited indications of sincere interest from other manufacturers. In this
11
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<PAGE>14
way, the Company accepts responsibility for the origination, servicing, and
funding for lease transactions from each manufacturer for new leases from the
manufacturers distributors using the Company's forms and documentation
customized with the equipment manufacturers' name. The Company uses its
in-house printing and direct mail facilities to produce flyers and brochures
to be distributed throughout each manufacturers' sales distribution network
illustrating the benefits of leasing, to facilitate sales of the
manufacturers' equipment. The Company is encouraged by the initial positive
reaction received from the equipment manufacturers, and intends to further
emphasize this program as a means towards increasing new lease volume.
Although the results of this program were immaterial through April 30, 1995,
they began in a small measure to be recognized during the three months ended
July 31, 1995. New leases generated during August, 1995 began to reflect an
increase as a result of this program.
The Company believes that lease securitization may provide both the
additional funding for and increased revenues associated with an increase in
new lease volume. Reference is made to the prospectus contained in the
Registration Statement dated September 12, 1995 relative to the offering and
sale of the Company's Senior Thrift Certificates. The Company anticipates
that such sales under a lease securitization program may commence during the
fiscal year ending April 30, 1996, although no such sales have occurred to
date as a result of the excess available funds the Company presently maintains
awaiting investment in new direct finance lease equipment.
CAPITAL RESOURCES AND LIQUIDITY
The Company has financed its growth to date primarily from proceeds of
debt securities offered to the public. The Company has not experienced any
difficulty in financing the purchase of equipment that it leases at current
levels.
Taking into consideration new business, the Company's cash and
unhypothecated leases on hand, cash available from sale of leases to ELCOA,
anticipated renewal of a portion of the Company's borrowings, anticipated
sales of senior debt and other resources, it is management's opinion that its
cash will be sufficient to conduct its business and meet its anticipated
obligations during the current fiscal year. The Company attributes the
increased redemptions of its Senior Thrift Certificates during the three
months ended July 31, 1995 to increased debt outstanding, and to a lesser
extent to rates of return in the equity markets and mutual funds in general.
No assurance can be given that the redemption of senior and subordinated
borrowings will not exceed the Company's expectation or that a substantial
portion of its offering of Senior Thrift Certificates or the offering by
Equipment Leasing Corporation of America of its Demand and Fixed Rate
Certificates will be sold.
In view of the Company's history of losses, the uncertainty with respect
to future interest rates to holders of its unsecured borrowings, the
potential redemption of senior and subordinated borrowings and the
uncertainty as to the sale of its offering of Senior Thrift Certificates, and
of the sale of the Demand and Fixed Rate Certificates, management is unable
12
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<PAGE>15
to estimate the Company's future profitability and liquidity beyond the
current fiscal year. If the Company continues to have losses, it may have
difficulty in servicing its debt in future years. Management attributes its
losses during the current fiscal year to the size of its lease portfolio
relative to its fixed costs, including interest on outstanding debt.
Management is currently exploring various means of increasing its new leases
entered and the outstanding lease portfolio. See "Consolidated Statements of
Cash Flows" on page 5 of this report for an analysis of the sources and uses
of cash by the Company during the three month periods ended July 31, 1995 and
1994, respectively. See also "Further Refinements in Marketing Strategy and
Efforts to Reduce Operating Losses on page 11 of this report on Form 10-Q.
For a complete discussion of liquidity and capital resources for the
fiscal year ending April 30, 1995, reference is made to the "Capital
Resources and Liquidity" section of Form 10-K filed on July 28, 1995 for the
fiscal year ended April 30, 1995.
13
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<PAGE>16
PART II
OTHER INFORMATION
ITEM 5. OTHER INFORMATION
On August 2, 1995 and September 12, 1995, the Company filed
post-effective amendments in conjunction with a new registration statement to
register for sale to the public the principal amount of $22,400,000 in
principal amount of Senior Thrift Certificates. (SEC File #33-81630). The
offering of these debt securities is expected to be declared effective during
September, 1995 after which the offering to the public will re-commence.
On August 2, 1995 and September 11, 1995, the company's wholly-owned
subsidiary, ELCOA, filed post-effective amendments to its registration
statement to register for sale to the public the remaining $13,500,000 in
principal amount of its Demand and Fixed Rate Certificates (SEC File
#33-65814). The offering of these debt securities is expected to be declared
effective during September, 1995, after which the offering to the public will
re-commence.
The Company expects to relocate its offices to One Belmont Avenue, Suite
200, Bala Cynwyd, Pennsylvania, effective October 1, 1995. Its telephone
numbers will remain the same. Reference is made to Footnote 12 to the
Consolidated Financial Statements filed as part of Post-Effective Amendment
Number 2 filed September 12, 1995. (SEC File #33-81630).
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
REPORTS ON FORM 8-K
There were no reports on Form 8-K filed during the three month period
ended July 31, 1995.
14
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<PAGE>17
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
September 14, 1995 WALNUT EQUIPMENT LEASING CO., INC.
------------------ ----------------------------------
Date
/s/ William Shapiro
----------------------------------
William Shapiro, President and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
ART. 5 FDS FOR 1ST QUARTER 10-Q
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
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