UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
COYOTE NETWORK SYSTEMS, INC.
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(Name of Issuer)
Common Stock (par value $1.00 per share)
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(Title of Class of Securities)
22406 P108
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(CUSIP Number)
Robert Loonin, Managing Member
First Venture Leasing, LLC
777 Summer Street
Stamford, Connecticut 06901
Telephone No.: 203-357-7999
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 14, 2000
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(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box. [_]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 6 Pages
<PAGE>
CUSIP No. 22406 P108 13D Page 2 of 6 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
First Venture Leasing, LLC
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS (See Instructions)
WC
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A. (Delaware)
________________________________________________________________________________
7 SOLE VOTING POWER
881,600 (See Item 5)
NUMBER OF _________________________________________________________________
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY _________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 881,600 (See Item 5)
PERSON _________________________________________________________________
WITH 10 SHARED DISPOSITIVE POWER
0
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
881,600 (See Item 5)
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.06%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON (See Instructions)
CO (Limited Liability Company)
________________________________________________________________________________
<PAGE>
CUSIP No. 22406 P108 13D Page 3 of 6 Pages
________________________________________________________________________________
Item 1. Security and Issuer.
The title of the class of equity securities registered under Section 12 of the
Securities Exchange Act of 1934 to which this statement relates is the common
stock, par value $1.00 per share (the "Common Stock") of Coyote Network Systems,
Inc., a Delaware corporation (the "Issuer"). The principal executive offices of
the Issuer are located at 4360 Park Terrace Drive, Westlake Village, California
91361.
________________________________________________________________________________
Item 2. Identity and Background.
(a) Name: The name of the person filing this statement (the "Reporting Person")
is First Venture Leasing, LLC ("FVL"), a limited liability corporation
organized under the laws of the state of Delaware.
(b) Residence or business address: The Reporting Person's principal business
address is 777 Summer Street, Stamford, Connecticut 06901.
(c) The Reporting Person is engaged in the equipment leasing business,
including, without limitation, providing financing for lease transactions,
acquiring equipment from and leasing equipment to third parties.
(d) The Reporting Person has not been convicted during the last five years in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) The Reporting Person has not, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction, the result of which has or currently subjects the Reporting
Person to a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) Citizenship. The Reporting Person is a corporation organized in the United
States of America.
________________________________________________________________________________
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Person used its own working capital and other corporate funds in
connection with the purchase of certain accounts receivable of the Issuer and
the provision of a financing facility to the Issuer in exchange for which it
received warrants to purchase common stock, as more fully described in Item 5
below.
<PAGE>
CUSIP No. 22406 P108 13D Page 4 of 6 Pages
________________________________________________________________________________
Item 4. Purpose of Transaction.
The warrants to acquire the Issuer's Common Stock were acquired as consideration
for the Reporting Person's purchasing $11.3 million of accounts receivable of
the Issuer and providing a lease financing facility of $50 million. Except as
provided herein, the Reporting Person has no plans or proposals which relate to
or would result in:
(a) The acquisition by any person of additional securities of the issuer, or
the disposition of securities of the issuer;
(b) An extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the issuer or any of
its subsidiaries;
(d) Any change in the present board of directors or management of the issuer,
including any plans or proposals to change the number or term of directors
or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy of the
issuer;
(f) Any other material change in the issuer's business or corporate structure
including but not limited to, if the issuer is a registered closed-end
investment company, any plans or proposals to make any changes in its
investment policy for which a vote is required by section 13 of the
Investment Company Act of 1940;
(g) Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
issuer by any person;
(h) Causing a class of securities of the issuer to be delisted from a national
securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities
association;
(i) A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) Any action similar to any of those enumerated above.
________________________________________________________________________________
Item 5. Interest in Securities of the Issuer.
(a) The equity securities to which this statement relates consists of 881,600
warrants to purchase the Issuer's Common Stock (the "Warrants") that are
were issued to First Venture Leasing, LLC ("FVL") as consideration for FVL,
among other things, purchasing $11.3 million of the Issuer's accounts
receivable and committing to provide the Issuer with a $50 million lease
financing facility pursuant to a Master Remarketing Agreement dated as of
<PAGE>
CUSIP No. 22406 P108 13D Page 5 of 6 Pages
March 31, 2000 among Coyote Technologies, LLC and FVL and the Financial
Services Agreement dated as of March 31, 2000 among Coyote Technologies,
LLC, the Issuer and FVL. The Warrants consist of: 620,000 warrants
exercisable from the date of issue through April 14, 2003 at an exercise
price of $5.00 per share; and (ii) 261,600 warrants exercisable from the
date of issue through April 14, 2003 at an exercise price of $7.35 per
share. The Warrants once exercised represent 5.06% of the total issued and
outstanding Common Stock of the Issuer, based upon a total issued and
outstanding share number of 17,418,001 shares of Common Stock as of the
close of business on May 1, 2000, as reported in the Company's latest proxy
filing dated as of May 18, 2000.
(b) FVL has the sole power to exercise the Warrants and to vote and dispose of
the 881,600 shares of Common Stock underlying the Warrants (the "Underlying
Common Stock"). FVL does not share the power to vote and dispose of the
Underlying Common Stock or exercise the Warrants with any other person or
party.
(c) During the sixty days prior to this report, FVL has not effected any
transactions in the securities of the Issuer except as provided herein. An
affiliate of FVL, KRJ LLC transferred 1,166,666 shares of Common Stock of
the Issuer on April 14, 2000.
(d) No other party other than FVL has the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of the
Warrants or the Underlying Common Stock.
(e) Not applicable.
________________________________________________________________________________
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
See Item 5 (a) above. In addition, FVL agreed to transfer 500,000 of the
Warrants to Omega Capital Partners, L.P. and its affiliates ("Omega") in
exchange for Omega's investment in FVL. There is no written agreement between
FVL and Omega. Other than the Master Remarketing Agreement dated as of March 31,
2000 and the Financial Services Agreement dated as of March 31, 2000, with
respect to the issuance of the Warrants as consideration for FVL's services
thereunder, there are no contracts, arrangements, understandings or
relationships among FVL and any other persons with respect to securities of the
Issuer.
________________________________________________________________________________
Item 7. Material to be Filed as Exhibits.
None.
<PAGE>
CUSIP No. 22406 P108 13D Page 6 of 6 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
May 25, 2000
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(Date)
/s/ Robert Loonin
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(Signature)
Name: Robert Loonin
Title: Managing Member,
First Venture Leasing, LLC
Attention: Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
