UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1998
Commission File No. --
RIDGEWOOD ELECTRIC POWER TRUST V
(Exact Name of Registrant as Specified in Its Charter)
Delaware 22-3437351
(State or Other Jurisdiction (I.R.S. Employer Identification No.)
of Incorporation or Organization)
c/o Ridgewood Power Corporation, 947 Linwood Avenue, Ridgewood, New Jersey
07450
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (201) 447-9000
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 [ ] NO [X]
Exhibit Index is located on page 98.
<PAGE>
PART I
Item #1. Financial Statements
<PAGE>
PART I. - FINANCIAL INFORMATION
<TABLE>
RIDGEWOOD ELECTRIC POWER TRUST V
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<CAPTION>
June 30, December 31,
1998 1997
(unaudited)
<S> <C> <C>
Assets
Cash and cash
equivalents $58,216,870 $40,821,582
Due from affiliates 189,298 14,467
Other assets 360,388 167,170
Total current assets 58,766,556 41,003,219
Investments:
Investment in
Maine Hydro Projects 7,382,366 6,694,826
Investment in and
loans to Maine
Biomass projects 6,556,829 6,617,862
Deferred due
diligence costs 1,057,655 154,018
Total assets $73,763,406 $54,469,925
Liabilities and
Shareholders'
Equity
Accounts payable
and accrued
expenses $ 18,069 $1,101,285
Due to affiliates 606,413 322,522
Total current
liabilities 624,482 1,423,807
Commitments and
contingencies
Shareholders' equity
(950 and 762.8
shares issued
and outstanding
at June 30, 1998
and December 31,
1997 73,183,407 53,077,526
Managing
shareholder's
accumulated deficit (44,483) (31,408)
Total
Shareholder's equity 73,138,924 53,046,118
Total liabilities
and shareholders'
equity $73,763,406 $54,469,925
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
RIDGEWOOD ELECTRIC POWER TRUST V
STATEMENTS OF OPERATIONS
FOR THE SIX MONTHS AND QUARTERS
ENDED JUNE 30, 1998 AND JUNE 30, 1997
(Unaudited)
<CAPTION>
Six months ended Quarter ended
June 30, June 30, June 30, June 30,
1998 1997 1998 1998
<S> <C> <C> <C> <C>
Revenue
Interest income $1,601,073 $ 332,499 $ 775,944 $ 227,506
Income from Maine Hydro
Projects 687,540 773,699 361,010 546,502
Income (loss) from Maine
Biomass Projects (311,033) --- (43,176) ---
Total revenue 1,977,580 1,106,198 1,093,778 774,008
Expenses
Due diligence costs 19,169 --- 19,169 ---
Investment fee 303,368 311,506 42,595 232,512
Management fee 472,432 --- 472,432 ---
Allocated management costs 238,989 --- 238,989 ---
Accounting and legal fees 27,665 16,002 18,160 8,001
Miscellaneous 19,835 15,614 11,789 10,027
Total expenses 1,081,458 343,122 664,673 250,540
Net income $ 896,122 $ 763,076 $ 429,105 $ 523,468
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
RIDGEWOOD ELECTRIC POWER TRUST V
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE PERIOD ENDED JUNE 30, 1998
(unaudited)
<CAPTION>
Managing
Shareholders Shareholder Total
<S> <C> <C> <C>
Shareholders' equity
December 31, 1997
(762.8 shares) $53,077,526 $ (31,408) $53,046,118
Capital contribu-
tions, net (187.2
shares) 21,400,325 --- 21,400,325
Cash distributions (2,181,605) ( 22,036) (2,203,641)
Net income
for the period 887,161 8,961 896,122
Shareholders' equity
June 30, 1998
(950 shares) $73,183,407 $ (44,483) $73,138,924
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
RIDGEWOOD ELECTRIC POWER TRUST V
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND
JUNE 30, 1997
(Unaudited)
<CAPTION>
Six Months Ended
June 30, 1998 June 30, 1997
<S> <C> <C>
Cash flows from
operating activities:
Net income $ 896,192 $ 763,076
Adjustments to reconcile
net income to net cash
flows from operating
activities:
Income from
unconsolidated Maine
Hydro projects (687,540) (773,699)
Loss from unconsolidated
Maine BioMass projects 311,033 ---
Changes in assets
and liabilities:
(Increase)
in other assets (193,218) (55,923)
Decrease in accounts
payable and accrued
expenses (1,083,216) (1,232)
Decrease in due to
affiliate, net 109,060 78,645
Total adjustments (1,543,881) (752,209)
Net cash (used in)
provided by
operating activities (647,759) 10,867
Cash flows from investing
activities:
Investment in Maine Hydro
Projects --- (58,374)
Loans to Maine
BioMass Projects (250,000) ---
Deferred due diligence costs (903,637) (107,949)
Net cash used in
investment activities (1,153,627) (166,323)
Cash flows from financing
activities:
Proceeds from Shareholders'
Contributions 24,177,311 15,106,876
Selling commissions and
offering costs paid (2,776,986) (2,084,507)
Cash distributions to
Shareholders (2,203,641) (178,257)
Net cash used in
financing activities 19,196,684 12,844,112
Net increase in cash
and cash equivalents 17,395,288 12,688,656
Cash and cash equivalents
beginning of period 40,821,582 7,654,619
Cash and cash equivalents
end of period $58,216,870 $20,343,275
</TABLE>
See accompanying notes to financial statements.
Ridgewood Electric Power Trust V
Notes to Financial Statements. (unaudited)
1. General
In the opinion of management, the accompanying unaudited financial
statements contain all adjustments, which consist of normal recurring
adjustments, necessary for the fair presentation of the results for
the interim periods. Additional footnote disclosure concerning
accounting policies and other matters are disclosed in Ridgewood
Electric Power Trust V's financial statements included in the
Registration Statement on Form 10, which should be read in con-
Junction with these financial statements.
The results of operations for an interim period should not necessarily
be taken as indicative of the results of operations that may be expected
for a twelve month period.
2. Offering of Shares
The offering of Investor Shares, which began on April 12, 1996, was
Discontinued on April 15, 1998.
3. Loans to Biomass Project
In the first quarter of 1998, the Trust loaned $250,000 to Indeck Maine
Energy, L.L.C. ("Maine Biomass Projects"). The loan is in the form of
two demand notes that bear interest at 5% per annum. Ridgewood Electric
Power Trust IV, which owns an identical preferred membership interest in
the Maine Biomass Projects, also made identical loans to the Maine
Biomass Projects. The other Maine Biomass Project members also loaned
$500,000 to the Maine Biomass Projects with the same terms.
<PAGE>
Item #2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
This Quarterly Report on Form 10-Q, like some other statements made by the
Trust from time to time, has forward-looking statements. These statements
discuss business trends and other matters relating to the Trust's future
results and the business climate. In order to make these statements, the
Trust has had to make assumptions as to the future. It has also had to make
estimates in some cases about events that have already happened, and to rely
on data that may be found to be inaccurate at a later time. Because these
forward-looking statements are based on assumptions, estimates and changeable
data, and because any attempt to predict the future is subject to other
errors, what happens to the Trust in the future may be materially different
from the Trust's forward-looking statements here.
The Trust therefore warns readers of this document that they should not rely
on these forward-looking statements without considering all of the things
that could make them inaccurate. The Trust's other filings with the
Securities and Exchange Commission and its Confidential Memorandum discuss
many (but not all) of the risks and uncertainties that might affect these
forward-looking statements.
Some of these are changes in political and economic conditions, federal or
state regulatory structures, government taxation, spending and budgetary
policies, government mandates, demand for electricity and thermal energy, the
ability of customers to pay for energy received, supplies of fuel and prices
of fuels, operational status of plant, mechanical breakdowns, availability of
labor and the willingness of electric utilities to perform existing power
purchase agreements in good faith.
By making these statements now, the Trust is not making any commitment to
revise these forward-looking statements to reflect events that happen after
the date of this document or to reflect unanticipated future events.
Dollar amounts in this discussion are generally rounded to
the nearest $1,000.
Introduction
The financial statements include only the accounts of the
Trust. The Trust uses the equity method of accounting for
its investments in the Maine Hydro Projects and the Maine
Biomass Projects.
Results of Operations
In the first six months of 1998, the Trust had total
revenues of $1,978,000, which were $872,000 (79%) higher
than the total revenue of $1,106,000 in the same period in
1997. Revenues in the second quarter of 1998 of $1,094,000
were $320,000 (41%) higher than the 1997 second quarter
revenues of $774,000. In both periods, these increases were
the results of higher interest income resulting from the
Trust's greater cash balances. The increased interest
income was partially offset by lower income from the Trust's
equity in the Maine Hydro Projects (resulting from
precipitation fluctuations affecting the flow of water) and
by a loss from its equity in the Maine Biomass Projects.
The Maine Biomass Projects are not operating (except for required testing)
but in April 1998 they began selling "installed capability"
(a measure of their capability to provide electricity) under
contract to participants in the New England Power Pool.
Revenues from those sales caused the loss attributable to
the Trust from the Maine Biomass Projects to be
significantly reduced in the second quarter of 1998.
In the 1997 periods, the investment fee of 2% of Capital
Contributions was the major component of the Trust's
expenses. The Trust's offering of shares wound down in
early 1998 and ended in April, causing the investment fee
charge to fall to $43,000 in the second quarter of 1998 as
opposed to $233,000 in the comparable period of 1997. The
investment fee will not be charged in the future unless the
Trust were to make a new offering of shares, which is not
contemplated.
In the 1998 period, the major components of Trust expenses
were the annual management fee (2.5% of assets), which began
to be charged at the termination of the offering in April,
and reimbursements for project management services (computed
at cost or the allocable amount of certain overhead
expenses) provided by the Managing Shareholder in 1998.
Miscellaneous expenses in the first six months of 1997
and 1998 were comparable.
Liquidity and Capital Resources
In 1997, the Trust and Fleet Bank, N.A. (the "Bank") entered
into a revolving line of credit agreement, whereby the Bank
provides a three year committed line of credit facility of
$750,000. Outstanding borrowings bear interest at the
Bank's prime rate or, at the Trust's choice, at LIBOR plus
2.5%. The credit agreement requires the Trust to maintain a
ratio of total debt to tangible net worth of no more than 1
to 1 and a minimum debt service coverage ratio of 2 to 1.
The credit facility was obtained in order to allow the Trust
to operate using a minimum amount of cash, maximize the
amount invested in Projects and maximize cash distributions
to shareholders. There have been no borrowings under the
line of credit in 1998.
Other than investments of available cash in power generation
Projects, obligations of the Trust are generally limited to
payment of Project operating expenses, payment of a
management fee and other expenses to the Managing Shareholder,
payments for certain accounting and legal services to third
persons and distributions to shareholders of available operating
cash flow generated by the Trust's investments. The Trust's
policy is to distribute as much cash as is prudent to
shareholders. Accordingly, the Trust has not found it
necessary to retain a material amount of working capital.
The amount of working capital retained is further reduced by
the availability of the line of credit facility.
PART II - OTHER INFORMATION
Item #6 - Exhibits and Reports on Form 8-K
a. Exhibits
Exhibit 27. Financial Data Schedule
<PAGE>
RIDGEWOOD ELECTRIC POWER TRUST V
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.
RIDGEWOOD ELECTRIC POWER TRUST V
Registrant
By /s/Martin V. Quinn
Martin V. Quinn, Senior Vice President and
Chief Financial Officer (signing on behalf
of the Registrant and as principal financial
officer)
<TABLE> <S> <C>
<ARTICLE>5
<LEGEND>This schedule contains summary financial information
extracted from the Registrant's audited financial
statements for the six months ended June 30, 1998 and is qualified
in its entirety by reference to those financial statements.
</LEGEND>
<CIK>0001060755
<NAME> RIDGEWOOD ELECTRIC POWER TRUST V
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 58,216,870
<SECURITIES> 13,939,195<F1>
<RECEIVABLES> 189,298<F2>
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 58,766,556
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 73,763,406
<CURRENT-LIABILITIES> 624,482<F2>
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 73,138,924<F4>
<TOTAL-LIABILITY-AND-EQUITY> 73,763,406
<SALES> 0
<TOTAL-REVENUES> 1,977,580<F5>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,081,458
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 896,122
<INCOME-TAX> 0
<INCOME-CONTINUING> 896,122
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 896,122
<EPS-PRIMARY> 943
<EPS-DILUTED> 943
<FN>
<F1>Investment in power project partnership and limited liability
company accounted for on equity basis.
<F2>Due from affiliates.
<F3>Includes $606,413 due to affiliates.
<F4>Represents Investor Shares of beneficial interest in Trust
with capital accounts of $73,183,407 less managing shareholder's
accumulated deficit of $44,483.
<F5>Is net of $1,601,073 of interest income, $687,540 of income
from hydroelectric projects and a $311,033 loss from biomass
projects.
</FN>
</TABLE>
