UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the period ended June 30, 2000
-----------------------------------------------------------
[ ] 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 333-37504
ICON Income Fund Eight B L.P.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-4101114
--------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
111 Church Street, White Plains, New York 10601-1505
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(914) 993-1700
--------------------------------------------------------------------------------
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.
[ x] Yes [ ] No
<PAGE>
ICON Income Fund Eight B L.P.
(a Delaware Limited Partnership)
Balance Sheet
June 30, 2000
(Unaudited)
<TABLE>
Assets
<S> <C>
Cash $ 1,288,888
Investment in finance leases
Minimum rents receivable 2,270,380
Estimated unguaranteed residual values 207,180
Initial direct costs 60,859
Unearned income (436,448)
--------------
2,101,971
Total assets $ 3,390,859
Liabilities and Partners' Equity
Accounts payable-General Partner $ 120,231
Accounts payable-other 3,497
-------------
123,728
Commitments and Contingencies
Partners' equity
General Partner 1,117
Limited Partners (37,611.39 units outstanding,
$100 per unit original issue price) 3,266,014
-------------
Total partners' equity 3,267,131
Total liabilities and partners' equity $ 3,390,859
============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
Statement of Operations
For the period February 7, 2000 (date of inception) to June 30, 2000
(Unaudited)
<TABLE>
Revenues
<S> <C>
Finance income $ 17,620
Interest income 253
-------------
Total revenues 17,873
Expenses
Management fees - General Partner 2,415
General and administrative 1,451
Amortization of initial direct costs 1,295
Administrative expense reimbursements - General Partner 966
-------------
Total expenses 6,127
Net income $ 11,746
=============
Net Income allocable to:
Limited Partners $ 11,629
General Partner 117
-------------
$ 11,746
Weighted average number of limited partnership units outstanding 18,806
=============
Net income per weighted average limited partnership unit $ .62
=============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
Statement of Changes in Partners' Equity
For the Period from February 7, 2000 (date of inception)
to June 30, 2000
(Unaudited)
<TABLE>
Limited General
Partners Partner Total
<S> <C> <C> <C>
Initial partners
capital contributions $ 1,000 $ 1,000 $ 2,000
Proceeds from issuance
of limited partnership
units (37,611.39 units) 3,761,139 3,761,139
Sales and offering expenses (507,754) (507,754)
Net income 11,629 117 11,746
-------------- ------------ --------------
Balance at June 30, 2000 $ 3,266,014 $ 1,117 $ 3,267,131
============== ============ ==============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
Statement of Cash Flows
For the Period from February 7, 2000 (date of inception)
to June 30, 2000
(Unaudited)
<TABLE>
Cash flows provided from operating activities:
<S> <C>
Net income $ 11,746
----------------
Adjustments to reconcile net income to net cash
provided by operating activities:
Amortization of initial direct costs 1,295 Changes in operating assets
and liabilities:
Collection of principal non-financed receivables 30,686
Accounts payable to General Partner 120,231
Accounts payable-other 3,497
Total adjustments 155,709
Net cash provided by operating activities 167,455
-----------------
Cash flows from investing activities:
Equipment purchased (2,071,798)
Initial direct costs (62,154)
Net cash (used for) investing activities (2,133,952)
------------------
Cash flows provided by financing activities:
Initial partners capital contributions 2,000
Issuance of limited partnership units, net of offering expenses 3,253,385
Net cash provided by financing activities 3,255,385
-----------------
Net increase in cash 1,288,888
Cash at beginning of period 0
Cash at end of period $ 1,288,888
=================
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
Notes to Financial Statements
June 30, 2000
(Unaudited)
1. Organization
ICON Income Fund Eight B L. P. (the "Partnership") was formed on
February 7, 2000 as a Delaware limited partnership with an initial
capitalization of $2,000. It was formed to acquire various types of equipment,
to lease such equipment to third parties and, to a lesser degree, to enter into
secured financing transactions. The Partnership's maximum offering is
$75,000,000. The Partnership commenced business operations on its initial
closing date, June 14, 2000, with the admission of 15,815.51 limited partnership
units at $100 per unit representing $1,581,551 of capital contributions. As of
June 30, 2000, 21,795.88 additional units had been admitted in to the
partnership with aggregate gross proceeds of $2,179,588 bringing the total
admission to 37,611.39 units totaling $3,761,139 in capital contributions.
The General Partner of the Partnership is ICON Capital Corp. (the
"General Partner"), a Connecticut corporation. The General Partner manages and
controls the business affairs of the Partnership's equipment, leases and
financing transactions under a management agreement with the Partnership.
2. Capital Contribution
The General Partner has made an initial capital contribution of $1,000,
and the initial limited partner has made an initial capital contribution of
$1,000 to the Partnership.
3. Commitment and Contingencies
The Partnership has not applied for an advance ruling from the Internal
Revenue Service; however, in the opinion of counsel the Partnership will be
classified as a Partnership and not as an association taxable for U.S. Federal
income tax purposes. In the absence of a ruling, there cannot be assurance that
the Partnership will not constitute an association taxable as a corporation.
4. Related Party Transactions
Fees and expenses paid or accrued by the Partnership to the General
Partner or its affiliates for the period ended June 30, 2000 were as follows:
Organization and offering expenses $ 131,640 Charged to equity
Underwriting commissions 75,223 Charged to equity
Acquisition fees 62,154 Capitalized
Management fees 2,415 Charged to operations
Administrative expense reimbursements 966 Charged to operations
---------
$ 272,398
=========
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
June 30, 2000
Item 2: General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations for the period ended June 30, 2000
As the Partnership commenced operations on June 14, 2000, results of
operations for the period ended June 30, 2000 do not reflect a full six months
of activity. For the period ended June 30, 2000, the Partnership purchased and
leased equipment with an initial cost of $2,071,798 to one lessee, and generated
net income of $11,746.
Liquidity and Capital Resources
The Partnership's primary sources of funds for the period ended June 30,
2000 were capital contributions, net of offering expenses, of $3,255,385. The
Partnership intends to continue to purchase equipment and fund future cash
distributions utilizing funds from capital contributions and cash generated from
operations.
<PAGE>
ICON Income Fund Eight B L.P.
(a Delaware Limited Partnership
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
No reports on Form 8-K were filed by the Partnership during the quarter ended
June 30, 2000.
<PAGE>
ICON Income Fund Eight B L.P.
(a Delaware Limited Partnership)
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.
ICON Income Fund Eight B L.P.
File No. 333-37504(Registrant)
By its General Partner,
ICON Capital Corp.
August 10, 2000 /s/Thomas W. Martin
---------------------- ----------------------------------------
Date Thomas W. Martin
Executive Vice President
(Principal financial and accounting officer
of the General Partner of the Registrant)
