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 September 30, 2000
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[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period from to
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Commission File Number 333-37504
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ICON Income Fund Eight B L.P.
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(Exact name of registrant as specified in its charter)
Delaware 13-4101114
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
111 Church Street, White Plains, New York 10601-1505
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(Address of principal executive offices) (Zip code)
(914) 993-1700
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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
September 30, 2000
(Unaudited)
<TABLE>
Assets
<S> <C>
Cash ............................................. $ 4,272,805
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Investment in finance leases
Minimum rents receivable ...................... 8,175,031
Estimated unguaranteed residual values ........ 1,002,643
Initial direct costs .......................... 209,297
Unearned income ............................... (2,379,850)
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7,007,121
Accounts receivable - affiliates .............. 650,000
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Other assets .................................. 850,866
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Total assets ..................................... $ 12,780,792
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Liabilities and Partners' Equity
Note payable ..................................... $ 1,325,772
Accounts payable ................................. 61,976
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1,387,748
Commitments and Contingencies
Partners' equity
General Partner ............................... 756
Limited Partners (132,054.19 units outstanding,
$100 per unit original issue price) ......... 11,392,288
------------
Total partners' equity ................... 11,393,044
Total liabilities and partners' equity ........... $ 12,780,792
============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
Statement of Operations
(Unaudited)
<TABLE>
For the Period
For the Three For the Period
Months Ended February 7, 2000 to
September 30, 2000 September 30, 2000
Revenues
<S> <C> <C>
Finance income ...................... $187,029 $204,649
Interest income ..................... 33,403 33,656
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Total revenues ...................... 220,432 238,305
-------- --------
Expenses
Management fees - General Partner ... 54,603 57,018
General and administrative .......... 4,922 6,373
Amortization of initial direct costs 10,654 11,949
Administrative expense reimbursements
- General Partner ................. 21,929 22,895
Interest expense .................... 31,391 31,391
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Total expenses .......................... 123,499 129,626
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Net income .............................. $ 96,933 $108,679
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Net Income allocable to:
Limited partners .................... $ 95,964 $107,592
General Partner ..................... 969 1,087
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$ 96,933 $108,679
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Weighted average number of limited
partnership units outstanding 72,094 58,772
======== ========
Net income per weighted average
limited partnership unit $ 1.33 $ 1.83
======== ========
</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 September 30, 2000
(Unaudited)
<TABLE>
Return of Investment Limited General
Capital Income Partners Partner Total
<S> <C> <C> <C> <C> <C>
Initial partners
capital contributions $ 1,000 $ 1,000 $ 2,000
Proceeds from issuance
of limited partnership
units (132,054.19 units) 13,205,419 - 13,205,419
Sales and offering expenses (1,782,731) - (1,782,731)
Cash distribution $.53 $1.83 (138,992) (1,331) (140,323)
Net income 107,592 1,087 108,679
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Balance at September 30, 2000 $11,392,288 $ 756 $11,393,044
=========== ======= ===========
</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 September 30, 2000
(Unaudited)
<TABLE>
Cash flows provided from operating activities:
<S> <C>
Net income .................................................... $ 108,679
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Adjustments to reconcile net income to net cash
provided by operating activities:
Amortization of initial direct costs ....................... 11,949
Changes in operating assets and liabilities:
Collection of principal receivables ....................... 575,331
Accounts receivable - affiliates .......................... (650,000)
Accounts payable .......................................... 61,976
Other assets .............................................. 866
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Total adjustments ....................................... 122
Net cash provided by operating activities ................. 108,801
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Cash flows from investing activities:
Equipment purchased ........................................... (7,374,886)
Initial direct costs .......................................... (221,247)
Other assets .................................................. (850,000)
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Net cash used for investing activities .................... (8,446,133)
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Cash flows provided by financing activities:
Initial partners capital contribution ......................... 2,000
Proceeds from note payable .................................... 3,977,317
Issuance of limited partnership units, net of offering expenses 11,422,688
Payment on note payable ....................................... (2,651,545)
Cash distributed to partners .................................. (140,323)
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Net cash provided by financing activities ................. 12,610,137
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Cash at end of period ............................................. $ 4,272,805
============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
Notes to Financial Statements
September 30, 2000
(Unaudited)
1. Organization
ICON Income Fund Eight B L.P. (the "Partnership") was formed on February
7, 2000 (date of inception) 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
September 30, 2000, 116,238.68 additional units had been admitted in to the
partnership with aggregate gross proceeds of $11,623,868 bringing the total
admission to 132,054.19 units totaling $13,205,419 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. 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.
3. Related Party Transactions
Fees and expenses paid or accrued by the Partnership to the General
Partner or its affiliates for the period ended September 30, 2000 were as
follows:
Organization and offering expenses $ 462,190 Charged to equity
Underwriting commissions 264,108 Charged to equity
Acquisition fees 1,071,247 Capitalized
Management fees 57,018 Charged to operations
Administrative expense reimbursements 22,895 Charged to operations
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$1,877,458
During the period ended September 30, 2000 the Partnership entered into a
binding purchase agreement to purchase a portfolio of lease investments. An
acquisition fee of $850,000 was paid to the General Partner in the period with
respect to this acquisition. This amount was included in the caption Other
assets on the September 30, 2000 balance sheet.
<PAGE>
ICON Income Fund Eight B L.P.
(A Delaware Limited Partnership)
September 30, 2000
Item 2: General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations for the Three Months Ended September 30, 2000
For the three months ended September 30, 2000 the Partnership purchased
and leased equipment with an initial cost of $5,303,088 to one lessee.
Revenues for the three months ended September 30, 2000 were $220,432,
representing finance income of $187,029 and interest income of $33,403. Expenses
for the three months ended September 30, 2000 were $123,499, representing
management fees - General Partner of $54,603, general and administrative of
$4,922, amortization of initial direct costs of $10,654, administrative expense
reimbursements - General Partner of $21,929 and interest expense of $31,391. Net
income for the three months ended September 30, 2000 was $96,933. The net income
per weighted average limited partnership unit was $1.33.
Results of Operations From Date of Inception to September 30, 2000
For the period from February 7, 2000 (date of inception) to September 30,
2000, the Partnership purchased and leased equipment with an initial cost of
$7,374,886 to two lessees.
As the Partnership commenced operations on June 14, 2000, results of
operations from date of inception to September 30, 2000 do not reflect a full
nine months activity. Revenues from date of inception to September 30, 2000 were
$238,305, expenses totaled $129,626 and net income was $108,679. The net income
per weighted average limited partnership unit was $1.83.
Liquidity and Capital Resources
The Partnership's primary source of funds for the period June 14, 2000 to
September 30, 2000 were capital contributions, net of offering expenses of
$11,424,688 and net proceeds received from borrowings of $1,325,772. Net cash
provided by operating activities was $108,801. The Partnership intends to
continue to purchase equipment and fund cash distributions utilizing funds from
capital contributions, cash from operations and additional borrowings.
Cash distributions to limited partners, which were paid monthly commencing
in July 2000, totaled $138,992.
<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
September 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.
November 10, 2000 /s/ Thomas W. Martin
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Date Thomas W. Martin
Executive Vice President
(Principal financial and accounting officer of
the General Partner of the Registrant)
