UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
[x ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended March 31, 1996
-----------------------
[ ] 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 2-99858
ICON Cash Flow Partners, L.P., Series A
(Exact name of registrant as specified in its charter)
Delaware 13-3270490
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
600 Mamaroneck Avenue, Harrison, New York 10528-1632
(Address of principal executive offices) (Zip code)
(914) 698-0600
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 Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
PART I - FINANCIAL INFORMATION
The following financial statements of ICON Cash Flow Partners, L.P.,
Series A (the "Partnership") have been prepared pursuant to the rules and
regulations of the Securities and Exchange Commission (the "SEC") and, in the
opinion of management, include all adjustments (consisting only of normal
recurring accruals) necessary for a fair statement of income for each period
shown. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such SEC rules and
regulations. Management believes that the disclosures made are adequate to make
the information represented not misleading. The results for the interim period
are not necessarily indicative of the results for the full year. These financial
statements should be read in conjunction with the financial statements and notes
included in the Partnership's 1995 Annual Report on Form 10-K.
Page 2
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
The Partnership's portfolio consisted of a net investment in financings,
finance leases and operating leases of 72%, 27% and 1% of total investments at
March 31, 1996, respectively, and 67%, 31% and 2% of total investments at March
31, 1995, respectively.
Results of Operations for the Three Months Ended March 31, 1996 and 1995
Revenues for the three months ended March 31, 1996 were $55,301,
representing a decrease of $3,319 or 6% from 1995. The decrease in revenues was
primarily attributable to a decrease in finance income of $11,952 or 45% and a
decrease in rental income of $9,531 or 100% from 1995. The decrease in these
revenues was partially offset by an increase in net gain on sales or remarketing
of equipment of $16,259 or 75% and an increase in interest income and other of
$1,905. The decrease in finance income and rental income resulted from a
decrease in the average size of the portfolio from 1995 to 1996. Net gain on
sales or remarketing of equipment increased due to an increase in renewal
rentals received in excess of estimated unguaranteed residual values. The
increase in interest income and other resulted from an increase in the
collection of late charges.
Expenses for the three months ended March 31, 1996 were $17,882,
representing a decrease of $20,684 or 54% from 1995. The decrease in expenses
was primarily attributable to a decrease in the provision for bad debts of
$10,000 or 100%, a decrease in interest expense of $6,358 or 52%, a decrease in
depreciation expense of $4,973 or 100%, a decrease in management fees of $744 or
39% and a decrease in administrative expense reimbursements of $516 or 20% from
1995. As a result of an analysis of delinquency, an assessment of overall risk
and a review of historical loss experience, it was determined that no provision
for bad debts was required for the three months ended March 31, 1996. Interest
expense decreased due to the decrease in average debt outstanding from 1995 to
1996. The decrease in depreciation expense, management fees and administrative
expense reimbursements resulted from a decrease in the average size of the
portfolio from 1995 to 1996. Management fees were also affected by the reduction
in management fee rates. Under the original partnership agreement, the General
Partner was entitled to management fees at either 2% or 5% of rents, depending
on the type of investments under management. In conjunction with the
solicitation to amend the Limited Partnership Agreement, effective January 31,
1995, the General Partners reduced its management fees to a flat rate of 1% of
rents for all investments under management. The General Partner previously
reduced its management fees on January 1, 1994 to a flat rate of 2%. The
foregone management fees, the difference between the flat rate (1% and 2%) and
the allowable rates per the Partnership Agreement (2% or 5%) of rents, totaled
$2,721 for the three month ended March 31, 1996. These foregone management fees
are not accruable in future years. General and administrative expenses remained
relatively constant from 1995 to 1996.
Page 3
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
Net income for the three months ended March 31, 1996 and 1995 was $37,419
and $20,054, respectively. The net income per weighted average limited
partnership unit was $7.10 and $3.80 in 1996 and 1995, respectively.
Liquidity and Capital Resources
The Partnership's primary sources of funds for the three months ended
March 31, 1996 and 1995 were net cash provided by operations of $101,002 and
$79,969, respectively, proceeds from sales of equipment of $51,513 and $27,787,
respectively, and General Partner loans totaling $175,000 in 1995. These funds
were used to make payments on borrowings and to fund cash distributions. The
Partnership intends to purchase additional equipment and to fund cash
distributions, to the extent there are sufficient funds available after
servicing the Partnership's current debt obligation, utilizing cash provided by
operations and proceeds from sales of equipment.
In February 1995 and March 1995, the General Partner lent $75,000 and
$100,000, respectively, to the Partnership. Principal on the loans will be
repaid only after the extended Reinvestment Period expires, and, the limited
partners have received at least a 6% return on their capital. These notes bear
interest at the lower of 6% or prime. Interest on the loans will be repaid if
the Partnership determines that there are sufficient funds available.
Cash distributions to limited partners for the three months ended March
31, 1996 and 1995, which were paid quarterly, totaled $56,352 and $56,478, of
which $35,548 and $19,051 was investment income and $20,804 and $37,427 was a
return of capital, respectively. The quarterly annualized distribution rate was
9.00% and 9.02%, of which 5.68% and 3.04% was investment income and 3.32% and
5.98% was a return of capital, respectively, calculated as a percentage of each
partner's initial capital contribution. The limited partner distribution per
weighted average unit outstanding for the three months ended March 31, 1996 and
1995 was $11.22 and $11.27 of which $4.12 and $3.80 was investment income and
$7.10 and $7.47 was a return of capital, respectively.
As of March 31, 1996, except as noted above, there were no known trends or
demands, commitments, events or uncertainties which are likely to have any
material effect on liquidity. As cash is realized from operations, sales of
equipment and borrowings, the Partnership will invest in equipment leases and
financings where it deems it to be prudent while retaining sufficient cash to
meet its reserve requirements and recurring obligations as they become due.
Page 4
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Balance Sheets
(unaudited)
March 31, December 31,
1996 1995
Assets
Cash ............................................. $ 123,456 $ 79,759
--------- ---------
Investment in financings
Receivables due in installments ................ 368,944 439,936
Unearned income ................................ (43,257) (54,157)
Allowance for doubtful accounts ................ (20,170) (19,920)
--------- ---------
305,517 365,859
--------- ---------
Investment in finance leases
Minimum rents receivable ....................... 98,262 132,210
Estimated unguaranteed residual values ......... 35,224 36,724
Unearned income ................................ (11,507) (15,940)
Allowance for doubtful accounts ................ (17,945) (15,322)
--------- ---------
104,034 137,672
--------- ---------
Investment in operating leases
Equipment, at cost ............................. 67,298 67,298
Accumulated depreciation ....................... (63,386) (63,386)
--------- ---------
3,912 3,912
--------- ---------
Other assets ..................................... 8,873 11,902
--------- ---------
Total assets ..................................... $ 545,792 $ 599,104
========= =========
Liabilities and Partners' Equity
Note payable - term loan ......................... $ 67,000 $ 116,500
Notes payable - General Partner .................. 186,738 184,113
Notes payable - non-recourse ..................... 39,194 51,658
Accounts payable to General Partner
and affiliates, net ............................ 61,220 31,689
Accounts payable - other ......................... 12,164 14,044
Security deposits and deferred credits ........... 6,899 6,624
--------- ---------
373,215 404,628
--------- ---------
Commitments and Contingencies
Partners' equity
General Partner ................................ 21,030 22,125
Limited partners (5,009 units outstanding,
$500 per unit original issue price) .......... 151,547 172,351
--------- ---------
Total partners' equity ........................... 172,577 194,476
--------- ---------
Total liabilities and partners' equity ........... $ 545,792 $ 599,104
========= =========
See accompanying notes to financial statements.
Page 5
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Operations
For the Three Months Ended March 31,
(unaudited)
1996 1995
---- ----
Revenues
Net gain on sales or remarketing
of equipment .............................. $38,044 $21,785
Finance income .............................. 14,608 26,560
Interest income and other ................... 2,649 744
Rental income ............................... -- 9,531
------- -------
Total revenues .............................. 55,301 58,620
------- -------
Expenses
General and administrative .................. 8,915 7,008
Interest .................................... 5,787 12,145
Administrative expense reimbursements
- General Partner ......................... 2,028 2,544
Management fees - General Partner ........... 1,152 1,896
Depreciation ................................ -- 4,973
Provision for bad debts ..................... -- 10,000
------- -------
Total expenses .............................. 17,882 38,566
------- -------
Net income .................................... $37,419 $20,054
======= =======
Net income allocable to:
Limited partners ............................ $35,548 $19,051
General Partner ............................. 1,871 1,003
------- -------
$37,419 $20,054
======= =======
Weighted average number of limited
partnership units outstanding ............... 5,009 5,009
======= =======
Net income per weighted average
limited partnership unit .................... $ 7.10 $ 3.80
======= =======
See accompanying notes to financial statements.
Page 6
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1996 and
the Years Ended December 31, 1995, 1994 and 1993
(unaudited)
Limited Partner
Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted
average unit)
Balance at
December 31, 1992 $ 750,516 $ (72,449) $ 678,067
Cash distributions
to partners $53.61 $ 17.65 (356,915) (18,785) (375,700)
Net income 88,394 4,652 93,046
---------- -------- ---------
Balance at
December 31, 1993 481,995 (86,582) 395,413
Cash distributions
to partners $32.73 $ 13.92 (233,651) (12,297) (245,948)
Net income 69,705 3,669 73,374
Capital contributions - 125,000 125,000
------- --------- ----------
Balance at
December 31, 1994 318,049 29,790 347,839
Cash distributions
to partners $29.09 $ 15.94 (225,533) (11,867) (237,400)
Net income 79,835 4,202 84,037
---------- -------- ---------
Balance at
December 31, 1995 172,351 22,125 194,476
Cash distributions
to partners $ 4.12 $ 7.10 (56,352) (2,966) (59,318)
Net income 35,548 1,871 37,419
---------- -------- ---------
Balance at
March 31, 1996 $ 151,547 $ 21,030 $ 172,577
========= ========== ===========
See accompanying notes to financial statements.
Page 7
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Cash Flows
For the Three Months Ended March 31,
(unaudited)
1996 1995
---- ----
Cash flows from operating activities:
Net income ......................................... $ 37,419 $ 20,054
--------- ---------
Adjustments to reconcile net income to net cash
provided by operating activities:
Finance income portion of receivables paid
directly to lenders by lessees ................. (1,420) (2,537)
Net gain on sales or remarketing of equipment .... (38,044) (21,785)
Interest expense on non-recourse financing paid
directly by lessees ............................ 1,078 2,156
Collection of principal
- non-financed receivables ..................... 78,079 73,628
Depreciation ..................................... -- 4,973
Changes in operating assets and liabilities:
Allowance for doubtful accounts ................ 2,873 12,149
Accounts payable to General Partner
and affiliates, net .......................... 29,531 (6,677)
Accounts payable - other ....................... 745 (3,520)
Security deposits and deferred credits ......... 275 (214)
Other, net ..................................... (9,534) 1,742
--------- ---------
Total adjustments ............................ 63,583 59,915
--------- ---------
Net cash provided by operating activities .... 101,002 79,969
--------- ---------
Cash flows from investing activities:
Proceeds from sales of equipment ................... 51,513 27,787
--------- ---------
Net cash provided by investing activities .... 51,513 27,787
--------- ---------
Cash flows from financing activities:
Principal payments on term loan .................... (49,500) (155,000)
Cash distributions to partners ..................... (59,318) (59,450)
Proceeds from General Partner loans ................ -- 175,000
--------- ---------
Net cash used in financing activities ........ (108,818) (39,450)
--------- ---------
Net increase in cash ................................. 43,697 68,306
Cash at beginning of period .......................... 79,759 82,186
--------- ---------
Cash at end of period ................................ $ 123,456 $ 150,492
========= =========
See accompanying notes to financial statements.
Page 8
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Cash Flows (continued)
Supplemental Disclosures of Cash Flow Information
During the three months ended March 31, 1996 and 1995, non-cash activities
included the following:
1996 1995
Principal and interest on direct finance receivables
paid directly to lender by lessee $ 13,542 $ 13,541
Principal and interest on non-recourse financing
paid directly by lessee (13,542) (13,541)
--------- ---------
$ - $ -
========= =========
Interest expense of $5,787 and $12,145 for the three months ended March 31,
1996 and 1995, respectively, consisted of: interest on non-recourse financing
paid directly to lenders by lessees of $1,078 and $2,156, respectively, interest
on the term loan of $2,084 and $8,751, respectively, and interest on General
Partner loans of $2,625 and $1,238, respectively.
Page 9
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Notes to Financial Statements
March 31, 1996
(unaudited)
1. Basis of Presentation
The financial statements included herein should be read in conjunction with
the Notes to Financial Statements included in the Partnership's 1995 Annual
Report on Form 10-K and have been prepared in accordance with the accounting
policies stated therein.
2. General Partner Loan
In February 1995 and March 1995, the General Partner lent $75,000 and
$100,000, respectively, to the Partnership. Principal on the loans will be
repaid only after the extended Reinvestment Period expires, and, the limited
partners have received at least a 6% return on their capital. These notes bear
interest at the lower of 6% or prime. Interest on the loans will be paid if the
Partnership determines that there are sufficient funds available.
3. Related Party Transactions
During the three months March 31, 1996 and 1995, the Partnership paid or
accrued to the General Partner management fees of $1,152 and $1,896 and
administrative expense reimbursements of $2,028 and $2,544, respectively. These
fees and reimbursements were charged to operations.
The Partnership accrued $2,625 and $1,238 in interest related to the General
Partner loans for 1996 and 1995, respectively (see Note 2).
The payment of management fees have been deferred since September 1, 1993
and as of March 31, 1996, $32,625 in management fees have been accrued but not
paid.
Under the original Partnership agreement, the General Partner was entitled
to management fees at either 2% or 5% of rents, depending on the type of
investment under management. In conjunction with the solicitation to amend the
Limited Partnership Agreement, effective, January 31, 1995, the General Partner
reduced its management fees to a flat rate of 1% of rents for all investments
under management. The General Partner previously reduced its management fees on
January 1, 1994 to a flat rate of 2%. The foregone management fees, the
difference between the flat rate (1% or 2%) and the allowable rates per the
Partnership Agreement (2% or 5%) of rents, totaled $2,721 for the three months
ended March 31, 1996. These foregone management fees are not accruable in future
years.
There were no acquisition fees paid or accrued by the Partnership for the
three months ended March 31, 1996 and 1995.
Page 10
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
PART II
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
None
Item 5 - Other Information
None
Item 6 - Reports and Amendments
The Partnership did not file any Reports or Amendments for the three months
ended March 31, 1996.
Page 11
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(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 CASH FLOW PARTNERS, L.P., SERIES A
File No. 2-99858 (Registrant)
By its General Partner,
ICON Capital Corp.
July 9, 1996 Charles Duggan
_____________ _____________________________________
Date Charles Duggan
Executive Vice President and
Chief Financial Officer
(Principal financial and account officer of
the General Partner of the Registrant)
Page 12
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000775346
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1996
<CASH> 123,456
<SECURITIES> 0
<RECEIVABLES> 456,539
<ALLOWANCES> 38,115
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 67,298
<DEPRECIATION> 63,386
<TOTAL-ASSETS> 545,792
<CURRENT-LIABILITIES> 0
<BONDS> 292,932
0
0
<COMMON> 0
<OTHER-SE> 172,577
<TOTAL-LIABILITY-AND-EQUITY> 545,792
<SALES> 55,301
<TOTAL-REVENUES> 55,301
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 12,095
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,787
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 37,419
<EPS-PRIMARY> 7.10
<EPS-DILUTED> 7.10
</TABLE>
