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 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>
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 Partnerships 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>
ICON Cash
F
low 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 Partnerships 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>
I
CON 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>
ICON Cash Flow Par
t
ners, 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>
ICON Cash Flow Part
n
ers, 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>
ICON Cash Flow Part
n
ers, 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>
ICON Cash Flow Part
n
ers, 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>
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>
ICO
N
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>
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.
May 15, 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)