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, 1999
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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
----------------------- ----------------------
Commission File Number 2-99858
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ICON Cash Flow Partners, L.P., Series A
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3270490
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
600 Mamaroneck Avenue, Harrison, New York 10528-1632
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(Address of principal executive offices) (Zip code)
(914) 698-0600
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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>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Balance Sheets
(unaudited)
<TABLE>
June 30, December 31,
1999 1998
Assets
<S> <C> <C>
Cash ....................................................... $ 1,838 $ 16,999
--------- ---------
Accounts receivable from General Partner and affiliates, net 1,800 --
--------- ---------
Investment in financings
Receivables due in installments ......................... -- 8,934
Unearned income ......................................... -- (569)
Allowance for doubtful accounts ......................... -- (1,864)
--------- ---------
-- 6,501
--------- ---------
Total assets ............................................... $ 3,638 $ 23,500
========= =========
Liabilities and Partners' Equity
Accounts payable - other ................................... $ 6,539 $ 9,818
Security deposits and deferred credits ..................... -- 725
--------- ---------
6,539 10,543
--------- ---------
Commitments and Contingencies
Partners' equity (deficiency)
General Partner ......................................... 178,506 179,299
Limited partners (5,009 units outstanding,
$500 per unit original issue price) ................... (181,407) (166,342)
--------- ---------
Total partners' equity ..................................... (2,901) 12,957
--------- ---------
Total liabilities and partners' equity ..................... $ 3,638 $ 23,500
========= =========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Operations
(unaudited)
<TABLE>
For the Three Months For the Six Months
Ended June 30, Ended June 30,
1999 1998 1999 1998
---- ---- ---- ----
Revenues
<S> <C> <C> <C> <C>
Finance income ...................... $ 58 $ 511 $ 262 $ 1,668
Interest income and other ........... 7 350 29 1,458
Net gain (loss) on sales or
remarketing of equipment .......... (1,245) 19,179 (1,245) 31,608
-------- -------- -------- --------
Total revenues ...................... (1,180) 20,040 (954) 34,734
-------- -------- -------- --------
Expenses
General and administrative .......... 2,799 10,298 3,457 11,085
Administrative expense reimbursements
- General Partner ................. 36 392 84 1,280
Management fees - General Partner ... 18 224 45 731
Reversal of allowance for
doubtful accounts ................ (1,000) -- (1,864) (16,213)
-------- -------- -------- --------
Total expenses ...................... 1,853 10,914 1,722 (3,117)
-------- -------- -------- --------
Net income (loss) ...................... $ (3,033) $ 9,126 $ (2,676) $ 37,851
======== ======== ======== ========
Net income (loss) allocable to:
Limited partners .................... $ (2,881) $ 8,670 $ (2,542) $ 35,958
General Partner ..................... (152) 456 (134) 1,893
-------- -------- -------- --------
$ (3,033) $ 9,126 $ (2,676) $ 37,851
======== ======== ======== ========
Weighted average number of limited
partnership units outstanding ....... 5,009 5,009 5,009 5,009
======== ======== ======== ========
Net income (loss) per weighted average
limited partnership unit ............ $ (.58) $ 1.73 $ (.51) $ 7.18
======== ======== ======== ========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Changes in Partners' Equity
For the Six Months Ended June 30, 1999 and
the Year Ended December 31, 1998
<TABLE>
Limited Partner Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted average unit)
<S> <C> <C> <C> <C> <C>
Balance at
December 31, 1997 $ (62,650) $ 184,757 $ 122,107
Cash distributions
to partners $ 20.70 $ 15.55 (181,576) (9,557) (191,133)
Net income 77,884 4,099 81,983
----------- --------- -----------
Balance at
December 31, 1998 (166,342) 179,299 12,957
Cash distributions
to partners $ 2.50 $ - (12,523) (659) (13,182)
Net loss (2,542) (134) (2,676)
------------ ---------- -----------
Balance at June 30, 1999 $ (181,407) $ 178,506 $ (2,901)
=========== ========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Statements of Cash Flows
For the Six Months Ended June 30,
(unaudited)
<TABLE>
1999 1998
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net (loss) income ............................................ $ (2,676) $ 37,851
--------- ---------
Adjustments to reconcile net income to net cash
provided by operating activities:
Reversal of provision for bad debt .......................... (1,864) --
Net gain (loss) on sales or remarketing of equipment ........ 1,245 (31,608)
Changes in operating assets and liabilities:
Collection of principal - non-financed receivables ......... 2,120 40,058
Accounts receivable from General Partner and affiliates, net (1,800) (3,342)
Accounts payable - other ................................... (3,279) (3,186)
Security deposits and deferred credits ..................... (725) 17,594
Other, net ................................................. -- 10,558
--------- ---------
Total adjustments ....................................... (4,303) 30,074
--------- ---------
Net cash (used in) provided by operating activities ...... (6,979) 67,925
--------- ---------
Cash flows from investing activities:
Proceeds from sales of equipment ............................. 5,000 23,299
--------- ---------
Net cash provided by investing activities ................ 5,000 23,299
--------- ---------
Cash flows from financing activities:
Cash distributions to partners ............................... (13,182) (118,634)
--------- ---------
Net cash used in financing activities .................... (13,182) (118,634)
--------- ---------
Net decrease in cash ........................................... (15,161) (27,410)
Cash at beginning of period .................................... 16,999 89,212
--------- ---------
Cash at end of period .......................................... $ 1,838 $ 61,802
========= =========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Notes to Financial Statements
June 30, 1999
(unaudited)
1. Basis of Presentation
The 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 1998 Annual Report on Form 10-K.
2. Liquidation and Winding-Down of Partnership Affairs
As of the date of this report the Partnership has no remaining leases or
financing transactions. The remaining cash in the Partnership will be used
toward payment of a portion of the existing liabilities. The balance of the
existing liabilities will be paid by the General Partner. The Partnership will
not make any further cash distributions. Pursuant to Section IV 1.(q) of the
Amended and Restated Agreement of Limited Partnership ICON Cash Flow Partners,
L.P. Series A (the "Partnership Agreement"), the General Partner formally
notified, in writing, the limited partners on August 4, 1999 of the General
Partner's intent to terminate the Partnership on October 15, 1999 under Section
IV 1.(q) of the Partnership Agreement.
3. Related Party Transactions
Fees and other expenses paid or accrued by the Partnership to the General
Partner or its affiliates for the six months ended June 30, 1999 and 1998 are as
follows:
1999 1998
---- ----
Administrative expense
reimbursements $ 84 $ 1,280 Charged to operations
Management fees 45 731 Charged to operations
----- -------
Total $ 129 $ 2,011
===== =======
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.
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
Item 2. General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
The Partnership's portfolio consisted of no financings, finance leases or
operating leases at June 30, 1999 as compared to 95%, 5% and less than 1% of
total investments at June 30, 1998, respectively.
Results of Operations for the Three Months Ended June 30, 1999 and 1998
Revenues for the three months ended June 30, 1999 were a net debit of
$1,180, representing a decrease of $21,220 or 106% from 1998. The decrease in
revenues is attributable to a loss on sales or remarketing of equipment of
$1,245 for the three months ended June 30, 1999 compared to a gain on sales or
remarketing of equipment of $19,179 for the three months ended June 30, 1998, a
decrease in finance income of $453 or 89% and a decrease in interest income and
other of $343 or 98%. The Partnership sold its remaining financing transaction
during the three months ended June 30, 1999 at a loss of $1,245. The decrease in
finance income resulted from the Partnership's sale of its one remaining
financing transaction in May 1999. The decrease in interest income and other was
the result of a decrease in late charges collected.
Expenses for the three months ended June 30,1999 were $1,853
representing a decrease of $9,061 or 83% from 1998. Expenses decreased due to a
decrease in general and administrative expenses of $7,499 or 73%, a decrease in
administrative expense reimbursements of $356 or 91% and a decrease in
management fees of $206 or 92%. This decrease was partially offset by a reversal
of the provision for bad debts of $1,000. General and administrative expenses,
administrative expense reimbursements and management fees decreased due to the
decrease in the average size of the finance lease portfolio from 1998 to 1999.
As a result of the Partnership's sale of its remaining financing transaction,
the Partnership recorded a reversal of the $1,000 provision for bad debts.
Net income (loss) for the three months ended June 30, 1999 and 1998 was
$(3,033) and $9,126, respectively. The net income (loss) per weighted average
limited partnership unit was $(.58) and $1.73 for 1999 and 1998, respectively.
Results of Operations for the Six Months Ended June 30, 1999 and 1998
Revenues for the six months ended June 30, 1999 were a net debit of
$954, representing a decrease of $35,688 or 103% from 1998. The decrease in
revenues is attributable to a loss on sales or remarketing of equipment of
$1,245 for the six months ended June 30, 1999 compared to a gain on sales or
remarketing of equipment of $31,608 for the six months ended June 30, 1998, a
decrease in finance income of $1,406 or 84% and a decrease in interest income
and other of $1,429 or 98%. The Partnership sold its remaining financing
transaction during the six months ended June 30, 1999 at a loss of $1,245. The
decrease in finance income resulted from the Partnership's sale of its one
remaining financing transaction in May 1999. The decrease in interest income and
other was the result of a decrease in late charges collected.
Expenses for the six months ended June 30,1999 were $1,722 representing
an increase of $4,839 from 1998. The increase in expenses was the result of a
reversal of provision for bad debts of $1,864 for the six months ended June 30,
1999 compared to a reversal of provision for bad debts of $16,213 for the six
months ended June 30, 1999. This increase was partially offset by a decrease in
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
general and administrative expense of $7,628 or 69%, a decrease in
administrative expense reimbursements of $1,196 or 93% and a decrease in
management fees of $686 or 94%. General and administrative expenses,
administrative expense reimbursements and management fees decreased due to the
decrease in the average size of the finance lease portfolio from 1998 to 1999.
As a result of the Partnership's sale of its remaining financing transactions,
the Partnership recorded a reversal of the $1,864 provision for bad debts.
Net income (loss) for the six months ended June 30, 1999 and 1998 was
$(2,676) and $37,851, respectively. The net income (loss) per weighted average
limited partnership unit was $(.51) and $7.18 for 1999 and 1998, respectively.
Liquidity and Capital Resources
As of the date of this report the Partnership has no remaining leases or
financing transactions. The remaining cash in the Partnership will be used
toward payment of a portion of the existing liabilities. The balance of the
liabilities will be paid by the General Partner. The Partnership will not make
any further cash distributions.
The Partnership's primary sources of funds for the six months ended June
30, 1999 and 1998 were collection of principal on non-financed receivables of
$2,120 and $40,058, respectively, and proceeds from sales of equipment of $5,000
and $23,299, respectively. These funds were used to fund cash distributions.
Cash distributions to limited partners for the six months ended June 30,
1999 and 1998, which were paid quarterly, totaled $12,523 and $112,702,
respectively, of which $0 and $35,958 was investment income and $12,523 and
$76,744 was a return of capital, respectively. The monthly annualized
distribution rate was 1% for 1999 and 9.00% for 1998, of which 0% and 2.88% was
investment income, respectively, and 1% and 6.12% 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 six months ended June 30, 1999 and 1998 was $2.50 and
$22.50, respectively, of which $0 and $7.18 was investment income and $2.50 and
$15.32 was a return of capital, respectively.
Year 2000 Issue
The Year 2000 issue arose because many existing computer programs have been
written using two digits rather than four to define the applicable year. As a
result, programs could interpret dates ending in "00" as the year 1900 rather
than the year 2000. In certain cases, such errors could result in system
failures or miscalculations that disrupt the operation of the affected
businesses.
The Partnership uses computer information systems provided by the General
Partner and has no computer information systems of its own. The software related
to the General Partner's primary computer information systems are provided by
third party vendors. The General Partner has formally communicated with these
vendors and has received assurance that their programs are Year 2000 compliant.
In addition, the General Partner has gathered information about the Year 2000
readiness of significant vendors and third-party servicers and continues to
monitor developments in this area. All of
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(A Delaware Limited Partnership)
the General Partner's peripheral computer technologies, such as its network
operating system and third party software applications, including payroll and
electronic banking have been evaluated and have been found to be Year 2000
compliant. The Partnership does not expect Year 2000 issues to impact its
business as it is planning to liquidate before the end of 1999.
<PAGE>
ICON Cash Flow Partners, L.P., Series A
(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 during the quarter ended June 30, 1999.
<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.
August 12, 1999 /s/ Patricia A. Walsh
- --------------- ------------------------------------------
Date Patricia A. Walsh
Vice President and Controller
(Principal financial and account officer
of the General Partner of the Registrant)
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000775346
<NAME> ICON Cash Flow Partners, L.P., Series A
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 1,838
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> * 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,638
<CURRENT-LIABILITIES> ** 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> (2,901)
<TOTAL-LIABILITY-AND-EQUITY> 3,638
<SALES> (983)
<TOTAL-REVENUES> (954)
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,586
<LOSS-PROVISION> (1,864)
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,676)
<EPS-BASIC> (.51)
<EPS-DILUTED> (.51)
<FN>
* The Partnership has an unclassified balance sheet in its financial
statements due to the nature of its industry. A value of "0" was used for
current assets and liabilities.
** The Partnership has an unclassified balance sheet in its financial
statements due to the nature of its industry. A value of "0" was used for
current assets and liabilities.
</FN>
</TABLE>
