United States Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended June 30, 1997
or
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: 0-16836
JETSTREAM, L.P.
Exact Name of Registrant as Specified in its Charter
Delaware 84-1053359
State or Other Jurisdiction of I.R.S Employer Identification No.
Incorporation or Organization
3 World Financial Center, 29th Floor,
New York, NY Attn: Andre Anderson 10285
Address of Principal Executive Offices Zip Code
(212) 526-3237
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. Yes X No ____
Balance Sheets At June 30, At December 31,
1997 1996
Assets
Aircraft, at cost: $ 25,987,000 $ 25,987,000
Less accumulated depreciation (15,083,996) (13,478,166)
10,903,004 12,508,834
Cash and cash equivalents 1,570,687 1,573,594
Restricted cash 321,797 321,797
Rent receivable (net of allowance
for doubtful accounts of
$70,000 in 1996) 139,586 603,311
Loan receivable 60,967 99,688
Interest receivable 200 327
Total Assets $ 12,996,241 $ 15,107,551
Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 199,786 $ 302,075
Distribution payable 835,630 1,348,728
Deferred revenue 125,000 90,000
Security deposit 50,000 50,000
Total Liabilities 1,210,416 1,790,803
Partners' Capital (Deficit):
General Partners (858,853) (843,544)
Limited Partners
(4,895,005 units outstanding) 12,644,678 14,160,292
Total Partners' Capital 11,785,825 13,316,748
Total Liabilities and Partners'
Capital $ 12,996,241 $ 15,107,551
Statement of Partners' Capital (Deficit)
For the six months ended June 30 ,1997
General Limited
Partners Partners Total
Balance at December 31, 1996 $(843,544) $14,160,292 $13,316,748
Net income 5,132 508,089 513,221
Cash distributions (20,441) (2,023,703) (2,044,144)
Balance at June 30, 1997 $(858,853) $12,644,678 $11,785,825
Statements of Operations Three months ended Six months ended
June 30, June 30,
1997 1996 1997 1996
Income
Rental $ 1,312,504 $1,391,246 $2,501,562 $2,580,671
Other 230 42,676 99,574 42,676
Interest 32,444 37,047 63,132 87,919
Total Income 1,345,178 1,470,969 2,664,268 2,711,266
Expenses
Depreciation 802,910 1,048,743 1,605,830 2,012,061
Management fees 85,991 127,846 208,466 238,531
General and administrative 59,383 38,727 112,336 86,204
Operating 222,918 20,433 224,415 49,585
Total Expenses 1,171,202 1,235,749 2,151,047 2,386,381
Net Income $ 173,976 $ 235,220 $ 513,221 $ 324,885
Net Income Allocated:
To the General Partners $ 1,740 $ 2,352 $ 5,132 $ 3,249
To the Limited Partners 172,236 232,868 508,089 321,636
$ 173,976 $ 235,220 $ 513,221 $ 324,885
Per limited partnership unit
(4,895,005 outstanding) $.04 $.05 $.10 $.07
Statements of Cash Flows
For the six months ended June 30, 1997 1996
Cash Flows From Operating Activities
Net income $ 513,221 $324,885
Adjustments to reconcile net income
to net cash provided by
operating activities:
Depreciation 1,605,830 2,012,061
Increase (decrease) in cash arising
from changes in operating assets
and liabilities:
Rent receivable 463,725 (21,818)
Interest receivable 127 96
Prepaid expenses _ 3,125
Accounts payable and
accrued expenses (102,289) 6,980
Deferred revenue 35,000 35,000
Net cash provided by operating
activities 2,515,614 2,360,329
Cash Flows From Investing Activities
Loan receivable 38,721 35,763
Additions to aircraft _ (1,700,000)
Accounts payable - additions to aircraft _ 200,000
Net cash provided by (used for)
investing activities 38,721 (1,464,237)
Cash Flows From Financing Activities
Cash distributions (2,557,242) (2,177,256)
Net cash used for financing activities (2,557,242) (2,177,256)
Net decrease in cash and cash equivalents (2,907) 1,281,164)
Cash and cash equivalents,
beginning of period 1,573,594 3,494,433
Cash and cash equivalents,
end of period $ 1,570,687 $2,213,269
Notes to the Financial Statements
The unaudited financial statements should be read in conjunction with the
Partnership's annual 1996 audited financial statements within Form 10-K.
The unaudited financial statements include all normal and reoccurring
adjustments which are, in the opinion of management, necessary to present a
fair statement of financial position as of June 30, 1997 and the results of
operations for the three and six months ended June 30, 1997 and 1996 and cash
flows for the six months ended June 30, 1997 and 1996 and the statement of
partners' capital (deficit) for the six months ended June 30,1997. Results of
operations for the period are not necessarily indicative of the results to be
expected for the full year.
No significant events have occurred subsequent to fiscal year 1996, which
require disclosure in this interim report per Regulation S-X, Rule 10-01,
Paragraph (a)(5).
Part I, Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
As of June 30, 1997, JetStream, L.P. (the "Partnership") had all six of its
aircraft on-lease. Two aircraft were on-lease to Eastwind Airlines
("Eastwind"), two aircraft were on-lease to Trans World Airlines ("TWA"), one
aircraft was on-lease to Delta Air Lines ("Delta"), and one aircraft was
on-lease to Continental Airlines ("Continental"). At June 30, 1997, all
airlines to which the Partnership had aircraft on-lease were current on their
lease obligations.
The Partnership's two 737-200 non-advanced aircraft are currently on-lease to
Eastwind. Under the terms of the lease agreements, which expire on November
30, 1999, Eastwind is required to pay the Partnership a monthly lease rate of
$35,000 per aircraft and an engine charge and airframe maintenance charges
based on usage. During the second quarter, certain repairs and maintenance work
was performed on each of the aircraft at a total cost to the Partnership of
approximately $220,000. Such work included the replacement of the landing gear
on one aircraft, and the replacement of seats on both aircraft.
TWA continues to lease the Partnership's two remaining 727-200 non-advanced
aircraft on a month-to-month basis and remains current on its monthly lease
payments of $32,500 per aircraft. To date, TWA has not given any indication to
the Partnership as to how long it will continue to lease the aircraft. Once
the aircraft are returned to the Partnership, we believe that it will be
difficult to re-lease them to another airline.
The lease with Delta for the Partnership's 737-200 advanced aircraft expires in
September 1999. In accordance with the terms of the lease agreement, Delta
pays the Partnership a monthly lease rate of $80,000.
Pursuant to the terms of the lease agreement executed with Continental in
February 1994, the Partnership agreed to provide up to $600,000 of financing to
the airline to perform modification work on the Partnership's MD-80 Series
aircraft, including advanced avionics, interior furnishings and exterior paint.
On June 7, 1994, the Partnership made its first advance to Continental in the
amount of $278,203. The modification financing is repayable over the life of
the lease at an interest rate of 8% per annum for advances made before February
1, 1996, and, with respect to advances made after February 1, 1996, a rate per
annum equal to the yield to maturity of United States Treasury Notes having a
maturity closest to the remaining term of the lease, plus 4.25 percent. As of
June 30, 1997, Continental had made principal payments on the loan totaling
$217,236. Payments made on this loan are the reason for the decrease in the
Partnership's loan receivable balance, which totaled $60,967 at June 30, 1997
as compared to $99,688 at December 31, 1996. Continental makes monthly lease
payments to the Partnership of $180,000. The lease with Continental expires in
March 1998.
At June 30, 1997, the Partnership had unrestricted cash and cash equivalents of
$1,570,687, largely unchanged from $1,573,594 at December 31, 1996. The
Partnership's restricted cash balance of $321,797 remained unchanged from
December 31, 1996. The Partnership's restricted cash is comprised of the
balance of modification work financing committed to Continental in accordance
with the 1994 lease agreement.
At June 30, 1997, the Partnership had a rent receivable balance totaling
$139,586 compared to $603,311 at December 31, 1996. The decrease in rent
receivable is primarily attributable to the receipt in January 1997 of
delinquent rental payments for the final four months of 1996 and January 1997,
as well as monthly maintenance reserve payments for the third and fourth
quarters of 1996 and January 1997 owed to the Partnership by Eastwind.
Accounts payable and accrued expenses totaled $199,786 at June 30, 1997,
compared to $302,075 at December 31, 1996. The decrease is primarily
attributable to the timing of management fee payments.
Deferred revenue at June 30, 1997 totaled $125,000 compared to $90,000 at
December 31, 1996. The increase is primarily attributable to the timing of
rental payments made to the Partnership by Eastwind.
On May 16, 1997, the Partnership paid a distribution to the Unitholders for the
period from January 1, 1997 to March 31, 1997, in the amount of $1,196,429 or
approximately $.24 per Unit. At June 30, 1997, the Partnership had a
distribution payable to Unitholders of $827,274 or approximately $.17 per Unit.
This amount reflects the 1997 second quarter cash distribution, which was
funded from cash flow from operations. This distribution will be paid on or
about August 18, 1997.
Future cash distributions will be determined on a quarterly basis after an
evaluation of the Partnership's current and expected financial position. The
level of cash available for future distribution may be reduced if TWA
terminates the leases for the Partnership's two 727-200 non-advanced aircraft
which it is currently leasing on a month-to-month basis.
Results of Operations
Substantially all of the Partnership's revenue for the six months ended June
30, 1997 was generated from the leasing of the Partnership's aircraft to
commercial air carriers under triple net operating leases. The balance of the
Partnership's revenue during the second quarter of 1997 consisted of interest
and other income.
For the three and six months ended June 30, 1997, the Partnership generated net
income of $173,976 and $513,221, respectively, compared to net income of
$235,220 and $324,885 for the corresponding period in 1996. The decrease for
the three month period is primarily attributable to an increase in operating
expense and a decrease in rental and other income, partially offset by a
decrease in depreciation expense and management fees. The increase for the six
month period is primarily attributable to a decrease in depreciation expense
and an increase in other income, partially offset by an increase in operating
expenses and a decrease in rental income.
Rental income for the three and six months ended June 30, 1997 was $1,312,504
and $2,501,562, respectively, relatively unchanged from $1,391,246 and
$2,580,671 for the corresponding periods in 1996.
Interest income for the three and six months ended June 30, 1997 was $32,444
and $63,132, respectively, compared to $37,047 and $87,919 for the
corresponding periods in 1996. The decrease for both periods are primarily
attributable to a decrease in the Partnership's invested cash balances during
the 1997 period.
Depreciation expense for the three and six months ended June 30, 1997 was
$802,910 and $1,605,830, respectively, compared to $1,048,743 and $2,012,061
for the corresponding periods in 1996. The decrease is primarily attributable
to the two 737-200 aircraft currently on-lease to Eastwind being fully
depreciated in December 1996.
General and administrative expenses for the three and six months ended June 30,
1997 was $59,383 and $112,336, respectively, compared to $38,727 and $86,204
for the corresponding periods in 1996. During the 1997 periods, certain
expenses incurred by an unaffiliated third party service provider in servicing
the Partnership, which were voluntarily absorbed by affiliates of Jet Aircraft
Leasing Inc. in prior periods, were reimbursable to Jet Aircraft Leasing Inc.
and its affiliates.
Operating expenses for the three and six months ended June 30, 1997 were
$222,918 and $224,415, respectively, compared to $20,433 and $49,585 for the
corresponding periods in 1996. The increases are primarily attributable to
costs associated with repair and maintenance work completed on the two aircraft
on lease to Eastwind during the second quarter of 1997.
Part II Other Information
Items 1-5 Not applicable.
Item 6 Exhibits and reports on Form 8-K.
(a) Exhibits -
(27) Financial Data Schedule
(b) Reports on Form 8-K - No reports on Form 8-K
were filed during the quarter ended June 30, 1997.
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.
JETSTREAM, L.P.
BY: JET AIRCRAFT LEASING INC.
General Partner
Date: August 14, 1997 BY: /s/ John D. Stanley
Name: John D. Stanley
Director and President
Date: August 14, 1997 BY: /s/ Moshe Braver
Name: Moshe Braver
Vice President and
Chief Financial Officer
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<PERIOD-TYPE> 6-mos
<FISCAL-YEAR-END> Dec-31-1997
<PERIOD-END> Jun-30-1997
<CASH> 1,570,687
<SECURITIES> 0
<RECEIVABLES> 139,786
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,771,440
<PP&E> 25,987,000
<DEPRECIATION> 15,083,996
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<SALES> 0
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<CGS> 0
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<INCOME-PRETAX> 513,221
<INCOME-TAX> 0
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