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 March 31, 1998
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
Incorporation or Organization I.R.S. Employer Identification No.
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 March 31, At December 31,
1998 1997
Assets
Aircraft, at cost $ 25,987,000 $ 25,987,000
Less accumulated depreciation (17,492,726) (16,689,816)
8,494,274 9,297,184
Cash and cash equivalents 1,865,186 2,131,335
Rent receivable 121,809 79,053
Total Assets $ 10,481,269 $ 11,507,572
Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses $ 336,805 $ 307,831
Distribution payable 1,049,112 1,433,890
Deferred revenue 90,000 90,000
Security deposit 50,000 50,000
Total Liabilities 1,525,917 1,881,721
Partners' Capital (Deficit):
General Partners (887,157) (880,452)
Limited Partners
(4,895,005 units outstanding) 9,842,509 10,506,303
Total Partners' Capital 8,955,352 9,625,851
Total Liabilities and
Partners' Capital $ 10,481,269 $ 11,507,572
Statement of Partners' Capital (Deficit)
For the three months ended March 31, 1998
General Limited
Partners Partners Total
Balance at December 31, 1997 $ (880,452) $ 10,506,303 $ 9,625,851
Net income 3,786 374,827 378,613
Cash distributions (10,491) (1,038,621) (1,049,112)
Balance at March 31, 1998 $ (887,157) $ 9,842,509 $ 8,955,352
Statements of Operations
For the three months ended March 31, 1998 1997
Income
Rental $ 1,314,334 $ 1,189,058
Other income 128 99,344
Interest 25,346 30,688
Total Income 1,339,808 1,319,090
Expenses
Depreciation 802,910 802,920
Management fees 111,176 122,475
General and administrative 42,363 52,953
Operating 4,746 1,497
Total Expenses 961,195 979,845
Net Income $ 378,613 $ 339,245
Net Income Allocated:
To the General Partners $ 3,786 $ 3,392
To the Limited Partners 374,827 335,853
$ 378,613 $ 339,245
Per limited partnership unit
(4,895,005 outstanding) $.08 $.07
Statements of Cash Flows
For the three months ended March 31, 1998 1997
Cash Flows From Operating Activities
Net income $ 378,613 $ 339,245
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 802,910 802,920
Increase (decrease) in cash arising from
changes in operating assets and liabilities:
Rent receivable (42,756) 578,311
Interest receivable _ 45
Accounts payable and accrued expenses 28,974 127,220
Deferred revenue _ 35,000
Net cash provided by operating activities 1,167,741 1,882,741
Cash Flows From Investing Activities
Loan receivable _ 19,185
Net cash provided by investing activities _ 19,185
Cash Flows From Financing Activities
Cash distributions (1,433,890) (1,348,728)
Net cash used for financing activities (1,433,890) (1,348,728)
Net decrease in cash and cash equivalents (266,149) (553,198)
Cash and cash equivalents, beginning of period 2,131,335 1,573,594
Cash and cash equivalents, end of period $ 1,865,186 $ 2,126,792
Notes to the Financial Statements
The unaudited interim financial statements should be read in
conjunction with the Partnership's annual 1997 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
March 31, 1998 and the results of operations and cash flows for
the three months ended March 31, 1998 and 1997 and the statement
of partners' capital (deficit) for the three months ended March
31, 1998. 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
1997, 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 March 31, 1998, all six of the Partnership's Aircraft were
on-lease. Two aircraft were on-lease to Eastwind Airlines
("Eastwind"), two aircraft were on-lease to Trans World Airlines
Inc. ("TWA"), one aircraft was on-lease to Delta Air Lines, Inc.
("Delta") and one aircraft was on-lease to Continental Airlines
("Continental").
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. In
addition, the airline is required to pay the Partnership an
airframe maintenance charge based on usage.
TWA leases 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. On May 14, 1998,
TWA notified the Partnership that it will be returning at least
one aircraft by June 28, 1998. The General Partners have also
received an informal indication that TWA may return the second
aircraft to the Partnership during the third quarter of 1998.
Once the aircraft are returned to the Partnership, the General
Partners believe that it will be very 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.
Continental makes monthly lease payments to the Partnership of
$180,000. The lease with Continental was previously scheduled to
expire in 1998. However, in September 1997, the Partnership and
Continental agreed to extend the lease through March 1999, with
the remaining terms of the lease unchanged. 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.. 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. During the third quarter of 1997,
Continental paid off the remaining balance of the loan, which had
totaled $41,031 just prior to repayment. On June 7, 1994, the
Partnership made its first advance to Continental in the amount
of $278,203. Having made all of the modifications permitted
under the Participation Agreement, Continental no longer can
borrow any funds and the Partnership is released from its
obligation to lend.
At March 31, 1998, the Partnership had unrestricted cash and cash
equivalents of $1,865,186, compared to $2,131,335 at December 31,
1997. The decrease in cash and cash equivalents is primarily due
to the payment of the 1997 fourth quarter distribution paid to
limited partners on February 2, 1998 exceeding cash flow from
operations during the first quarter of 1998.
At March 31, 1998, the Partnership had a rent receivable balance
totalling $121,809, compared to $79,053 at December 31, 1997.
The increase is primarily due to timing of maintenance reserve
payments owed to the Partnership by Eastwind.
Accounts payable and accrued expenses totaled $336,805 at March
31, 1998 as compared to $307,831 at December 31, 1997. The
increase is primarily attributable to the timing of management
fee payments.
On February 2, 1998, the Partnership paid a distribution to the
Unitholders for the period from October 1, 1997 to December 31,
1997 in the amount of $1,433,890, or approximately $.29 per Unit.
At March 31, 1998, the Partnership had a distribution payable to
Unitholders of $1,049,112, or approximately $.20 per Unit. This
distribution will be paid on or about May 21, 1998.
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 will be reduced due to the termination of a lease by
TWA on one of the Partnership's two 727-200 non-advanced
aircraft. Further reductions may occur if TWA also terminates
the second lease.
Results of Operations
Substantially all of the Partnership's revenue for the three
months ended March 31, 1998 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 first quarter of 1998 consisted of interest and other
income.
For the three months ended March 31, 1998, the Partnership
generated net income of $378,613, compared to net income of
$339,245 for the corresponding period in 1997. The increase is
primarily attributable to an increase in rental income as well as
a decrease in management fees and general and administrative
expenses, which was partially offset by a decrease in other
income.
Rental income for the three months ended March 31, 1998 was
$1,314,334 as compared with $1,189,058 for the corresponding
period in 1997. Rental income was lower during the 1997 period
primarily due to the fact that the two aircraft leased by
Eastwind were not being operated on a daily basis for the first
two months of 1997 because of maintenance-related issues,
including the installation of a hushkit on one aircraft.
Other income was $128 for the three months ended March 31, 1998,
compared with $99,344 for the corresponding period in 1997. The
higher balance for the 1997 period represents payment received
from USAir, Inc. ("USAir") for the settlement and release claims
relating to the lease and maintenance of the Boeing 737-200
aircraft previously on lease with USAir.
Interest income for the three months ended March 31, 1998 was
$25,346, compared to $30,688 for the corresponding period in
1997. The decrease is primarily attributable to a decrease in
the Partnership's average cash balances during the 1998 period.
Management fees totalled $111,176 for the three months ended
March 31, 1998, compared with $122,475 for the corresponding
period in 1997. The decrease is primarily due to a decrease in
incentive management fees, which is calculated as a percentage of
quarterly operating cash flow.
General and administrative expenses totalled $42,363 for the
three months ended March 31, 1998, compared to $52,953 for the
corresponding period in 1997. The decrease is primarily due to a
decrease in postage costs, audit fees and appraisal fees.
Operating expenses for the three months ended March 31, 1998
totalled $4,746, compared to $1,497 for the corresponding period
in 1997. The increase is primarily attributable to required
inspections performed on the aircraft on lease to TWA.
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 March 31, 1998.
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: May 15, 1998 BY: /s/ Jeffrey C. Carter
Name: Jeffrey C. Carter
Title: Director, President and
Chief Financial Officer
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<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> Dec-31-1998
<PERIOD-END> Mar-31-1998
<CASH> 1,865,186
<SECURITIES> 0
<RECEIVABLES> 121,809
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,986,995
<PP&E> 25,987,000
<DEPRECIATION> (17,492,726)
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0
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<CGS> 0
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<INCOME-TAX> 0
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