UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------------
FORM 10-Q
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X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 33-21977
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POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
State of Organization: California
IRS Employer Identification No. 94-3068259
201 Mission Street, 27th Floor, San Francisco, California 94105
Telephone - (415) 284-7400
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, and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
This document consists of 15 pages.
<PAGE>
POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
FORM 10-Q - For the Quarterly Period Ended September 30, 1995
INDEX
Part I. Financial Information Page
Item 1. Financial Statements
a) Balance Sheets - September 30, 1995 and
December 31, 1994.......................................3
b) Statements of Operations - Three Months and
Nine Months Ended September 30, 1995 and 1994...........4
c) Statements of Changes in Partners' Capital
(Deficit) -Year Ended December 31, 1994
and Nine Months Ended September 30, 1995................5
d) Statements of Cash Flows - Nine Months
Ended September 30, 1995 and 1994.......................6
e) Notes to Financial Statements...........................7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations..............10
Part II. Other Information
Item 1. Legal Proceedings..........................................12
Item 5. Other Information..........................................14
Item 6. Exhibits and Reports on Form 8-K...........................14
Signature............................................................15
2
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Part I. Financial Information
-----------------------------
Item 1. Financial Statements
POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
BALANCE SHEETS
(Unaudited)
September 30, December 31,
1995 1994
---- ----
ASSETS:
CASH AND CASH EQUIVALENTS $ 19,207,981 $ 18,725,876
RENT AND OTHER RECEIVABLES 3,321,793 2,396,519
NOTES RECEIVABLE, net of allowance for credit
losses of $495,223 in 1995 and $865,057 in 1994 405,481 459,552
AIRCRAFT under operating leases, net of
accumulated depreciation of $84,649,346
in 1995 and $74,067,760 in 1994 131,882,123 142,463,709
------------- -------------
$ 154,817,378 $ 164,045,656
============= =============
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT):
PAYABLE TO AFFILIATES $ 238,675 $ 220,115
ACCOUNTS PAYABLE AND ACCRUED
LIABILITIES 48,224 1,404,159
SECURITY DEPOSITS 344,000 269,000
MAINTENANCE RESERVES 3,510,496 3,595,205
------------- -------------
Total Liabilities 4,141,395 5,488,479
------------- -------------
PARTNERS' CAPITAL (DEFICIT):
General Partner (703,878) (624,991)
Limited Partners, 500,000 units
issued and outstanding 151,379,861 159,182,168
------------- -------------
Total Partners' Capital 150,675,983 158,557,177
------------- -------------
$ 154,817,378 $ 164,045,656
============= =============
The accompanying notes are an integral part of these statements.
3
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<TABLE>
POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------- -------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES:
Rent from operating leases $ 4,110,379 $ 4,543,663 $ 10,922,317 $ 14,095,328
Interest 267,040 196,793 846,417 515,580
Gain on sale of aircraft 76,940 348,870 369,834 513,742
------------ ------------ ------------ ------------
Total Revenues 4,454,359 5,089,326 12,138,568 15,124,650
------------ ------------ ------------ ------------
EXPENSES:
Depreciation and amortization 3,527,196 3,510,362 10,581,586 10,571,746
Management fees to general partner 205,519 227,183 546,116 704,766
Operating 26,484 7,118 316,857 2,133,700
Administration and other 74,662 50,336 241,870 165,791
------------ ------------ ------------ ------------
Total Expenses 3,833,861 3,794,999 11,686,429 13,576,003
------------ ------------ ------------ ------------
NET INCOME $ 620,498 $ 1,294,327 $ 452,139 $ 1,548,647
============ ============ ============ ============
NET INCOME ALLOCATED
TO THE GENERAL PARTNER $ 256,179 $ 262,918 $ 754,446 $ 765,411
============ ============ ============ ============
NET INCOME (LOSS) ALLOCATED
TO LIMITED PARTNERS $ 364,319 $ 1,031,409 $ (302,307) $ 783,236
============ ============ ============ ============
NET INCOME (LOSS) PER
LIMITED PARTNERSHIP UNIT $ 0.73 $ 2.06 $ (0.60) $ 1.57
============ ============ ============ ============
The accompanying notes are an integral part of these statements.
</TABLE>
4
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POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
Year Ended December 31, 1994 and
Nine Months Ended September 30, 1995
------------------------------------
General Limited
Partner Partners Total
Balance, December 31, 1993 $ (413,165) $ 180,142,975 $ 179,729,810
Net income (loss) 899,285 (10,960,807) (10,061,522)
Cash distributions to partners (1,111,111) (10,000,000) (11,111,111)
------------- ------------- -------------
Balance, December 31, 1994 (624,991) 159,182,168 158,557,177
Net income (loss) 754,446 (302,307) 452,139
Cash distributions to partners (833,333) (7,500,000) (8,333,333)
------------- ------------- -------------
Balance, September 30, 1995 $ (703,878) $ 151,379,861 $ 150,675,983
============= ============= =============
The accompanying notes are an integral part of these statements.
5
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POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended September 30,
-------------------------------
1995 1994
---- ----
OPERATING ACTIVITIES:
Net income $ 452,139 $ 1,548,647
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 10,581,586 10,571,746
Gain on sale of aircraft (369,834) (513,742)
Changes in operating assets and liabilities:
Decrease (increase) in rent and other
receivables (925,274) 308,004
Increase(decrease)in payable to affiliates 18,560 (335,820)
Decrease in accounts payable and
accrued liabilities (1,355,935) (39,232)
Increase in security deposits 75,000 --
Increase(decrease)in maintenance reserves (84,709) 565,837
Increase in deferred income -- 150,000
------------ ------------
Net cash provided by operating activities 8,391,533 12,255,440
------------ ------------
INVESTING ACTIVITIES:
Principal payments on notes receivable 54,071 56,870
Principal payments on finance sale of aircraft 369,834 513,742
------------ ------------
Net cash provided by investing activities 423,905 570,612
------------ ------------
FINANCING ACTIVITIES:
Cash distributions to partners (8,333,333) (8,333,333)
------------ ------------
Net cash used in financing activities (8,333,333) (8,333,333)
------------ ------------
CHANGES IN CASH AND CASH
EQUIVALENTS AND SHORT-TERM
INVESTMENTS 482,105 4,492,719
CASH AND CASH EQUIVALENTS AND
SHORT-TERM INVESTMENTS AT
BEGINNING OF PERIOD 18,725,876 13,656,820
------------ ------------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 19,207,981 $ 18,149,539
============ ============
The accompanying notes are an integral part of these statements.
6
<PAGE>
POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Accounting Principles and Policies
In the opinion of management, the financial statements presented herein include
all adjustments, consisting only of normal recurring items, necessary to
summarize fairly Polaris Aircraft Income Fund V's (the Partnership's) financial
position and results of operations. The financial statements have been prepared
in accordance with the instructions of the Quarterly Report to the Securities
and Exchange Commission (SEC) Form 10-Q and do not include all of the
information and note disclosures required by generally accepted accounting
principles. These statements should be read in conjunction with the financial
statements and notes thereto for the years ended December 31, 1994, 1993, and
1992 included in the Partnership's 1994 Annual Report to the SEC on Form 10-K
(Form 10-K).
Aircraft and Depreciation - The aircraft are recorded at cost, which includes
acquisition costs. Depreciation to an estimated residual value is computed using
the straight-line method over the estimated economic life of the aircraft which
was originally estimated to be 30 years from the date of manufacture.
Depreciation in the year of acquisition was calculated based upon the number of
days that the aircraft were in service.
The Partnership periodically reviews the estimated realizability of the residual
values at the end of each aircraft's economic life based on estimated residual
values obtained from an independent party which provides current and future
estimated aircraft values by aircraft type. For any downward adjustment in
estimated residual, or decrease in the projected remaining economic life, the
depreciation expense over the projected remaining life of the aircraft is
increased. If the projected net income generated from the lease (projected
rental revenue, net of management fees, less adjusted depreciation and an
allocation of estimated administrative expense) results in a net loss, that loss
will be recognized currently. Off-lease aircraft are carried at the lower of
depreciated cost or estimated net realizable value. A further adjustment is made
for those aircraft, if any, that require substantial maintenance work.
Capitalized Costs - Aircraft modification and maintenance costs which are
determined to increase the value or extend the useful life of the aircraft are
capitalized and amortized using the straight-line method over the estimated
useful life of the improvement. These costs are also subject to periodic
evaluation as discussed above.
Financial Accounting Pronouncements - The Partnership adopted Statement of
Financial Accounting Standards (SFAS) No. 114, "Accounting by Creditors for
Impairment of a Loan," and the related SFAS No. 118 as of January 1, 1995. SFAS
No. 114 and SFAS No. 118 require that certain impaired loans be measured based
on the present value of expected cash flows discounted at the loan's effective
interest rate; or, alternatively, at the loan's observable market price or the
fair value of the collateral if the loan is collateral dependent. The
Partnership had previously measured the allowance for credit losses using
methods similar to that prescribed in SFAS No. 114. As a result, no additional
provision was required by the adoption of this pronouncement. The Partnership
has recorded an allowance for credit losses equal to the full amount of the
following impaired loans as a result of issues regarding their collection. The
Partnership recognizes revenue on these loans only as payments are received.
7
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As discussed in Note 3, the Partnership negotiated a sale to Empresa de
Transporte Aereo del Peru S.A. (Aeroperu) for two Boeing 727-100 aircraft in
1993. The Partnership agreed to accept payment of the sales prices of
approximately $699,000 and $639,000 in 36 monthly installments of $23,000 and
$21,000, respectively, with interest at a rate of 12% per annum. The Partnership
recorded a note receivable and an allowance for credit losses equal to the
discounted sales prices. Gain on sale of the aircraft and interest revenue is
recognized as payments are received. In addition, the notes receivable and
corresponding allowances for credit losses are reduced by the principal portion
of payments received. The balances of the notes receivable and corresponding
allowances for credit losses were $495,223 and $865,057 as of September 30, 1995
and December 31, 1994, respectively.
SFAS No. 107, "Disclosures about Fair Value of Financial Instruments," requires
the Partnership to disclose the fair value of financial instruments. Cash and
Cash Equivalents is stated at cost, which approximates fair value. The fair
value of the notes receivable is estimated by discounting future estimated cash
flows using current interest rates at which similar loans would be made to
borrowers with similar credit ratings and remaining maturities. The carrying
value of the note receivable from American Trans Air, Inc. (ATA) discussed in
Note 2 below approximates its estimated fair value. As discussed above, the
carrying value of the note receivable from Aeroperu is zero due to a recorded
allowance for credit losses equal to the balance of the note. As of September
30, 1995, the aggregate fair value of the Aeroperu notes receivable was
estimated to be from $250,000 to $300,000.
2. Lease to ATA
As discussed in the Form 10-K, the Partnership negotiated a seven-year lease
with ATA for three Boeing 727-200 Advanced aircraft formerly on lease to USAir,
Inc. The leases began in February and March 1993. ATA was not required to begin
making cash rental payments until January and February 1994, although rental
revenue is to be recognized over the entire lease term. The leases are renewable
for up to three one-year periods. ATA transferred to the Partnership three
unencumbered Boeing 727-100 aircraft as part of the lease transaction. The
Partnership has sold these aircraft as discussed in Note 3 and in the Form 10-K.
Under the ATA lease, the Partnership may be required to finance up to three
aircraft hushkits for use on the aircraft at an estimated aggregate cost of
approximately $7.5 million, which will be partially recovered with interest
through payments from ATA over an extended lease term. The Partnership loaned
$556,000 to ATA in 1993 to finance the purchase by ATA of one spare engine. This
loan is reflected as a note receivable in the accompanying balance sheets. The
Partnership has received all scheduled principal and interest payments due under
the note. The balances of the note at September 30, 1995 and December 31, 1994
were $405,481 and $459,552, respectively.
3. Sale to Aeroperu
In August 1993, the Partnership negotiated a sale to Aeroperu of two of the
Boeing 727-100 aircraft that were transferred to the Partnership under the ATA
lease (Note 2). The Partnership agreed to accept payment of the sale prices of
approximately $699,000 and $639,000 in 36 monthly installments of $23,000 and
$21,000, respectively, with interest at a rate of 12% per annum. Gain on sale of
the aircraft and interest revenue will be recognized as payments are received.
The security deposit of $44,000 posted by Aeroperu will be applied to the last
installment due August 1996, at which time title to the aircraft will transfer
to Aeroperu. During the nine months ended September 30, 1995, the Partnership
received principal and interest payments due from Aeroperu totaling $440,000, of
8
<PAGE>
which $369,834 was recorded as gain on sale in the nine months ended September
30, 1995 statement of operations. As of September 30, 1995, Aeroperu had not
paid to the Partnership the monthly payments due for August and September 1995.
Aeroperu has since paid one of the past due installments as discussed in Note 5.
4. Related Parties
Under the Limited Partnership Agreement, the Partnership paid or agreed to pay
the following amounts for the current quarter to the general partner, Polaris
Investment Management Corporation, in connection with services rendered or
payments made on behalf of the Partnership:
Payments for
Three Months Ended Payable at
September 30, 1995 September 30, 1995
------------------ ------------------
Aircraft Management Fees $204,788 $132,120
Out-of-Pocket Administrative Expense
Reimbursement 93,908 52,627
Out-of-Pocket Operating and
Remarketing Expense Reimbursement 136,407 53,928
-------- --------
$435,103 $238,675
======== ========
5. Subsequent Events
Southwest Lease Extension - The leases of three Boeing 737-200 Advanced aircraft
to Southwest expire in November 1995. The Partnership has negotiated a letter of
intent to extend the leases with Southwest for the three aircraft for a term of
one year at a rental rate of $75,000 per aircraft per month, which is
approximately 136% of the prior rate.
Payment from Aeroperu - As discussed in Note 3, at September 30, 1995 Aeroperu
had not paid to the Partnership two of the monthly installments due in the third
quarter of 1995. Aeroperu has since paid one of the installments past due as of
September 30, 1995.
9
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Polaris Aircraft Income Fund V (the Partnership) owns a portfolio of 16 used
commercial jet aircraft, including two such aircraft that are subject to a
conditional sale agreement as discussed below. The portfolio includes seven
Boeing 737-200 Advanced aircraft leased to Southwest Airlines Co. (Southwest),
three Boeing 727-200 Advanced aircraft leased to American Trans Air, Inc. (ATA),
two Boeing 727-200 Advanced aircraft leased to Sun Country Airlines, Inc. (Sun
Country), one Boeing 747-100 Special Freighter aircraft leased to American
International Airways Limited (AIA), and one Boeing 747-100 Special Freighter
aircraft leased to Polar Air Cargo, Inc. (Polar Air Cargo). In addition, the
Partnership retains title to two Boeing 727-100 aircraft of the three such
Boeing 727-100 aircraft that ATA transferred to the Partnership as part of the
ATA lease transaction in 1993, subject to a conditional sale agreement to
Empresa de Transporte Aereo del Peru S.A. (Aeroperu). The sale was financed by
the Partnership and title will transfer to Aeroperu in August 1996 if Aeroperu
performs its payment obligations. The Partnership sold the remaining former ATA
Boeing 727-100 aircraft in August 1994 to Sunrise Partners, Inc.
Remarketing Update
The leases of three Boeing 737-200 Advanced aircraft to Southwest expire in
November 1995. The Partnership has negotiated a letter of intent to extend the
leases with Southwest for the three aircraft for a term of one year at a rental
rate of $75,000 per aircraft per month, which is approximately 136% of the prior
rate.
Partnership Operations
The Partnership recorded net income of $620,498, or $0.73 per limited
partnership unit, for the three months ended September 30, 1995, compared to net
income of $1,294,327, or $2.06 per unit, for the same period in 1994. The
Partnership recorded net income of $452,139, or an allocated net loss of $0.60
per limited partnership unit, for the nine months ended September 30, 1995,
compared to net income of $1,548,647, or $1.57 per unit, for the same period in
1994. The significant decline in operating results in the three and nine months
ended September 30, 1995 compared to the same periods of 1994 is due primarily
to substantially lower rental revenues in 1995.
Rental revenues, net of related management fees, decreased significantly during
the three and nine months ended September 30, 1995 as compared to the same
periods in 1994 as a result of Partnership aircraft re-leased at lower lease
rates. The leases of four Boeing 737-200 Advanced aircraft to Southwest, which
expired in September 1994, were extended for four years at approximately 39% of
the prior rates. In addition, two Boeing 727-200 Advanced aircraft, formerly on
lease to Alaska Airlines, Inc. (Alaska), were leased to Sun Country for three
years beginning in October 1993 at approximately 43% of the prior Alaska rate,
although Alaska paid the difference between its contractual rate and the new Sun
Country rate through the end of Alaska's original lease term in May 1994.
Finally, the Boeing 747-100 Special Freighter aircraft, on lease to AIA at a
variable rate based on usage, underwent certain maintenance and modification
work for approximately 35 days during the first quarter of 1995, recording no
flight hours thus generating no rental revenue during this maintenance period.
Partially offsetting the lower rental revenue in 1995, operating expenses
declined substantially during the nine months ended September 30, 1995 as
compared to the same period in 1994. Operating expenses during the nine months
ended September 30, 1994 were approximately $2.1 million. The 1994 operating
10
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expenses primarily include maintenance expenses incurred for two engines on the
Boeing 747-100 Special Freighter aircraft currently on lease to Polar Air Cargo
and expenses related to the leases with Southwest which, as described in the
Form 10-K, provide for the Partnership to incur maintenance costs. In
comparison, operating expenses in the current year-to-date period primarily
include heavy maintenance costs of approximately $267,000 recognized in the
first quarter of 1995 that the Partnership incurred on the two Boeing 727-200
Advanced aircraft leased to Sun Country in accordance with the lease.
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long- Lived Assets and for Long-Lived Assets to Be Disposed Of,"
requires that long-lived assets and certain identifiable intangibles to be held
and used by an entity be reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable. This Statement will be adopted by the Partnership as of January 1,
1996 and will be applied prospectively. Management is gathering information and
evaluating the requirements of the Statement, but has not determined the impact
of its application on the Partnership's financial position or results of
operations.
Liquidity and Cash Distributions
Liquidity - The Partnership continues to receive all lease payments due on a
current basis, with the exception of installment sale payments due from
Aeroperu, which have not been made on a timely basis. The Partnership receives
maintenance reserve payments from certain of its lessees that may be reimbursed
to the lessee or applied against certain costs incurred by the Partnership for
maintenance work performed on the Partnership's aircraft, as specified in the
leases. Maintenance reserve balances remaining at the termination of the lease
may be used by the Partnership to offset future maintenance expenses or
recognized as revenue. The net maintenance reserve balances aggregate $3,510,496
as of September 30, 1995.
The ATA leases specify the Partnership may finance up to three aircraft hushkits
at an estimated aggregate cost of approximately $7.5 million, which will be
partially recovered with interest through payments from ATA over an extended
lease term. The Partnership's cash reserves are being retained to cover
maintenance costs the Partnership has agreed to incur on certain of its
aircraft, as discussed in the Form 10-K, and to finance a portion of the cost
that may be incurred under the leases with ATA.
Cash Distributions - Cash distributions to limited partners during the three
months ended September 30, 1995 and 1994 were $2,500,000, or $5.00 per limited
partnership unit, for each period. Cash distributions to limited partners during
the nine months ended September 30, 1995 and 1994 were $7,500,000, or $15.00 per
limited partnership unit, for each period. The amount of future cash
distributions will depend upon the Partnership's future cash requirements;
receipt of rental payments from Southwest, ATA, Sun Country, Polar Air Cargo and
AIA; and the receipt of sale proceeds from Aeroperu.
11
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Part II. Other Information
Item 1. Legal Proceedings
As discussed in Item 3 of Part I of Polaris Aircraft Income Fund V's (the
Partnership) 1994 Annual Report to the Securities and Exchange Commission (SEC)
on Form 10-K (Form 10-K) and in Item 1 of Part II of the Partnership's Quarterly
Reports to the SEC on Form 10-Q for the period ended March 31, 1995 and the
period ended June 30, 1995, respectively, there are a number of pending legal
actions or proceedings involving the Partnership. Except as described below,
there have been no material developments with respect to any such actions or
proceedings during the period covered by this report.
Reuben Riskind, et al. v. Prudential Securities, Inc., et al. - Prudential
Securities, Inc. has reached a settlement with the plaintiffs. The trial of the
claims of one plaintiff, Robert W. Wilson, against Polaris Aircraft Income Funds
I - VI, their general partner Polaris Investment Management Corporation and
various affiliates of Polaris Investment Management Corporation, including
General Electric Capital Corporation, was commenced on July 10, 1995. On July
26, 1995, the jury returned a verdict in favor of the defendants on all counts.
Subsequent to this verdict, all of the remaining defendants (with the exception
of Prudential Securities, Inc. which had previously settled) entered into a
settlement with the plaintiffs.
Adams, et al. v. Prudential Securities, Inc., et al. - The Judicial Panel has
transferred the action to the Multi-District Litigation filed in the United
States District Court for the Southern District of New York, which is described
in Item 10 of Part III of the Partnership's 1994 Form 10-K.
Other Proceedings - Item 10 in Part III of the Partnership's 1994 Form 10-K
discusses certain actions which have been filed against Polaris Investment
Management Corporation and others in connection with the sale of interests in
the Partnership and the management of the Partnership. With the exception of
Novak, et al v. Polaris Holding Company, et al, where the Partnership is named
as a defendant, the Partnership is not a party to these actions. In Novak, a
derivative action, the Partnership is named as a defendant for procedural
purposes, but the plaintiffs in such lawsuit do not seek an award from the
Partnership. Except as described below, there have been no material developments
with respect to any of the actions described therein during the period covered
by this report.
Bashein, et al. v. Kidder, Peabody & Company Inc., et al. - On October 2, 1995,
the Court denied the defendants' motion to dismiss.
B & L Industries, Inc., et al. v. Polaris Holding Company, et al. - On October
2, 1995, defendants moved to dismiss the complaint.
Scott v. Prudential Securities, Inc. et al. - On or around August 15, 1995, a
complaint entitled Mary C. Scott v. Prudential Securities Inc. et al. was filed
in the Court of Common Pleas, County of Summit, Ohio. The complaint names as
defendants Prudential Securities Inc., Polaris Aircraft Income Fund II, Polaris
Aircraft Income Fund III, Polaris Aircraft Income Fund IV, Polaris Aircraft
Income Fund VI, P-Bache/A.G. Spanos Genesis Income Partners LP 1,
Prudential-Bache Properties, Inc., A.G. Spanos Residential Partners - 86,
Polaris Securities Corporation and Robert Bryan Fitzpatrick. Plaintiff alleges
claims of fraud and violation of Ohio securities law arising out of the public
offerings of Polaris Aircraft Income Fund II, Polaris Aircraft Income Fund III,
Polaris Aircraft Income Fund IV, Polaris Aircraft Income Fund VI, and
P-Bache/A.G. Spanos Genesis Income Partners LP 1. Plaintiff seeks compensatory
damages, general, consequential and incidental damages, punitive damages,
12
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rescission, costs, attorneys' fees and other and further relief as the Court
deems just and proper. The Partnership is not named as a defendant in this
action. On September 15, 1995, defendants removed this action to the United
States District Court, Eastern District of Ohio. On September 18, 1995,
defendants sought the transfer of this action to the Multi-District Litigation
and sought a stay of all proceedings by the district court, which stay was
granted on September 25, 1995. The Judicial Panel conditionally transferred this
action to the Multi-District Litigation on October 13, 1995.
Harrison v. General Electric Company, et al. - On or around September 27, 1995,
a complaint entitled Martha J. Harrison v. General Electric Company, et al., was
filed in the Civil District Court for the Parish of Orleans, State of Louisiana.
The complaint names as defendants General Electric Company and Prudential
Securities Incorporated. Plaintiff alleges claims of tort, breach of fiduciary
duty in tort, contract and quasi-contract, violation of sections of the
Louisiana Blue Sky Law and violation of the Louisiana Civil Code concerning the
inducement and solicitation of purchases arising out of the public offering of
Polaris Aircraft Income Fund IV. Plaintiff seeks compensatory damages,
attorney's fees, interest, costs and general relief. The Partnership is not
named as a defendant in this action.
In re: Prudential Securities Limited Partnerships (Multi-District Litigation) -
Prudential Securities, Inc. on behalf of itself and its affiliates has made an
Offer of Settlement. A class has been certified for purposes of the Prudential
Settlement and notice to the class has been sent. Any questions concerning
Prudential's Offer of Settlement should be directed to 1-800- 327-3664, or write
to the Claims Administrator at:
Prudential Securities Limited Partnerships
Litigation Claims Administrator
P.O. Box 9388
Garden City, New York 11530-9388
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Item 5. Other Information
Directors and Officers
James F. Walsh resigned as Chief Financial Officer of Polaris Investment
Management Corporation (PIMC) effective October 9, 1995. Marc A. Meiches, 42,
has assumed the position of Chief Financial Officer of PIMC effective October 9,
1995. Mr. Meiches presently holds the position of Executive Vice President and
Chief Financial Officer of General Electric Capital Aviation Services, Inc.
(GECAS). Prior to joining GECAS, Mr. Meiches has been with General Electric
Company (GE) and its subsidiaries since 1978. Since 1992, Mr. Meiches held the
position of Vice President of the General Electric Capital Corporation Audit
Staff. Between 1987 and 1992, Mr. Meiches held Manager of Finance positions for
GE Re-entry Systems, GE Government Communications Systems and the GE Astro-Space
Division.
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits (numbered in accordance with Item 601 of Regulation S-K)
27. Financial Data Schedule (Filed electronically only)
b) Reports on Form 8-K
No reports on Form 8-K were filed by the Registrant during the quarter
for which this report is filed.
14
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SIGNATURE
Pursuant to the requirements of section 13 or 15(d) 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.
POLARIS AIRCRAFT INCOME FUND V,
A California Limited Partnership
(Registrant)
By: Polaris Investment
Management Corporation,
General Partner
November 9, 1995 By: /S/Marc A. Meiches
- - ---------------------------------- ------------------
Marc A. Meiches
Chief Financial Officer
(principal financial officer and
principal accounting officer of
Polaris Investment Management
Corporation, General Partner of
the Registrant)
15
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<S> <C>
<PERIOD-TYPE> 9-MOS
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