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 September 30, 2000
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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
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Commission File Number 0-27822
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ICON Cash Flow Partners, L.P., Series B
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(Exact name of registrant as specified in its charter)
Delaware 13-3518939
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(State or other jurisdiction of IRS Employer
incorporation or organization) Identification Number)
111 Church Street, White Plains, New York 10601-1505
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(Address of principal executive offices) (Zip code)
(914) 993-1700
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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 B
(A Delaware Limited Partnership)
Balance Sheets
(unaudited)
<TABLE>
September 30, December 31,
2000 1999
---- ----
Assets
<S> <C> <C>
Cash .................................................. $ 62,985 $ 14,510
--------- ---------
Investment in finance leases
Minimum rents receivable ........................... 129,306 265,980
Estimated unguaranteed residual values ............. 51,389 221,159
Unearned income .................................... (23,462) (45,104)
Allowance for doubtful accounts .................... (28,893) (28,893)
--------- ---------
128,340 413,142
--------- ---------
Investment in financings
Receivables due in installments .................... 36,232 150,724
Unearned income .................................... (541) (6,778)
Allowance for doubtful accounts .................... (8,835) (10,051)
--------- ---------
26,856 133,895
--------- ---------
Other assets .......................................... 489 63,888
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Total assets .......................................... $ 218,670 $ 625,435
========= =========
Liabilities and Partners' Equity
Note payable .......................................... $ -- $ 197,643
Accounts payable to General Partner and affiliates, net 677 13,600
Security deposits, deferred credits and other payables 72,201 26,808
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72,878 238,051
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Partners' equity (deficiency)
General Partner ..................................... (44,782) (42,367)
Limited partners (199,800 units outstanding,
$100 per unit original issue price) .............. 190,574 429,751
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Total partners' equity ................................ 145,792 387,384
--------- ---------
Total liabilities and partners' equity ................ $ 218,670 $ 625,435
========= =========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Statements of Operations
(unaudited)
<TABLE>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
2000 1999 2000 1999
Revenues
<S> <C> <C> <C> <C>
Finance income $ 4,840 $ 19,952 $ 26,441 $ 77,569
Net (loss) gain on sales of equipment (61,143) (280) (30,769) 6,162
Interest income and other 31 1,091 780 5,325
--------- -------- -------- --------
Total revenues (56,272) 20,763 (3,548) 89,056
--------- -------- --------- --------
Expenses
Interest - 7,586 5,270 29,410
General and administrative 15,246 16,263 76,420 42,112
Administrative expense reimbursements
General Partner 946 2,889 5,009 9,972
--------- -------- -------- --------
Total expenses 16,192 26,738 86,699 81,494
--------- -------- -------- --------
Net (loss) income $ (72,464) $ (5,975) $(90,247) $ 7,562
========= ======== ======== ========
Net (loss) income allocable to:
Limited partners $ (71,739) $ (5,915) $(89,345) $ 7,487
General Partner (725) (60) (902) 75
--------- -------- -------- --------
$ (72,464) $ (5,975) $(90,247) $ 7,562
========= ======== ======== ========
Weighted average number of limited
partnership units outstanding 199,800 199,800 199,800 199,800
========= ======== ======== ========
Net (loss) income per weighted average
limited partnership unit $ (.36) $ (.03) $ (.45) $ .04
========= ======== ======== ========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Statements of Changes in Partners' Equity
For the Nine Months Ended September 30, 2000 and
the Year Ended December 31, 1999
(unaudited)
<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, 1998 $ 583,919 $(167,811) $ 416,108
Cash distributions
to partners $.77 $.23 (199,794) (2,017) (201,811)
Capital contribution - 127,000 127,000
Net income 45,626 461 46,087
--------- --------- ---------
Balance at
December 31, 1999 429,751 (42,367) 387,384
Cash distributions
to partners $.75 - $ - (149,832) (1,513) (151,345)
Net income (89,345) (902) (90,247)
--------- --------- ---------
Balance at
September 30, 2000 $ 190,574 $ (44,782) $ 145,792
========= ========= =========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Statements of Cash Flows
For the Nine Months Ended September 30,
(unaudited)
<TABLE>
2000 1999
---- ----
<S> <C> <C>
Cash flows provided by operating activities:
Net income ............................................ $ (90,247) $ 7,562
--------- ---------
Adjustments to reconcile net income to
Net cash provided by operating activities:
Net loss (gain) on sales of equipment ................ 30,769 (6,162)
Changes in operating assets and liabilities:
Collection of principal - receivables ................ 290,095 392,549
Accounts payable to General Partner and affiliates ... (12,923) (112,055)
Security deposits, deferred credits and other payables 45,393 (8,442)
Other ................................................ (30,493) (20,620)
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Total adjustments ................................ 322,841 245,270
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Net cash provided by operating activities ................ 232,594 252,832
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Cash flows from investing activities:
Proceeds from sales of equipment ...................... 164,869 69,383
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Net cash provided by investing activities ................ 164,869 69,383
--------- ---------
Cash flows from financing activities:
Cash distributions to partners ........................ (151,345) (151,358)
Proceeds from General Partner's capital contribution . -- 127,000
Principal payments on note payable .................... (197,643) (297,326)
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Net cash used in financing activities .................... (348,988) (321,684)
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Net increase in cash ..................................... 48,475 531
Cash at beginning of period .............................. 14,510 73,935
--------- ---------
Cash at end of period .................................... $ 62,985 $ 74,466
========= =========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Notes to Financial Statements
September 30, 2000
(unaudited)
1. Basis of Presentation
The financial statements of ICON Cash Flow Partners, L.P., Series B (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 1999 Annual Report on Form 10-K.
2. Amendment to Partnership Agreement
The Partnership's original reinvestment period was to expire on November
15, 1995, five years after the final closing date. The General Partner
distributed a definitive consent statement to the limited partners to solicit
approval of two amendments to the Partnership agreement. A majority of the
limited partnership units outstanding responded affirmatively and the amendments
were adopted. These amendments are effective from and after November 15, 1995
and include: (1) extending the reinvestment period for a maximum of four
additional years to November 1999 and likewise delaying the start and end of the
liquidation period, and (2) eliminating the Partnership's obligation to pay the
General Partner $241,652 of the $368,652 accrued and unpaid management fees as
of December 31, 1996 and all additional management fees which would otherwise
accrue. The remaining $127,000 of previously accrued management fees were paid
to the General Partner in 1999. The General Partner subsequently remitted this
amount back to the Partnership in the form of an additional capital
contribution.
3. Related Party Transactions
As a result of the approval of the amendments as discussed in Note 2, no
management fees were accrued or paid to the General Partner for the nine months
ended September 30, 2000 and 1999. For the nine months ended September 30, 2000
and 1999, the Partnership accrued or paid to the General Partner administrative
expense reimbursements of $5,009 and $9,972, respectively, which were charged to
operations.
4. Note Payable
In February 1997, the Partnership borrowed $1,500,000 from a bank pursuant
to a four year term loan agreement. The note carried an interest rate of 9%, and
was payable in consecutive monthly installments through November 2000. The
Partnership repaid the remaining principal balance of this note in the quarter
ended June 30, 2000.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(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 net investments in finance leases
and financings, which represented 83% and 17% of total investments at September
30, 2000, respectively, and 73% and 27% of total investments at September 30,
1999, respectively.
Results of Operations for the Three Months Ended September 30, 2000 and 1999
Revenues for the three months ended September 30, 2000 were ($56,272)
representing a decrease of $77,035 from 1999. The decrease in revenue was due to
a loss on sales of equipment of $61,143 in 2000 together with a decrease in
finance income of $15,112. The decrease in finance income resulted from a
decrease in the average size of the lease portfolio from 1999 to 2000.
Expenses for the three months ended September 30, 2000 were $16,192,
representing a decrease of $10,546 from 1999. Interest expense decreased by
$7,586 as the remaining note balance was paid in the second quarter of 2000.
General and administrative expenses and administrative expense reimbursements
decreased by $1,017 and $1,943, respectively, due to the reduction of the
average size of the lease portfolio from 1999 to 2000.
Net (loss) for the three months ended September 30, 2000 and 1999 was
($72,464) and ($5,975), respectively. The net income per weighted average
limited partnership unit was ($0.36) and ($0.03) for 2000 and 1999,
respectively.
Results of Operation for the Nine Months ended September 30, 2000 and 1999
Revenues for the nine months ended September 30, 2000 were ($3,548),
representing a decrease of $92,604 from 1999. The decrease in revenue was
primarily due to a decrease in finance income of $51,128, which resulted from
the decrease in the average size of the lease portfolio from 1999 to 2000 and a
loss on sales of equipment in 2000 of $30,769, which resulted from the
underlying equipment being sold for proceeds which were less than book value.
Expenses for the nine months ended September 30, 2000 were $86,699,
representing an increase of $5,205 from 1999. General and administrative
expenses increased by $34,308 from 1999 due to an increase in professional
service fees. The increase in general and administrative expenses was partially
offset by a decrease in interest expense and administrative expense
reimbursements from 1999. Interest expense decreased as the remaining note
balance was paid in the second quarter of 2000. Administrative expense
reimbursements decreased due to the reduction in the average size of the lease
portfolio from 1999 to 2000.
Net (loss) income for the nine months ended September 30, 2000 and 1999
was ($90,247) and $7,562 respectively. The net (loss) income per weighted
average limited partnership unit was ($0.45) and $0.04 for 2000 and 1999
respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Liquidity and Capital Resources
The Partnership's reinvestment period ended and its disposition period
began in November 1999. During the disposition period the Partnership has, and
will continue to distribute substantially all distributable cash from operations
and equipment sales to the partners and begin the orderly termination of its
operations and affairs. The Partnership has not, and will not invest in any
additional finance or lease transactions during the disposition period.
Accordingly, finance income revenues have, and will continue to decline as the
asset base is disposed of. During the disposition period, the Partnership
expects to recover, at a minimum, the carrying value of its assets.
The Partnership intends to fund cash distributions, to the extent funds
are available, utilizing cash provided by operations and proceeds from sales of
equipment. As a result of the Partnership's entering into the disposition
period, future monthly distributions are expected to fluctuate depending on the
amount of monthly asset sales.
The Partnership's primary sources of funds for the nine months ended
September 30, 2000 and 1999 were net cash provided by operations of $232,594 and
$252,832, respectively. These sources were used to fund cash distributions and
to make payments on the note payable. Cash distributions to limited partners
totaled $149,832 in the 2000 period and $149,846 in the 1999 period.
As of September 30, 2000 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 and sales of equipment,
the Partnership will make distributions while retaining sufficient cash to meet
obligations as they become due.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(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 by the Partnership during the quarter ended
September 30, 2000.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(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 B
File No. 33-28145 (Registrant)
By its General Partner,
ICON Capital Corp.
November 10, 2000 /s/ Thomas W. Martin
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Date Thomas W. Martin
Executive Vice President
(Principal financial and accounting
officer of the General Partner
of the Registrant)
