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 March 31, 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>
March 31, December 31,
2000 1999
---- ----
Assets
<S> <C> <C>
Cash .................................................. $ 150,460 $ 14,510
--------- ---------
Investment in finance leases
Minimum rents receivable ........................... 188,136 265,980
Estimated unguaranteed residual values ............. 161,159 221,159
Unearned income .................................... (34,494) (45,104)
Allowance for doubtful accounts .................... (28,893) (28,893)
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285,908 413,142
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Investment in financings
Receivables due in installments .................... 105,636 150,724
Unearned income .................................... (4,008) (6,778)
Allowance for doubtful accounts .................... (10,051) (10,051)
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91,577 133,895
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Other assets .......................................... 3,637 63,888
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Total assets .......................................... $ 531,582 $ 625,435
========= =========
Liabilities and Partners' Equity
Note payable .......................................... $ 112,203 $ 197,643
Accounts payable to General Partner and affiliates, net -- 13,600
Security deposits, deferred credits and other payables 46,757 26,808
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158,960 238,051
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Partners' equity (deficiency)
General Partner ..................................... (42,514) (42,367)
Limited partners (199,800 units outstanding,
$100 per unit original issue price) .............. 415,136 429,751
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Total partners' equity ................................ 372,622 387,384
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Total liabilities and partners' equity ................ $ 531,582 $ 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
For the Three Months Ended March 31,
(unaudited)
2000 1999
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Revenues
Finance income ...................... $ 12,703 $ 33,296
Interest income and other ........... 51 2,386
Net gain (loss) on sales of equipment 38,173 (436)
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Total revenues ...................... 50,927 35,246
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Expenses
Interest ............................ 4,340 10,336
General and administrative .......... 25,215 14,318
Administrative expense
reimbursements - General Partner .. 2,499 3,674
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Total expenses ......................... 32,054 28,328
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Net income ............................. $ 18,873 $ 6,918
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Net income allocable to:
Limited partners .................... $ 18,684 $ 6,849
General Partner ..................... 189 69
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$ 18,873 $ 6,918
========= =========
Weighted average number of limited
partnership units outstanding ....... 199,800 199,800
========= =========
Net income per weighted average
limited partnership unit ............ $ .09 $ .03
========= =========
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 Three Months Ended March 31, 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
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Balance at
December 31, 1999 429,751 (42,367) 387,384
Cash distributions
to partners $.08 $ .09 (33,299) (336) (33,635)
Net income 18,684 189 18,873
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Balance at March 31, 2000 $ 415,136 $ (42,514) $ 372,622
========= ========= =========
</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 Three Months Ended March 31,
(unaudited)
<TABLE>
2000 1999
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Cash flows provided by operating activities:
<S> <C> <C>
Net income .............................................. $ 18,873 $ 6,918
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Adjustments to reconcile net income to
net cash provided by operating activities:
Net gain (loss) on sales of equipment ................. (38,173) 436
Changes in operating assets and liabilities:
Collection of principal - receivables ................ 148,664 131,169
Accounts payable to General Partner and affiliates ... (13,600) 47,767
Security deposits, deferred credits and other payables 19,949 (867)
Other ................................................ (10,454) (12,785)
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Total adjustments .................................. 106,386 165,720
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Net cash provided by operating activities .............. 125,259 172,638
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Cash flows from investing activities:
Proceeds from sales of equipment ........................ 129,766 12,100
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Net cash provided by investing activities .............. 129,766 12,100
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Cash flows from financing activities:
Cash distributions to partners .......................... (33,635) (50,454)
Principal payments on note payable ...................... (85,440) (101,547)
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Net cash used in financing activities .................. (119,075) (152,001)
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Net increase in cash ....................................... 135,950 32,737
Cash at beginning of period ................................ 14,510 73,935
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Cash at end of period ...................................... $ 150,460 $ 106,672
========= =========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Notes to Financial Statements
March 31, 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 three months
ended March 31, 2000 and 1999. For the three months ended March 31, 2000 and
1999, the Partnership accrued or paid to the General Partner administrative
expense reimbursements of $2,499 and $3,674, 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 loan agreement grants a security
interest in certain Partnership lease rental payments and collateral relating to
a specified group of leases and financing transactions. The note bears interest
at 9%, and is payable in consecutive monthly installments. The principal balance
outstanding at March 31, 2000 totaled $112,203.
<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 76% and 24% of total investments at March 31,
2000, respectively, and 69% and 31% of total investments at March 31, 1999,
respectively.
Results of Operations for the Three Months Ended March 31, 2000 and 1999
Revenues for the three months ended March 31, 2000 were $50,927,
representing an increase of $15,681 from 1999. The increase in revenues was due
to a gain on sales of equipment of $38,173 in 2000, as compared to a loss on
sales of equipment of $436 in 1999. This was partially offset by a decrease in
finance income of $20,593, from $33,296 in 1999 to $12,703 in the current
quarter. The gain on sales of equipment increased due to an increase in the
number of leases maturing in which the underlying equipment was sold. Finance
income decreased due to the decrease in the average size of the portfolio from
1999 to 2000.
Expenses for the three months ended March 31, 2000 were $32,054,
representing an increase of $3,726 from 1999. General and administrative expense
increased by $10,897 from 1999 due to an increase in professional services fees
that was partially offset by a small decrease in printing costs. The increase in
expenses was partially offset by a decrease in interest expense of $5,996 and a
decrease in administrative expense reimbursements of $1,175 from 1999. Interest
expense decreased as the remaining note payable balance declined and
administrative expense reimbursements decreased due to the reduction in the
average size of the portfolio from 1999 to 2000.
Net income for the three months ended March 31, 2000 and 1999 was $18,873
and $6,918, respectively. The net income per weighted average limited
partnership unit was $.09 and $.03 for 2000 and 1999, respectively.
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. 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.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
The Partnership's primary sources of funds for the three months ended
March 31, 2000 and 1999 were net cash provided by operations of $125,259 and
$172,638, respectively, and proceeds from sales of equipment of $129,766 and
$12,100, respectively. These sources were used to fund cash distributions and to
make payments on the note payable. Two cash distributions to limited partners
totaling $33,299 were made in the 2000 period and three distributions totaling
$49,950 were made in the 1999 period.
As of March 31, 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 or Form 8-K were filed by the Partnership during the quarter ended
March 31, 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.
May 12, 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)
