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 June 30, 2000
___________________________________________________________
[ ] 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 0-27822
---------------------------------------------------------
ICON Cash Flow Partners, L.P., Series B
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its
charter)
Delaware 13-3518939
--------------------------------------------------------------------------------
(State or other jurisdiction of IRS Employer
incorporation or organization Identification Number)
111 Church Street, White Plains, New York 10601-1505
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(914) 993-1700
--------------------------------------------------------------------------------
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)
June 30, December 31,
2000 1999
Assets
Cash .................................................. $ 62,347 $ 14,510
Investment in finance leases
Minimum rents receivable ........................... 157,649 265,980
Estimated unguaranteed residual values ............. 161,159 221,159
Unearned income .................................... (27,340) (45,104)
Allowance for doubtful accounts .................... (28,893) (28,893)
262,575 413,142
Investment in financings
Receivables due in installments .................... 50,872 150,724
Unearned income .................................... (1,522) (6,778)
Allowance for doubtful accounts .................... (10,051) (10,051)
39,299 133,895
Other assets .......................................... 89 63,888
Total assets ....................................... $ 364,310 $ 625,435
Liabilities and Partners' Equity
Note payable .......................................... $ 0 $ 197,643
Accounts payable to General Partner and affiliates, net 15,077 13,600
Security deposits, deferred credits and other payables 80,541 26,808
95,618 238,051
Partners' equity (deficiency)
General Partner ..................................... (43,554) (42,367)
Limited partners (199,800 units outstanding,
$100 per unit original issue price) .............. 312,246 429,751
Total partners' equity ................................ 268,692 387,384
Total liabilities and partners' equity ................ $ 364,310 $ 625,435
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 Six Months
Ended June 30, Ended June 30,
2000 1999 2000 1999
<S> <C> <C> <C> <C>
Revenues
Finance income ................................................ $ 8,898 $ 24,322 $ 21,601 $ 57,618
Net gain (loss) on sales of equipment ...................... (7,800) 6,878 30,374 6,442
Interest income and other ..................................... 698 1,847 749 4,233
Total revenues ............................................. 1,796 33,047 52,724 68,293
Expenses
Interest ................................................... 929 11,489 5,270 21,825
General and administrative ................................. 35,959 11,530 61,174 25,848
Administrative expense reimbursements
- General Partner ......................................... 1,564 3,409 4,063 7,083
Total expenses ................................................ 38,452 26,428 70,507 54,756
Net income (loss) ............................................. $ (36,656) $ 6,619 $ (17,783) $ 13,537
Net income (loss) allocable to:
Limited partners ........................................... $ (36,290) $ 6,553 $ (17,605) $ 13,402
General Partner ............................................ (366) 66 (178) 135
$ (36,656) $ 6,619 $ (17,783) $ 13,537
Weighted average number of limited
partnership units outstanding .............................. 199,800 199,800 199,800 199,800
Net income (loss) per weighted average
limited partnership unit $ (0.18) $ .03 $ (.09) $ .07
</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 Six Months Ended June 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 $ 0.50 - (99,900) (1,009) (100,909)
Net income (17,605) (178) (17,783)
Balance at June 30, 2000 $ 312,246 $ (43,554) $ 268,692
</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 Six Months Ended June 30,
(unaudited)
<TABLE>
2000 1999
<S> <C> <C>
Cash flows provided by operating activities:
net income $ (17,783) $ 13,537
Adjustments to reconcile net income to
Net cash provided by operating activities:
Net gain on sales of equipment (30,374) (6,442)
Changes in operating assets and liabilities:
Collection of principal - receivables 236,617 261,511
Accounts payable to General Partner and affiliates 1,477 (122,192)
Security deposits, deferred credits and other payables 53,733 (3,058)
Other (28,381) (17,726)
Total adjustments 233,072 112,093
Net cash provided by operating activities 215,289 125,630
Cash flows from investing activities:
Proceeds from sales of equipment 131,100 70,891
Net cash provided by investing activities 131,100 70,891
Cash flows from financing activities:
Cash distributions to partners (100,909) (100,906)
Proceeds from General Partner's capital contributions - 127,000
Principal payments on note payable (197,643) (199,328)
Net cash used in financing activities (298,552) (173,234)
Net increase in cash 47,837 23,287
Cash at beginning of period 14,510 73,935
Cash at end of period $ 62,347 $ 97,222
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series B
(A Delaware Limited Partnership)
Notes to Financial Statements
June 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 six months
ended June 30, 2000 and 1999. For the six months ended June 30, 2000 and 1999,
the Partnership accrued or paid to the General Partner administrative expense
reimbursements of $4,063 and $7,083, 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 87% and 13% of total investments at June 30,
2000, respectively, and 73% and 27% of total investments at June 30, 1999,
respectively.
Results of Operations for the Six Months Ended June 30, 2000 and 1999
Revenues for the six months ended June 30, 2000 were $52,724 representing
a decrease of $15,569 from 1999. The decrease in revenues was primarily due to a
decrease in finance income of $36,017 which resulted from the decrease in the
average size of the portfolio from 1999 to 2000. This decrease was partially off
set by an increase in gain on sale of equipment in the first quarter which
resulted from an increase in the number of leases maturing in which the
underlying equipment was sold for proceeds which exceeded book value.
Expenses for the six months ended June 30, 2000 were $70,507, representing
an increase of $15,751 from 1999. General and administrative expense increased
by $35,326 from 1999 due primarily to an increase in professional services fees.
The increase in general and administrative expenses was partially offset by a
decrease in interest expense of $16,555 from 1999 and a decrease of $3,020 in
administrative expense reimbursements. Interest expense decreased as the
remaining note payable balance was paid as of June 30, 2000. Administrative
expense reimbursements decreased due to the reduction in the average size of the
portfolio from 1999 to 2000.
Net (loss) income for the six months ended June 30, 2000 and 1999 was
$(17,783) and $13,537, respectively. The net income per weighted average limited
partnership unit was $(0.09) and $0.07 for 2000 and 1999, respectively.
Results of Operation for the three months ended June 30, 2000 and 1999
Revenue for the three months ended June 30, 2000 were $1,796, representing
a decrease of $31,251 from 1999. The decrease in revenues was due to a loss on
sales of equipment of $7,800, along with decreases in finance income of $15,424
and interest income of $1,149. The decrease in finance income resulted from a
decrease in the average size of the portfolio from 1999 to 2000.
Expenses for the three months ended June 30, 2000 were $38,452,
representing an increase of $12,024 from 1999. General and administrative
expense increased by $24,429 from 1999 due to an increase in professional
services 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
payable balance was paid as of June 30, 2000. Administrative expense
reimbursements decreased due to the reduction in the average size of the
portfolio from 1999 to 2000.
Net (loss) income for the three months ended June 30, 2000 and 1999 was
$(36,656) and $6,619 respectively. The net (loss) income per weighted average
limited partnership unit was $(0.18) and $0.03 for 2000 and 1999 respectively.
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 six months ended June
30, 2000 and 1999 were net cash provided by operations of $215,289 and $125,630,
respectively. These sources were used to fund cash distributions and to make
payments on the note payable. Four cash distributions to limited partners
totaling $99,900 were made in the 2000 period and six distributions totaling
$99,897 were made in the 1999 period.
As of June 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 or Form 8-K were filed by the Partnership during the quarter ended
June 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.
August 10, 2000 /s/ Thomas W. Martin
---------------------------------- ------------------------------------
Date Thomas W. Martin
Executive Vice President
(Principal financial and accounting
officer of the
General Partner of the Registrant)
