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 March 31, 1997
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. 33-31810
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POLARIS AIRCRAFT INCOME FUND VI,
A California Limited Partnership
State of Organization: California
IRS Employer Identification No. 94-3102632
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 VI,
A California Limited Partnership
FORM 10-Q - For the Quarterly Period Ended March 31, 1997
INDEX
Part I. Financial Information Page
Item 1. Financial Statements
a) Balance Sheets - March 31, 1997 and
December 31, 1996...........................................3
b) Statements of Income - Three Months Ended
March 31, 1997 and 1996.....................................4
c) Statements of Changes in Partners' Capital -
Year Ended December 31, 1996 and
Three Months Ended March 31, 1997...........................5
d) Statements of Cash Flows - Three Months
Ended March 31, 1997 and 1996...............................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.......................................13
Item 6. Exhibits and Reports on Form 8-K........................14
Signature ........................................................15
2
<PAGE>
Part 1. Financial Information
Item 1. Financial Statements
POLARIS AIRCRAFT INCOME FUND VI,
A California Limited Partnership
BALANCE SHEETS
(Unaudited)
March 31, December 31,
1997 1996
---- ----
ASSETS:
CASH AND CASH EQUIVALENTS $3,583,105 $3,566,009
RENT RECEIVABLE 315,240 345,597
AIRCRAFT, net of accumulated depreciation of
$23,656,624 in 1997 and $23,398,981 in 1996 5,782,576 6,040,219
OTHER ASSETS 9,589 --
---------- ----------
$9,690,510 $9,951,825
========== ==========
LIABILITIES AND PARTNERS' CAPITAL:
PAYABLE TO AFFILIATES $ 35,123 $ 25,425
ACCOUNTS PAYABLE AND ACCRUED
LIABILITIES 6,350 24,169
SECURITY DEPOSITS 75,000 75,000
---------- ----------
Total Liabilities 116,473 124,594
---------- ----------
PARTNERS' CAPITAL:
General Partner 5,656 5,656
Limited Partners, 69,418 units
issued and outstanding 9,568,381 9,821,575
---------- ----------
Total Partners' Capital 9,574,037 9,827,231
---------- ----------
$9,690,510 $9,951,825
========== ==========
The accompanying notes are an integral part of these statements.
3
<PAGE>
POLARIS AIRCRAFT INCOME FUND VI,
A California Limited Partnership
STATEMENTS OF INCOME
(Unaudited)
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
REVENUES:
Rent from operating leases $434,643 $434,643
Interest 44,121 46,603
Gain on sale of aircraft -- 52,640
-------- --------
Total Revenues 478,764 533,886
-------- --------
EXPENSES:
Depreciation and amortization 257,643 438,707
Administration and other 17,618 12,969
-------- --------
Total Expenses 275,261 451,676
-------- --------
NET INCOME $203,503 $ 82,210
======== ========
NET INCOME ALLOCATED TO
THE GENERAL PARTNER $ 22,835 $ 22,835
======== ========
NET INCOME ALLOCATED TO
LIMITED PARTNERS $180,668 $ 59,375
======== ========
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ 2.60 $ 0.86
======== ========
The accompanying notes are an integral part of these statements.
4
<PAGE>
POLARIS AIRCRAFT INCOME FUND VI,
A California Limited Partnership
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
(Unaudited)
Year Ended December 31, 1996 and
Three Months Ended March 31, 1997
---------------------------------
General Limited
Partner Partners Total
------- -------- -----
Balance, December 31, 1995 $ 5,656 $ 19,653,112 $ 19,658,768
Net income (loss) 91,340 (8,096,088) (8,004,748)
Cash distributions to partners (91,340) (1,735,449) (1,826,789)
------------ ------------ ------------
Balance, December 31, 1996 5,656 9,821,575 9,827,231
Net income 22,835 180,668 203,503
Cash distributions to partners (22,835) (433,862) (456,697)
------------ ------------ ------------
Balance, March 31, 1997 $ 5,656 $ 9,568,381 $ 9,574,037
============ ============ ============
The accompanying notes are an integral part of these statements.
5
<PAGE>
POLARIS AIRCRAFT INCOME FUND VI,
A California Limited Partnership
STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
OPERATING ACTIVITIES:
Net income $ 203,503 $ 82,210
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 257,643 438,707
Gain on sale of aircraft -- (52,640)
Changes in operating assets and liabilities:
Decrease in rent receivable 30,357 30,357
Increase (decrease) in payable to affiliates 9,698 (350)
Increase in other assets (9,589) --
Decrease in accounts payable
and accrued liabilities (17,819) (22,022)
----------- -----------
Net cash provided by operating activities 473,793 476,262
----------- -----------
INVESTING ACTIVITIES:
Principal payments on finance sale of aircraft -- 52,640
----------- -----------
Net cash provided by investing activities -- 52,640
----------- -----------
FINANCING ACTIVITIES:
Cash distributions to partners (456,697) (456,697)
----------- -----------
Net cash used in financing activities (456,697) (456,697)
----------- -----------
CHANGES IN CASH AND CASH
EQUIVALENTS 17,096 72,205
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 3,566,009 3,297,782
----------- -----------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 3,583,105 $ 3,369,987
=========== ===========
The accompanying notes are an integral part of these statements.
6
<PAGE>
POLARIS AIRCRAFT INCOME FUND VI,
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 VI'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, 1996, 1995 and
1994, included in the Partnership's 1996 Annual Report to the SEC on Form 10-K
(Form 10-K).
2. Proposed Sale of Aircraft
During the first quarter of 1997, the Partnership received, and the General
Partner (upon recommendation of its servicer) has determined that it would be in
the best interests of the Partnership to accept an offer to purchase all of the
Partnership's aircraft (the "Aircraft") by a special purpose company (the
"Purchaser"). The Purchaser is managed by Triton Aviation Services Limited, a
privately held aircraft leasing company (the "Purchaser's Manager") which was
formed in 1996. Each Aircraft is to be sold subject to the existing leases, and
as part of the transaction the Purchaser assumes all obligations relating to
maintenance reserves and security deposits, if any, relating to such leases. At
the same time cash balances related to maintenance reserves and security
deposits, if any, will be transferred to the Purchaser.
The total proposed purchase price (the "Purchase Price") to be paid by the
Purchaser in the contemplated transaction would be $6,112,000 all of which would
be allocable to the Aircraft. The Purchaser proposes to pay $688,578 of the
Purchase Price in cash at the closing and the balance of $5,423,422 would be
paid by delivery of a promissory note ( the "Promissory Note") by the Purchaser.
The Promissory Note would be repaid in equal quarterly installments over a
period of seven years bearing interest at a rate of 12% per annum with a balloon
principal payment at the end of year seven. The Purchaser would have the right
to voluntarily prepay the Promissory Note in whole or in part at any time
without penalty. In addition, the Promissory Note would be subject to mandatory
partial prepayment in certain specified instances.
Under the terms of the contemplated transaction, the Aircraft, including any
income or proceeds therefrom and any maintenance reserves or deposits with
respect thereto, constitute the sole source of payments under the Promissory
Note. No security interest over the Aircraft or the leases would be granted in
favor of the Partnership, but the equity interests in the Purchaser would be
pledged to the Partnership. The Purchaser would have the right to sell the
Aircraft, or any of them, without the consent of the Partnership, except that
the Partnership's consent would be required in the event that the proposed sale
price is less than the portion of the outstanding balance of the Promissory Note
which is allocable to the Aircraft in question and the Purchaser does not have
sufficient funds to make up the difference. The Purchaser would undertake to
keep the Aircraft and leases free of any lien, security interest or other
encumbrance other than (i) inchoate materialmen's liens and the like, and (ii)
7
<PAGE>
in the event that the Purchaser elects to install hushkits on any Aircraft,
secured debt to the extent of the full cost of such hushkit. The Purchaser will
be prohibited from incurring indebtedness other than (i) the Promissory Note;
(ii) deferred taxes not yet due and payable; (iii) indebtedness incurred to
hushkit Aircraft owned by the Purchaser and, (iv) demand loans from another SPC
(defined below) at a market rate of interest.
It is also contemplated that each of Polaris Aircraft Income Fund II, Polaris
Aircraft Income Fund III, Polaris Aircraft Income Fund IV and Polaris Aircraft
Income Fund V would sell certain aircraft assets to separate special purpose
companies under common management with the Purchaser (collectively, together
with the Purchaser, the "SPC's") on terms similar to those set forth above.
Under the terms of the contemplated transaction, Purchaser's Manager would
undertake to make available a working capital line to the Purchaser of up to
approximately $534,000 to fund operating obligations of the Purchaser. This
working capital line is to be guaranteed by Triton Investments Limited, the
parent of the Purchaser's Manager and such guarantor will provide the
Partnership with a copy of its most recent balance sheet showing a consolidated
net worth (net of minority interests) of at least $150-million. Furthermore,
pursuant to the respective operating agreements of each SPC, including the
Purchaser, the Purchaser's Manager would provide to each SPC all normal and
customary management services including remarketing, sales and repossession, if
necessary. Provided that the Purchaser is not in default in making payments due
under the Promissory Note to the Partnership, the Purchaser would be permitted
to dividend to its equity owners an amount not to exceed approximately $14,300
per month. The Purchaser may distribute additional dividends to the equity
owners to the extent of the working capital advances made by the Purchaser's
Manager provided that the working capital line available to the Purchaser will
be deemed increased to the extent of any such dividends.
The Purchaser would be deemed to have purchased the Aircraft effective as of
April 1, 1997 notwithstanding the actual closing date. The Purchaser would have
the right to receive all income and proceeds, including rents and notes
receivables, from the Aircraft accruing from and after April 1, 1997, and the
Promissory Note would commence bearing interest as of April 1, 1997.
The Partnership has agreed to consult with Purchaser's Manager before taking any
significant action pertaining to the Aircraft after the effective date of the
purchase offer. The Purchaser also has the right to make all significant
decisions regarding the Aircraft from and after the date of completion of
definitive documentation legally binding the Purchaser and the Partnership to
the transaction, even if a delay occurs between the completion of such
documentation and the closing of the title transfer to the Purchaser.
In the event the Partnership receives and elects to accept an offer for all (but
not less than all) of the assets to be sold by it to the Purchaser on terms
which it deems more favorable, the Purchaser has the right to (i) match the
offer, or (ii) decline to match the offer and be entitled to compensation in an
amount equal to 1 1/2% of the Purchaser's proposed Purchase Price.
The Partnership adopted, effective January 1, 1996, SFAS No. 121 "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of." That statement requires that long-lived assets be reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable. The purchase offer constitutes a change in
circumstances which, pursuant to SFAS No. 121, requires the Partnership to
review the Aircraft for impairment. As previously discussed in Note 3 of the
Partnership's financial statements for the year ended December 31, 1996 included
in the 1996 Form 10-K, the Partnership has determined that an impairment loss
must be recognized. In determining the amount of the impairment loss, the
Partnership estimated the "fair value" of the Aircraft based on the proposed
Purchase Price reflected in the contemplated transaction, less the estimated
costs and expenses of the proposed sale. The Partnership is deemed to have an
impairment loss to the extent that the carrying value exceeded the fair value.
8
<PAGE>
Management believes the assumptions related to the fair value of impaired assets
represent the best estimates based on reasonable and supportable assumptions and
projections.
It should be noted that there can be no assurance that the contemplated sale
transaction will be consummated. The contemplated transaction remains subject to
execution of definitive documentation and various other contingencies.
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
March 31, 1997 March 31, 1997
-------------- --------------
Out-of-Pocket Administrative and
Operating Expense Reimbursement $35,327 $35,123
Management fees payable to the general partner are subordinated each year to
receipt by unit holders of distributions equaling a 10% per annum,
non-compounded return on adjusted capital contributions, as defined in the
Partnership Agreement. Based on the subordination provisions, no management fee
expense was recognized or paid during the quarters ended March 31, 1997 and
1996.
5. Subsequent Event
Competing Offer to Purchase Aircraft - In April 1997, the General Partner
received a competing offer (the Competing Offer) from a third party to purchase
the Partnership's two aircraft, subject to a number of contingencies.
In the event the Partnership determines the Competing Offer is more favorable
and elects to accept the Competing Offer, the Purchaser, managed by Triton
Aviation Services Limited, has the right to (i) match the Competing Offer, (ii)
decline to match the Competing Offer and be entitled to compensation in an
amount equal to 1 1/2% of the Purchaser's proposed purchase price of $6,112,000
or approximately $92,000.
9
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
At March 31, 1997, Polaris Aircraft Income Fund VI (the Partnership) owned one
Boeing 737-200 Advanced aircraft leased to British Airways Plc (British Airways)
and one Boeing 727-200 Advanced aircraft leased to American Trans Air, Inc.
(ATA). In addition, the Partnership sold one Boeing 727-100 aircraft that ATA
transferred to the Partnership as part of the ATA lease transaction in April
1993, subject to a conditional sale agreement to Empresa de Transporte Aereo del
Peru S.A. (Aeroperu) financed by the Partnership. The final payment was received
in July 1996 and title to the aircraft is expected to be transferred to Aeroperu
or its assignee in 1997.
Remarketing Update
Proposed Sale of Aircraft - During the first quarter of 1997, the Partnership
received, and the General Partner (upon recommendation of its servicer) has
determined that it would be in the best interests of the Partnership to accept
an offer to purchase all of the Partnership's aircraft (the "Aircraft") by a
special purpose company (the "Purchaser"). The Purchaser is managed by Triton
Aviation Services Limited, a privately held aircraft leasing company (the
"Purchaser's Manager") which was formed in 1996. Each Aircraft is to be sold
subject to the existing leases, and as part of the transaction the Purchaser
assumes all obligations relating to maintenance reserves and security deposits,
if any, relating to such leases. At the same time cash balances related to
maintenance reserves and security deposits, if any, will be transferred to the
Purchaser.
The total proposed purchase price (the "Purchase Price") to be paid by the
Purchaser in the contemplated transaction would be $6,112,000 all of which would
be allocable to the Aircraft. The Purchaser proposes to pay $688,578 of the
Purchase Price in cash at the closing and the balance of $5,423,422 would be
paid by delivery of a promissory note ( the "Promissory Note") by the Purchaser.
The Promissory Note would be repaid in equal quarterly installments over a
period of seven years bearing interest at a rate of 12% per annum with a balloon
principal payment at the end of year seven. The Purchaser would have the right
to voluntarily prepay the Promissory Note in whole or in part at any time
without penalty. In addition, the Promissory Note would be subject to mandatory
partial prepayment in certain specified instances.
Under the terms of the contemplated transaction, the Aircraft, including any
income or proceeds therefrom and any maintenance reserves or deposits with
respect thereto, constitute the sole source of payments under the Promissory
Note. No security interest over the Aircraft or the leases would be granted in
favor of the Partnership, but the equity interests in the Purchaser would be
pledged to the Partnership. The Purchaser would have the right to sell the
Aircraft, or any of them, without the consent of the Partnership, except that
the Partnership's consent would be required in the event that the proposed sale
price is less than the portion of the outstanding balance of the Promissory Note
which is allocable to the Aircraft in question and the Purchaser does not have
sufficient funds to make up the difference. The Purchaser would undertake to
keep the Aircraft and leases free of any lien, security interest or other
encumbrance other than (i) inchoate materialmen's liens and the like, and (ii)
in the event that the Purchaser elects to install hushkits on any Aircraft,
secured debt to the extent of the full cost of such hushkit. The Purchaser will
be prohibited from incurring indebtedness other than (i) the Promissory Note;
(ii) deferred taxes not yet due and payable; (iii) indebtedness incurred to
hushkit Aircraft owned by the Purchaser and, (iv) demand loans from another SPC
(defined below) at a market rate of interest.
It is also contemplated that each of Polaris Aircraft Income Fund II, Polaris
Aircraft Income Fund III, Polaris Aircraft Income Fund IV and Polaris Aircraft
Income Fund V would sell certain aircraft assets to separate special purpose
10
<PAGE>
companies under common management with the Purchaser (collectively, together
with the Purchaser, the "SPC's") on terms similar to those set forth above.
Under the terms of the contemplated transaction, Purchaser's Manager would
undertake to make available a working capital line to the Purchaser of up to
approximately $534,000 to fund operating obligations of the Purchaser. This
working capital line is to be guaranteed by Triton Investments Limited, the
parent of the Purchaser's Manager and such guarantor will provide the
Partnership with a copy of its most recent balance sheet showing a consolidated
net worth (net of minority interests) of at least $150-million. Furthermore,
pursuant to the respective operating agreements of each SPC, including the
Purchaser, the Purchaser's Manager would provide to each SPC all normal and
customary management services including remarketing, sales and repossession, if
necessary. Provided that the Purchaser is not in default in making payments due
under the Promissory Note to the Partnership, the Purchaser would be permitted
to dividend to its equity owners an amount not to exceed approximately $14,300
per month. The Purchaser may distribute additional dividends to the equity
owners to the extent of the working capital advances made by the Purchaser's
Manager provided that the working capital line available to the Purchaser will
be deemed increased to the extent of any such dividends.
The Purchaser would be deemed to have purchased the Aircraft effective as of
April 1, 1997 notwithstanding the actual closing date. The Purchaser would have
the right to receive all income and proceeds, including rents and notes
receivables, from the Aircraft accruing from and after April 1, 1997, and the
Promissory Note would commence bearing interest as of April 1, 1997.
The Partnership has agreed to consult with Purchaser's Manager before taking any
significant action pertaining to the Aircraft after the effective date of the
purchase offer. The Purchaser also has the right to make all significant
decisions regarding the Aircraft from and after the date of completion of
definitive documentation legally binding the Purchaser and the Partnership to
the transaction, even if a delay occurs between the completion of such
documentation and the closing of the title transfer to the Purchaser.
In the event the Partnership receives and elects to accept an offer for all (but
not less than all) of the assets to be sold by it to the Purchaser on terms
which it deems more favorable, the Purchaser has the right to (i) match the
offer, or (ii) decline to match the offer and be entitled to compensation in an
amount equal to 1 1/2% of the Purchaser's proposed Purchase Price.
It should be noted that there can be no assurance that the contemplated sale
transaction will be consummated. The contemplated transaction remains subject to
execution of definitive documentation and various other contingencies.
Competing Offer to Purchase Aircraft - In April 1997, the General Partner
received a competing offer (the Competing Offer) from a third party to purchase
the Partnership's two aircraft, subject to a number of contingencies.
In the event the Partnership determines the Competing Offer is more favorable
and elects to accept the Competing Offer, the Purchaser, managed by Triton
Aviation Services Limited, has the right to (i) match the Competing Offer, (ii)
decline to match the Competing Offer and be entitled to compensation in an
amount equal to 1 1/2% of the Purchaser's proposed purchase price of $6,112,000
or approximately $92,000.
Partnership Operations
The Partnership recorded net income of $203,503, or $2.60 per limited
partnership unit, for the three months ended March 31, 1997, compared to net
11
<PAGE>
income of $82,210, or $0.86 per unit, for the same period in 1996. Current year
operating results reflect substantially lower depreciation expense as compared
to the same period in 1996.
The Partnership did not record any gains on the sale of aircraft during the
first quarter of 1997, as compared to a gain on the sale of aircraft of $52,640
recorded during the first quarter of 1996. This gain in 1996 was attributable to
the finance sale of a Boeing 727-100 to AeroPeru for which gains on the sale
were recognized as payments were received. The final payment was received from
AeroPeru in July 1996.
The decreased depreciation expense during the first quarter of 1997 is the
result of impairments on aircraft which were recorded during the fourth quarter
of 1996. The recognition of impairments on the Partnership's aircraft reduces
the aircraft's net carrying value and reduces the amount of future depreciation
expense that the Partnership will recognize over the projected economic life of
the aircraft.
Administration and other expenses increased during the three months ended March
31, 1997 as compared to the same period in 1996, due to increases in printing
and postage costs combined with an increase in outside services.
Liquidity and Cash Distributions
Liquidity -The Partnership continues to receive all lease payments on a current
basis. The ATA lease specifies that the Partnership may be required to finance
an aircraft hushkit at an estimated cost of approximately $2.6 million, which
would be partially recovered with interest through payments from ATA over an
extended lease term. The Partnership's cash reserves are being retained to
finance a portion of the cost that may be incurred under the lease with ATA and
to cover other potential cash requirements.
Cash Distributions - Cash distributions to limited partners during the three
months ended March 31, 1997 and 1996 were $433,862, or $6.25 per limited
partnership unit for each period. The timing and amount of future cash
distributions will depend upon the Partnership's future cash requirements, the
receipt of rental payments from British Airways and ATA, and consummation of the
Sale Transaction and timely performance by Purchaser of its obligations to the
Partnership under the Promissory Note.
12
<PAGE>
Part II. Other Information
Item 1. Legal Proceedings
As discussed in Item 3 of Part I of Polaris Aircraft Income Fund VI's (the
Partnership) 1996 Annual Report to the Securities and Exchange Commission (SEC)
on Form 10-K (Form 10-K), there are a number of pending legal actions or
proceedings involving the Partnership. There have been no material developments
with respect to any such actions or proceedings during the period covered by
this report except:
Equity Resources, Inc, et al v. Polaris Investment Management Corporation, et al
- - On or about April 18, 1997, an action entitled Equity Resources Group, Inc.,
et al v. Polaris Investment Management Corporation, et al was filed in the
Superior Court for the County of Middlesex, Commonwealth of Massachusetts. The
complaint names each of Polaris Investment Management Corporation, Polaris
Aircraft Income Fund II, Polaris Aircraft Income Fund III, Polaris Aircraft
Income Fund IV, Polaris Aircraft Income Fund V and the Partnership, as
defendants. The complaint alleges that Polaris Investment Management
Corporation, as general partner of each of the partnerships, committed a breach
of its fiduciary duties, violated applicable partnership law statutory
requirement, and breached provisions of the partnership agreements of each of
the foregoing partnerships by failing to solicit a vote of the limited partners
in each of such partnership in connection with the Sale Transaction described in
Note 2 and in failing to disclose material facts relating to such transaction.
Plaintiffs filed a motion seeking to enjoin the Sale Transaction, which motion
was denied by the court on May 6, 1997.
Other Proceedings - Item 10 in Part III of the Partnership's 1996 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, (which has been dismissed, as
discussed in the 1996 Form 10-K) where the Partnership was named as a defendant
for procedural purposes, the Partnership is not a party to these actions. There
have been no material developments with respect to any of the actions described
therein during the period covered by this report except:
In Re Prudential Securities Inc. Limited Partnership Litigation - On April 22,
1997, the Polaris defendants entered into a settlement agreement with plaintiffs
pursuant to which, among other things, the Polaris defendants agreed to pay
$22.5 million to a class of unitholders previously certified by the Court. On
April 29, 1997, Judge Pollack signed an order preliminarily approving the
settlement. Under the terms of the order, (i) lead class counsel is required to
mail a notice to all class members on or before May 13, 1997 describing the
terms of the settlement; (ii) requests for exclusion from the class must be
mailed to the Claims Administrator no later than June 27, 1997; and (iii) a
hearing on the fairness of the settlement and other matters is scheduled to be
held before Judge Pollack on August 1, 1997.
13
<PAGE>
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.
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
<PAGE>
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 VI,
A California Limited Partnership
(Registrant)
By: Polaris Investment
Management Corporation,
General Partner
May 8, 1997 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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<PERIOD-END> MAR-31-1997
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<EPS-DILUTED> 0
</TABLE>
