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 0-27904
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ICON Cash Flow Partners, L.P., Series C
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(Exact name of registrant as specified in its charter)
Delaware 13-3575099
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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 C
(A Delaware Limited Partnership)
Balance Sheets
(unaudited)
<TABLE>
March 31, December 31,
2000 1999
Assets
<S> <C> <C>
Cash ..................................................... $ 841,264 $ 915,565
----------- -----------
Investment in financings
Receivables due in installments ...................... 228,453 302,984
Unearned income ...................................... (9,570) (15,519)
Allowance for doubtful accounts ...................... (27,847) (27,847)
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191,036 259,618
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Investment in finance leases
Minimum rents receivable ............................. 85,733 142,109
Estimated unguaranteed residual values ............... 11,169 11,901
Unearned income ...................................... (3,192) (6,060)
Allowance for doubtful accounts ...................... (27,305) (27,305)
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66,405 120,645
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Investment in joint venture .............................. 45,750 44,299
Other assets ............................................. 78,186 52,885
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Total assets ............................................. $ 1,222,641 $ 1,393,012
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Liabilities and Partners' Equity
Security deposits, deferred credits and other payables ... $ 115,305 $ 51,470
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Partners' equity (deficiency)
General Partner ...................................... (57,382) (55,040)
Limited partners (198,037 units outstanding,
$100 per unit original issue price in 2000 and 1999,
respectively) ...................................... 1,164,718 1,396,582
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Total partners' equity ................................... 1,107,336 1,341,542
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Total liabilities and partners' equity ................... $ 1,222,641 $ 1,393,012
=========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Operations
For the Three Months Ended March 31,
(unaudited)
2000 1999
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Revenues
Finance income ............................ $ 8,816 $ 26,885
Interest income and other ................. 9,978 16,064
Income from investment in joint venture ... 1,451 1,941
Gain (loss) on sales of equipment ......... 395 (2,576)
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Total revenues ............................ 20,640 42,314
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Expenses
General and administrative ................ 27,014 12,330
Administrative expense reimbursements
- General Partner ....................... 2,832 5,311
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Total expenses ............................ 29,846 17,641
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Net income (loss) ............................ $ (9,206) $ 24,673
========= =========
Net income (loss) allocable to:
Limited partners .......................... $ (9,114) $ 24,426
General Partner ........................... (92) 247
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$ (9,206) $ 24,673
========= =========
Weighted average number of limited
partnership units outstanding ............. 198,037 198,037
========= =========
Net income (loss) per weighted average limited
partnership unit .......................... $ (.05) $ .12
========= =========
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(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 $ 2,977,088 $(144,078) $ 2,833,010
Cash distributions
to partners $7.98 $.64 (1,707,724) (17,247) (1,724,971)
Capital contribution - 105,000 105,000
Net income 127,218 1,285 128,503
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Balance at
December 31, 1999 1,396,582 (55,040) 1,341,542
Cash distributions
to partners $1.12 $ - (222,750) (2,250) (225,000)
Net loss (9,114) (92) (9,206)
----------- --------- ------------
Balance at March 31, 2000 $ 1,164,718 $ (57,382) $ 1,107,336
=========== ========= ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Statements of Cash Flows
For the Three Months Ended March 31,
(unaudited)
2000 1999
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Cash flows from operating activities:
Net (loss) income $ (9,206) $ 24,673
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Adjustments to reconcile net income to net
cash provided by operating activities:
Net gain (loss) on sales of equipment (395) 2,576
Income from investment in joint venture (1,451) (1,941)
Changes in operating assets and liabilities:
Collection of principal - non-financed receivables 52,343 161,720
Distribution from unconsolidated joint venture - 22,731
Security deposits, deferred credits and other payab 63,835 (38,697)
Other assets (25,301) -
Accounts payable to General Partner and affiliates - (62,544)
Other 63,740 67,503
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Total adjustments 152,771 151,348
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Net cash provided by operating activities 143,565 176,021
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Cash flows from investing activities:
Proceeds from sales of equipment 7,134 11,473
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Net cash provided by investing activities 7,134 11,473
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Cash flows from financing activities:
Cash distributions to partners (225,000) (449,994)
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Net cash used in financing activities (225,000) (449,994)
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Net increase (decrease) in cash (74,301) (262,500)
Cash at beginning of period 915,565 1,983,281
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Cash at end of period $ 841,264 $1,720,781
========= ==========
See accompanying notes to financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(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 C (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. Amendments to Partnership Agreement
The Partnership's original reinvestment period was to expire on June 19,
1996, 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
accordingly. These amendments include: (1) extending the reinvestment period to
January 19, 2002 and likewise delaying the start and end of the liquidation
period, and (2) eliminating the Partnership's obligation to pay the General
Partner $529,125 of the $634,125 accrued and unpaid management fees as of
December 31, 1997 and all additional management fees which would otherwise
accrue. The remaining $105,000 of unpaid management fees was paid to the General
Partner and then remitted back to the Partnership in the form of an additional
capital contribution by the General Partner in 1999.
3. Related Party Transactions
As a result of the approval of the amendments discussed in Note 2, the
General Partner did not accrue any management fees for the three months ended
March 31, 2000 and 1999. The Partnership paid or accrued administrative expense
reimbursements of $2,832 and $5,311 during the three months ended March 31, 2000
and 1999, respectively, which were charged to operations.
In December 1998 the Partnership and three affiliates, ICON Cash Flow
Partners L.P. Six ("L.P. Six"), ICON Cash Flow Partners L.P. Seven ("L.P.
Seven") and ICON Income Fund Eight A L.P. ("Eight A") formed ICON Boardman
Funding LLC ("ICON BF"), for the purpose of acquiring a lease with Portland
General Electric. (See Note 4 for additional information relating to the joint
venture.)
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
Notes to Financial Statements - Continued
4. Investments in Joint Ventures
The Partnership Agreement allows the Partnership to invest in joint
ventures with other limited partnerships sponsored by the General Partner
provided that the investment objectives of the joint ventures are consistent
with that of the Partnership.
In December 1998 the Partnership and three affiliates, L.P. Six, L.P. Seven
and Eight A formed ICON BF, for the purpose of acquiring a lease with Portland
General Electric. The purchase price totaled $27,421,810, and was funded with
cash and non-recourse debt assumed in the purchase price. The Partnership, L.P.
Six, L.P. Seven and Eight A received a .5%, .5%, .5% and 98.5% interest,
respectively, in ICON BF. The Partnership's original investment was recorded at
cost of $56,960 and is adjusted by its share of earnings, losses and
distributions, thereafter. Simultaneously with the acquisition of the Portland
General Electric lease by ICON BF, a portion of the rent receivable in excess of
the senior debt payments was acquired by L.P. Six from ICON BF for $3,801,108.
Information as to the financial position of ICON BF as of March 31, 2000 is
summarized below:
March 31, 2000
Assets $ 24,817,101
===============
Liabilities $ 15,667,197
===============
Equity $ 9,149,904
===============
Partnership's share of equity $ 45,750
===============
Net income $ 290,186
===============
Partnership's share of net income $ 1,451
===============
Distributions $ -
===============
Partnership's share of distributions $ -
===============
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
March 31, 2000
Item 2. General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
The Partnership's portfolio consisted of net investments in financings,
finance leases and equity investment in unconsolidated joint venture
representing 63%, 22% and 15% of total investments at March 31, 2000,
respectively, and 53%, 43% and 4% 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 $20,640,
representing a decrease of $21,674 from 1999. The decrease in revenues was due
primarily to a decrease in finance income of $18,069 and a decrease in interest
income and other of $6,086. The decrease in finance income was due to a decrease
in the average size of the finance lease portfolio from 1999 to 2000. The
decrease in interest income and other was due to a decline in the average cash
balance from 1999 to 2000.
Expenses for the three months ended March 31, 2000 were $29,846
representing an increase of $12,205. Total expenses increased due to an increase
in general and administrative expenses, partially offset by lower administrative
expense reimbursements to the General Partner. The increase in general and
administrative expenses was primarily due to an increase in professional fees.
The decrease in administrative expense reimbursements was a result of a decline
in the average size of the finance lease portfolio from 1999 to 2000.
Net income (loss) for the three months ended March 31, 2000 and 1999 was
($9,206) and $24,673, respectively. The net income (loss) per weighted average
limited partnership unit was ($.05) and $.12 for 2000 and 1999, respectively.
Liquidity and Capital Resources
The Partnership's primary sources of funds for the three months ended March
31, 2000 and 1999 were net cash provided by operations of $143,565 and $176,021,
respectively, and proceeds from sales of equipment of $7,134 and $11,473,
respectively. These sources were used to fund cash distributions. Cash
distributions to limited partners for the three months ended March 31, 2000 and
1999, which were paid monthly, totaled $222,750 and $445,494, respectively, of
which $0 and $24,426 was investment income and $222,750 and $421,068 was a
return of capital, respectively. For the three months ended March 31, 2000 and
1999, the Partnership did not enter into any new leases or financing agreements.
The Partnership's original reinvestment period was to expire on June 19,
1996, 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
accordingly. These amendments include: (1) extending the reinvestment period to
January 19, 2002 and likewise delaying the start and end of the liquidation
period, and (2) eliminating the Partnership's obligation to pay the General
Partner $529,125 of the $634,125 accrued and unpaid management fees as of
December 31, 1997 and all additional management fees which would otherwise
accrue. In 1999 the remaining $105,000 of unpaid management fees was paid to the
General Partner and then remitted back to the Partnership in the form of an
additional capital contribution by the General Partner.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(A Delaware Limited Partnership)
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, sales of equipment and
borrowings, the Partnership will continue to pay distributions while retaining
sufficient cash to meet its reserve requirements and recurring obligations as
they become due.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(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
March 31, 2000.
<PAGE>
ICON Cash Flow Partners, L.P., Series C
(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 C
File No. 33-36376 (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)
