Page 1 of 10
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
FORM 10-QSB
X QUARTERLY REPORT UNDER 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 ______________.
Commission file number 0-20133
-------
PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
- --------------------------------------------------------------------------------
Registrant
California 68-0222136
- ------------------------------------ ----------------------------------
State of Jurisdiction I.R.S. Employer Identification No.
2401 Kerner Boulevard, San Rafael, California 94901-5527
- --------------------------------------------------------------------------------
Address of Principal Executive Offices Zip Code
Registrant's telephone number, including area code: (415) 485-4500
--------------
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
preceding requirements for the past 90 days.
Yes _X_ No ___
1,943,368 Units of Limited Partnership Interest were outstanding as of March 31,
1997.
Transitional small business disclosure format:
Yes ___ No _X_
<PAGE>
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Part I. Financial Information
Item 1. Financial Statements
PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
BALANCE SHEETS
(Amounts in Thousands Except for Unit Amounts)
(Unaudited)
March 31, December 31,
1997 1996
---- ----
ASSETS
Cash and cash equivalents $ 4,338 $ 3,140
Accounts receivable (net of allowance for losses
on accounts receivable of $152 and $153 at
March 31, 1997 and December 31, 1996, respectively) 200 187
Notes receivable (net of allowance for losses on notes
receivable of $124 at March 31, 1997 and
December 31, 1996) 3,393 3,333
Equipment on operating leases and held for lease (net
of accumulated depreciation of $8,310 and $8,389 at
March 31, 1997 and December 31, 1996, respectively) 509 719
Net investment in financing leases (net of allowance
for early terminations of $253 and $519 at
March 31, 1997 and December 31, 1996, respectively) 14,314 15,139
Investment in joint ventures 1,028 1,383
Capitalized acquisition fees (net of accumulated
amortization of $2,108 and $2,015 at March 31, 1997
and December 31, 1996, respectively) 554 591
Other assets 536 496
-------- --------
Total Assets $ 24,872 $ 24,988
======== ========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Accounts payable and accrued expenses $ 1,098 $ 1,126
-------- --------
Total Liabilities $ 1,098 $ 1,126
-------- --------
Partners' Capital
General Partner (67) (76)
Limited Partners, 5,000,000 units authorized,
2,045,838 units issued, 1,943,368 and 1,946,243
units outstanding at March 31, 1997 and December 31,
1996, respectively 23,375 23,569
Unrealized gains on available-for-sale securities 466 369
-------- --------
Total Partners' Capital 23,774 23,862
-------- --------
Total Liabilities and Partners' Capital $ 24,872 $ 24,988
======== ========
The accompanying notes are an integral part of these statements.
<PAGE>
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PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
STATEMENTS OF OPERATIONS
(Amounts in Thousands Except for Per Unit Amounts)
(Unaudited)
Three Months Ended
March 31,
1997 1996
---- ----
INCOME
Rental income $ 453 $1,097
Earned income, financing leases 589 705
Equity in earnings from joint ventures, net 94 118
Gain on sale of securities -- 147
Interest income, notes receivable 191 76
Other income 57 83
------ ------
Total Income 1,384 2,226
------ ------
EXPENSES
Depreciation 143 1,311
Amortization of acquisition fees 94 105
Lease related operating expenses 29 104
Management fees to General Partner 118 128
Reimbursed administrative costs to General Partner 90 103
Interest expense -- 61
Provision for losses on receivables -- 76
General and administrative expenses 65 53
------ ------
Total Expenses 539 1,941
------ ------
NET INCOME $ 845 $ 285
====== ======
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ .41 $ .13
====== ======
DISTRIBUTIONS PER LIMITED
PARTNERSHIP UNIT $ .50 $ .50
====== ======
ALLOCATION OF NET INCOME:
General Partner $ 38 $ 34
Limited Partners 807 251
------ ------
$ 845 $ 285
====== ======
The accompanying notes are an integral part of these statements.
<PAGE>
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PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
STATEMENTS OF CASH FLOWS
(Amounts in Thousands)
(Unaudited)
Three Months Ended
March 31,
1997 1996
---- ----
Operating Activities:
Net income $ 845 $ 285
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 143 1,311
Amortization of acquisition fees 94 105
Loss on sale of equipment 21 145
Gain on sale of securities -- (147)
Equity in earnings from joint ventures, net (94) (118)
Provision for early termination, financing leases -- 76
Decrease (increase) in accounts receivable (13) 41
Increase (decrease) in accounts payable and
accrued expenses (67) 365
Decrease in other assets 57 6
------- -------
Net cash provided by operating activities 986 2,069
------- -------
Investing Activities:
Principal payments, financing leases 1,901 1,666
Principal payments, notes receivable 759 170
Proceeds from sale of equipment 33 219
Proceeds from sale of securities -- 160
Distributions from joint ventures 449 97
Purchase of equipment -- (20)
Investment in financing leases (1,063) (2,454)
Investment in notes receivable (819) (1,360)
Investment in securities -- (13)
Payment of acquisition fees (18) (45)
------- -------
Net cash provided (used) by investing activities 1,242 (1,580)
------- -------
Financing Activities:
Payments of principal, notes payable -- (935)
Redemptions of capital (27) (299)
Distributions to partners (1,003) (1,030)
------- -------
Net cash used by financing activities (1,030) (2,264)
------- -------
Increase (decrease) in cash and cash equivalents 1,198 (1,775)
Cash and cash equivalents, beginning of period 3,140 3,131
------- -------
Cash and cash equivalents, end of period $ 4,338 $ 1,356
======= =======
Supplemental Cash Flow Information:
Cash paid for interest expense $ -- $ 60
The accompanying notes are an integral part of these statements.
<PAGE>
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PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Note 1. General.
The accompanying unaudited condensed financial statements have been
prepared by the Partnership in accordance with generally accepted accounting
principles, pursuant to the rules and regulations of the Securities and Exchange
Commission. In the opinion of Management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Although management believes that the disclosures are adequate to make
the information presented not misleading, it is suggested that these condensed
financial statements be read in conjunction with the financial statements and
the notes included in the Partnership's Financial Statement, as filed with the
SEC in the latest annual report on Form 10-K.
Note 2. Reclassification.
Reclassification - Certain 1996 amounts have been reclassified to
conform to the 1997 presentation.
Note 3. Income Taxes.
Federal and state income tax regulations provide that taxes on the
income or loss of the Partnership are reportable by the partners in their
individual income tax returns. Accordingly, no provision for such taxes has been
made in the financial statements of the Partnership.
Note 4. Equipment on Operating Leases and Held for Lease.
The Partnership's policy, as disclosed on the Partnership's latest
annual report filed on Form 10-K, is to provide additional depreciation expense
where reviews of equipment indicate that rentals plus anticipated sales proceeds
will not exceed expenses, including depreciation expense, in any future period.
As a result, the Partnership has provided additional depreciation expense on
various leases that are near the end of their initial lease term where the
estimated fair market value is not expected to exceed the net book value of such
leases. The portion of additional depreciation expense included in the caption
"Depreciation" on the statements of operations for the three months ended March
31, 1997 and 1996, are $0 and $421,000, respectively ($0 and $.21 per limited
partnership unit, respectively).
Note 5. Net Income (Loss) and Distributions per Limited Partnership Unit.
Net income and distributions per limited partnership unit were based on
the limited partners' share of net income and distributions and the weighted
average number of units outstanding of 1,946,047 and 2,000,269 for the three
months ended March 31, 1997 and 1996 respectively. For purposes of allocating
income (loss) to each individual partner, the Partnership allocates net income
(loss) based upon each respective limited partner's net capital contributions.
Note 6. Investment in Joint Ventures.
Equipment Joint Venture
The aggregate combined financial information of the equipment joint
ventures is presented as follows:
<PAGE>
Page 6 of 10
March 31, December 31,
1997 1996
---- ----
(Amounts in Thousands)
Assets $ 2,863 $ 4,002
Liabilities 323 382
Partners' Capital 2,540 3,620
Three Months Ended
March 31,
1997 1996
---- ----
(Amounts in Thousands)
Revenue $ 373 $ 547
Expenses 111 217
Net Income 262 330
Financing Joint Ventures
The aggregate combined financial information of the financing joint
ventures is presented as follows:
March 31, December 31,
1997 1996
---- ----
(Amounts in Thousands)
Assets $ 967 $ 1,023
Liabilities 127 130
Partners' Capital 840 893
Three Months Ended
March 31,
1997 1996
---- ----
(Amounts in Thousands)
Revenue $ 35 $ 44
Expenses 14 1
Net Income 21 43
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PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Results of Operations
Phoenix Leasing Cash Distribution Fund V, L.P. reported net income of
$845,000 during the three months ended March 31, 1997, as compared to net income
of $285,000 during the three months ended March 31, 1996. The increase in net
income during the three months ended March 31, 1997, as compared to 1996, is due
to a decrease in total expenses.
Total revenues decreased by $842,000 for the three months ended March
31, 1997, as compared to the same period in 1996 primarily as a result of
declines in rental income from operating leases and earned income from financing
leases. Rental income decreased by $644,000 during the three months ended March
31, 1997, as compared to the same period in 1996. The decrease in rental income
is attributable to a decrease in the amount of equipment owned. At March 31,
1997, the Partnership owned equipment having an aggregate original cost of
approximately $39.8 million, as compared to $48.5 million at March 31, 1996.
Earned income from financing leases decreased by $116,000 during the
three months ended March 31, 1997, as compared to the same period in 1996, due
to a decrease in the Partnership's investment in financing leases. The
investment in financing leases was $14.3 million at March 31, 1997, as compared
to $19.9 million at March 31, 1996. The investment in financing leases, as well
as earned income from financing leases, will decrease over the lease term as the
Partnership amortizes income over the life of the lease using the interest
method.
During the three months ended March 31, 1996, the Partnership
recognized a gain on the sale of marketable securities of $147,000. These
securities consisted of common stock received through the exercise of stock
warrants granted to the Partnership as part of a financing agreement with two
emerging growth companies. At March 31, 1997, the Partnership owned shares of
stock and stock warrants in emerging growth companies that are publicly traded.
These investments in stock and stock warrants carry certain restrictions, but
generally can be exercised within a one year period.
The Partnership experienced an increase in interest income from notes
receivable of $115,000 for the three months ended March 31, 1997, compared to
the same period in 1996. This increase is attributable to new investments made
in notes receivable during 1996 and 1997.
Total expenses decreased by $1,402,000 during the three months ended
March 31, 1997, when compared to the same period in 1996. Total expenses is
comprised primarily of depreciation expense. Depreciation decreased by
$1,168,000 during the three months ended March 31, 1997, as compared to the same
period in 1996. The decrease in depreciation expense is attributable to a
decrease in the amount of equipment owned, as well as a portion of the equipment
portfolio having become fully depreciated. Another factor contributing to the
decrease in depreciation expense during the three months ended March 31, 1997,
as compared to the same period in 1996, is the result of the Partnership
providing less additional depreciation on various leases that had come to the
end of their initial lease term or had terminated early, where the estimated
fair market value was not expected to exceed the net book value of such leases.
Included in depreciation expense for the three months ended March 31, 1997 was
$0 of additional depreciation expense, as compared to $421,000 of additional
depreciation expense during the three months ended March 31, 1996.
<PAGE>
Page 8 of 10
Liquidity and Capital Resources
The Partnership's primary source of liquidity comes from contractual
obligations with lessees and borrowers for fixed terms at fixed payment amounts.
The future liquidity of the Partnership is dependent upon the payment of the
Partnership's contractual obligations from its lessees and borrowers. As the
initial lease terms of the Partnership's short term operating leases expire, the
Partnership will re-lease or sell the equipment as it becomes available. The
future liquidity of the Partnership in excess of the contractual obligations
will depend upon the General Partner's success in re-leasing and selling the
Partnership's equipment when the lease terms expire.
The cash generated from leasing and financing activities during the
three months ended March 31, 1997 and 1996 was $3,646,000 and $3,905,000,
respectively. During the three months ended March 31, 1996, the net cash
generated from leasing and financing activities, combined with the cash on hand,
were used for the repayment of debt and for the payment of cash distributions to
the partners. During the three months ended March 31, 1996, the Partnership
repaid $935,000 of its outstanding debt. The Partnership's outstanding debt was
paid off in full in 1996.
The Partnership will continue to reinvest the cash generated by
operating and financing activities in new leasing and financing transactions
over the life of the Partnership. During the three months ended March 31, 1997,
the Partnership invested $1,063,000 in equipment leases and $819,000 in notes
receivable, as compared to investments of $2,454,000 in equipment leases and
$1,360,000 in notes receivable during the same period in 1996.
As of March 31, 1997, the Partnership owned equipment being held for
lease with an original cost of $4,459,000 and a net book value of $245,000,
compared to $5,459,000 and $784,000, respectively, at March 31, 1996. The
General Partner is actively engaged, on behalf of the Partnership, in
remarketing and selling the Partnership's equipment as it becomes available.
Distributions from joint ventures increased by $352,000 during the
three months ended March 31, 1997, compared to the same period in 1996. In
November of 1996, one equipment joint venture's outstanding debt was repaid in
full. As a result, this equipment joint venture has begun making distributions.
The cash distributed to partners for the three months ended March 31,
1997 was $1,003,000, as compared to $1,030,000 during the three months ended
March 31, 1996. In accordance with the Partnership Agreement, the limited
partners are entitled to 97% of the cash available for distribution and the
General Partner is entitled to 3%. As a result, the limited partners received
$973,000 and $999,000 in distributions during the three months ended March 31,
1997 and 1996, respectively. The cumulative distributions to the Limited
Partners are $17,323,000 and $13,407,000 as of March 31, 1997 and 1996,
respectively. The General Partner received $30,000 and $31,000 in cash
distributions for the three months ended March 31, 1997 and 1996, respectively.
The Partnership will continue to make distributions to partners during 1997 at
the same rate as the current distribution.
The cash to be generated from leasing and financing operations is
anticipated to be sufficient to meet the Partnership's continuing operational
expenses and debt service.
<PAGE>
Page 9 of 10
PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
March 31, 1997
Part II. Other Information.
Item 1. Legal Proceedings. Inapplicable.
Item 2. Changes in Securities. Inapplicable
Item 3. Defaults Upon Senior Securities. Inapplicable
Item 4. Submission of Matters to a Vote of Securities Holders. Inapplicable
Item 5. Other Information. Inapplicable
Item 6. Exhibits and Reports on 8-K:
a) Exhibits: None
b) Reports on 8-K: None
<PAGE>
Page 10 of 10
SIGNATURES
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.
PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
----------------------------------------------
(Registrant)
BY: PHOENIX LEASING ASSOCIATES II, L.P.
a California limited partnership,
General Partner
BY: PHOENIX LEASING ASSOCIATES II, INC.
a Nevada corporation,
General Partner
Date Title Signature
---- ----- ---------
May 13, 1997 Senior Vice President, /S/ PARITOSH K. CHOKSI
- ---------------- Chief Financial Officer, ----------------------
Treasurer and a Director of (Paritosh K. Choksi)
Phoenix Leasing Associates II, Inc.
May 13, 1997 Senior Vice President, /S/ BRYANT J. TONG
- ---------------- Financial Operations of ----------------------
(Principal Accounting Officer) (Bryant J. Tong)
Phoenix Leasing Associates II, Inc.
May 13, 1997 Senior Vice President and /S/ GARY W. MARTINEZ
- ---------------- a Director of ----------------------
Phoenix Leasing Associates II, Inc. (Gary W. Martinez)
May 13, 1997 Partnership Controller of /S/ MICHAEL K. ULYATT
- ---------------- Phoenix Leasing Incorporated ----------------------
(Parent Company) (Michael K. Ulyatt)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 4,338
<SECURITIES> 0
<RECEIVABLES> 3,869
<ALLOWANCES> 276
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 8,819
<DEPRECIATION> 8,310
<TOTAL-ASSETS> 24,872
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 23,774
<TOTAL-LIABILITY-AND-EQUITY> 24,872
<SALES> 0
<TOTAL-REVENUES> 1,384
<CGS> 0
<TOTAL-COSTS> 539
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 845
<INCOME-TAX> 0
<INCOME-CONTINUING> 845
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 845
<EPS-PRIMARY> .41
<EPS-DILUTED> 0
</TABLE>
