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, 1998
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 _____
1,921,488 Units of Limited Partnership Interest were outstanding as of March 31,
1998.
Transitional small business disclosure format:
Yes _____ No __X__
Page 1 of 10
<PAGE>
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,
1998 1997
---- ----
ASSETS
Cash and cash equivalents $ 7,107 $ 5,087
Accounts receivable (net of allowance for
losses on accounts receivable of $212
and $220 at March 31, 1998 and December 31,
1997, respectively) 202 264
Notes receivable (net of allowance for losses on
notes receivable of $400 and $368 at March 31,
1998 and December 31, 1997, respectively) 6,075 6,514
Equipment on operating leases and held for lease
(net of accumulated depreciation of $6,453
and $7,035 at March 31, 1998 and December 31,
1997, respectively) 231 293
Net investment in financing leases (net of
allowance for early terminations of $378
and $341 at March 31, 1998 and December 31,
1997, respectively) 9,385 10,974
Investment in joint ventures 232 353
Capitalized acquisition fees (net of accumulated
amortization of $2,388 and $2,326 at March 31,
1998 and December 31, 1997, respectively) 488 550
Other assets 127 42
-------- --------
Total Assets $ 23,847 $ 24,077
======== ========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Accounts payable and accrued expenses $ 810 $ 884
-------- --------
Total Liabilities 810 884
-------- --------
Partners' Capital
General Partner (30) (38)
Limited Partners, 5,000,000 units authorized,
2,045,838 units issued, 1,921,488 and
1,925,475 units outstanding at March 31,
1998 and December 31, 1997, respectively 22,975 23,227
Unrealized gains on available-for-sale securities 92 4
-------- --------
Total Partners' Capital 23,037 23,193
-------- --------
Total Liabilities and Partners' Capital $ 23,847 $ 24,077
======== ========
The accompanying notes are an integral part of these statements.
2
<PAGE>
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,
1998 1997
---- ----
INCOME
Rental income $ 426 $ 474
Earned income, financing leases 408 589
Interest income, notes receivable 267 191
Gain (loss) on sale of equipment 81 (21)
Equity in earnings from joint ventures, net 58 94
Other income 92 57
------- -------
Total Income 1,332 1,384
------- -------
EXPENSES
Depreciation 145 143
Amortization of acquisition fees 62 94
Lease related operating expenses 12 29
Management fees to General Partner 92 118
Reimbursed administrative costs to General Partner 73 90
Provision for losses on receivables 69 --
General and administrative expenses 87 65
------- -------
Total Expenses 540 539
------- -------
NET INCOME $ 792 $ 845
======= =======
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ .39 $ .41
======= =======
DISTRIBUTIONS PER LIMITED
PARTNERSHIP UNIT $ .50 $ .50
======= =======
ALLOCATION OF NET INCOME:
General Partner $ 38 $ 38
Limited Partners 754 807
------- -------
$ 792 $ 845
======= =======
The accompanying notes are an integral part of these statements.
3
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
STATEMENTS OF CASH FLOWS
(Amounts in Thousands)
(Unaudited)
Three Months Ended
March 31,
1998 1997
---- ----
Operating Activities:
Net income $ 792 $ 845
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 145 143
Amortization of acquisition fees 62 94
Loss (gain) on sale of equipment (81) 21
Equity in earnings from joint ventures, net (58) (94)
Provision for early termination, financing leases 37 --
Provision for losses on notes receivable 32 --
Decrease (increase) in accounts receivable 62 (13)
Increase (decrease) in accounts payable and
accrued expenses 8 (67)
Decrease in other assets 3 57
------- -------
Net cash provided by operating activities 1,002 986
------- -------
Investing Activities:
Principal payments, financing leases 1,435 1,901
Principal payments, notes receivable 407 759
Proceeds from sale of equipment 115 33
Distributions from joint ventures 179 449
Investment in financing leases -- (1,063)
Investment in notes receivable -- (819)
Payment of acquisition fees (82) (18)
------- -------
Net cash provided by investing activities 2,054 1,242
------- -------
Financing Activities:
Redemptions of capital (43) (27)
Distributions to partners (993) (1,003)
------- -------
Net cash used by financing activities (1,036) (1,030)
------- -------
Increase in cash and cash equivalents 2,020 1,198
Cash and cash equivalents, beginning of period 5,087 3,140
------- -------
Cash and cash equivalents, end of period $ 7,107 $ 4,338
======= =======
The accompanying notes are an integral part of these statements.
4
<PAGE>
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 1997 amounts have been reclassified to conform
to the 1998 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. Notes Receivable.
Impaired Notes Receivable. At March 31, 1998, the recorded investment in
notes that are considered to be impaired was $361,000 for which there was no
related allowance for losses. The average recorded investment in impaired loans
during the three months ended March 31, 1998 and 1997 was approximately $361,000
and $0, respectively.
The activity in the allowance for losses on notes receivable during the
three months ended March 31, is as follows:
1998 1997
---- ----
(Amounts In Thousands)
Beginning balance $ 368 $ 124
Provision for losses 32 -
Write downs - -
----- -----
Ending balance $ 400 $ 124
===== =====
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 1,925,226 and 1,946,047 for the three
months ended March 31, 1998 and 1997 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.
5
<PAGE>
Note 6. Investment in Joint Ventures.
Equipment Joint Venture
The aggregate combined financial information of the equipment joint ventures
is presented as follows:
March 31, December 31,
1998 1997
---- ----
(Amounts in Thousands)
Assets $ 361 $ 730
Liabilities 111 156
Partners' Capital 250 574
Three Months Ended
March 31,
1998 1997
---- ----
(Amounts in Thousands)
Revenue $ 181 $ 373
Expenses 19 111
Net Income 162 262
Financing Joint Ventures
The aggregate combined financial information of the financing joint
ventures is presented as follows:
March 31, December 31,
1998 1997
---- ----
(Amounts in Thousands)
Assets $ 722 $ 803
Liabilities 118 136
Partners' Capital 604 667
Three Months Ended
March 31,
1998 1997
---- ----
(Amounts in Thousands)
Revenue $ 25 $ 35
Expenses 4 14
Net Income 21 21
6
<PAGE>
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
$792,000 during the three months ended March 31, 1998, as compared to net income
of $845,000 during the three months ended March 31, 1997. The decrease in net
income during the three months ended March 31, 1998, as compared to 1997, is due
to a decline in earned income from financing leases.
Total revenues decreased by $52,000 for the three months ended March
31, 1998, as compared to the same period in 1997, primarily as a result of a
decline in earned income from financing leases. Earned income from financing
leases decreased by $181,000 during the three months ended March 31, 1998, as
compared to the same period in 1997, due to a decrease in the Partnership's
investment in financing leases. The investment in financing leases was $9.4
million at March 31, 1998, as compared to $14.3 million at March 31, 1997. 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.
Partially offsetting this decrease in earned income for the three
months ended March 31, 1998, compared to the same period in 1997, is an increase
in interest income from notes receivable of $76,000. This increase is
attributable to new investments made in notes receivable during 1997.
Total expenses for the three months ended March 31, 1998 remained
relatively the same as compared to the previous year. The decreases in
amortization of acquisition fees of $32,000, management fees to the General
Partner of $26,000 and lease related operating expenses of $17,000 for the three
months ended March 31, 1998, compared to 1997, was nearly offset by an increase
in provision for losses on receivables of $69,000. The decrease in acquisition
fees, management fees and lease related operating expenses are attributable to a
reduction in the amount of equipment owned by the Partnership. At March 31,
1998, the Partnership owned equipment having an aggregate original cost of
approximately $32.3 million, as compared to $39.8 million at March 31, 1997.
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, 1998 and 1997 was $2,844,000 and $3,646,000,
respectively. The reduction in cash generated is attributable to a decline in
payments from financing leases and notes receivable. Payments from financing
leases decreased during 1998, compared to 1997, as a result of the Partnership's
declining investment in financing leases. Payments from notes receivable for the
three months ended March 31, 1997 included several payoffs. There were no
significant payoffs received in 1998.
7
<PAGE>
The Partnership may 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, 1998, the Partnership
acquired no new equipment leases or notes receivable, as compared to investments
of $1,063,000 in equipment leases and $819,000 in notes receivable during the
same period in 1997.
As of March 31, 1998, the Partnership owned equipment being held for
lease with an original cost of $4,596,000 and a net book value of $208,000,
compared to $4,459,000 and $245,000, respectively, at March 31, 1997. 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 decreased by $270,000 during the
three months ended March 31, 1998, compared to the same period in 1997. The
decrease in distributions from joint ventures for the three months ended March
31, 1998, compared to the prior year, is attributable to a decline in the amount
of cash available for distribution from one equipment joint venture as a result
of a decrease in rental income and proceeds from sale of equipment.
The cash distributed to partners for the three months ended March 31,
1998 was $993,000, as compared to $1,003,000 during the three months ended March
31, 1997. 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 $963,000 and
$973,000 in distributions during the three months ended March 31, 1998 and 1997,
respectively. The cumulative distributions to the Limited Partners are
$21,188,000 and $17,323,000 as of March 31, 1998 and 1997, respectively. The
General Partner received $30,000 in cash distributions for both the three months
ended March 31, 1998 and 1997. The Partnership anticipates making distributions
to partners during 1998 at the same rate as 1997.
The cash to be generated from leasing and financing operations is
anticipated to be sufficient to meet the Partnership's continuing operational
expenses.
8
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND V, L.P.
March 31, 1998
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:
(27) Financial Data Schedule
b) Reports on 8-K: None
9
<PAGE>
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, 1998 Senior Vice President /S/ GARY W. MARTINEZ
- -------------- and a Director of --------------------
Phoenix Leasing Associates II, Inc. (Gary W. Martinez)
May 13, 1998 Chief Financial Officer, /S/ HOWARD SOLOVEI
- -------------- Treasurer and a Director of --------------------
Phoenix Leasing Associates II, Inc. (Howard Solovei)
May 13, 1998 Senior Vice President, /S/ BRYANT J. TONG
- -------------- Financial Operations of --------------------
(Principal Accounting Officer) (Bryant J. Tong)
Phoenix Leasing Associates II, Inc.
10
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 7,107
<SECURITIES> 0
<RECEIVABLES> 6,889
<ALLOWANCES> 612
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 6,684
<DEPRECIATION> 6,453
<TOTAL-ASSETS> 23,847
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 23,037
<TOTAL-LIABILITY-AND-EQUITY> 23,847
<SALES> 0
<TOTAL-REVENUES> 1,332
<CGS> 0
<TOTAL-COSTS> 540
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 69
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 792
<INCOME-TAX> 0
<INCOME-CONTINUING> 792
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 792
<EPS-PRIMARY> .39
<EPS-DILUTED> 0
</TABLE>
