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, 1996
[ ] 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 33-44413
ICON Cash Flow Partners, L.P., Series E
(Exact name of registrant as specified in its charter)
Delaware 13-3635208
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
600 Mamaroneck Avenue, Harrison, New York 10528-1632
(Address of principal executive offices) (Zip code)
(914) 698-0600
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>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
PART I - FINANCIAL INFORMATION
The following consolidated financial statements of ICON Cash
Flow Partners, L.P., Series E (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 consolidated 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 consolidated financial statements should be
read in conjunction with the consolidated financial statements and
notes included in the Partnership's 1995 Annual Report on Form 10-
K.<PAGE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
<S> <C>
The Partnerships portfolio consisted of a net investment in
finance leases, operating leases, financings, leveraged leases and
an equity investment in joint venture of 59%, 24%, 10%, 7% and less
than 1% of total investments at March 31, 1996, respectively, and
69%, 20%, 4%, 7% and less than 1% of total investments at March 31,
1995, respectively.
For the three months ended March 31, 1996 and 1995, the
Partnership leased or financed equipment with initial costs of
$3,227,482 and $1,583,928, respectively, to 25 and 29 lessees or
equipment users, respectively, and invested $30,550, a 1% interest,
in a joint venture with an affiliate in 1995. The weighted average
initial transaction term for each year was 49 and 55 months,
respectively.
Results of Operations for the Three Months Ended March 31, 1996 and
1995
Revenues for the three months ended March 31, 1996 were
$2,376,287, representing a decrease of $632,446 or 21% from 1995.
The decrease in revenues resulted primarily from a decrease in
finance income of $656,790 or 36%, a decrease in income from
leverage leases of $81,744 or 29% and a decrease in interest income
and other of $11,230 or 9% from 1995. These decreases were
partially offset by an increase in net gain on sales or remarketing
of equipment of $115,938 or 94% and income from equity investment
in joint venture of $1,380. Finance income and income from
leveraged leases decreased due to a decrease in the average size of
the finance and leveraged lease portfolios from 1995 to 1996. The
decrease in interest income and other resulted from a decrease in
miscellaneous income from 1995 to 1996. Net gain on sales or
remarketing of equipment increased due to an increase in the number
of leases maturing, and the underlying equipment being sold or
remarketed, for which the proceeds received were in excess of the
remaining carrying value of the equipment.
Expenses for the three months ended March 31, 1996 were
$1,925,330, representing a decrease of $853,584 or 31% from 1995.
The decrease in expenses resulted primarily from a decrease in
interest expense of $410,060 or 33%, a decrease in amortization of
initial direct costs of $187,915 or 43%, a decrease in management
fees of $106,896 or 24%, a decrease in the provision for bad debts
of $100,000 or 100% and a decrease in administrative expense
reimbursements of $54,465 or 26% from 1995. These decreases were
partially offset by an increase in general and administrative
expense of $5,517 or 7% and an increase in minority interest in
joint venture of $235 or 18%. Interest expense decreased due to an
increase in the average debt outstanding from 1995 to 1996.
Amortization of initial direct costs, management fees and
administrative expense reimbursements decreased due to a decrease
in the average size of the portfolio from 1995 to<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
1996. As a result of an analysis of delinquency, an assessment of
overall risk and a review of historical loss experience, it was
determined that no provision for bad debts was required for the
three months ended March 31, 1996.
Net income for the three months ended March 31, 1996 and 1995
was $450,957 and $229,819, respectively. The net income per
weighted average limited partnership unit was $.73 and $.37 for
1996 and 1995, respectively.
Liquidity and Capital Resources
The Partnerships primary sources of funds for the three
months ended March 31, 1996 and 1995 were net cash provided by
operations of $6,332,183 and $3,477,578, respectively, proceeds
from sales of equipment of $1,190,114 and $496,723, respectively,
and proceeds from the revolving credit facility of $780,000 in
1996. These funds were used to purchase equipment, to fund cash
distributions and to make payments on borrowings. The Partnership
intends to continue to purchase additional equipment and to fund
cash distributions utilizing cash provided by operations and
proceeds from sales of equipment.
Cash distributions to the limited partners for the three
months ended March 31, 1996 and 1995, which were paid monthly,
totaled $1,943,053 and $1,943,379, respectively, of which $446,447
and $227,521 was investment income and $1,496,606 and $1,715,858
was a return of capital, respectively. The monthly annualized cash
distribution rate to limited partners for the three months ended
March 31, 1996 and 1995 was 12.75%, of which 2.93% and 1.51% was
investment income and 9.82% and 11.24% was a return of capital,
respectively, calculated as a percentage of each partners initial
capital contribution. The limited partner distribution per
weighted average unit outstanding for the three months ended March
31, 1996 and 1995 was $3.19 and $3.18, of which $.73 and $.37 was
investment income and $2.46 and $2.81 was a return of capital,
respectively.
The Partnership entered into a three year revolving credit
agreement (the "Facility") in January 1995. The maximum amount
available under the Facility is $25,000,000, and at March 31, 1996,
the Partnership had $9,875,628 available for borrowing under the
facility, of which $3,900,000 was outstanding.<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
On April 23, 1996, the Partnership sold its beneficial
interest in a trust which owned towboats and barges that are
reflected as the Partnerships investment in leveraged leases. The
sale price was $7,216,689, which resulted in a net gain of $997,606
after paying expenses related to the sale and $121,679 relating to
a residual sharing agreement.
On March 31, 1995, the Partnership and an affiliate, ICON Cash
Flow Partners, L.P. Six ("L.P. Six"), formed ICON Cash Flow
Partners L.L.C. II ("ICON Cash Flow LLC II"), for the purpose of
acquiring and managing an aircraft currently on lease to Alaska
Airlines, Inc. The aircraft is a 1987 McDonnell Douglas MD-83.
The Partnership and L.P. Six contributed $30,550 (1%) and
$3,024,450 (99%) of the cash required for such acquisition,
respectively, to ICON Cash Flow LLC II. ICON Cash Flow LLC II
acquired the aircraft, assuming $16,315,997 in non-recourse debt
and utilizing contributions received from the Partnership and L.P.
Six. The purchase price of the transaction totaled $19,370,997.
The lease is an operating lease and the lease term expires in March
1997. Profits, losses, excess cash and disposition proceeds are
allocated 1% to the Partnership and 99% to L.P. Six. The
Partnership's investment in ICON Cash Flow LLC II has been
reflected as "Equity investment in joint venture."
As of March 31, 1996, except as noted above, 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 invest in equipment leases and financings where it
deems it to be prudent while retaining sufficient cash to meet its
reserve requirements and recurring obligations as they become due.<PAGE>
ICON Cash Flow Partners, L.P., Series E
<PAGE>
</TABLE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Balance Sheets
(unaudited)
<CAPTION>
<S> <C> <C>
March 31, December 31,
1996 1995
Assets
Cash $ 5,901,134 $ 5,826,646
Investment in finance leases
Minimum rents receivable 42,601,915 44,696,273
Estimated unguaranteed residual values 11,753,691 12,388,734
Initial direct costs 978,454 1,046,622
Unearned income (6,594,140)
(6,988,215)
Allowance for doubtful accounts (725,601)
(783,475)
48,014,319 50,359,939
Investment in operating leases
Equipment at cost 20,771,628 20,771,628
Initial direct costs 326,400 408,000
Accumulated depreciation (1,592,567)
(1,327,139)
19,505,461 19,852,489
Investment in financings
Receivables due in installments 9,872,630 10,027,184
Initial direct costs 46,786 54,798
Unearned income (1,446,813)
(1,496,344)
Allowance for doubtful accounts (356,169)
(354,969)
8,116,434 8,230,669
Net investment in leveraged leases 6,152,932 5,971,629
Other assets 624,219 5,232,064
Equity investment in joint venture 36,825 35.445
Total assets $ 88,351,324 $ 95,508,881
Liabilities and Partners' Equity
Notes payable - non-recourse $ 41,712,819 $ 44,415,861
Note payable - non-recourse - securitized 3,409,744
4,326,164
Note payable - revolving credit facility 3,900,000 7,400,000
Accounts payable to General Partner
and affiliates, net 258,993 -
Accounts payable - equipment 4,217,562 1,886,138
Accounts payable - other 562,993 1,559,564
Security deposits and deferred credits 955,885 1,071,729
Minority interest in joint venture 42,633 41,724
55,060,629 60,701,180<PAGE>
ICON Cash Flow Partners, L.P., Ser
ies E
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Balance Sheets (continued)
(unaudited)
<CAPTION>
<S> <C> <C>
March 31, December 31,
1996 1995
Commitments and Contingencies
Partners' equity (deficiency)
General Partner (187,522)
(172,405)
Limited partners (609,537 and 609,639 units
outstanding, $100 per unit original
issue price in 1996 and 1995, respectively) 33,478,217
34,980,106
Total partners' equity 33,290,695 34,807,701
Total liabilities and partners' equity $ 88,351,324 $ 95,508,881
See accompanying notes to consolidated financial statements.<PAGE>
ICON Cash Flow Partners, L.P., Series E
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Statements of Operations
For the Three Months Ended March 31,
(unaudited)
<CAPTION>
<S> <C> <C>
1996 1995
Revenues
Finance income $ 1,150,111 $ 1,806,901
Rental income 677,193 677,193
Net gain on sales or remarketing
of equipment 238,199 122,261
Income from leveraged leases, net 200,517 282,261
Interest income and other 108,887 120,117
Income from equity investment
in joint venture 1,380 -
Total revenues 2,376,287 3,008,733
Expenses
Interest 829,234 1,239,294
Management fees - General Partner 331,845 438,741
Depreciation 265,428 265,428
Amortization of initial direct costs 250,593 438,508
Administrative expense reimbursements
- General Partner 159,116 213,581
General and administrative 87,608 82,091
Minority interest in joint venture 1,506 1,271
Provision for bad debts - 100,000
Total expenses 1,925,330 2,778,914
Net income $ 450,957 $ 229,819
Net income allocable to:
Limited partners $ 446,447 $ 227,521
General Partner 4,510 2,298
$ 450,957 $ 229,819
Weighted average number of limited
partnership units outstanding 609,576 609,684
Net income per weighted average
limited partnership unit $ .73 $ .37
See accompanying notes to consolidated financial statements.<PAGE>
ICON Cash Flow Partners, L.P., Series E
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1996 and
the Years Ended December 31, 1995, 1994 and 1993
(unaudited)
<CAPTION>
<S> <C> <C> <C>
Limited Partner
Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted
average unit)
Balance at
December 31, 1992 $ 21,214,015 $
(2,799) $21,211,216
Proceeds from issuance
of limited partnership
units (360,815 units) 36,081,537 -
36,081,537
Sales and
offering expenses (4,871,007) -
(4,871,007)
Cash distributions
to partners $ 8.80 $ 3.03 (5,796,799) (58,637)
(5,855,436)
Net income 1,484,577 14,996 1,499,573
Balance at
December 31, 1993 48,112,323
(46,440) 48,065,883
Cash distributions
to partners $11.27 $ 2.48 (8,390,043) (78,582)
(8,468,625)
Limited partnership
units redeemed
(728 units) (48,490) -
(48,490)
Net income 1,511,824 15,271 1,527,095
Balance at
December 31, 1994 41,185,614
(109,751) 41,075,863
Cash distributions
to partners $10.17 $ 2.58 (7,773,082) (78,512)
(7,851,594)<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
(continued)
For the Three Months Ended March 31, 1996 and
the Years Ended December 31, 1995, 1994 and 1993
(unaudited)
<CAPTION>
<S> <C> <C> <C>
Limited Partner
Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted
average unit)
Limited partnership
units redeemed
(45 units) (2,370) -
(2,370)
Net income 1,569,944 15,858 1,585,802
Balance at
December 31, 1995 34,980,106
(172,405) 34,807,701
Cash distributions
to partners $ 2.46 $ .73 (1,943,053) (19,627)
(1,962,680)
Limited partnership
units redeemed
(102 units) (5,283) -
(5,283)
Net income 446,447 4,510 450,957
Balance at
March 31, 1996 $ 33,478,217 $ (187,522) $
33,290,695
See accompanying notes to consolidated financial statements.<PAGE>
ICON Cash Flow Partners, L.P., Series E
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows
For the Three Months Ended March 31,
(unaudited)
<CAPTION>
<S> <C> <C>
1996 1995
Cash flows from operating activities:
Net income $ 450,957 $ 229,819
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 265,428 265,428
Allowance for doubtful accounts (56,674) 44,656
Rental income-assigned operating
lease receivables (677,193) (677,193)
Finance income portion of receivables
paid directly to lenders by lessees (536,211)
(865,339)
Amortization of initial direct costs 250,593 438,508
Net gain on sales or remarketing
of equipment (238,199) (122,261)
Interest expense on non-recourse
financing paid directly by lessees 420,457 701,397
Interest expense accrued on
non-recourse debt 369,823 280,928
Collection of principal
- non-financed receivables 2,372,088 3,570,950
Collection of principal - leveraged lease - 769
Income from leveraged lease, net (200,517) (282,261)
Income from equity investment
in joint venture (1,380) -
Change in operating assets and liabilities:
Accounts payable to General Partner
and affiliates, net 258,993 (136,265)
Accounts payable - other (996,571) (225,233)
Security deposits and deferred credits (115,844)
(88,960)
Minority interest in joint venture 909 1,273
Other assets 4,477,625 -
Other, net 287,899 341,362
Total adjustments 5,881,226 3,247,759
Net cash provided by operating activities 6,332,183
3,477,578
Cash flows from investing activities:
Proceeds from sales of equipment 1,190,114 496,723
Initial direct costs (73,796) -
Equipment and receivables purchased (899,481) (1,261,387)
Net cash provided by (used in)
investing activities 216,837 (764,664)<PAGE>
ICON Cash Flow Partners, L.P., Ser
ies E
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (continued)
For the Three Months Ended March 31,
(unaudited)
<CAPTION>
<S> <C> <C>
1996 1995
Cash flows from financing activities:
Proceeds from debt 780,000 -
Redemption of limited partnership units (5,283) -
Cash distributions to partners (1,962,680) (1,963,009)
Principal payments on secured financing (5,286,569)
(2,129,414)
Net cash used in financing activities (6,474,532)
(4,092,423)
Net increase (decrease) in cash 74,488 (1,379,509)
Cash at beginning of period 5,826,646 6,757,538
Cash at end of period $ 5,901.134 $ 5,378,029
See accompanying notes to consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Statement of Cash Flows (continued)
<CAPTION>
<S> <C> <C>
Supplemental Disclosures of Cash Flow Information
During the three months ended March 31, 1996 and 1995, non-cash
activities included the following:
1996 1995
Principal and interest on direct finance
receivables paid directly
to lenders by lessees $ 3,303,659 $ 3,676,068
Rental income assigned
operating lease receivable 677,193 677,193
Principal and interest on non-recourse
financing paid directly by lessees (3,980,852) (4,353,261)
Accounts payable - equipment 2,328,000 865,534
Fair value of equipment and receivables
purchased for debt and payables (2,328,000) (865,534)
$ - $ -
Interest expense of $829,234 and $1,239,294 for the three months
ended March 31, 1996 and 1995 consisted of: interest expense on
non-recourse financing accrued or paid directly to lenders by
lessees of $790,280 and $982,325, respectively, and other interest
of $38,954 and $256,969, respectively.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
March 31, 1996
(unaudited)
<CAPTION>
<S><C>
1.Basis of Presentation
The consolidated financial statements included herein should be
read in conjunction with the Notes to Consolidated Financial
Statements included in the Partnership's 1995 Annual Report on Form
10-K and have been prepared in accordance with the accounting
policies stated therein.
2.Redemption of Limited Partnership Units
The General Partner consented to the Partnership redeeming 102
limited partnership units during the three months ended March 31,
1996. The redemption amount was calculated following the specific
redemption formula as per the Partnership Agreement. Redeemed
units have no voting rights and do not share in distributions. The
Partnership Agreement limits the number of units which can be
redeemed in any one year and redeemed units may not be reissued.
Redeemed limited partnership units are accounted for as a deduction
from partners equity.
3.Investment 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.
ICON Cash Flow LLC I
On September 21, 1994, the Partnership and an affiliate, ICON
Cash Flow Partners, L.P. Six ("L.P. Six") formed a joint venture,
ICON Cash Flow Partners L.L.C. I ("ICON Cash Flow LLC I"), for the
purpose of acquiring and managing an aircraft currently on lease to
Alaska Airlines, Inc. The aircraft is a 1988 McDonnell Douglas MD-
83. The Partnership and L.P. Six contributed $3,730,493 (99%) and
$37,682 (1%) of the cash required for such acquisition,
respectively, to ICON Cash Flow LLC I. ICON Cash Flow LLC I
acquired the aircraft, assuming $17,003,454 in non-recourse debt
and utilizing contributions received from the Partnership and L.P.
Six. The purchase price of the transaction totaled $20,771,628.
The lease is an operating lease and the lease term expires in March
1997. Profits, losses, excess cash and disposition proceeds are
allocated 99% to the Partnership and 1% to L.P. Six. The
Partnership's consolidated financial statements include 100% of the
assets and liabilities of ICON Cash Flow LLC I. L.P. Six's
investment in ICON LLC I has been reflected as "Minority interest
in joint venture."<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
March 31, 1996
(unaudited)
ICON Cash Flow LLC II
On March 31, 1995, the Partnership and an affiliate, L.P. Six,
formed ICON Cash Flow Partners L.L.C. II ("ICON Cash Flow LLC II"),
for the purpose of acquiring and managing an aircraft currently on
lease to Alaska Airlines, Inc. The aircraft is a 1987 McDonnell
Douglas MD-83. The Partnership and L.P. Six contributed $30,550
(1%) and $3,024,450 (99%) of the cash required for such
acquisition, respectively, to ICON Cash Flow LLC II. ICON Cash
Flow LLC II acquired the aircraft, assuming $16,315,997 in non-
recourse debt and utilizing contributions received from the
Partnership and L.P. Six. The purchase price of the transaction
totaled $19,370,997. The lease is an operating lease and the lease
term expires in March 1997. Profits, losses, excess cash and
disposition proceeds are allocated 1% to the Partnership and 99% to
L.P. Six. The Partnership's 1% investment in ICON Cash Flow LLC
II, which is accounted for under the equity method, totaled $36,825
at March 31, 1996 and has been reflected as "Equity investment in
joint venture." The General Partner manages and controls the
business affairs of both the Partnership and L.P. Six. As a result
of this common control and the Partnership's ability to influence
the activities of the joint venture, the Partnership's investment
in the joint venture is accounted for under the equity method.
Information as to the financial position and results of operations
of ICON LLC II at March 31, 1996 is summarized below:
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
March 31, 1996
Assets $18,552,954
Liabilities $14,840,442
Equity $ 3,682,512
Three Months Ended
March 31, 1996
Net income $ 138,017
</TABLE>
<TABLE>
<CAPTION>
<S><C>
4.Related Party Transactions
During the three months ended March 31, 1996 and 1995, the
Partnership paid or accrued to the General Partner management fees
of $331,845 and $438,741, respectively, and administrative expense
reimbursements of $159,116 and $213,581, respectively. These fees
and reimbursements were charged to operations.
During the three months ended March 31, 1996 and 1995, the
Partnership paid or accrued to the General Partner acquisition fees
of $73,796 and $0, respectively.
</TABLE>
<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
PART II
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
None
Item 5 - Other Information
None
Item 6 - Reports and Amendments
The Partnership did not file any Reports of Amendments for the
three months ended March 31, 1996.
<PAGE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(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
E
File No. 33-44413 (Registrant)
By its General Partner,
ICON Capital Corp.
May 15, 1996 Charles Duggan
Date Charles Duggan
Executive Vice President and Chief
Financial Officer
(Principal financial and account
officer of
the General Partner of the
Registrant)
<PAGE>
