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, 1999
-----------------------------------------------------------
[ ] 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 0-27912
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ICON Cash Flow Partners, L.P., Series E
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3635208
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
600 Mamaroneck Avenue, Harrison, New York 10528-1632
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(914) 698-0600
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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 E
(A Delaware Limited Partnership)
Consolidated Balance Sheets
(unaudited)
<TABLE>
March 31, December 31,
1999 1998
-------- -----------
Assets
<S> <C> <C>
Cash ....................................................... $ 2,791,744 $ 2,336,094
------------ ------------
Investment in finance leases
Minimum rents receivable ................................ 36,227,633 39,904,532
Estimated unguaranteed residual values .................. 10,226,145 11,545,261
Initial direct costs .................................... 5,415 11,986
Unearned income ......................................... (7,495,976) (8,575,852)
Allowance for doubtful accounts ......................... (991,137) (985,300)
------------ ------------
37,972,080 41,900,627
Investment in financings
Receivables due in installments ......................... 25,309,566 28,310,139
Initial direct costs .................................... 55 106
Unearned income ......................................... (4,091,139) (4,815,891)
Allowance for doubtful accounts ......................... (438,695) (425,601)
------------ ------------
20,779,787 23,068,753
------------ ------------
Investment in operating leases
Equipment, at cost ...................................... 20,707,984 20,707,984
Accumulated depreciation ................................ (3,556,775) (3,409,972)
------------ ------------
17,151,209 17,298,012
Investments in unconsolidated joint ventures ............... 1,207,236 1,264,148
------------ ------------
Accounts receivable from General Partner and affiliates, net -- 160,151
------------ ------------
Other assets ............................................... 1,478,495 890,445
------------ ------------
Total assets ............................................... $ 81,380,551 $ 86,918,230
============ ============
</TABLE>
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Balance Sheets (Continued)
(unaudited)
<TABLE>
March 31, December 31,
1999 1998
-------- -----------
Liabilities and Partners' Equity
<S> <C> <C>
Notes payable - securitized debt ........................ $ 34,383,626 $ 36,975,096
Notes payable - non-recourse ............................ 26,653,700 28,492,442
Security deposits, deferred credits and other payables .. 3,689,368 4,014,873
Minority interests in consolidated joint ventures ....... 634,652 559,749
Accounts payable to General Partner and affiliates, net . 34,146 --
------------ ------------
65,395,492 70,042,160
Commitments and Contingencies
Partners' equity (deficiency)
General Partner ...................................... (360,015) (351,105)
Limited partners (607,856 units outstanding,
$100 per unit original issue price in 1999 and 1998,
respectively) ...................................... 16,345,074 17,227,175
------------ ------------
Total partners' equity .................................. 15,985,059 16,876,070
------------ ------------
Total liabilities and partners' equity .................. $ 81,380,551 $ 86,918,230
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Operations
For the Three Months Ended March 31,
(unaudited)
<TABLE>
1999 1998
---- ----
Revenue
<S> <C> <C>
Finance income ......................................... $1,750,258 $1,378,016
Rental income .......................................... 615,000 585,738
Net gain on sales or remarketing of equipment .......... 114,684 270,346
Income from investments in unconsolidated joint ventures 101,811 118,279
Interest income and other .............................. 67,737 134,100
---------- ----------
Total revenues ......................................... 2,649,490 2,486,479
---------- ----------
Expenses
Interest ............................................... 1,162,697 1,019,133
Management fees - General Partner ...................... 233,637 432,694
General and administrative ............................. 204,319 90,139
Depreciation ........................................... 146,803 105,096
Administrative expense reimbursements - General Partner 139,838 208,970
Minority interest expense in consolidated joint ventures 93,463 30,795
Amortization of initial direct costs ................... 11,946 173,973
Provision for bad debt ................................. -- 200,000
---------- ----------
Total expenses ......................................... 1,992,703 2,260,800
---------- ----------
Net income ................................................ $ 656,787 $ 225,679
========== ==========
Net income allocable to:
Limited partners ....................................... $ 650,219 $ 223,422
General Partner ........................................ 6,568 2,257
---------- ----------
$ 656,787 $ 225,679
========== ==========
Weighted average number of limited
partnership units outstanding ............................. 607,856 608,381
========== ==========
Net income per weighted average
limited partnership unit .................................. $ 1.07 $ .37
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1999 and the
Years Ended December 31, 1998, 1997 and 1996
(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, 1995 $34,980,106 $(172,405) $34,807,701
Cash distribution
to partners $9.11 $3.64 (7,771,164) (78,496) (7,849,660)
Limited partnership
units redeemed
(193 units) (8,960) - (8,960)
Net income 2,221,444 22,439 2,243,883
----------- --------- -----------
Balance at
December 31, 1996 29,421,426 (228,462) 29,192,964
Cash distribution
to partners $8.90 $3.85 (7,768,316) (78,468) (7,846,784)
Limited partnership
units redeemed
(1,000 units) (25,071) - (25,071)
Net income 2,344,899 23,686 2,368,585
----------- --------- -----------
Balance at
December 31, 1997 23,972,938 (283,244) 23,689,694
</TABLE>
(continued on next page)
<PAGE>
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, 1999 and the
Years Ended December 31, 1998, 1997 and 1996
(unaudited)
<TABLE>
Limited Partner Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted average unit)
Cash distribution
<S> <C> <C> <C> <C> <C>
to partners $11.04 $1.71 (7,755,553) (78,338) (7,833,891)
Limited partnership
units redeemed
(590 units) (27,439) - (27,439)
Net income 1,037,229 10,477 1,047,706
----------- --------- -----------
Balance at
December 31, 1998 17,227,175 (351,105) 16,876,070
Cash distributions
to partners $ 1.45 $1.07 (1,532,320) (15,478) (1,547,798)
Net income 650,219 6,568 656,787
----------- --------- -----------
Balance at
March 31, 1999 $16,345,074 $(360,015) $15,985,059
=========== ========= ===========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows
For the Three Months Ended March 31,
(unaudited)
<TABLE>
1999 1998
---- ----
Cash flows provided by operating activities:
<S> <C> <C>
Net income ................................................................... $ 656,787 $ 225,679
----------- -----------
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation .............................................................. 146,803 105,096
Provision for bad debt .................................................... -- 200,000
Rental income - paid directly to lenders by lessees ....................... (615,000) (585,738)
Finance income portion of receivables paid directly
to lenders by lessees .................................................. (605,544) (672,402)
Amortization of initial direct costs ...................................... 11,946 173,973
Net gain on sales or remarketing of equipment ............................. (114,684) (270,346)
Interest expense on non-recourse financing paid
directly by lessees .................................................... 611,442 680,822
Income from investments in unconsolidated joint ventures .................. (101,811) (118,279)
Changes in operating assets and liabilities:
Collection of principal - non-financed receivables ..................... 2,926,329 1,499,436
Distributions received from unconsolidated joint ventures .............. 158,723 176,917
Accounts payable to General Partner and affiliates, net ................ 34,146 714,068
Security deposits, deferred credits and other payables ................. (325,505) 1,407,804
Accounts receivable from General Partner and affiliates, net ............ 160,151 --
Other assets ........................................................... (103,563) 1,078,415
Minority interests in consolidated joint ventures ...................... 74,903 126,256
Other, net ............................................................. (32,177) (16,880)
----------- -----------
Total adjustments .................................................... 2,226,159 4,499,142
----------- -----------
Net cash provided by operating activities ............................ 2,882,946 4,724,821
----------- -----------
Cash flows from investing activities:
Proceeds from sales of equipment ............................................. 1,711,972 615,108
Equipment and receivables purchased .......................................... -- (6,889,067)
----------- -----------
Net cash provided by (used in) investing activities .................. 1,711,972 (6,273,959)
----------- -----------
(continued on next page)
</TABLE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (Continued)
For the Three Months Ended March 31,
(unaudited)
<TABLE>
1999 1998
---- ----
Cash flows from financing activities:
<S> <C> <C>
Principal payments on securitized debt ............... (2,591,470) --
Cash distributions to partners ....................... (1,547,798) (1,958,798)
Proceeds from warehouse line of credit ............... -- 6,257,067
Principal payments on warehouse line of credit ....... -- (984,451)
Redemption of limited partnership units .............. -- (2,395)
------------ ------------
Net cash provided by (used in) financing activities (4,139,268) 3,311,423
------------ ------------
Net increase (decrease) in cash ......................... 455,650 1,762,285
Cash at beginning of period ............................. 2,336,094 9,460,337
------------ ------------
Cash at end of period ................................... $ 2,791,744 $ 11,222,622
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (Continued)
Supplemental Disclosures of Cash Flow Information
During the three months ended March 31, 1999 and 1998, non-cash activities
included the following:
<TABLE>
1999 1998
---- ----
Principal and interest on direct finance receivables
<S> <C> <C>
paid directly to lenders by lessees ............. $ 1,846,977 $ 5,829,392
Rental income assigned operating lease receivable .. 615,000 585,738
Principal and interest on non-recourse financing
paid directly by lessees ........................ (2,461,977) (6,415,130)
----------- -----------
$ -- $ --
=========== ===========
</TABLE>
Interest expense of $1,162,697 and $1,019,133 for the three months ended
March 31, 1999 and 1998 consisted of: interest expense on non-recourse financing
accrued or paid directly to lenders by lessees of $611,442 and $680,822,
respectively, interest expense on secured debt of $551,255 in 1999 and interest
expense on warehouse line of credit of $338,311 in 1998.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Unaudited Consolidated Financial Statements
March 31, 1999
1. Basis of Presentation
The 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 presented 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 1998
Annual Report on Form 10-K.
2. Disposition Period
The Partnership's reinvestment period ended on July 31, 1998. The
disposition period commenced on August 1, 1998 and is expected to continue
through July 2003. During the disposition period the Partnership has and will
continue to distribute substantially all distributable cash from operations and
equipment sales to the partners and continue the orderly termination of its
operations and affairs. The Partnership will not invest in any additional
finance or lease transactions during the disposition period. During the
disposition period, the Partnership expects to recover, at a minimum, the
carrying value of its assets.
3. Related Party Transactions
Fees paid or accrued by the Partnership to the General Partner or its
affiliates for the three months ended March 31, 1999 and 1998 are as follows:
1999 1998
---- ----
Management fees $233,637 $432,694 Charged to operations
Administrative expense
reimbursements 139,838 208,970 Charged to operations
-------- --------
Total $373,475 $641,664
======== ========
The Partnership has investments in five joint ventures with other
partnerships sponsored by the General Partner. (See Note 4 for additional
information relating to the joint ventures.)
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Unaudited Consolidated Financial Statements - Continued
4. Investments in Joint Ventures
The Partnership and affiliates formed five joint ventures for the purpose
of acquiring and managing various assets.
The two joint ventures described below are majority owned and are
consolidated with the Partnership.
ICON Cash Flow Partners L.L.C. I
In September 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.
The Partnership and L.P. Six contributed 99% and 1% of the cash required for
such acquisition, respectively, to ICON Cash Flow LLC I. 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 Cash Flow LLC I has been
reflected as "Minority interests in consolidated joint ventures."
ICON Receivables 1997-B L.L.C.
In August 1997 the Partnership, L.P. Six and ICON Cash Flow Partners
L.P. Seven ("L.P. Seven") formed 1997-B, a special purpose entity formed for the
purpose of originating leases and securitizing its portfolio. The Partnership,
L.P. Six and L.P. Seven contributed $2,250,000 (75.00% interest), $250,000
(8.33% interest) and $500,000 (16.67% interest), respectively to 1997-B. In
order to fund the acquisition of leases, 1997-B obtained a warehouse borrowing
facility from Prudential Securities Credit Corporation. In October 1998, 1997-B
completed an equipment securitization. The net proceeds from the securitization
of these assets were used to pay-off the remaining 1997-B warehouse facility
balance and any remaining proceeds were distributed to the 1997-B members in
accordance with their membership interests. The Partnership's consolidated
financial statements include 100% of the assets and liabilities of 1997-B. L.P.
Six and L.P. Seven's interests in 1997-B have been reflected as "minority
interests in consolidated joint ventures."
The three joint ventures described below are less than 50% owned and are
accounted for following the equity method.
ICON Cash Flow Partners L.L.C. II
In March 1995 the Partnership and L.P. Six formed a joint venture, ICON
Cash Flow Partners L.L.C. II ("ICON Cash Flow LLC II"), for the purpose of
acquiring and managing an aircraft. The Partnership and L.P. Six contributed 1%
and 99% of the cash required for such acquisition, respectively, to ICON Cash
Flow LLC II. The Partnership's investment in the joint venture is accounted for
under the equity method.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Unaudited Consolidated Financial Statements - Continued
Information as to the unaudited financial position and results of
operations of ICON Cash Flow LLC II at March 31, 1999 is summarized below:
March 31, 1999
Assets $ 15,977,142
===============
Liabilities $ 10,783,948
===============
Equity $ 5,193,194
===============
Partnership's share of equity $ 51,932
===============
Three Months Ended
March 31, 1999
Net income $ 220,755
===============
Partnership's share of net income $ 2,208
===============
ICON Cash Flow L.L.C. III
In December 1996 the Partnership and an affiliate, ICON Cash Flow Partners,
L.P. Seven ("L.P. Seven"), formed a joint venture, ICON Cash Flow Partners
L.L.C. III ("ICON Cash Flow LLC III"), for the purpose of acquiring and managing
an aircraft. The Partnership and L.P. Seven contributed 1% and 99% of the cash
required for such acquisition, respectively, to ICON Cash Flow LLC III. The
Partnership's investment in the joint venture is accounted for under the equity
method.
Information as to the unaudited financial position and results of
operations of ICON Cash Flow LLC III at March 31, 1999 is summarized below:
March 31, 1999
Assets $ 9,943,321
===============
Liabilities $ 6,467,678
===============
Equity $ 3,475,643
===============
Partnership's share of equity $ 34,756
===============
Three Months Ended
March 31, 1998
Net income $ 119,864
===============
Partnership's share of net income $ 1,199
===============
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Unaudited Consolidated Financial Statements - Continued
ICON Receivables 1997-A L.L.C.
In March 1997 three affiliates of the Partnership, ICON Cash Flow Partners,
L.P., Series D ("Series D"), L.P. Six and L.P. Seven, contributed and assigned
equipment lease and finance receivables and residuals to ICON Receivables 1997-A
L.L.C. ("1997-A"), a special purpose entity created for the purpose of
originating leases, managing existing contributed assets and securitizing its
portfolio. In September 1997 the Partnership, L.P. Six and L.P. Seven
contributed and assigned additional equipment lease and finance receivables and
residuals to 1997-A. The Partnership, Series D, L.P. Six and L.P. Seven received
a 31.19%, 17.81%, 31.03% and 19.97% interest, respectively, in 1997-A based on
the present value of their related contributions. In September 1997, 1997-A
securitized substantially all of its equipment leases and finance receivables
and residuals. 1997-A became the beneficial owner of a trust. The Partnership's
original investment was recorded at cost and is adjusted by its share of
earnings, losses and distributions thereafter.
Information as to the unaudited financial position and results of
operations of 1997-A at March 31, 1999 is summarized below:
March 31, 1999
Assets $ 27,759,198
================
Liabilities $ 23,176,757
================
Equity $ 4,582,441
================
Partnership's share of equity $ 1,120,548
================
Three Months Ended
March 31, 1999
Net income $ 315,487
================
Partnership's share of net income $ 98,404
================
Distributions $ 508,872
================
Partnership's share of distributions $ 158,723
================
5. Security Deposits, Deferred Credits and Other Payables
Security deposits, deferred credits and other payables at March 31, 1999
and 1998 include $1,674,852 and $1,570,756, respectively, of proceeds received
on residuals, which will be applied upon final remaketing of the related
equipment.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
March 31, 1999
Item 2. General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
The Partnership's portfolio consisted of a net investment in finance
leases, financings, operating leases, and investments in unconsolidated joint
ventures representing 50%, 27%, 22% and 1% of total investments at March 31,
1999, respectively, and 46%, 20%, 31% and 3% of total investments at March 31,
1998, respectively.
Results of Operations
Three Months Ended March 31, 1999 and 1998
For the three months ended March 31, 1999 the Partnership did not enter
into any new leases or financing agreements. For the three months ended March 31
1998, the Partnership leased or financed additional equipment with an initial
cost of $6,889,067 to 86 lessees or equipment users. At March 31, 1999 the
weighted average remaining transaction term of the portfolio was 27 months.
Revenues for the three months ended March 31, 1999 were $2,649,490,
representing an increase of $163,011 or 7% from 1998. The increase in revenues
resulted primarily from an increase in finance income of $372,242 or 27% and an
increase in rental income of $29,262 or 5%. These increases were partially
offset by a decrease in net gain on sales or remarketing of equipment of
$155,662 or 58%, a decrease in interest income and other of $66,363 or 49% and a
decrease in income from investments in unconsolidated joint ventures of $16,468
or 14%. Finance income increased due to an increase in the average size of the
finance lease portfolio from 1998 to 1999. Rental income increased due to
increased rentals in 1999 as a result of the Partnership's revision of the
operating lease with Aerovias de Mexico, S.A. de C.V. ("Aero Mexico") in April
of 1998. The decrease in net gain on sales or remarketing of equipment resulted
from a decrease in the in the number of leases maturing and a decrease in the
amount of underlying equipment being sold or remarketed for which proceeds
received were in excess of the remaining carrying value. Interest income
decreased due to a decrease in the average cash balance from 1998 to 1999. The
decrease in income from investments in unconsolidated joint ventures was the
result of a decrease in the average size of the lease portfolio of one of the
underlying joint ventures, ICON Receivables 1997-A.
Expenses for the three months ended March 31, 1999 were $1,992,703,
representing a decrease of $268,097 or 12% from 1998. The decrease in expenses
resulted from a decrease in management fees of $199,057 or 46%, a decrease in
amortization of initial direct costs of $162,027 or 93% and a decrease in
administrative expense reimbursements of $69,132 or 33%. Additionally, the
Partnership did not record any provision for bad debt for the three months ended
March 31, 1999 compared to a $200,000 provision recorded for the three months
ended March 31, 1998. These decreases were partially offset by an increase in
interest expense of 143,564 or 14%, an increase in general and administrative
expense of $114,180 or 127%, an increase in minority interest in joint venture
of $62,668 or 203% and an increase in depreciation of expense of $41,707 or 40%.
The decreases in management fees and administrative expense reimbursements were
a result of the fact that 1998 expenses included cumulative management fees and
administrative expense reimbursements related to a lease originated in 1995.
Amortization of initial direct costs decreased due to a decrease in the average
size of the portfolio subject to initial direct costs from 1998 to 1999. As a
result of an analysis of delinquency, an assessment of overall risk and a review
of historical loss experience the Partnership determined that no additional
provision for bad debt was required for the three months ending March 31, 1999.
Interest expense increased due to an increase the average debt outstanding from
1998 to 1999. The increase in general and administrative expenses was due
primarily to an increase in collection related legal and other fees and
increased printing and postage costs from 1998 to 1999.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Net income for the three months ended March 31, 1999 and 1998 was $656,787
and $225,679, respectively. The net income per weighted average limited
partnership unit was $1.07 and $.37 for 1999 and 1998, respectively.
Liquidity and Capital Resources
The Partnership's primary sources of funds for the three months ended
March 31, 1999 and 1998 were net cash provided by operations of $2,882,945 and
$4,724,821, respectively, proceeds from sales of equipment of $1,711,972 and
$615,108, respectively and proceeds from the warehouse line of credit of
$6,257,067 in 1998. These funds were used to purchase equipment in 1998, fund
cash distributions and make payments on borrowings.
Cash distributions to limited partners for the three months ended March
31, 1999 and 1998, which were paid monthly, totaled $1,532,320 and $1,939,210,
respectively, of which $650,219 and $223,422 was investment income and $882,101
and 1,715,788 was a return of capital, respectively. The monthly annualized cash
distribution rate to limited partners for the three months ended March 31, 1999
and 1998 was 10.08% and 12.75%, respectively, of which 4.28% and 1.47% was
investment income and 5.80% and 11.28% was a return of capital, respectively,
calculated as a percentage of each partner's initial capital contribution. The
limited partner distribution per weighted average unit outstanding for the three
months ended March 31, 1999 and 1998 was $2.52 and $3.19, respectively, of which
$1.07 and $.37 was investment income and $1.45 and $2.82 was a return of
capital, respectively.
The Partnership's reinvestment period ended on July 31, 1998. The
disposition period began August 1, 1998, at which time the Partnership began the
orderly termination of its operations and affairs. During the disposition period
the Partnership has, and will continue to distribute substantially all
distributable cash from operations and equipment sales to the partners. The
Partnership has not, and will not invest in any additional finance or lease
transactions during the disposition period. As a result of the Partnership's
entering into the disposition period, future monthly distributions could, and
are expected to fluctuate depending on the amount of asset sale and re-lease
proceeds received during that period.
As of March 31, 1999, except as noted above, there were no known trends or
demands, commitments, events or uncertainties which are likely to have a
material effect on liquidity. As cash is realized from operations and sales of
equipment, the Partnership will distribute substantially all available cash,
after retaining sufficient cash to meet its reserve requirements and recurring
obligations.
Year 2000 Issue
The Partnership relies on computer information systems for its transaction
processing and for general data processing. The Year 2000 issue arose because
many existing computer programs have been written using two digits rather than
four to define the applicable year. As a result, the program could interpret
dates ending in "00" as the year 1900 rather than the year 2000. In certain
cases, such errors could result in system failures or miscalculations that
disrupt the operation of the affected businesses.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
The Partnership uses computer information systems provided by the General
Partner and has no computer information systems of its own. The software related
to the General Partner's primary computer information systems are provided by
third parties vendors. The General Partner has formally communicated with these
vendors and has received assurance that their programs are Year 2000 compliant.
In addition, the General Partner has gathered information about the Year 2000
readiness of significant vendors and third-party servicers and continues to
monitor developments in this area. All of the General Partner's peripheral
computer technologies, such as its network operating system and third party
software applications, including payroll and electronic banking have been
evaluated and have been found to be Year 2000 compliant. The ultimate impact of
the Year 2000 issue on the Partnership will depend to a great extent on the
manner in which the issue is addressed by the Partnership's lessees. Each of the
Partnership's lessees will have a material self interest in resolving any Year
2000 issue, however, non-compliance on the part of a lessee could result in lost
or delayed revenues to the Partnership. The effect of this risk to the
Partnership is not determinable.
The General Partner is responsible for costs relating to the assessment and
development of its Year 2000 compliance remediation plan, as well as the testing
of the hardware and software owned or licensed for its personal computers. The
General Partner's costs incurred to date and expected future costs are not
material.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(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, 1999.
<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 13, 1999 /s/Kevin F. Redmond
- ------------ -------------------------------------------
Date Kevin F. Redmond
Chief Financial Officer
(Principal financial and account officer of
the General Partner of the Registrant)
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000881788
<NAME> ICON Cash Flow Partners, L.P., Series E
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 2,791,744
<SECURITIES> 0
<RECEIVABLES> 61,537,199
<ALLOWANCES> 1,429,832
<INVENTORY> 531,906
<CURRENT-ASSETS> * 0
<PP&E> 20,707,984
<DEPRECIATION> 3,556,775
<TOTAL-ASSETS> 81,380,551
<CURRENT-LIABILITIES> ** 0
<BONDS> 61,037,326
0
0
<COMMON> 0
<OTHER-SE> 15,985,059
<TOTAL-LIABILITY-AND-EQUITY> 81,380,551
<SALES> 2,581,753
<TOTAL-REVENUES> 2,649,490
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 830,006
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,162,697
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 656,787
<EPS-PRIMARY> 1.07
<EPS-DILUTED> 1.07
<FN>
* The Partnership has an unclassified balance sheet in its financial
statements due to the nature of its industry. A value of "0" was used for
current assets and liabilities.
** The Partnership has an unclassified balance sheet in its financial
statements due to the nature of its industry. A value of "0" was used for
current assets and liabilities.
</FN>
</TABLE>
