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 33-36376
ICON Cash Flow Partners L.P. Six
(Exact name of registrant as specified in its charter)
Delaware 13-3723089
(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. Six
(A Delaware Limited Partnership)
PART I - FINANCIAL INFORMATION
The following consolidated financial statements of ICON Cash
Flow Partners L.P. Six (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. Six
(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 and equity investment
in joint venture of 73%, 19%, 8% and less than 1% of total
investments at March 31, 1996, respectively, and 68%, 30%, 2% 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
$12,402,972 and $60,500,739, respectively, to 21 and 984 lessees or
equipment users, respectively. The weighted average initial
transaction term for each year was 38 and 49 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
$2,533,117, representing an increase of $1,905,651 from 1995. The
increase in revenues was attributable to an increase in finance
income of $1,203,598, an increase in rental income of $603,151, an
increase in net gain on sales or remarketing of equipment of
$57,370, an increase in interest income and other of $41,297, and
an increase in income from equity investment in joint venture of
$235. The increase in finance and rental income resulted from the
increase in the average size of the finance and operating lease
portfolios from 1995 to 1996. The 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. Interest income and other
increased due to an increase in the average cash balance from 1995
to 1996.
Expenses for the three months ended March 31, 1996 were
$2,776,871, representing an increase of $2,202,348 from 1995. The
increase in expenses was primarily attributable to an increase in
interest expense of $939,161, an increase in management fees of
$393,469, an increase in amortization of initial direct costs of
$257,239, an increase in depreciation expense of $212,162, an
increase in administrative expense reimbursements of $155,783, an
increase in the provision for bad debts of $150,000 and an increase
in general and administrative expense of $122,118. These decreases
were partially offset by a decrease in minority interest in joint
venture of $27,674 or 60%. Interest expense increased due to an
increase in the average debt outstanding from 1995 to 1996.
Amortization of initial direct costs, administrative expense,
management fees, reimbursements and general and administrative
expense increased due to an increase in the average size of the
portfolio. The increase in depreciation expense resulted from the
Partnerships increased investment in operating leases. A
provision for bad debts of $150,000 was required for the three
months ended March 31, 1996 as a result of an analysis of
delinquency, an assessment of credit risk and a review of
historical loss experience.<PAGE>
<PAGE>
ICON Cash Flow Partners L.P. Six
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
Net income (loss) for the three months ended March 31, 1996
and 1995 was ($243,754) and $52,943, respectively. The net income
(loss) per weighted average limited partnership unit outstanding
was ($.63) and $.34 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 $1,690,687 and $5,752,124, respectively, proceeds
from sales of equipment of $270,677 and $71,329, respectively,
capital contributions, net of offering expenses, of $6,141,456 in
1995, proceeds from recourse debt of $16,273,793 in 1995 and
proceeds from non-recourse securitization notes of $5,941,893 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.
On January 29, 1996, the Partnership borrowed $5,941,893 by
pledging lease receivables and granting a security interest in the
related collateral, or equipment, of a specified group of leases
and financing transactions. The borrowing was recorded as a non-
recourse note payable, bears interest at a fixed rate of 7.58%, and
is payable only from receivable proceeds from the portfolio that
has secured it.
Cash distributions to limited partners for the three months
ended March 31, 1996 and 1995, which were paid monthly, totaled
$1,030,903 and $353,294, respectively, of which $0 and $52,414 was
investment income and $1,030,903 and $300,880 was a return of
capital, respectively. The monthly annualized cash distribution
rate to limited partners was 10.75% and 9.20%, respectively, of
which 0% and 1.36% was investment income and 10.75% and 7.84% was
a return of capital, respectively. The limited partner
distribution per weighted average unit outstanding in 1996 and 1995
was $2.69 and 2.30 of which $0 and $.34 was investment income and
$2.69 and $1.96 was a return of capital, respectively.
On February 3, 1995, the Partnership and two affiliates, ICON
Cash Flow Partners, L.P., Series B ("Series B"), and ICON Cash Flow
Partners, L.P., Series C ("Series C") formed ICON Asset Acquisition
L.L.C. I ("ICON Asset Acquisition LLC") as a special purpose
limited liability company. ICON Asset Acquisition LLC was formed
for the purpose of acquiring, managing and securitizing a portfolio
of leases. The Partnership, Series B and Series C contributed
$8,700,000 (77.68% interest), $1,000,000 (8.93% interest) and
$1,500,000 (13.39% interest), respectively, to ICON Asset
Acquisition LLC. ICON Asset Acquisition LLC established a
warehouse line of credit with ContiTrade Services Corp. with a
maximum amount available of $20,000,000.
<PAGE>
<PAGE>
ICON Cash Flow Partners L.P. Six
(A Delaware Limited Partnership)
March 31, 1996
General Partner's Discussion and Analysis of
Financial Condition and Results of Operations
On February 17, 1995, ICON Asset Acquisition LLC purchased 975
finance leases from an existing portfolio from First Sierra
Financial, Inc. utilizing $16,273,793 of proceeds from the
warehouse line (See Consolidated Statements of Cash Flows -
Proceeds from recourse debt - Financing activities), $10,857,427 in
cash contributions received from the Partnership and affiliates and
$723,046 in cash adjustments at closing, relating primarily to
rents received by the seller from lessees prior to closing and for
the benefit of ICON Asset Acquisition LLC. The purchase price of
the portfolio totaled $27,854,266 (See Consolidated Statements of
Cash Flows - Included in Equipment and receivables purchased -
Investing activities) and the underlying equipment consists of
graphic arts and printing equipment. The terms of the leases in
this portfolio range from 12 to 72 months. ICON Asset Acquisition
LLC acquired lease contracts which were less than 60 days
delinquent, and, which met the Partnership's overall credit
underwriting criteria. The purchase price of the portfolio was
determined by discounting the future contractual cash flows. All
such leases are net leases and are reported and accounted for as
finance leases. The Partnership's consolidated financial
statements will include 100% of the accounts of ICON Asset
Acquisition LLC with the affiliates share reflected as "Minority
interests in joint ventures."
On September 5, 1995, ICON Asset Acquisition LLC securitized
substantially all of its portfolio. Proceeds from the
securitization were used to pay down its existing line of credit
and excess proceeds were returned to the Partnership based on its
pro rata interest. ICON Asset Acquisition LLC became the
beneficial owner of a trust and the Prudential Insurance Company of
America ("Prudential") is treated as the lender to the trust. The
trustee for the trust is Texas Commerce Bank ("TCB"). In
conjunction with this securitization the portfolio as well as the
General Partner's servicing capabilities were rated "A" by Duff &
Phelps, a nationally recognized rating agency. The General
Partner, as servicer, is responsible for managing, servicing,
reporting on and administering the portfolio. All monies received
from the portfolio are remitted to TCB. TCB is responsible for
disbursing to Prudential its respective principal and interest and
to ICON Asset Acquisition LLC the excess of cash collected over
debt service from the portfolio. ICON Asset Acquisition LLC
accounts for this investment as an investment in finance leases and
financings. Prudential's investment in the trust is accounted for
as non-recourse debt on ICON Asset Acquisition LLC's books and
records. All monies received and remitted to TCB from the
securitized portfolio are accounted for as a reduction in related
finance lease and financing receivables and all amounts paid to
Prudential by TCB are accounted for as a reduction of non-recourse
debt.
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 closings of limited partnership units, 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>
</TABLE>
<TABLE>
<PAGE>
ICON Cash Flow Partners L.P. Six
(A Delaware Limited Partnership)
Consolidated Balance Sheets
(unaudited)
<CAPTION>
<S> <C> <C>
March 31, December 31,
1996 1995
Assets
Cash $ 6,931,380 $ 8,981,950
Investment in finance leases
Minimum rents receivable 66,643,467 65,040,140
Estimated unguaranteed residual values 15,228,718 12,881,418
Initial direct costs 1,789,273 1,674,324
Unearned income (13,440,875) (12,707,193)
Allowance for doubtful accounts (497,503) (361,941)
69,723,080 66,526,748
Investment in operating leases
Equipment, at cost 19,371,603 19,371,603
Initial direct costs 263,696 335,613
Accumulated depreciation (848,649) (636,487)
18,786,650 19,070,729
Investment in financings
Receivables due in installments 8,366,521 8,649,392
Initial direct costs 164,175 182,965
Unearned income (1,131,240) (1,204,544)
Allowance for doubtful accounts (43.200) (43,200)
7,356,256 7,584,613
Other assets 847,589 885,346
Equity investment in joint venture 42,633 41,564
Total assets $103,687,588 $103,090,950
Liabilities and Partners' Equity
Notes payable - non-recourse $ 54,834,470 $ 45,166,000
Note payable - non-recourse - securitized 12,986,165
15,183,224
Accounts payable to General Partner
and affiliates, net 674,028 1,037,286
Accounts payable - equipment 3,807,233 8,678,812
Minority interest in joint venture 1,470,985 1,879,629
Accounts payable - other 420,652 448,418
Security deposits and deferred credits 346,485 250,768
74,540,018 72,644,137
</TABLE>
<PAGE>
<TABLE>
<PAGE>
ICON Cash Flow Partners L.P. Six
(A Delaware Limited Partnership)
Consolidated Balance Sheets
(unaudited)
<CAPTION>
<S> <C> <C>
March 31, December 31,
1996 1995
Commitments and Contingencies
Partners' equity (deficiency)
General Partner (39,220) (26,369)
Limited partners (383,414 and 383,592
units outstanding, $100 per unit original
issue price in 1996 and 1995, respectively) 29,186,790
30,473,182
Total partners' equity 29,147,570 30,446,813
Total liabilities and partners' equity $103,687,588 $103,090,950
See accompanying notes to consolidated financial statements.<PAGE>
ICON Cash Flow Partners L.P. Six
</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
Revenue
Finance income $1,754,362 $ 550,764
Rental income 603,151 -
Interest income and other 115,501 74,204
Net gain on sales or remarketing
of equipment 58,597 1,227
Income from equity investment
in joint venture 1,506 1,271
Total revenues 2,533,117 627,466
Expenses
Interest 1,180,959 241,798
Management fees - General Partner 489,485 96,016
Amortization of initial direct costs 331,719 74,390
Administrative expense
reimbursements - General Partner 225,277 69,494
Depreciation 212,162 -
General and administrative 168,798 46,680
Provision for bad debts 150,000 -
Minority interest in joint venture 18,471 46,145
Total expenses 2,776,871 574,523
Net income (loss) $ (243,754) $ 52,943
Net income (loss) allocable to:
Limited partners $ (241,316) $ 52,414
General Partner
(2,438) 529
$ (243,754) $ 52,943
Weighted average number of limited
partnership units outstanding 383,436 153,629
Net income (loss) per weighted average
limited partnership unit $ (.63) $ .34
See accompanying notes to consolidated financial statements.<PAGE>
ICON Cash Flow Partners L. P. Six
</TABLE>
<PAGE>
<TABLE>
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1996,
the Years Ended December 31, 1995 and 1994
and the Period July 8, 1993 to December 31, 1993
(unaudited)
<CAPTION>
<S> <C> <C> <C>
Limited Partner
Distributions
Return of Investment Limited
General
Capital Income Partners Partner
Total
(Per weighted average unit)
Initial partners'
capital contribution
- July 8, 1993 $ 1,000 $ 1,000 $ 2,000
Balance at
December 31, 1993 1,000 1,000
2,000
Refund of initial
limited partners'
capital contribution (1,000) -
(1,000)
Proceeds from issuance
of limited partnership
units (127,704.10 units) 12,770,410 -
12,770,410
Sales and
offering expenses (1,724,005) -
(1,724,005)
Cash distributions
to partners $7.59 $2.21 (311,335) (3,145)
(314,480)
Net income 70,181 709 70,890
Balance at
December 31, 1994 10,805,251
(1,436) 10,803,815
Proceeds from issuance
of limited partnership
units (256,153.02 units) 25,615,302 -
25,615,302
</TABLE>
<PAGE>
<TABLE>
<PAGE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
(continued)
For the Three Months Ended March 31, 1996,
the Years Ended December 31, 1995 and 1994
and the Period July 8, 1993 to December 31, 1993
(unaudited)
<CAPTION>
<S> <C> <C> <C>
Limited Partner
Distributions
Return of Investment Limited
General
Capital Income Partners Partner
Total
(Per weighted average unit)
Sales and
offering expenses (3,458,068) -
(3,458,068)
Cash distributions
to partners $9.48 $ .29 (2,543,783) (25,694)
(2,569,477)
Limited partnership units
redeemed (265 units) (20,827) -
(20,827)
Net income 75,307 761 76,068
Balance at
December 31, 1995 30,473,182
(26,369) 30,446,813
Cash distributions
to partners $2.69 $ - (1,030,903) (10,413)
(1,041,316)
Limited partnership units
redeemed (178 units) (14,173) -
(14,173)
Net loss (241,316) (2,438)
(243,754)
Balance at
March 31, 1996 $29,186,790 $ (39,220) $
29,147,570
See accompanying notes to consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
. Consolidated Statements of Cash Flows
For the Three Months Ended March 31,
<CAPTION>
<S> <C> <C>
1996 1995
Cash flows from operating activities:
Net income (loss) $ (243,754) $
52,943
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation 212,162 -
Rental income - assigned
operating lease receivables (603,151) -
Finance income portion of
receivables paid directly
to lenders by lessees (888,182)
(83,225)
Amortization of initial direct costs 331,719 74,390
Allowance for doubtful accounts 135,562 -
Net gain on sales or
remarketing of equipment (58,597)
(1,227)
Income from equity investment
in joint venture (1,506)
(1,271)
Distribution from investment
in joint venture 1,482,236 -
Interest expense on non-recourse
financing paid directly by lessees 601,034 62,346
Interest expense accrued on non-recourse debt 407,271
175,332
Collection of principal
- non-financed receivables 2,571,188 1,563,614
Change in operating assets and liabilities:
Accounts payable to General Partner
and affiliates, net (363,258)
910,731
Accounts payable - other (27,766)
146,762
Security deposits and deferred credits 95,717
229,133
Minority interest in joint ventures (1,890,880)
2,576,695
Other, net (69,108)
45,901
Total adjustments 1,934,441 5,699,181
Net cash provided by operating activities 1,690,687
5,752,124
Cash flows from investing activities:
Proceeds from sales of equipment 270,677 71,329
Initial direct costs (372,089)
(1,622,700)
Equipment and receivables purchased (6,329,190)
(28,153,427)
Net cash used in investing activities (6,430,602)
(29,704,798)<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
. Consolidated Statements of Cash Flows (continued)
For the Three Months Ended March 31,
<CAPTION>
<S> <C> <C>
1996 1995
Cash flows from financing activities:
Proceeds from recourse debt and
non-recourse securitized debt 5,941,893 16,273,793
Redemption of limited partnership units (14,173) -
Cash distributions to partners (1,041,316)
(356,862)
Principal payments on recourse debt and
non-recourse securitized debt (2,197,059) -
Issuance of limited partnership units,
net of offering expenses - 6,141,456
Net cash provided by financing activities 2,689,345
22,058,387
Net decrease in cash (2,050,570)
(1,894,287)
Cash at beginning of period 8,981,950 7,391,994
Cash at end of period $ 6,931,380 $ 5,497,707
See accompanying notes to consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
. Consolidated Statements of Cash Flows (continued)
<CAPTION>
<S> <C> <C>
Supplemental Disclosures of Cash Flow Information
For 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 $ 8,022,035 $ 326,187
Principal and interest on non-recourse
financing paid directly to lenders by lessees (8,022,035)
(326,187)
Non-recourse notes payable assumed
in purchase price 10,579,054 28,113,945
Fair value of equipment and receivables
purchased for debt and payables (10,579,054)
(28,113,945)
$ - $ -
Interest expense of $1,180,959 and $241,798 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 $1,008,305 and $237,677, respectively, and other
interest of $172,654 and $4,121, respectively.<PAGE>
</TABLE>
<PAGE>
<TABLE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
March 31, 1996
(unaudited)
<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 178
limited partnership units during 1996. The redemption amount was
calculated following the specified 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 Asset Acquisition LLC
On February 3, 1995, the Partnership and two affiliates, ICON
Cash Flow Partners, L.P., Series B ("Series B"), and ICON Cash Flow
Partners, L.P., Series C ("Series C") formed ICON Asset Acquisition
L.L.C. I ("ICON Asset Acquisition LLC") as a special purpose
limited liability company. ICON Asset Acquisition LLC was formed
for the purpose of acquiring, managing and securitizing a portfolio
of leases. The Partnership, Series B and Series C contributed
$8,700,000 (77.68% interest), $1,000,000 (8.93% interest) and
$1,500,000 (13.39% interest), respectively, to ICON Asset
Acquisition LLC. ICON Asset Acquisition LLC established a
warehouse line of credit with ContiTrade Services Corp. with a
maximum amount available of $20,000,000.
On February 17, 1995, ICON Asset Acquisition LLC purchased 975
finance leases from an existing portfolio from First Sierra
Financial, Inc. utilizing $16,273,793 of proceeds from the
warehouse line (See Consolidated Statements of Cash Flows -
Proceeds from recourse debt - Financing activities), $10,857,427 in<PAGE>
<PAGE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements (continued)
cash contributions received from the Partnership and affiliates and
$723,046 in cash adjustments at closing, relating primarily to
rents received by the seller from lessees prior to closing and for
the benefit of ICON Asset Acquisition LLC. The purchase price of
the portfolio totaled $27,854,266 (See Consolidated Statements of
Cash Flows - Included in Equipment and receivables purchased -
Investing activities) and the underlying equipment consists of
graphic arts and printing equipment. The terms of the leases in
this portfolio range from 12 to 72 months. ICON Asset Acquisition
LLC acquired lease contracts which were less than 60 days
delinquent, and, which met the Partnership's overall credit
underwriting criteria. The purchase price of the portfolio was
determined by discounting the future contractual cash flows. All
such leases are net leases and are reported and accounted for as
finance leases. The Partnership's consolidated financial
statements include 100% of the accounts of ICON Asset Acquisition
LLC with the affiliates share reflected as "Minority interests in
joint ventures."
On September 5, 1995, ICON Asset Acquisition LLC securitized
substantially all of its portfolio. Proceeds from the
securitization were used to pay down its existing line of credit
and excess proceeds were returned to the Partnership based on its
pro rata interest. ICON Asset Acquisition LLC became the
beneficial owner of a trust and the Prudential Insurance Company of
America ("Prudential") is treated as the lender to the trust. The
trustee for the trust is Texas Commerce Bank ("TCB"). In
conjunction with this securitization the portfolio as well as the
General Partner's servicing capabilities were rated "A" by Duff &
Phelps, a nationally recognized rating agency. The General
Partner, as servicer, is responsible for managing, servicing,
reporting on and administering the portfolio. All monies received
from the portfolio are remitted to TCB. TCB is responsible for
disbursing to Prudential its respective principal and interest and
to ICON Asset Acquisition LLC the excess of cash collected over
debt service from the portfolio. ICON Asset Acquisition LLC
accounts for this investment as an investment in finance leases and
financings. Prudential's investment in the trust is accounted for
as non-recourse debt on ICON Asset Acquisition LLC's books and
records. All monies received and remitted to TCB from the
securitized portfolio are accounted for as a reduction in related
finance lease and financing receivables and all amounts paid to
Prudential by TCB are accounted for as a reduction of non-recourse
debt.
ICON Cash Flow LLC I
On September 21, 1994, the Partnership and an affiliate, ICON
Cash Flow Partners, L.P., Series E ("Series E"), 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 Series E contributed $37,682
(1%) and $3,730,493 (99%) of the cash required for such
acquisition, respectively, to ICON Cash Flow LLC I. ICON Cash Flow
LLC I acquired the<PAGE>
<PAGE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
aircraft, assuming $17,003,454 in non-recourse debt and the
contributions received from the Partnership and Series E. 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
1% to the Partnership and 99% to Series E. The Partnership's 1%
investment in ICON Cash Flow LLC I, which is accounted for under
the equity method, totaled $42,633 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 Series E. 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 Cash Flow LLC
I as of and for the three months ended March 31, 1996 is summarized
below:
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
March 31, 1996
Assets $ 19,238,874
Liabilities $ 14,975,616
Equity $ 4,263,258
Three Months Ended
March 31, 1996
Net income $ 150,645
</TABLE>
<TABLE>
<S><C>
ICON Cash Flow LLC II
On March 31, 1995, the Partnership and an affiliate, ICON Cash
Flow Partners, L.P., Series E ("Series E"), 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 currently on
lease to Alaska Airlines, Inc. The aircraft is a 1987 McDonnell
Douglas MD-83. The Partnership and Series E contributed $3,024,450
(99%) and $30,550 (1%) (See Consolidated Statements of Cash Flows -
Included in Proceeds from minority interest investors - Financing
activities) 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
(See Supplemental Disclosures of Cash Flow Information - Included
in Non-recourse notes payable assumed in purchase price) and the
contributions received from the Partnership and Series E. The
purchase price of the transaction totaled $19,371,603. The cash
portion of the purchase price ($3,055,000) is included in the
Consolidated Statements of Cash Flows - Equipment and receivables
purchased - Investing activities. 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 Series E. The Partnership's consolidated financial
statements include 100% of ICON Cash Flow LLC II. Series E's
investment in ICON Cash Flow LLC II has been reflected as "Minority
interest in joint venture."<PAGE>
<PAGE>
ICON Cash Flow Partners L. P. Six
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
4. Related Party Transactions
Fees and other expenses paid or accrued by the Partnership to
the General Partner or its affiliates for the three months ended
March 31, 1996 and 1995 are as follows:
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
1996 1995
Management fees 489,485 96,016 Charged to
Operations Acquisition fees 372,089
1,622,700 Capitalized
Administrative expense
reimbursements 225,277 69,494 Charged to
Operations
Organization and offering - 248,498 Charged to
Equity
Underwriting commissions - 141,999 Charged to
Equity
Sales commissions - 800
Total $ 1,086,851 $ 2,179,507
</TABLE>
<TABLE>
<S><C>
The Partnership has investments in three joint ventures with
other Partnerships sponsored by the General Partner (See Note 3 for
additional information relating to the joint ventures).
5. Note Payable
On January 29, 1996, the Partnership borrowed $5,941,893 by
pledging lease receivables and granting a security interest in the
related collateral, or equipment, of a specified group of leases
and financing transactions. The borrowing was recorded as a non-
recourse note payable, bears interest at a fixed rate of 7.58%, and
is payable only from receivable proceeds from the portfolio that
has secured it.<PAGE>
</TABLE>
<PAGE>
ICON Cash Flow Partners L. P. Six
(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 or Amendments for the
three months ended March 31, 1996
<PAGE>
<PAGE>
ICON Cash Flow Partners L. P. Six
(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. Six
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>
