<PAGE> 1
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 QUARTERLY PERIOD ENDED MARCH 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ________ TO ________
Commission file number 0-23886
CRONOS GLOBAL INCOME FUND XV, L.P.
(Exact name of registrant as specified in its charter)
CALIFORNIA 94-3186624
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
444 MARKET STREET, 15TH FLOOR, SAN FRANCISCO, CALIFORNIA 94111
(Address of principal executive offices) (Zip Code)
(415) 677-8990
(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. Yes X . No .
----- -----
<PAGE> 2
CRONOS GLOBAL INCOME FUND XV, L.P.
REPORT ON FORM 10-Q FOR THE QUARTERLY
PERIOD ENDED MARCH 31, 1997
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - March 31, 1997 (unaudited) and December 31, 1996 4
Statements of Operations for the three months ended March 31, 1997 and 1996 (unaudited) 5
Statements of Cash Flows for the three months ended March 31, 1997 and 1996 (unaudited) 6
Notes to Financial Statements (unaudited) 7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations 11
PART II - OTHER INFORMATION
Item 5. Other Materially Important Events 14
Item 6. Exhibits and Reports on Form 8-K 15
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Presented herein are the Registrant's balance sheets as of March 31,
1997 and December 31, 1996, statements of operations for the three
months ended March 31, 1997 and 1996, and statements of cash flows for
the three months ended March 31, 1997 and 1996.
3
<PAGE> 4
CRONOS GLOBAL INCOME FUND XV, L.P.
BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------------- -------------
<S> <C> <C>
Assets
------
Current assets:
Cash and cash equivalents, includes $3,723,867 at March 31, 1997
and $5,508,329 at December 31, 1996 in interest-bearing accounts $ 3,756,930 $ 5,508,568
Net lease receivables due from Leasing Company
(notes 1 and 2) 2,718,929 2,935,397
------------- -------------
Total current assets 6,475,859 8,343,965
------------- -------------
Container rental equipment, at cost 124,283,349 123,720,710
Less accumulated depreciation 15,060,037 13,265,647
------------- -------------
Net container rental equipment 109,223,312 110,455,063
------------- -------------
Organizational costs, net 1,688,652 1,837,545
------------- -------------
$ 117,387,823 $ 120,636,573
============= =============
Liabilities and Partners' Capital
---------------------------------
Current liabilities:
Due to general partner (notes 1 and 3) $ -- $ 31,650
Container rental equipment purchases payable -- 633,000
------------- -------------
Total current liabilities -- 664,650
------------- -------------
Partners' capital (deficit):
General partner (19,308) (19,059)
Limited partners 117,407,131 119,990,982
------------- -------------
Total partners' capital 117,387,823 119,971,923
------------- -------------
$ 117,387,823 $ 120,636,573
============= =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 5
CRONOS GLOBAL INCOME FUND XV, L.P.
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
--------------------------
March 31, March 31,
1997 1996
---------- ----------
<S> <C> <C>
Net lease revenue (notes 1 and 4) $3,141,734 $3,124,126
Other operating expenses:
Depreciation and amortization 1,953,480 1,724,455
Other general and administrative expenses 32,288 43,584
---------- ----------
1,985,768 1,768,039
---------- ----------
Earnings from operations 1,155,966 1,356,087
Other income:
Interest income 60,806 356,916
Net gain on disposal of equipment 25,851 21,428
---------- ----------
86,657 378,344
---------- ----------
Net earnings $1,242,623 $1,734,431
========== ==========
Allocation of net earnings:
General partner $ 191,087 $ 185,481
Limited partners 1,051,536 1,548,950
---------- ----------
$1,242,623 $1,734,431
========== ==========
Limited partners' per unit share of net earnings $ .15 $ .22
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE> 6
CRONOS GLOBAL INCOME FUND XV, L.P.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
-------------------------------
March 31, March 31,
1997 1996
------------ ------------
<S> <C> <C>
Net cash provided by operating activities $ 3,293,893 $ 3,331,890
Net cash provided by (used in) investing activities:
Proceeds from sale of container rental equipment 53,105 127,886
Purchase of container rental equipment (1,211,348) (16,405,451)
Acquisition fees paid to general partner (60,567) (820,273)
------------ ------------
Net cash used in investing activities (1,218,810) (17,097,838)
------------ ------------
Cash flows used in financing activities:
Offering and organizational expenses -- (9,317)
Distribution to partners (3,826,723) (3,673,060)
------------ ------------
Net cash used in financing activities (3,826,723) (3,682,377)
------------ ------------
Net decrease in cash and cash equivalents (1,751,640) (17,448,325)
Cash and cash equivalents at January 1 5,508,570 34,051,217
------------ ------------
Cash and cash equivalents at March 31 $ 3,756,930 $ 16,602,892
============ ============
Supplemental disclosure for cash flow information:
Cash paid during the period for:
Interest $ -- $ 10,967
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
6
<PAGE> 7
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(1) Summary of Significant Accounting Policies
(a) Nature of Operations
Cronos Global Income Fund XV, L.P. (the "Partnership") is a limited
partnership organized under the laws of the State of California on
August 26, 1993, for the purpose of owning and leasing marine cargo
containers, special purpose containers and container related equipment.
Cronos Capital Corp. ("CCC") is the general partner and, with its
affiliate Cronos Containers Limited (the "Leasing Company"), manages
the business of the Partnership. The Partnership shall continue until
December 31, 2012, unless sooner terminated upon the occurrence of
certain events.
The Partnership commenced operations on February 22, 1994, when the
minimum subscription proceeds of $2,000,000 were received from over 100
subscribers (excluding from such count Pennsylvania residents, the
general partner, and all affiliates of the general partner). The
Partnership offered 7,500,000 units of limited partnership interest at
$20 per unit or $150,000,000. The offering terminated on December 15,
1995, at which time 7,151,569 limited partnership units had been
purchased.
As of March 31, 1997, the Partnership operated 25,753 twenty-foot,
8,716 forty-foot and 1,786 forty-foot high- cube marine dry cargo
containers, 463 twenty-foot and 100 forty-foot refrigerated containers
and 229 twenty four thousand-liter tanks.
(b) Leasing Company and Leasing Agent Agreement
The Partnership has entered into a Leasing Agent Agreement whereby the
Leasing Company has the responsibility to manage the leasing operations
of all equipment owned by the Partnership. Pursuant to the Agreement,
the Leasing Company is responsible for leasing, managing and re-leasing
the Partnership's containers to ocean carriers and has full discretion
over which ocean carriers and suppliers of goods and services it may
deal with. The Leasing Agent Agreement permits the Leasing Company to
use the containers owned by the Partnership, together with other
containers owned or managed by the Leasing Company and its affiliates,
as part of a single fleet operated without regard to ownership. Since
the Leasing Agent Agreement meets the definition of an operating lease
in Statement of Financial Accounting Standards (SFAS) No. 13, it is
accounted for as a lease under which the Partnership is lessor and the
Leasing Company is lessee.
The Leasing Agent Agreement generally provides that the Leasing Company
will make payments to the Partnership based upon rentals collected from
ocean carriers after deducting direct operating expenses and management
fees to CCC and the Leasing Company. The Leasing Company leases
containers to ocean carriers, generally under operating leases which
are either master leases or term leases (mostly two to five years).
Master leases do not specify the exact number of containers to be
leased or the term that each container will remain on hire but allow
the ocean carrier to pick up and drop off containers at various
locations; rentals are based upon the number of containers used and the
applicable per-diem rate. Accordingly, rentals under master leases are
all variable and contingent upon the number of containers used. Most
containers are leased to ocean carriers under master leases; leasing
agreements with fixed payment terms are not material to the financial
statements. Since there are no material minimum lease rentals, no
disclosure of minimum lease rentals is provided in these financial
statements.
(Continued)
7
<PAGE> 8
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(c) Basis of Accounting
The Partnership utilizes the accrual method of accounting. Net lease
revenue is recorded by the Partnership in each period based upon its
leasing agent agreement with the Leasing Company. Net lease revenue is
generally dependent upon operating lease rentals from operating lease
agreements between the Leasing Company and its various lessees, less
direct operating expenses and management fees due in respect of the
containers specified in each operating lease agreement.
(d) Financial Statement Presentation
These financial statements have been prepared without audit. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
procedures have been omitted. It is suggested that these financial
statements be read in conjunction with the financial statements and
accompanying notes in the Partnership's latest annual report on Form
10-K.
The preparation of financial statements in conformity with generally
accepted accounting principles (GAAP) requires the Partnership to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the reported period. Actual results could
differ from those estimates.
The interim financial statements presented herewith reflect all
adjustments of a normal recurring nature which are, in the opinion of
management, necessary to a fair statement of the financial condition
and results of operations for the interim periods presented.
(2) Net Lease Receivables Due from Leasing Company
Net lease receivables due from the Leasing Company are determined by
deducting direct operating payables and accrued expenses, base
management fees payable, and reimbursed administrative expenses payable
to CCC and its affiliates from the rental billings payable by the
Leasing Company to the Partnership under operating leases to ocean
carriers for the containers owned by the Partnership. Net lease
receivables at March 31, 1997 and December 31, 1996 were as follows:
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---------- ------------
<S> <C> <C>
Lease receivables, net of doubtful accounts
of $109,656 at March 31, 1997 and $103,642
at December 31, 1996 $4,795,632 $4,774,921
Less:
Direct operating payables and accrued expenses 1,278,657 1,121,152
Damage protection reserve 353,187 369,212
Base management fees 349,612 347,587
Reimbursed administrative expenses 95,247 101,573
---------- ----------
$2,718,929 $2,835,397
========== ==========
</TABLE>
(Continued)
8
<PAGE> 9
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(3) Due to General Partner
The amount due to CCC at December 31, 1996 consists of acquisition fees.
(4) Net Lease Revenue
Net lease revenue is determined by deducting direct operating expenses, base
management fees and reimbursed administrative expenses to CCC and its
affiliates from the rental revenue billed by the Leasing Company under
operating leases to ocean carriers for the containers owned by the
Partnership. Net lease revenue for the three months ended March 31, 1997 and
1996 were as follows:
<TABLE>
<CAPTION>
Three Months Ended
-------------------------
March 31, March 31,
1997 1996
---------- ----------
<S> <C> <C>
Rental revenue $5,156,869 $4,911,247
Less:
Rental equipment operating expenses 1,385,595 1,145,699
Base management fees 358,137 338,120
Reimbursed administrative expenses 271,403 303,302
---------- ----------
$3,141,734 $3,124,126
========== ==========
</TABLE>
9
<PAGE> 10
CRONOS GLOBAL INCOME FUND XV, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(5) Container Rental Equipment Purchases
As of March 31, 1997, the Partnership had purchased the following types of
container rental equipment:
<TABLE>
<CAPTION>
Purchased from
Purchased Container Total
Equipment Type from CCC Manufacturers Purchased
-------------- -------- ------------- ---------
<S> <C> <C> <C>
Dry Cargo Containers:
Twenty-foot 8,357 17,292 25,649
Forty-foot 2,884 5,867 8,751
Forty-foot high-cube 397 1,400 1,797
Refrigerated Cargo Containers:
Twenty-foot 163 300 463
Forty-foot high-cube 100 -- 100
Tank Containers:
24,000-liter 133 96 229
</TABLE>
The aggregate purchase price (excluding acquisition fees) of the
equipment acquired by the Partnership through March 31, 1997 was
$118,371,769, all of which was paid from the Net Proceeds of this
offering. Of the aggregate, $39,848,185 of equipment thereof had been
acquired from CCC or its affiliates, and $78,523,583 of equipment
thereof had been acquired from third-party container manufacturers
located in Taiwan, South Korea, India, Indonesia, the People's Republic
of China, Italy and the United Kingdom. Equipment acquired from CCC or
its affiliates had been purchased by CCC and its affiliates as new
equipment, and was resold to the Partnership at cost, minus the net
revenues earned by CCC in operating the equipment prior to its resale
to the Partnership.
10
<PAGE> 11
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
It is suggested that the following discussion be read in conjunction with the
Registrant's most recent annual report on Form 10-K.
1) Material changes in financial condition between March 31, 1997 and
December 31, 1996.
The Registrant initiated its offering of limited partnership interests
to the public subsequent to December 17, 1993. The Registrant commenced
operations on February 22, 1994 when the minimum subscription proceeds
of $2,000,000 was obtained from at least 100 investors (excluding from
such count, Pennsylvania residents, the general partner, and affiliates
of the general partner). At December 15, 1995, the termination date of
the offering, the Registrant had raised $143,031,380 through the
offering of limited partnership interests, from which it had paid
brokerage commissions, reimbursed CCC for public offering expenses, and
purchased equipment. The following table sets forth the use of said
subscription proceeds as of March 31, 1997.
<TABLE>
<CAPTION>
Percentage of
Amount Gross Proceeds
------------ --------------
<S> <C> <C>
Gross Subscription Proceeds $143,031,380 100.0%
Public Offering Expenses:
Underwriting Commissions 14,303,138 10.0%
Offering and Organization Expenses 2,977,551 2.1%
------------ -----
Total Public Offering Expenses 17,280,689 12.1%
------------ -----
Net Proceeds 125,750,691 87.9%
Acquisition Fees 5,918,588 4.1%
Working Capital Reserve 1,460,334 1.0%
------------ -----
Gross Proceeds Invested in Equipment $118,371,769 82.8%
============ =====
</TABLE>
During the first quarter of 1997, the Registrant expended $633,000 of
unused proceeds to pay for containers purchased and accepted during
1996. Additionally, during the first quarter of 1997, the Registrant
expended $578,348 of cash generated from sales proceeds to pay for
containers purchased from the general partner and manufacturer during
the first quarter of 1997. At March 31, 1997, the Registrant had
approximately $170,000 in cash generated from equipment sales reserved
as part of its cash balances. Throughout the remainder of 1997, the
Registrant expects to continue using cash generated from equipment
sales to purchase and replace containers which have been lost or
damaged beyond repair.
Net lease receivables at March 31, 1997 declined 4% when compared to
December 31, 1996. Contributing to this change was an increase in
direct operating payables and accrued expenses, a component of net
lease receivables. Direct operating payables and accrued expenses
increased 14% from December 31, 1996 due to the increase in costs
associated with lower utilization levels, including handling, storage
and repositioning.
The Registrant's cash distribution from operations for the first
quarter of 1997 was 10.0% (annualized) of the limited partners'
original capital contribution, a decline from 10.5% (annualized) for
the fourth quarter of 1996. These distributions are directly related to
the Registrant's results from operations and may fluctuate accordingly.
11
<PAGE> 12
During 1996, ocean carriers and other transport companies moved away
from leasing containers outright, as declining container prices,
favorable interest rates and the abundance of available capital
resulted in ocean carriers and transport companies purchasing a larger
share of equipment for their own account, reducing the demand for
leased containers. Once the demand for leased containers began to fall,
per-diem rental rates were also adversely affected. These conditions
continued to exist throughout the first quarter of 1997, and had a
mixed impact on the Registrant's utilization rates. Dry cargo
utilization measured 81% at March 31, 1997, unchanged from December 31,
1996. Refrigerated utilization increased from 84% at December 31, 1996
to 90% at March 31, 1997, while tank container utilization declined
from 89% at December 31, 1996 to 85% at March 31, 1997. The Leasing
Company continues to implement various marketing strategies, including
but not limited to, offering incentives to shipping companies,
repositioning containers to high demand locations and focusing towards
term leases and other leasing opportunities including the leasing of
containers for local storage, in order to counter current leasing
market conditions. These conditions are expected to continue throughout
1997, impacting the Registrant's liquidity and capital resources.
2) Material changes in the results of operations between the three-month
periods ended March 31, 1997 and 1996.
Net lease revenue for the first quarter of 1997 was $3,141,734, an
increase of approximately 1% from the first quarter of 1996. Gross
rental revenue (a component of net lease revenue) for the quarter ended
March 31, 1997 was $5,156,869, reflecting an increase of 5% from the
same three-month period in 1996. Gross rental revenue was primarily
impacted by the sluggish market conditions that existed during 1996 and
throughout the first quarter of 1997. These conditions contributed to
lower average dry cargo and refrigerated utilization rates. Average dry
cargo and refrigerated container per-diem rental rates for the
three-month period ended March 31, 1997 declined 6% and 7%,
respectively, when compared to the same period in the prior year, while
tank container per-diem rental rates remained unchanged.
The Registrant's average fleet size and utilization rates for the
three-month periods ended March 31, 1997 and March 31, 1996 were as
follows:
<TABLE>
<CAPTION>
March 31, March 31,
1997 1996
--------- ---------
<S> <C> <C>
Fleet size (measured in twenty-foot
equivalent units (TEU))
Dry cargo containers 46,615 42,387
Refrigerated containers 1,142 596
Tank containers 229 193
Average utilization
Dry cargo containers 81.2% 80.2%
Refrigerated containers 90.0% 64.0%
Tank containers 85.1% 89.7%
</TABLE>
Utilization rates of the Registrant's fleet fluctuated upward and
stabilized, as the Registrant fully invested the remaining unused net
proceeds from its offering in container equipment through the first
half of 1997.
Rental equipment operating expenses were 27% of the Registrant's gross
lease revenue during the three-month period ended March 31, 1997, as
compared to 23% during the three-month period ended March 31, 1996.
This increase was largely attributable to an increase in costs
associated with the Registrant's growing fleet, and costs associated
with fluctuating utilization levels, including handling, storage and
repositioning.
The Registrant disposed of 17 twenty-foot, six forty-foot, and four
forty-foot high-cube marine dry cargo containers during the first
quarter of 1997, as compared to 40 twenty-foot, two forty-foot and two
forty-foot high-cube marine dry cargo containers during the first
quarter of 1996. The decision to repair or dispose of a container is
made when it is returned by a lessee. This decision is influenced by
various factors including the age, condition, suitability for continued
leasing, as well as the geographical location of the container when
disposed. These factors also influence the amount of sales proceeds
received and the related gain on container disposals.
12
<PAGE> 13
As reported in the Registrant's Current Report on Form 8-K and
Amendment No. 1 to Current Report on Form 8-K, filed with the
Commission on February 7, 1997 and February 26, 1997, respectively,
Arthur Andersen, London, England, resigned as auditors of The Cronos
Group, a Luxembourg Corporation headquartered in Orchard Lea, England
(the "Parent Company"), on February 3, 1997.
The Parent Company is the indirect corporate parent of Cronos Capital
Corp., the General Partner of the Registrant. In its letter of
resignation to the Parent Company, Arthur Andersen states that it
resigned as auditors of the Parent Company and all other entities
affiliated with the Parent Company. While its letter of resignation was
not addressed to the General Partner or the Registrant, Arthur Andersen
confirmed to the General Partner that its resignation as auditors of
the entities referred to in its letter of resignation included its
resignation as auditors of Cronos Capital Corp. and the Registrant.
The Registrant does not, at this time, have sufficient information to
determine the impact, if any, that the concerns expressed by Arthur
Andersen in its letter of resignation may have on the future operating
results and financial condition of the Registrant or the Leasing
Company's ability to manage the Registrant's fleet in subsequent
periods. However, the General Partner of the Registrant does not
believe, based upon the information currently available to it, that
Arthur Andersen's resignation was triggered by any concern over the
accounting policies and procedures followed by the Registrant.
Arthur Andersen's report on the financial statements of Cronos Capital
Corp. and the Registrant, for either of the past two years, has not
contained an adverse opinion or a disclaimer of opinion, nor was any
such report qualified or modified as to uncertainty, audit scope, or
accounting principles.
During the Registrant's two most recent fiscal years and the subsequent
interim period preceding Arthur Andersen's resignation, there have been
no disagreements between Cronos Capital Corp. or the Registrant and
Arthur Andersen on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure.
Due to the nature and timing of Arthur Andersen's resignation, the
Parent Company and General Partner were unable to name a successor
auditor on behalf of the Registrant until it retained Moore Stephens,
P.C. ("Moore Stephens") on April 10, 1997, as reported in the
Registrant's Current Report on Form 8-K, filed April 14, 1997.
Cautionary Statement
This Quarterly Report on Form 10-Q contains statements relating to
future results of the Registrant, including certain projections and
business trends, that are "forward-looking statements" as defined in
the Private Securities Litigation Reform Act of 1995. Actual results
may differ materially from those projected as a result of certain risks
and uncertainties, including but not limited to changes in: economic
conditions; trade policies; demand for and market acceptance of leased
marine cargo containers; competitive utilization and per-diem rental
rate pressures; as well as other risks and uncertainties, including but
not limited to those described in the above discussion of the marine
container leasing business under Item 2., Management's Discussion and
Analysis of Financial Condition and Results of Operations; and those
detailed from time to time in the filings of Registrant with the
Securities and Exchange Commission.
13
<PAGE> 14
PART II - OTHER INFORMATION
Item 5. Other Materially Important Events
Equipment Acquisitions
Pursuant to its undertakings made in its Registration Statement No.
33-69356, Section 7.2 (h) of the Partnership Agreement, the Registrant
had purchased the following types of equipment as of March 31, 1997:
<TABLE>
<CAPTION>
Purchased Registrant's
Purchased from from Container Total Average Cost
Equipment Type the General Partner Manufacturers Purchased Per Container
-------------- ------------------- ------------- --------- -------------
<S> <C> <C> <C> <C>
Dry Cargo Containers:
Twenty-foot 8,357 17,292 25,649 $ 2,389
Forty-foot 2,884 5,867 8,751 $ 3,813
Forty-foot high-cube 397 1,400 1,797 $ 4,124
Refrigerated Cargo Containers:
Twenty-foot 163 300 463 $20,224
Forty-foot high-cube 100 -- 100 $23,146
Tank Containers:
24,000-liter 133 96 229 $24,341
</TABLE>
The aggregate purchase price (excluding acquisition fees) of the
equipment acquired by the Registrant through March 31, 1997, was
$118,371,769, all of which was paid from the Net Proceeds of this
offering. Of the aggregate, $39,848,185 of equipment thereof had been
acquired from CCC or its affiliates, and $78,523,583 of equipment
thereof had been acquired from third-party container manufacturers
located in Taiwan, South Korea, India, Indonesia, the People's Republic
of China, Italy, and the United Kingdom. Equipment acquired from CCC or
its affiliates had been purchased by CCC or its affiliates as new
equipment, and was resold to the Registrant at cost, minus the net
revenues earned by CCC in operating the equipment prior to its resale
to the Registrant.
14
<PAGE> 15
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
<TABLE>
<CAPTION>
Exhibit
No. Description Method of Filing
--- ----------- ----------------
<S> <C> <C>
3(a) Limited Partnership Agreement of the Registrant, amended and *
restated as of December 15, 1993
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agent Agreement with Cronos Containers Limited ***
27 Financial Data Schedule Filed with this document
</TABLE>
(b) Reports on Form 8-K
In lieu of filing a current report on Form 8-K, the Registrant has
provided in Part II, Item 5 hereof, a description of its purchase of
marine cargo containers during the three-month period ended March 31,
1997.
The Registrant filed a Report on Form 8-K, dated February 7, 1997 and
Amendment No. 1 to Report on Form 8-K dated February 26, 1997,
reporting the resignation of the Registrant's certifying accountant.
The Registrant filed a Report on Form 8-K, April 14, 1997, reporting
the appointment of the Registrant's successor certifying accountant.
- ----------------
* Incorporated by reference to Exhibit "A" to the Prospectus of the Registrant
dated December 17, 1993, included as part of Registration Statement on
Form S-1 (No. 33-69356)
** Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-69356)
*** Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-69356)
15
<PAGE> 16
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.
CRONOS GLOBAL INCOME FUND XV, L.P.
By Cronos Capital Corp.
The General Partner
By /s/ JOHN KALLAS
--------------------------------------
John Kallas
Vice President, Treasurer
Principal Finance & Accounting Officer
Date: June 16, 1997
16
<PAGE> 17
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
No. Description Method of Filing
--- ----------- ----------------
<S> <C> <C>
3(a) Limited Partnership Agreement of the Registrant, amended and *
restated as of December 15, 1993
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agent Agreement with Cronos Containers Limited ***
27 Financial Data Schedule Filed with this document
</TABLE>
- ----------------
* Incorporated by reference to Exhibit "A" to the Prospectus of the Registrant
dated December 17, 1993, included as part of Registration Statement on
Form S-1 (No. 33-69356)
** Incorporated by reference to Exhibit 3.2 to the Registration Statement on
Form S-1 (No. 33-69356)
*** Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-69356)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AT MARCH 31, 1997 (UNAUDITED) AND THE STATEMENT OF OPERATIONS FOR THE
QUARTERLY PERIOD ENDED MARCH 31, 1997 (UNAUDITED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS INCLUDED AS PART OF ITS
QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD MARCH 31, 1997
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 3,756,930
<SECURITIES> 0
<RECEIVABLES> 2,718,929
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,475,859
<PP&E> 124,283,349
<DEPRECIATION> 15,060,037
<TOTAL-ASSETS> 117,387,823
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 117,387,823
<TOTAL-LIABILITY-AND-EQUITY> 117,387,823
<SALES> 0
<TOTAL-REVENUES> 3,141,734
<CGS> 0
<TOTAL-COSTS> 1,985,768
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,242,623
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
