-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Iava/v/DZMEcjVvS7mrFAriPdppsk5+2Xry9+pn3diknOGEYJj/yiDzdsaD4GUiJ uI2XOP0SjdwAqAaQB5x2pw== 0000785857-96-000003.txt : 19960515 0000785857-96-000003.hdr.sgml : 19960515 ACCESSION NUMBER: 0000785857-96-000003 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATEL CASH DISTRIBUTION FUND CENTRAL INDEX KEY: 0000785857 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 942985201 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-16843 FILM NUMBER: 96562938 BUSINESS ADDRESS: STREET 1: 235 PINE ST 6TH FLR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4159898800 MAIL ADDRESS: STREET 1: 235 PINE STREET SIXTH FL CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FORMER COMPANY: FORMER CONFORMED NAME: ATEL CASH DISTRIBUTION FUND-1986A DATE OF NAME CHANGE: 19870128 10-Q 1 QUARTERLY REPORT ON FORM 10Q Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |X| Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly 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 000-16843 ATEL Cash Distribution Fund, a California Limited Partnership (Exact name of registrant as specified in its charter) California 94-2985201 (State or other jurisdiction of (I. R. S. Employer incorporation or organization) Identification No.) 235 Pine Street, 6th Floor, San Francisco, California 94104 (Address of principal executive offices) Registrant's telephone number, including area code: (415) 989-8800 Indicate by a 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 |_| DOCUMENTS INCORPORATED BY REFERENCE None PART I. FINANCIAL INFORMATION Item 1. Financial Statements. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) BALANCE SHEETS MARCH 31, 1996 AND DECEMBER 31, 1995 (Unaudited) ASSETS 1996 1995 ---- ---- Cash and cash equivalents $76,639 $91,084 Accounts receivable, net of allowance for doubtful accounts of $22,097 in 1996 and 1995 11,486 6,098 Investments in leases and equipment 509,362 552,050 =============== ================ Total assets $597,487 $649,232 =============== ================ LIABILITIES AND PARTNERS' CAPITAL Non-recourse debt $181,929 $190,568 Accounts payable, trade and other 6,798 10,179 Deposits due to lessees 12,914 12,914 Accrued interest 1,404 1,471 Unearned lease income - 915 --------------- ---------------- Total liabilities 203,045 216,047 Partners' capital: General partners 20,208 19,914 Limited partners 374,234 413,271 --------------- ---------------- Total partners' equity 394,442 433,185 --------------- ---------------- Total liabilities and partners' capital $597,487 $649,232 =============== ================ See accompanying notes. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF OPERATIONS THREE MONTH PERIODS ENDED MARCH 31, 1996 AND 1995 (Unaudited) 1996 1995 ---- ---- Revenues: Lease income: Operating $29,196 $21,677 Direct financing 13,028 17,584 Gain (loss) on sale of lease assets 5,196 9,839 Gain on sale of marketable securities - 68,158 Interest income 146 320 Other 9 12 --------------- ---------------- 47,575 117,590 --------------- ---------------- Expenses: Depreciation and amortization 11,010 1,770 Interest 4,280 - Other 1,602 2,515 Professional fees 1,238 8,405 Provision for losses - 1,408 --------------- ---------------- 18,130 14,098 --------------- ---------------- Net income (loss) $29,445 $103,492 =============== ================ Net income (loss): General Partners $294 $1,035 Limited Partners 29,151 102,457 --------------- ---------------- $29,445 $103,492 =============== ================ Net income (loss) per Limited Partnership unit $1.46 $5.13 Weighted average number of units outstanding 19,962 19,962 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL THREE MONTHS ENDED MARCH 31, 1996
Limited Partners General Units Amount Partners Total Balance December 31, 1995 19,962 $413,271 $19,914 $433,185 Net income 29,151 294 29,445 Distributions (68,188) (68,188) ----------------- -------------- --------------- ---------------- Balance March 31, 1996 19,962 $374,234 $20,208 $394,442 ================= ============== =============== ================
See accompanying notes. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF CASH FLOWS THREE MONTH PERIODS ENDED MARCH 31, 1996 AND 1995 (Unaudited) 1996 1995 ---- ---- Operating activities: Net income (loss) $29,445 $103,492 Adjustments to reconcile net income (loss) income to net cash provided by operations: Depreciation and amortization expense 11,010 1,770 (Gain) loss on sale of assets (5,196) (9,839) Gain on sale of marketable securities - (68,158) Provision for losses - 1,408 Changes in operating assets and liabilities: Accounts receivable (5,388) 3,606 Accrued interest (67) - Unearned operating lease income (915) (988) Accounts payable, other (3,381) (10,719) --------------- ---------------- Net cash provided by operations 25,508 20,572 --------------- ---------------- Investing activities: Proceeds from sale of marketable securities - 68,158 Proceeds from sale of lease assets 13,999 30,000 Reductions in net investment in direct financing leases 22,875 18,318 --------------- ---------------- Net cash provided by investing activities 36,874 116,476 --------------- ---------------- Financing activities: Distributions to limited partners (68,188) (218,201) Repayments of non-recourse debt (8,639) - --------------- ---------------- Net cash used in financing activities (76,827) (218,201) --------------- ---------------- Net decrease in cash and cash equivalents (14,445) (81,153) Cash and cash equivalents at beginning of period 91,084 203,776 --------------- ---------------- Cash and cash equivalents at end of period $76,639 $122,623 =============== ================ Supplemental disclosures of cash flow information: Cash paid during the period for interest $4,347 =============== See accompanying notes. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS MARCH 31, 1996 (Unaudited) 1. Interim financial statements: The unaudited interim financial statements reflect all adjustments which are, in the opinion of the general partners, necessary to a fair statement of financial position and results of operations for the interim periods presented. All such adjustments are of a normal recurring nature. These unaudited interim financial statements should be read in conjunction with the most recent report on Form 10K. 2. Investment in leases and equipment: The Partnership's investment in leases consists of the following:
Depreciation Expense or December 31, Amortization March 31, 1995 of Leases Dispositions 1996 ---- --------- -------------- ---- Net investment in operating leases $301,079 ($10,783) ($8,803) $281,493 Net investment in direct financing leases 252,989 (22,875) - 230,114 Initial direct costs 2,344 (227) - 2,117 Reserve for losses (4,362) - - (4,362) ================= ============== =============== ================ $552,050 ($33,885) ($8,803) $509,362 ================= ============== =============== ================
Operating leases: The following schedule provides an analysis of the Partnership's investment in property on operating leases by major classifications as of December 31, 1995, additions and dispositions during the quarter ended March 31, 1996 and as of March 31, 1996.
December 31, 1st Quarter March 31, 1995 Additions Dispositions 1996 ---- --------- ------------ ---- Materials handling $271,352 ($25,755) $245,597 Food processing 208,787 - 208,787 Motor vehicles 120,663 (16,052) 104,611 Manufacturing equipment 35,653 -35,653 ----------------- -------------- --------------- ---------------- 636,455 (41,807) 594,648 Less accumulated depreciation (335,376) ($10,783) 33,004 (313,155) ----------------- -------------- --------------- ---------------- $301,079 ($10,783) ($8,803) $281,493 ================= ============== =============== ================
Equipment on operating leases was acquired in 1987, 1988, 1989, 1990, 1992, 1993 and 1995. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS MARCH 31, 1996 (Unaudited) 2. Investment in leases and equipment: (continued) At March 31, 1996, the aggregate amounts of future minimum lease payments from direct financing leases and operating leases are as follows: Direct Financing Operating Total 1996 $107,704 $59,254 $166,958 1997 143,606 52,837 196,443 1998 51,091 51,948 103,039 1999 - 51,948 51,948 2000 - 25,974 25,974 ================= ============== =============== $302,401 $215,987 $518,388 ================= ============== =============== 4. Non-recourse debt: At March 31, 1996, non-recourse debt consisted of a note payable to a financial institution of $190,568. The notes is due in monthly payments of $4,329. Interest on the note is at the rate of 9.264%. The note is secured by an assignment of lease payments and a pledge of assets. Future minimum principal payments of non-recourse debt are as follows: Year ending December 31, Principal Interest Total 1996 $27,149 $11,812 $38,961 1997 39,248 12,700 51,948 1998 43,042 8,906 51,948 1999 47,204 4,744 51,948 2000 25,286 688 25,974 ================= ============== =============== $181,929 $38,850 $220,779 ================= ============== =============== (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS MARCH 31, 1996 (Unaudited) 5. Related party transactions: The terms of the Limited Partnership Agreement provide that the General Partners and/or their Affiliates are entitled to receive certain fees for equipment acquisition, management and resale and for management of the Partnership. The General Partners earned partnership management fees equal to 5% of cash distributed from operations and equipment management fees equal to 2% of full payout lease rentals and 5% of operating lease rentals pursuant to the Limited Partnership Agreement. Effective April 1, 1994, the General Partners elected to waive all management fees. The Limited Partnership Agreement allows for the reimbursement of costs incurred by ATEL in providing administrative services to the Partnership. Administrative services provided include partnership accounting, investor relations, legal counsel and lease and equipment documentation. ATEL is not reimbursed for services where it is entitled to receive a separate fee as compensation for such services, such as acquisition and disposition of equipment. Reimbursable costs incurred by ATEL are allocated to the Partnership based upon actual time incurred by employees working on Partnership business and an allocation of rent and other costs based on utilization studies. Effective May 1, 1994, the General Partners have elected to waive all reimbursements of administrative costs. In 1995, $16,892 was waived. Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations Capital Resources and Liquidity At March 31, 1996, the Partnership had cash balances of $76,639. Of this amount, $20,740 was held for reserves. The balance was held for distribution to the Limited Partners. During the quarter, the Partnership's primary sources of liquidity were cash flows from leasing operations and from sales of assets. The liquidity of the Partnership will vary in the future, increasing to the extent cash flows from operations and proceeds from asset sales exceed expenses, and decreasing as distributions are made to the Limited Partners and to the extent expenses exceed cash flows from leases and proceeds from asset sales. The Partnership currently has available adequate reserves to meet contingencies. Since 1986, the Partnership had borrowed approximately $2,818,000. The outstanding balance at March 31, 1996 was $181,929. There were no new borrowings between December 31, 1995 and March 31, 1996. The borrowings were generally non-recourse to the Partnership, that is the only recourse of the lender upon default by the lessee on the underlying lease was to the equipment or corresponding lease acquired with the loan proceeds. The Partnership Agreement limits such borrowings to 80% of the total cost of equipment, in aggregate. Cash flows from operations increased from $20,572 in 1995 to $25,508 in 1996. This increase of approximately $5,000 was primarily due to an increase in lease revenues of $2,963 compared to the first quarter of 1995. In future periods, proceeds from the sales of assets are expected to be the Partnership's most significant source of cash. Cash provided by investing activities sources decreased from $116,476 in 1995 to $36,874 in 1996. Proceeds from the sale of lease assets decreased by $16,001 compared to 1995. The sale of DBCC stock provided $68,158 in 1995, where none was provided in 1996. Proceeds from lease asset sales are not expected to be comparable from one year to another or from one quarter to another. The timing of such sales is dependent upon the expirations of existing leases and negotiated sales of the assets to either the lessees or to third parties. The cash provided by the reduction of the Partnership's net investment in direct financing leases increased from $18,318 in 1995 to $22,875 in 1996. These amounts represent lease rents applied to reduce the net investment in such leases and have decreased as leases have expired and as the underlying assets have been sold over the last year. Cash used in financing activities decreased from $218,201 in 1995 to $76,827 in 1996. All debt had been repaid before the first quarter of 1995 began and therefore, there were no debt payments in 1995. Additional borrowings in the second quarter of 1995 gave rise to the repayments in the first quarter of 1996. Distributions decreased compared to 1995 and are expected to fluctuate in the future depending on the amounts of cash available for such distributions. There were no financing sources of cash in the first quarter of either 1996 or 1995. The Partnership made a distribution of cash from operations to the Limited Partners in April 1996. This distribution was based on the results of operations and asset sales in the first quarter of 1996. The amount of the distribution was $2.50 per Unit (which is equal to an annualized rate of 2.0%). If inflation in the general economy becomes significant, it may affect the Partnership inasmuch as the residual (resale) values and rates on re-leases of the Partnership's leased assets may increase as the costs of similar assets increase. However, the Partnership's revenues from existing leases would not increase, as such rates are generally fixed for the terms of the leases without adjustment for inflation. If interest rates increase significantly, the lease rates that the Partnership can obtain on future leases will be expected to increase as the cost of capital is a significant factor in the pricing of lease financing. Leases already in place, for the most part, would not be affected by changes in interest rates. Results of Operations As of December 29, 1986, the Partnership commenced operations in its primary business (leasing activities). Operations in the first quarter of 1996 resulted in net income of $29,445 compared $103,492 in the previous year. The change from the prior year was due to several factors. The most significant of these was the gain realized in 1995 on the sale of common stock of Data Broadcasting Corporation (DBCC)($68,158) received as a partial settlement of the 1991 bankruptcy of Financial News Network (FNN), a former lessee of the Partnership. Depreciation expense increased by $9,240. This increase resulted from depreciation of assets acquired in the second quarter of 1995. This was partially offset by a decrease in professional fees. The results of operations in future periods are expected vary significantly from those of the first quarter of 1996 as the Partnership's lease portfolio of capital equipment matures. Revenues from leases are expected to decline as leased assets come off lease and are sold or re-leased at lower lease rates. The effect on net income is not determinable as it will depend to a large degree on the amounts received from the sales of assets or from re-leases to either the same or new lessees once the initial lease terms expire. PART II. OTHER INFORMATION Item 1. Legal Proceedings. Inapplicable. Item 2. Changes In Securities. Inapplicable. Item 3. Defaults Upon Senior Securities. Inapplicable. Item 4. Submission Of Matters To A Vote Of Security Holders Inapplicable. Item 5. Other Information. Inapplicable. Item 6. Exhibits And Reports On Form 8-K. (a) Documents filed as a part of this report 1. Financial Statements Included in Part I of this report: Balance Sheets, March 31, 1995 and December 31, 1996 Statements of operations for the three month periods ended March 31, 1996 and 1995 Statement of changes in partners' capital for the three months ended March 31, 1996 Statements of cash flows for the three month periods ended March 31, 1996 and 1995 Notes to the Financial Statements 2. Financial Statement Schedules All schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted. (b) Report on Fork 8-K None 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. Date: May 10, 1996 ATEL Cash Distribution Fund, a California Limited Partnership (Registrant) By: /s/ A. J. BATT A. J. Batt, General Partner of registrant By: /s/ DEAN L. CASH Dean Cash, General Partner of registrant By: /s/ F. RANDALL BIGONY F. Randall Bigony Principal financial officer of registrant By: /s/ DONALD E. CARPENTER Donald E. Carpenter, Principal accounting officer of registrant EX-27 2 FDS --
5 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 76639 0 33583 22097 0 0 0 0 597487 0 0 0 0 0 394442 597487 0 47575 0 0 13850 0 4280 29445 0 29445 0 0 0 29445 0 0
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