-----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, QWATDojyFRkjS4V1l2o34ukrwfu1uQhbPhYgW6pD+gS26tTwqveu0R1HFtYOpua+ iO4zdekGZl1FKcCDPzIGCw== 0000785857-97-000002.txt : 19970515 0000785857-97-000002.hdr.sgml : 19970515 ACCESSION NUMBER: 0000785857-97-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970514 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: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-16843 FILM NUMBER: 97603730 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 10QSB 1 QUARTERLY REPORT ON FORM 10QSB Form 10-QSB 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, 1997 |_| 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 SHEET MARCH 31, 1997 (Unaudited) ASSETS Cash and cash equivalents $238,066 Investments in leases and equipment 212,238 ---------------- Total assets $450,304 ================ LIABILITIES AND PARTNERS' CAPITAL Non-recourse debt $145,305 Accounts payable, trade and other 48,349 Accrued interest 1,122 ---------------- Total liabilities 194,776 Partners' capital: General partners 21,055 Limited partners 234,473 ---------------- Total partners' equity 255,528 ---------------- Total liabilities and partners' capital $450,304 ================ See accompanying notes. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF OPERATIONS THREE MONTH PERIODS ENDED MARCH 31, 1997 AND 1996 (Unaudited) 1997 1996 ---- ---- Revenues: Lease income: Operating $24,174 $29,196 Direct financing 3,572 13,028 Interest income 576 146 Other 646 9 --------------- ---------------- 28,968 42,379 --------------- ---------------- Expenses: Depreciation and amortization 9,509 11,010 Interest 3,439 4,280 Other 2,184 1,602 Professional fees 1,269 1,238 --------------- ---------------- 16,401 18,130 --------------- ---------------- Net income $12,567 $24,249 =============== ================ Net income: General Partners $126 $242 Limited Partners 12,441 24,007 --------------- ---------------- $12,567 $24,249 =============== ================ Net income per Limited Partnership unit $0.62 $1.20 Weighted average number of units outstanding 19,962 19,962 STATEMENT OF CHANGES IN PARTNERS' CAPITAL THREE MONTHS ENDED MARCH 31, 1997 (Unaudited)
Limited Partners General Units Amount Partners Total Balance December 31, 1996 19,962 $277,924 $20,929 $298,853 Net income 12,441 126 12,567 Distributions (55,892) (55,892) ----------------- -------------- --------------- ---------------- Balance March 31, 1997 19,962 $234,473 $21,055 $255,528 ================= ============== =============== ================
See accompanying notes. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) STATEMENTS OF CASH FLOWS THREE MONTH PERIODS ENDED MARCH 31, 1997 AND 1996 (Unaudited)
1997 1996 ---- ---- Operating activities: Net income $12,567 $29,445 Adjustments to reconcile net income income to net cash provided by operations: Depreciation and amortization expense 9,509 11,010 Gain on sale of assets - (5,196) Changes in operating assets and liabilities: Accounts receivable 25,877 (5,388) Accrued interest (73) (67) Unearned operating lease income - (915) Accounts payable, other 37,175 (3,381) --------------- ---------------- Net cash provided by operations 85,055 25,508 --------------- ---------------- Investing activities: Reductions in net investment in direct financing leases 12,960 22,875 Proceeds from sale of lease assets - 13,999 --------------- ---------------- Net cash provided by investing activities 12,960 36,874 --------------- ---------------- Financing activities: Distributions to limited partners (55,892) (68,188) Repayments of non-recourse debt (9,475) (8,639) --------------- ---------------- Net cash used in financing activities (65,367) (76,827) --------------- ---------------- Net increase (decrease) in cash and cash equivalents 32,648 (14,445) Cash and cash equivalents at beginning of period 205,418 91,084 --------------- ---------------- Cash and cash equivalents at end of period $238,066 $76,639 =============== ================ Supplemental disclosures of cash flow information: Cash paid during the period for interest: $1,122 $4,347 =============== ================
See accompanying notes. ATEL CASH DISTRIBUTION FUND (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS MARCH 31, 1997 (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, 1996 of Leases 1997 ---- --------- ---- Net investment in operating leases $200,690 ($9,509) $191,181 Net investment in direct financing leases 40,467 (12,960) 27,507 Reserve for losses (6,450) - (6,450) -------------- --------------- ---------------- $234,707 ($22,469) $212,238 ============== =============== ================
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, 1996, additions and dispositions during the quarter ended March 31, 1997 and as of March 31, 1997. December 31, Depreciation March 31, 1996 Expense 1997 ---- ------- ---- Materials handling $220,787 $220,787 Food processing $208,787 208,787 Motor vehicles 30,263 30,263 Manufacturing equipment 35,653 35,653 -------------- --------------- ---------------- 495,490 495,490 Less accumulated depreciation (294,800) ($9,509) (304,309) -------------- --------------- ---------------- $200,690 ($9,509) $191,181 ============== =============== ================ 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, 1997 (Unaudited) 2. Investment in leases and equipment: (continued) At March 31, 1997, the aggregate amounts of future minimum lease payments from direct financing leases and operating leases are as follows: Direct Financing Operating Total --------- --------- ----- 1997 $49,594 $43,931 $93,525 1998 - 51,948 51,948 1999 - 51,948 51,948 2000 - 25,974 25,974 ----------------- -------------- --------------- $49,594 $173,801 $223,395 ================= ============== =============== 4. Non-recourse debt: At March 31, 1997, non-recourse debt consisted of a note payable to a financial institution of $145,305. 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 1997 $29,773 $29,773 $59,546 1998 43,042 8,906 51,948 1999 47,204 4,744 51,948 2000 25,286 688 25,974 ----------------- -------------- --------------- $145,305 $44,111 $189,416 ================= ============== =============== (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO FINANCIAL STATEMENTS MARCH 31, 1997 (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. Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations Capital Resources and Liquidity At March 31, 1997, the Partnership had cash balances of $238,066. Of this amount, $182,174 was held for reserves. The balance was held for distribution to the Limited Partners in April 1997. During the quarter, the Partnership's primary sources of liquidity were cash flows from operating leases. 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, 1997 was $145,305. There were no new borrowings between December 31, 1996 and March 31, 1997. 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 $25,508 in 1996 to $85,055 in 1997. The increase resulted from collections of accounts receivable and from increases in payables and accrued liabilities. These were partially offset by decreases in lease revenues compared to 1996. Cash provided by investing activities decreased compared to 1996. In 1997, there were no first quarter asset sales, compared to $13,999 in 1996. In addition, cash provided by direct financing leases decreased from $22,875 in 1996 to $12,960 in 1997. This decrease resulted from scheduled lease terminations and sales of the related asets over the last year. These cash flows are expected to decrease as the underlying leases reach their scheduled terminations. Cash used in financing activities decreased from $76,827 in 1996 to $65,367 in 1997. Repayments of debt increased from $8,639 in 1996 to $9,425 in 1997 due to scheduled debt payments. Distributions decreased compared to 1996 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 1997 or 1996. The Partnership made a distribution of cash from operations to the Limited Partners in April 1997. This distribution was based on the results of operations and asset sales in the first quarter of 1997. 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 1997 resulted in net income of $12,567 compared $29,445 in the previous year. The change from the prior year was due to several factors. The most significant cause of the decrease was the decline in direct financing lease revenues from $13,028 in 1996 to $3,572 in 1997. the decline was due to scheduled lease terminations and sales of most of the related assets. Operating lease revenues and depreciation expense are directly related to each other and the decline in each of them is due to the same cause as the decrease in direct financing lease revenues. The results of operations in future periods are expected vary significantly from those of the first quarter of 1997 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 Sheet, March 31, 1997. Statements of operations for the three month periods ended March 31, 1997 and 1996 Statement of changes in partners' capital for the three months ended March 31, 1997. Statements of cash flows for the three month periods ended March 31, 1997 and 1996. 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 12, 1997 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-31-1997 JAN-01-1997 MAR-31-1997 238,066 0 0 0 0 0 0 0 450,304 0 0 0 0 0 255,528 450,304 0 28,968 0 0 9,128 0 3,439 12,567 0 12,567 0 0 0 12,567 0 0
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