-----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, TFC0A+Iv+vxCBED4SMp3hRlmC4HDHvvCf0R/d56KZp9Cvt/TneejEdTiittw5GCd cjCjbirPuMeEjyGO5Dqerg== 0001047469-98-006397.txt : 19980218 0001047469-98-006397.hdr.sgml : 19980218 ACCESSION NUMBER: 0001047469-98-006397 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980217 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN INCOME FUND I-C CENTRAL INDEX KEY: 0000868679 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 043077437 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-53411 FILM NUMBER: 98541281 BUSINESS ADDRESS: STREET 1: 98 N WASHINGTON STREET CITY: BOSTON STATE: MA ZIP: 02114 BUSINESS PHONE: 6178545800 MAIL ADDRESS: STREET 1: 98 N WASHINGTON STREET CITY: BOSTON STATE: MA ZIP: 02114 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OLD NORTH CAPITAL LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0001055021 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 043267591 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 88 BROAD STREET CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6178545800 MAIL ADDRESS: STREET 1: 88 BROAD STREET CITY: BOSTON STATE: MA ZIP: 02110 SC 13D 1 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. __)* American Income Fund I-C, a Massachusetts Limited Partnership ---------------------------------------------------------------- (Name of Issuer) Units Representing Limited Partnership Interest ------------------------------------------------------ (Title of Class of Securities) None ---------------------------------------------------------------- (CUSIP Number) Gary D. Engle, President, ONC I Corp. 88 Broad Street, Boston, Massachusetts 02110 (617) 854-5800 ---------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 30, 1998 -------------------------------------------------------- (Date of Event which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box //. NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. SCHEDULE 13D CUSIP No. None Page 2 of 8 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Old North Capital Limited Partnership 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) // (b) // 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) // 6 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts NUMBER OF 7 SOLE VOTING POWER SHARES 124,851.23 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY None EACH 9 SOLE DISPOSITIVE POWER REPORTING 124,851.23 PERSON 10 SHARED DISPOSITIVE POWER WITH None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 124,851.23 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES // 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 15.5% 14 TYPE OF REPORTING PERSON PN SCHEDULE 13D CUSIP No. None Page 3 of 8 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Gary D. Engle 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) // (b) // 3 SEC USE ONLY 4 SOURCE OF FUNDS AF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) // 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF 7 SOLE VOTING POWER SHARES 141,387(1) BENEFICIALLY 8 SHARED VOTING POWER OWNED BY None EACH REPORTING 9 SOLE DISPOSITIVE POWER 141,387(1) PERSON WITH 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 141,387(1) (1)Beneficial ownership disclaimed. 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES // 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.6% 14 TYPE OF REPORTING PERSON IN SCHEDULE 13D CUSIP No. None Page 4 of 8 Pages ITEM 1. SECURITY AND ISSUER This Statement relates to units (the "Units") representing limited partnership interest of American Income Fund I-C, a Massachusetts Limited Partnership (the "Issuer"), which has its principal executive offices at 88 Broad Street, Boston, Massachusetts 02110. ITEM 2. IDENTITY AND BACKGROUND The persons filing this Statement are Old North Capital Limited Partnership (the "Partnership") and Gary D. Engle. The Partnership is a Massachusetts limited partnership engaged in the business of acquiring, owning, leasing, financing, pledging and otherwise encumbering, disposing of and otherwise dealing with real and/or personal property, including economic interests in any one or more other partnerships or entities or pursuant to any contract, agreement or instrument. The general partner of the Partnership is ONC I Corp. (the "General Partner"), a Massachusetts corporation. The sole activity of the General Partner is acting as the general partner of the Partnership. Mr. Engle, James A. Coyne and Geoffrey A. MacDonald are the executive officers and directors of the General Partner; each of them is a U.S. citizen. Mr. Engle is President and Chief Executive Officer of Equis Corporation, the general partner of Equis Financial Group Limited Partnership ("Equis"), Mr. Coyne is Executive Vice President, Capital Markets, of Equis Corporation and Mr. MacDonald is Chairman of Equis Corporation. Equis is a Massachusetts limited partnership engaged primarily in the business of managing leased assets and funds holding leased assets. Mr. Engle controls the General Partner. Mr. Engle also controls the general partner of the Issuer. The business address of each of the Partnership, the General Partner and Mr. MacDonald is 88 Broad Street, Boston, Massachusetts 02110. The business address of each of Equis, Mr. Engle and Mr. Coyne is One Canterbury Green, Stamford, Connecticut 06901. During the last five years, neither the Partnership or Mr. Engle, nor, to the best knowledge of the Partnership and Mr. Engle, any of the other persons named in this Item 2, (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION On January 30, 1998, the Partnership acquired 123,279.23 Units for an aggregate cash purchase price of $716,560.89. The source of the funds used in making the purchase was the working capital of the Partnership. SCHEDULE 13D CUSIP No. None Page 5 of 8 Pages ITEM 4. PURPOSE OF TRANSACTION The Partnership acquired the 123,279.23 Units in a privately-negotiated transaction that was initiated by the seller. The Partnership did not acquire the Units with the intent of influencing the general partner of the Issuer or the business of the Issuer. The value of the Issuer's equipment portfolio decreases over time due to depreciation resulting from the age and usage of the equipment. As a result, the Issuer's fixed costs related to operating as a public entity increase as a percentage of the Issuer's equipment value. The general partner of the Issuer, which, like the Partnership, is controlled by Mr. Engle, is evaluating a variety of transactions that will reduce the Issuer's prospective costs and therefore enhance the overall value of the Units. Such a transaction could involve the sale of the Issuer's remaining equipment or it could be one that would permit the consolidation of the Issuer's expenses with other similarly-organized leasing programs. The ability of the general partner of the Issuer to conclude any such transaction is conditioned on a number of factors, including the market for used equipment, the market for securities of equipment-leasing companies and the Issuer's ability to resolve its currently outstanding litigation. There are no assurances that any transaction will be effectuated. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As of the date of this Statement, the Partnership beneficially owns 124,851.23 Units, representing approximately 15.5% of the outstanding Units, and Mr. Engle beneficially owns 141,387 Units, representing approximately 17.6% of the outstanding Units. Of the Units beneficially owned by Mr. Engle, 124,851.23 are beneficially owned by the Partnership and 16,536 are beneficially owned by Atlantic Acquisition Limited Partnership, a Massachusetts limited partnership that is controlled by Mr. Engle. No other person named in Item 2 owns any Units. The Partnership disclaims any beneficial ownership of the Units owned by Atlantic, and Mr. Engle disclaims any beneficial ownership of the Units owned by the Partnership or Atlantic. The Partnership has sole power to vote and to dispose of the Units owned by it, and Atlantic has sole power to vote and to dispose of the Units owned by it. Except as described in Item 3 above, there have been no transactions in Units of the Issuer by the Partnership, Mr. Engle or any of the other persons identified in Item 2 above during the 60-day period prior to the date of this Statement. Except for the respective partners comprising the Partnership and Atlantic, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Units owned by the Partnership or Atlantic. SCHEDULE 13D CUSIP No. None Page 6 of 8 Pages ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Not applicable. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Joint Filing Agreement dated February 10, 1998, between Old North Capital Limited Partnership and Gary D. Engle. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. OLD NORTH CAPITAL LIMITED February 10, 1998 PARTNERSHIP - ----------------------- Date By: ONC I Corp., its general partner By: /s/ Gary D. Engle ------------------------ Name: Gary D. Engle Title: President February 10, 1998 /s/ Gary D. Engle - ----------------------- ----------------------- Date Name: Gary D. Engle SCHEDULE 13D CUSIP No. None Page 7 of 8 Pages EXHIBIT INDEX Exhibit Page Number - ------- ------------- Joint Filing Agreement dated February 10, 1998, between Old 8 North Capital Limited Partnership and Gary D. Engle. EX-1 2 EXHIBIT 1 SCHEDULE 13D CUSIP No. None Page 8 of 8 Pages Exhibit 1 --------- JOINT FILING AGREEMENT As required by Rule 13d-1(f) of the General Rules and Regulations under the Securities Exchange Act of 1934, we hereby agree that the statement on Schedule 13D to which this Agreement is an Exhibit is filed on behalf of each of us. IN WITNESS WHEREOF, this Agreement has been executed on behalf of each of us as of February 10, 1998. OLD NORTH CAPITAL LIMITED PARTNERSHIP By: ONC I Corp., its general partner By: /s/ Gary D. Engle ------------------------- Name: Gary D. Engle Title: President /s/ Gary D. Engle --------------------------- Name: Gary D. Engle -----END PRIVACY-ENHANCED MESSAGE-----