10-Q 1 f81517fe10-q.htm 10-Q (FUND XIV) e10-q
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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, 2002

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 0-23158

CRONOS GLOBAL INCOME FUND XIV, L.P.
(Exact name of registrant as specified in its charter)

   
California
(State or other jurisdiction of
incorporation or organization)
94-3163375
(I.R.S. Employer
Identification No.)

One Front 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  [   ].

 


PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets
Statements of Operations
Statements of Cash Flows
Notes to Unaudited Financial Statements
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
PART II — OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
EXHIBIT INDEX


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CRONOS GLOBAL INCOME FUND XIV, L.P.

Report on Form 10-Q for the Quarterly Period
Ended March 31, 2002

TABLE OF CONTENTS

             
        PAGE
       
PART I FINANCIAL INFORMATION  
 
Item 1.   Financial Statements  
 
 
 
Balance Sheets — March 31, 2002 and December 31, 2001 (unaudited)
    4  
 
 
 
Statements of Operations for the three months ended March 31, 2002 and 2001 (unaudited)
    5  
 
 
 
Statements of Cash Flows for the three months ended March 31, 2002 and 2001 (unaudited)
    6  
 
 
 
Notes to Financial Statements (unaudited)
    7  
 
Item 2.
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations
    12  
 
Item 3.   Quantitative and Qualitative Disclosures About Market Risk     15  
 
PART II  —  OTHER INFORMATION  
 
Item 6.
  Exhibits and Reports on Form 8-K     16  

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PART I — FINANCIAL INFORMATION

Item 1.   Financial Statements
           
  Presented herein are the Registrant’s balance sheets as of March 31, 2002 and December 31, 2001, statements of operations for the three months ended March 31, 2002 and 2001, and statements of cash flows for the three months ended March 31, 2002 and 2001.

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Balance Sheets

(Unaudited)

                                     
            March 31,   December 31,
            2002   2001
           
 
       
Assets
               
Current assets:
               
 
Cash and cash equivalents, includes $1,692,649 at March 31, 2002 and $1,605,354 at December 31, 2001 in interest-bearing accounts
  $ 1,709,435     $ 1,620,354  
 
Net lease receivables due from Leasing Company (notes 1 and 2)
    410,745       386,002  
 
   
     
 
     
Total current assets
    2,120,180       2,006,356  
 
   
     
 
Container rental equipment, at cost
    47,323,133       47,825,021  
 
Less accumulated depreciation
    24,145,347       23,707,013  
 
   
     
 
   
Net container rental equipment
    23,177,786       24,118,008  
 
   
     
 
     
Total assets
  $ 25,297,966     $ 26,124,364  
 
   
     
 
       
Partners’ Capital
               
Partners’ capital (deficit):
               
 
General partner
  $ (162,574 )   $ (130,751 )
 
Limited partners
    25,460,540       26,255,115  
 
   
     
 
     
Total partners’ capital
  $ 25,297,966     $ 26,124,364  
 
   
     
 

The accompanying notes are an integral part of these financial statements.

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Statements of Operations

(Unaudited)

                             
        Three Months Ended
       
        March 31,   March 31,
        2002   2001
       
 
Net lease revenue (notes 1 and 3)
  $ 698,809     $ 959,668  
Other operating expenses:
               
 
Depreciation
    706,958       760,850  
 
Other general and administrative expenses
    30,354       49,275  
 
Net loss on disposal of equipment
    91,092       28,634  
 
   
     
 
 
    828,404       838,759  
 
   
     
 
   
(Loss) income from operations
    (129,595 )     120,909  
Other income:
               
 
Interest income
    5,248       19,881  
 
   
     
 
   
Net (loss) income
  $ (124,347 )   $ 140,790  
 
   
     
 
Allocation of net (loss) income:
               
 
General partner
  $ (1,243 )   $ 39,105  
 
Limited partners
    (123,104 )     101,685  
 
   
     
 
 
  $ (124,347 )   $ 140,790  
 
   
     
 
Limited partners’ per unit share of net (loss) income
  $ (0.04 )   $ 0.03  
 
   
     
 

The accompanying notes are an integral part of these financial statements.

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Statements of Cash Flows

(Unaudited)

                         
      Three months Ended
     
      March 31,   March 31,
      2002   2001
     
 
Net cash provided by operating activities
  $ 649,876     $ 914,802  
Cash provided by investing activities:
               
 
Proceeds from disposal of equipment
    141,256       66,044  
Cash used in financing activities:
               
 
Distribution to partners
    (702,051 )     (1,055,457 )
 
   
     
 
Net increase (decrease) in cash and cash equivalents
    89,081       (74,611 )
Cash and cash equivalents at January 1
    1,620,354       1,706,333  
 
   
     
 
Cash and cash equivalents at March 31
  $ 1,709,435     $ 1,631,722  
 
   
     
 

The accompanying notes are an integral part of these financial statements.

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Notes to Unaudited Financial Statements

(1)     Summary of Significant Accounting Policies
 
  (a)     Nature of Operations
 
    Cronos Global Income Fund XIV, L.P. (the “Partnership”) is a limited partnership organized under the laws of the State of California on July 30, 1992, for the purpose of owning and leasing marine cargo containers worldwide to ocean carriers. To this extent, the Partnership’s operations are subject to the fluctuations of world economic and political conditions. Such factors may affect the pattern and levels of world trade. The Partnership believes that the profitability of, and risks associated with, leases to foreign customers is generally the same as those of leases to domestic customers. The Partnership’s leases generally require all payments to be made in United States currency.
 
    Cronos Capital Corp. (“CCC”) is the general partner and, with its affiliate Cronos Containers Limited (the “Leasing Company”), manages the business of the Partnership. CCC and the Leasing Company also manage the container leasing business for other partnerships affiliated with CCC. The Partnership shall continue until December 31, 2012, unless sooner terminated upon the occurrence of certain events.
 
    The Partnership commenced operations on January 29, 1993 when the minimum subscription proceeds of $2,000,000 were obtained. The Partnership offered 4,250,000 units of limited partnership interests at $20 per unit, or $85,000,000. The offering terminated on November 30, 1993, at which time 2,984,309 limited partnership units had been sold.
 
  (b)  Leasing Company and Leasing Agent Agreement
 
    A Leasing Agent Agreement exists between the Partnership and the Leasing Company, 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 one 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, and 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.

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CRONOS GLOBAL INCOME FUND XIV, 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)     Container Rental Equipment
 
    SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets,” was adopted by the Partnership effective January 1, 2002, without a significant impact on its financial statements. In accordance with SFAS No. 144, container rental equipment is considered to be impaired if the carrying value of the asset exceeds the expected future cash flows from related operations (undiscounted and without interest charges). If impairment is deemed to exist, the assets are written down to fair value. Depreciation policies are also evaluated to determine whether subsequent events and circumstances warrant revised estimates of useful lives. Because the Partnership evaluates future cash flows and potential impairment by container type rather than for each individual container, future losses could result for individual container dispositions due to various factors, including age, condition, suitability for continued leasing, as well as the geographical location of containers when disposed. There were no impairment charges to the carrying value of container rental equipment for the three-month periods ended March 31, 2002 and 2001.
 
    In the second quarter of 2001, the Leasing Company undertook a review of the Partnership’s refrigerated container equipment. The purpose of the review was to consider recent changes in the marketplace and economic environment and to identify the consequences, if any, from an accounting perspective. The Leasing Company identified a number of issues that had an impact on the carrying value of certain equipment at June 30, 2001.
 
         i. In 1992, the Montreal Protocol outlawed the production of the R12 refrigerant gas by developed countries. Since that date, shipping lines and leasing companies have operated fleets including refrigerated container equipment with the R12 refrigerant gas (the “R12 Containers”). However, the environmental impact of refrigerant gases has become increasingly prominent. On January 1, 2001, it became illegal for R12 to be handled, other than for disposal, in almost all countries that are members of the European Union.
 
         ii. Several of the major shipping lines that lease from the Leasing Company, as well as other leasing companies, have committed to eliminating R12 Containers from their fleets in 2001. Inventories consisting of R12 Containers will continue to increase as shipping lines redeliver the containers from existing leases.
 
         iii.    During 2000, the Leasing Company completed a number of term leases for R12 Containers. However, over the course of 2001, the factors outlined above, together with the deteriorating economic environment, resulted in a very slow leasing market for R12 Containers. In addition, it is probable that residual prices for R12 Containers will decrease as R12 containers are redelivered from existing leases.

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Notes to Unaudited Financial Statements
           (d)     Container Rental Equipment (continued)
 
    The Leasing Company considered the impact of these factors in June 2001 and decided to change the current marketing strategy for R12 Containers. The Leasing Company concluded that effective July 1, 2001, inventories of R12 Containers would be targeted for immediate sale. The Leasing Company also conducted a review of R12 Containers that were on lease at June 30, 2001.
 
    Assets to be disposed of: In June 2001 the Leasing Company committed to a plan to dispose of 81 R12 Containers with a carrying value of $1,029,674. It was concluded that the carrying value of these R12 containers exceeded fair value and accordingly, an impairment charge of $811,424 was recorded to operations under impairment losses. It is expected that these R12 Containers will be will be disposed of over the next several quarters. During the three-month period ended March 31, 2002, the Partnership sold one refrigerated container which was targeted for sale as of June 30, 2001. The Partnership recognized a gain of $1,750 on this container.
 
    Assets to be held and used: The Leasing Company conducted a review of 210 R12 Containers with a carrying value of $2,529,995 that were on lease at June 30, 2001. It was concluded that the carrying value of these R12 Containers exceeded the future cash flows expected to result from the use of these containers and their eventual disposition, and therefore was not recoverable. Accordingly, in June 2001, a charge of $1,588,661 was recorded to operations under impairment losses. Fair value was determined by discounting future expected cash flows.
 
    Container rental equipment is depreciated using the straight-line basis. Effective June 1, 2001, the estimated depreciable life was changed from a twelve-year life to a fifteen-year life and the estimated salvage value was changed from 30% to 10% of the original equipment cost. The effect of these changes is an increase to depreciation expense of approximately $16,400 from January 1 to March 31, 2002.
 
  (e)  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 accounting principles generally accepted in the United States of America (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 period presented. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the full year.

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Notes to Unaudited Financial Statements

(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 earned by the Leasing Company under operating leases to ocean carriers for the containers owned by the Partnership, as well as proceeds earned from container disposals. Net lease receivables at March 31, 2002 and December 31, 2001 were as follows:

                     
    March 31,   December 31,
    2002   2001
   
 
Gross lease receivables
  $ 1,134,284     $ 1,108,942  
Less:
               
Direct operating payables and accrued expenses
    458,164       437,081  
Damage protection reserve
    49,467       45,251  
Base management fees payable
    113,170       121,095  
Reimbursed administrative expenses
    19,009       22,982  
Allowance for doubtful accounts
    83,729       96,531  
 
   
     
 
Net lease receivables
  $ 410,745     $ 386,002  
 
   
     
 

(3)     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 earned by the Leasing Company under operating leases to ocean carriers for the containers owned by the Partnership. Net lease revenue for the three-month period ended March 31, 2002 and 2001 were as follows:

                     
    Three Months Ended
   
    March 31,   March 31,
    2002   2001
   
 
Rental revenue (note 4)
  $ 1,168,534     $ 1,464,638  
Less:
               
Rental equipment operating expenses
    322,707       329,631  
Base management fees
    79,755       100,775  
Reimbursed administrative expenses
    67,263       74,564  
 
   
     
 
Net lease revenue
  $ 698,809     $ 959,668  
 
   
     
 

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CRONOS GLOBAL INCOME FUND XIV, L.P.

Notes to Unaudited Financial Statements

(4)     Operating Segment
 
  An operating segment is a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the enterprise’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and about which separate financial information is available. Management operates the Partnership’s container fleet as a homogenous unit and has determined that as such it has a single reportable operating segment.
 
  The Partnership derives its revenues from leasing marine cargo containers. As of March 31, 2002, the Partnership operated 8,055 twenty-foot, 3,382 forty-foot and 209 forty-foot high-cube marine dry cargo containers, as well as 501 twenty-foot and 271 forty-foot marine refrigerated cargo containers. A summary of gross lease revenue, by product, for the three-month period ended March 31, 2002 and 2001 follows:

                     
    Three Months Ended
   
    March 31,   March 31,
    2002   2001
   
 
Dry cargo containers
  $ 814,836     $ 985,829  
Refrigerated containers
    353,698       478,809  
 
   
     
 
Total
  $ 1,168,534     $ 1,464,638  
 
   
     
 
           Due to the Partnership’s lack of information regarding the physical location of its fleet of containers when on lease in the global shipping trade, it is impracticable to provide the geographic area information.
 
(5)     New Accounting Pronouncements
 
  In August 2001, the Financial Accounting Standards Board issued SFAS No. 143, “Accounting for Asset Retirement Obligations,” which is effective for all fiscal years beginning after June 15, 2002. This standard requires a company to record the fair value of a liability for an asset retirement obligation in the period in which it is incurred, and a corresponding increase in the carrying value of the related long-lived asset. The Registrant is currently evaluating the impact that SFAS No. 143 will have on its financial statements.

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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.

General

A Leasing Agent Agreement exists between the Registrant and the Leasing Company, whereby the Leasing Company has the responsibility to manage the leasing operations of all equipment owned by the Registrant. Pursuant to the Agreement, the Leasing Company is responsible for leasing, managing and re-leasing the Registrant’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 Registrant, 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. At March 31, 2002, 92% of the original equipment remained in the Registrant’s fleet, as compared to 93% December 31, 2001. The following chart summarizes the composition of the Registrant’s fleet (based on container type) at March 31, 2002.

                                             
        Dry Cargo   Refrigerated
        Containers   Containers
       
 
                        40-Foot           40-Foot
        20-Foot   40-Foot   High-Cube   20-Foot   High-Cube
       
 
 
 
 
Containers on lease:
                                       
 
Master lease
    2,973       992       97       173       37  
 
Term lease (1-5 years)
    2,927       1,184       49       217       130  
 
   
     
     
     
     
 
   
Subtotal
    5,900       2,176       146       390       167  
Containers off lease
    2,155       1,206       63       111       104  
 
   
     
     
     
     
 
Total container fleet
    8,055       3,382       209       501       271  
 
   
     
     
     
     
 
                                                                                   
      Dry Cargo   Refrigerated
      Containers   Containers
     
 
                                      40-Foot                                
      20-Foot   40-Foot   High-Cube   20-Foot   40-Foot
     
 
 
 
 
      Units   %   Units   %   Units   %   Units   %   Units   %
     
 
 
 
 
 
 
 
 
 
Total purchases
    8,778       100 %     3,612       100 %     216       100 %     511       100 %     350       100 %
 
Less disposals
    723       8 %     230       6 %     7       3 %     10       2 %     79       23 %
 
   
     
     
     
     
     
     
     
     
     
 
Remaining fleet at March 31, 2002
    8,055       92 %     3,382       94 %     209       97 %     501       98 %     271       77 %
 
   
     
     
     
     
     
     
     
     
     
 

During 2001, demand for dry cargo containers was adversely affected by the slowdown in the global economy resulting in an excess supply of containers in many locations. As a result of increasing worldwide container inventories during 2001, cautious forecasts for global economic recovery and a reduction in the level of capital available for new production, the demand for new container production declined. Accordingly, prices for new containers reached historic lows, creating further downward pressure on lease per-diem rates and container residual values.

At the end of 2001, the Registrant, CCC and the Leasing Company viewed this slowdown in new container production as having positive short and long-term effects for the container leasing industry. During the first quarter of 2002, the reduction in the level of funding for new container production, as well as a general improvement in the world’s economic climate, contributed to a decline in the level of off-hire container inventories for both leasing companies and shipping lines. During this period, the Registrant experienced an increase in demand for its dry cargo containers. The average monthly utilization of the Registrant’s dry cargo fleet increased from 66% in December 2001 to 69% in March 2002. At April 30, 2002, utilization of the Registrant’s dry cargo fleet had increased to approximately 72%. However, lease per-diem rates, which are influenced by new container prices and borrowing rates, remain depressed. An improvement in lease per-diem rates is not expected until new container prices increase to much higher levels. The Registrant, CCC and the Leasing Company expect the demand for cargo containers to continue to strengthen into the second quarter of 2002. The Leasing Company, on behalf of the Registrant, will seek to exploit the improving demand by repositioning off-hire equipment to locations of greatest demand and by pursuing leasing opportunities through the Leasing Company’s global marketing network.

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Continued improvement throughout the latter part of 2002 will be dependent on the recovery and sustained growth of the global economy.

Despite recent improvements in container leasing market conditions, the effect of the slowdown in global economic conditions on the container leasing industry’s customers, the shipping lines, coupled with their acquisition of new, larger container ships, have created a condition of excess shipping capacity. The uncertainty over the financial strength of the shipping industry appears to favor the larger more established shipping lines. The Registrant, CCC and the Leasing Company continue to remain cautious, with the expectation that some shipping lines, especially those involved with trans-Pacific trade, may experience financial difficulty, insolvency, or consolidation and ultimately influence the demand for leased containers. Although the ultimate outcome, as well as its impact on the container leasing industry and the Registrant’s results of operations is unknown, CCC, on behalf of the Registrant, will work closely with the Leasing Company to monitor outstanding receivables, collections, and credit exposure to various existing and new customers.

The Registrant’s average fleet size and utilization rates for the three-month periods ended March 31, 2002 and March 31, 2001 were as follows:

                           
      Three Months Ended
     
      March 31,   March 31,
      2002   2001
     
 
Average fleet size (measured in twenty-foot equivalent units (TEU))
               
 
Dry cargo containers
    15,369       15,694  
 
Refrigerated containers
    1,046       1,067  
Average utilization rates
               
 
Dry cargo containers
    67 %     69 %
 
Refrigerated containers
    71 %     80 %

Dry cargo container average per-diem rental rates for the three-month period ended March 31, 2002 declined approximately 19%, when compared to the same three-month period in the prior year. Refrigerated container average per-diem rental rates for the three-month period ended March 31, 2002 decreased approximately 12%, when compared to the same three-month period in the prior year.

The primary component of the Registrant’s results of operations is net lease revenue. Net lease revenue is determined by deducting direct operating expenses, management fees and reimbursed administrative expenses, from rental revenues billed by the Leasing Company from the leasing of the Registrant’s containers. Net lease revenue is directly related to the size, utilization and per-diem rental rates of the Registrant’s fleet.

Three Months Ended March 31, 2002 Compared to the Three Months Ended March 31, 2001

Income (loss) from operations for the three months ended March 31, 2002 was a loss of $129,595, as compared to income of $120,909 during the corresponding period of 2001. The loss was primarily due to the cumulative effect of the impact of current market constraints on utilization and per-diem rental rates, and the Registrant’s smaller fleet size.

Net lease revenue of $698,809 for the three months ended March 31, 2002 was $260,859 lower than the corresponding period of 2001. The decrease was due to a $296,104 decline in gross rental revenue (a component of net lease revenue) from the same period in 2001. Gross rental revenue was impacted by the Registrant’s slightly smaller fleet size, lower utilization and per-diem rental rates. Other components of net lease revenue, including management fees and reimbursed administrative expenses, were lower by $28,321 when compared to the corresponding period in 2001, and partially offset the decline in gross lease revenue. Rental equipment operating expenses decreased $6,924 when compared to the corresponding period in 2001. Contributing to the decrease in rental equipment operating expenses were lower repair and maintenance expenses, partially offset by increases in handling costs and the provision for doubtful accounts.

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Depreciation expense of $706,958 for the three-month period March 31, 2002 was $53,892 lower than the same period in 2001 due to a declining fleet size. Effective June 1, 2001, the Registrant changed the estimated life of its rental container equipment from an estimated 12 year life to a 15 year life, and its estimated salvage value from 30% to 10% of original equipment cost. The effect of these changes was an increase in depreciation expense of approximately $16,400 for the three-month period ended March 31, 2002.

Other general and administrative expenses decreased to $30,354 in the first quarter of 2002, from $49,275 in the corresponding period of 2001, a decrease of $18,921. Contributing to this decrease was the reduction of net exchange rates losses.

Net loss on disposal of equipment was a result of the Registrant disposing of 146 containers during the three-month period ended March 31, 2002, as compared to 39 containers during the same period in 2001. These disposals resulted in a loss of $91,092 for the three-month period ended March 31, 2002, as compared to a loss of $28,634 for the three-month period ended March 31, 2001. The Registrant believes that the net loss on container disposals in the three-month period ended March 31, 2002 was a result of various factors including the age, condition, suitability for continued leasing, as well as the geographical location of the containers when disposed. These factors will continue to influence the decision to repair or dispose of a container when it is returned by a lessee, as well as the amount of sales proceeds received and the related gain or loss on container disposals. The level of the Registrant’s container disposals in subsequent periods will also contribute to fluctuations in the net gain or loss on disposals. There were no reductions to the carrying value of container rental equipment during the three-month periods ended March 31, 2002 and 2001.

Liquidity and Capital Resources

Cash from Operating Activities: Net cash provided by operating activities was $649,876 and $914,802 during the first three months of 2002 and 2001, respectively, primarily generated from the billing and collections of net lease revenue.

Cash from Investing Activities: Net cash provided by investing activities during the three-month periods ending March 31, 2002 and 2001, included sales proceeds generated from the sale of rental equipment of $141,256 and $66,044, respectively.

Cash from Financing Activities: Net cash used in financing activities was $702,051 during the first three months of 2002 compared to $1,055,457 in the corresponding period of 2001. These amounts represent distributions to the Registrant’s general and limited partners. The Registrant’s container disposals, as well as current market conditions, should produce lower operating results and, consequently, lower distributions to its partners in subsequent periods. Sales proceeds distributed to its partners may fluctuate in subsequent periods, reflecting the level of container disposals.

Capital Resources

Aside from the initial working capital reserve retained from the gross subscription proceeds (equal to approximately 1% of such proceeds), the Registrant relied primarily on container rental receipts to generate distributions to its general and limited partners, as well as to finance current operating needs. No credit lines are maintained to finance working capital.

New Accounting Pronouncements

In August 2001, the Financial Accounting Standards Board issued SFAS No. 143, “Accounting for Asset Retirement Obligations,” which is effective for all fiscal years beginning after June 15, 2002. This standard requires a company to record the fair value of a liability for an asset retirement obligation in the period in which it is incurred, and a corresponding increase in the carrying value of the related long-lived asset. The Registrant is currently evaluating the impact that SFAS No. 143 will have on its financial statements.

Inflation

The Registrant believes inflation has not had a material adverse effect on the results of its operations.

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Item 3.   Quantitative and Qualitative Disclosures About Market Risk

Exchange rate risk: Substantially all of the Registrant’s revenues are billed and paid in US dollars and a significant portion of costs are billed and paid in US dollars. Of the remaining costs, the majority are individually small, unpredictable and incurred in various denominations and thus are not suitable for cost effective hedging.

The Leasing Company may hedge a portion of the expenses that are predictable and are principally in UK pounds sterling. As exchange rates are outside of the control of the Registrant and Leasing Company, there can be no assurance that such fluctuations will not adversely affect its results of operations and financial condition.

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PART II — OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K

(a)    Exhibits

             
Exhibit        
No.   Description   Method of Filing

 
 
3(a)   Limited Partnership Agreement of the Registrant, amended and restated as of December 2, 1992   *    
 
3(b)   Certificate of Limited Partnership of the Registrant   **  
 
10      Form of Leasing Agent Agreement with Cronos Containers Limited  
***

(b)    Reports on Form 8-K

         No reports on Form 8-K were filed by the Registrant during the quarter ended March 31, 2002.


*   Incorporated by reference to Exhibit “A” to the Prospectus of the Registrant dated December 2, 1992, included as part of Registration Statement on Form S-1 (No. 33-51810)
**   Incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 (No. 33-51810)
***   Incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (No. 33-51810)

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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 XIV, L.P.
 
  By     Cronos Capital Corp.
The General Partner
 
  By /s/ Dennis J. Tietz

Dennis J. Tietz
President and Director of Cronos Capital Corp. (“CCC”)
Principal Executive Officer of CCC
 
  By /s/ John Kallas

John Kallas
Chief Financial Officer and
Director of Cronos Capital Corp. (“CCC”)
Principal Financial and Accounting Officer of CCC

Date: May 10, 2002

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EXHIBIT INDEX
             
Exhibit        
No.   Description   Method of Filing

 
 
3(a)   Limited Partnership Agreement of the Registrant, amended and restated as of December 2, 1992   *    
 
3(b)   Certificate of Limited Partnership of the Registrant   **  
 
10      Form of Leasing Agent Agreement with Cronos Containers Limited  
***


*   Incorporated by reference to Exhibit “A” to the Prospectus of the Registrant dated December 2, 1992, included as part of Registration Statement on Form S-1 (No. 33-51810)
**   Incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 (No. 33-51810)
***   Incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (No. 33-51810)

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