Prospectus Supplement filed pursuant to Rule 424(b)(3)
SUPERSEDES PRIOR
SUPPLEMENTS
ATEL 15, LLC
SUPPLEMENT
DATED MARCH 31, 2012
TO
PROSPECTUS DATED OCTOBER 28, 2011
OF
ATEL 15, LLC (The “Fund”)
TABLE OF CONTENTS
The Fund’s Prospectus is hereby supplemented as set forth herein. This supplement is a part of and must be accompanied by the Fund’s Prospectus dated October 28, 2011. Terms not otherwise defined herein have the meaning defined in the Prospectus.
Status of the Offering
As of December 21, 2011, the Fund had received and accepted subscriptions for in excess of 120,000 Units for total subscription proceeds in excess of the minimum offering amount of $1,200,000. Consequently, the offering proceeds were released to the Fund from the escrow account in which they were held.
As of the date of this Supplement, the Fund has received and accepted subscriptions a total of 712,625 Units, for total offering proceeds in the amount of $7,126,250. All such total gross offering proceeds have been committed to portfolio acquisition costs, offering and organization expenses allocable to such proceeds, and capital reserves.
Risk Factors
Although some of ATEL’s prior programs have liquidated during time frames expected at the beginning of their offerings, others have experienced terms that extended beyond those anticipated at the time of their offerings. The Fund is under no obligation to liquidate the program at any specific point in time. Please see the discussion in the Prospectus in the third paragraph under “Who Should Invest” and under “Prior Performance Summary” for the prior ATEL programs' liquidation experience.
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Portfolio Acquisitions and Transactions
Set forth below is a summary of the portfolio acquisitions and transactions entered into or identified by the Fund as of March 31, 2012.
ATEL 15, LLC
PORTFOLIO ACQUISITIONS AND TRANSACTIONS
(Unaudited)
Lessee/Borrower | Investment Type | Commence Date(s)(1) | Price(2) | Credit Quality(3) | Term(4) | |||||||||||||||
Amyris, Inc. | Lab/Test Equipment | 1/1/12 | $ | 125,000 | GC | 36 | ||||||||||||||
Cummins, Inc. | Tow Tractors/Batteries/Chargers | 11/1/11 | 75,364 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Reach/Stock/Pickers/Batteries | 11/1/11 | 119,613 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Aisle Trucks/Batteries/Chargers | 3/1/12 | 143,545 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Wheel Electric Forklift | 1/1/12 | 31,382 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Forklift, LPG | 11/1/11 | 41,488 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Aerial Manlift, LPG | 3/1/12 | 100,592 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Forklifts, LPG W/Forks | 11/1/11 | 116,392 | HQC | 48 | |||||||||||||||
Cummins, Inc. | Forklift/Pallet Trucks | 1/1/12 | 81,134 | HQC | 48 | |||||||||||||||
Forma Therapeutics, Inc. | Computer & Networking Equipment | 2/1/12 | 100,000 | GC | 36 | |||||||||||||||
Kaminario, Inc. | Working Capital Loan | 1/1/12 | 500,000 | GC | 40 | |||||||||||||||
Soraa, Inc. | Semiconductor Manufacturing Equip. | 4/1/12 | 200,000 | GC | 36 | |||||||||||||||
$ | 1,634,510 |
(1) | In many cases, a portfolio financing transaction is funded over a period of time according to the lessee’s or borrower’s requirements. Therefore, “Commence Date(s)” expressed as a range represents multiple lease and loan commencement dates occurring or anticipated under the same transaction line. |
(2) | “Acquisition Price” includes either amounts committed to lessees or borrowers by the Fund, or actual transaction acquisition costs as of March 31, 2012. All figures are rounded to the nearest dollar. The Manager and its affiliates acquire transactions on behalf of the Fund and other affiliated investor programs. For any transactions which are not fully funded, the “Acquisition Price” reflects the amount of any transaction commitment allocated to the Fund. The amounts may change as a result of ongoing funding, allocation to other programs or other factors. To the extent that the transaction is not fully funded, the information in the table represents the Managing Member’s best estimates as to the size, timing and terms of the transaction upon full funding, based on the outstanding commitment and the intended allocation to the Fund, its discussions with the lessee or borrower, the current and anticipated availability of Fund capital and other factors. There can be no assurance, however, that the portion of the transaction which has not been funded will be completed as described. Acquisition Price includes both the cash payment portion of the purchase cost plus any indebtedness incurred in connection with the acquisition. The Fund intends to acquire its initial investments primarily with cash, and to incur leverage later in its acquisition stage. |
(3) | “Credit Quality” listed as “HQC” indicates that the lessee, borrower or a guarantor satisfies the criteria necessary to qualify the transaction as a “high quality corporate credit,” as that term is defined for purposes of the Fund’s investment policies on page 35 of the Prospectus under the caption “Description of Lessees and Borrowers.” For lessees and borrowers that are not within that definition, the Credit Quality is listed as “GC,” which indicates growth capital and other investments as described on page 40 of the prospectus under the caption “Growth Capital Financing.” |
(4) | “Term” is expressed in terms of months, although actual lease and loan terms may be monthly, quarterly, semiannual or annual. |
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Distributions
The following table is a summary of cash distributions paid by the Fund to Unitholders of record as of March 31, 2012. Distributions may be characterized for tax, accounting and economic purposes as a return of capital, a return on capital (including escrow interest) or a portion of each. Generally, the portion of each cash distribution by a company which exceeds its net income for the fiscal period would constitute a return of capital. The Fund is required by the terms of its Operating Agreement to distribute the net cash flow generated by its investments in certain minimum amounts during the Reinvestment Period before it can reinvest its operating cash flow in additional portfolio assets. See the discussion in the Prospectus under “Income, Losses and Distributions — Reinvestment.” Accordingly, the amount of cash flow from Fund investments distributed to Unit holders will not be available for reinvestment in additional portfolio assets.
Cash distributions were based on current and anticipated gross revenues from the leases and loans acquired. During the Fund’s acquisition and operating stages, the Fund may incur short term borrowing to fund regular distributions of such gross revenues to be generated by newly acquired transactions during their respective initial fixed terms. As such, all Fund periodic cash distributions made during these stages have been, and are expected in the future to be, based on the Fund’s actual and anticipated gross revenues to be generated from the binding initial terms of the leases and loans acquired.
Distribution Period(1) | Paid | Return of Capital | Distribution of Income | Total Distribution | Total Distribution per Unit(2) | Weighted Average Units Outstanding(3) | ||||||||||||||||||||||||||||||
Monthly and quarterly distributions | ||||||||||||||||||||||||||||||||||||
Oct 2011 – Dec 2011 | ||||||||||||||||||||||||||||||||||||
(Distribution of escrow interest) | Jan 2012 | $ | 6 | $ | 6 | n/a | n/a | |||||||||||||||||||||||||||||
Jan 2012 – Feb 2012 | Feb 2012 – Mar 2012 | 48,490 | — | 48,490 | $ | 0.14 | 358,648 | |||||||||||||||||||||||||||||
$ | 48,490 | $ | 6 | $ | 48,496 | 0.14 | ||||||||||||||||||||||||||||||
Source of distributions | ||||||||||||||||||||||||||||||||||||
Lease and loan payments received | $ | 48,490 | 100.00 | % | $ | — | 0.00 | % | $ | 48,490 | 99.99 | % | ||||||||||||||||||||||||
Interest income | 0.00 | % | 6 | 100.00 | % | 6 | 0.01 | % | ||||||||||||||||||||||||||||
$ | 48,490 | 100.00 | % | $ | 6 | 100.00 | % | $ | 48,496 | 100.00 | % |
(1) | Investors may elect to receive their distributions either monthly or quarterly. See “Timing and Method of Distributions” on Page 67 of the Prospectus. |
(2) | Total distributions per Unit represents the per Unit distribution rate for those units which were outstanding for all of the applicable period. |
(3) | Balance shown represents weighted average units for the period from January 1 – February 29, 2012. |
Management’s Discussion and Analysis
Statements contained under this caption and elsewhere in this Supplement, may be forward-looking statements. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. In particular, the economic recession and changes in general economic conditions, including fluctuations in demand for equipment, lease rates, and interest rates, may result in delays in investment and reinvestment, delays in leasing, re-leasing, and disposition of equipment, and reduced returns on invested capital. The Company’s performance is subject to risks relating to lessee and borrower defaults and the creditworthiness of its lessees and borrowers. The Company’s performance is also subject to risks relating to the value of its equipment at the end of its leases, which may be affected by the condition of the equipment, technological obsolescence and the markets for new and used equipment at the end of lease terms. See the more detailed discussion under “Risk Factors” in the Prospectus. Investors are cautioned not to attribute undue certainty to these forward-looking statements, which speak only as of the date of this Supplement. We undertake no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this Supplement or to reflect the occurrence of unanticipated events, other than as required by law.
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Plan of Operations
The offering of ATEL 15, LLC (the “Company” or the “Fund”) was granted effectiveness by the Securities and Exchange Commission as of October 28, 2011. The offering will continue until the earlier of a period of two years from that date or until sales of Units to the public reach $150,000,000.
As of December 21, 2011, subscriptions for the minimum number of Units (120,000, representing $1,200,000), excluding subscriptions from Pennsylvania investors, had been received and the Fund requested subscription proceeds to be released from escrow. On that date, the Company commenced initial operations. Pennsylvania subscriptions are subject to a separate escrow and are released to the Fund only when aggregate subscriptions for all investors equal to not less than $7,500,000. As of December 31, 2011, Pennsylvania subscriptions totaled $25,000. Capital contributions from the sale of Units totaling $2,136,420 (representing 213,642 Units issued and outstanding) have been received through December 31, 2011, inclusive of the $500 initial member’s capital investment. The Company is actively raising capital and, as of March 31, 2012, has received cumulative contributions in the amount of $7,126,250 (representing 712,625 Units issued and outstanding), inclusive of the $500 initial member’s capital investment. Such amount excludes $69,000 of escrowed Pennsylvania subscriptions.
The Company reported a net loss of $9,487 for the period from March 4, 2011 (Date of Inception) through December 31, 2011. The net loss was comprised of $12,351 of expenses, of which $1,350 represents organization costs related to certain startup activities prior to commencement of operations, partially offset by interest income totaling $2,864.
Capital Resources and Liquidity
The liquidity of the Company will vary in the future, increasing to the extent cash flows from leases and proceeds of asset sales exceed expenses and decreasing as lease assets are acquired, as distributions are made to the Members and to the extent expenses exceed cash flows from leases and proceeds from asset sales.
During the period from March 4, 2011 (Date of Inception) through December 31, 2011, the Company’s primary source of liquidity was subscription proceeds from the public offering of Units. As of December 31, 2011, capital contributions totaling $2,136,420 (213,642 Units) have been received.
During the same period, the primary use of cash was to fund an investment in notes receivable totaling $500,000. In addition, cash was used to pay commissions and syndication costs associated with the offering — totaling a combined $298,038 for the period from March 4, 2011 (Date of Inception) through December 31, 2011, as well as to purchase investment securities totaling $32,000 and to pay invoices related to startup costs, acquisition expenses and management fees.
The Company anticipates periodic distributions to commence during the first quarter of 2012.
At December 31, 2011, there were commitments to purchase lease assets and fund investments in notes receivable approximating $5,151,700 and $1,525,000, respectively. These amounts represent contract awards which may be canceled by the prospective borrower/investee or may not be accepted by the Company.
Recent Accounting Pronouncements
Information regarding recent accounting pronouncements is included in Note 2 to the financial statements, Summary of significant accounting policies, as set forth in Part II, Item 8, Financial Statements and Supplementary Data.
Critical Accounting Policies and Estimates
The policies discussed below are considered by management of the Company to be critical to an understanding of the Company’s financial statements because their application requires significantly complex or subjective judgments, decisions, or assessments, with financial reporting results relying on estimation about the effect of matters that are inherently uncertain. Specific risks for these critical accounting policies are
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described in the following paragraphs. The Company also states these accounting policies in the notes to the financial statements and in relevant sections in this discussion and analysis. For all of these policies, management cautions that future events rarely develop exactly as forecast, and the best estimates routinely require adjustment.
Use of estimates:
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management 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 reporting period. Actual results could differ from those estimates. Such estimates primarily relate to the determination of residual values at the end of the lease term and expected future cash flows used for impairment analysis purposes and for determination of the allowance for doubtful accounts and reserve for credit losses on notes receivable.
Notes receivable, unearned interest income and related revenue recognition:
The Company records all future payments of principal and interest on notes as notes receivable, which are then offset by the amount of any related unearned interest income. For financial statement purposes, the Company reports only the net amount of principal due on the balance sheet. The unearned interest is recognized over the term of the note and the income portion of each note payment is calculated so as to generate a constant rate of return on the net balance outstanding. Any fees or costs related to notes receivable are recorded as part of the net investment in notes receivable and amortized over the term of the loan.
Allowances for losses on notes receivable are typically established based on historical charge-off and collection experience and the collectability of specifically identified borrowers and billed and unbilled receivables. Notes are considered impaired when, based on current information and events, it is probably that the Company will be unable to collect the scheduled payments of principal and/or interest when due according to the contractual terms of the note agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. If it is determined that a loan is impaired with regard to scheduled payments, the Company will perform an analysis of the note to determine if an impairment valuation reserve is necessary. This analysis considers the estimated cash flows from the note, or the collateral value of the property underlying the note when note repayment is collateral dependent. Any required valuation reserve is charged to earnings when determined; and notes are charged off to the allowance as they are deemed uncollectible.
Notes receivable are generally placed in a non-accrual status (i.e., no revenue is recognized) when payments are more than 90 days past due. Additionally, management periodically reviews the creditworthiness of companies with note payments outstanding less than 90 days. Based upon management’s judgment, the related notes may be placed on non-accrual status. Notes placed on non-accrual status are only returned to an accrual status when the account has been brought current and management believes recovery of the remaining unpaid receivable is probable. Until such time, all payments received are applied only against outstanding principal balances.
Experts
Moss Adams LLP, independent registered public accounting firm, has audited the Fund’s balance sheet as of December 31, 2011, and the related statements of operations, changes in members’ capital, and cash flows for the period from March 4, 2011 (inception date) through December 31, 2011, as set forth in their report. The Fund has included the financial statements in the prospectus in reliance on Moss Adams LLP’s report, given on their authority as experts in accounting and auditing.
Moss Adams LLP, independent auditors, has audited the balance sheet of ATEL Managing Member, LLC as of December 31, 2011 and 2010, as set forth in their report. The Fund has included the balance sheet in the prospectus in reliance on Moss Adams LLP’s report, given on their authority as experts in accounting and auditing.
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FINANCIAL STATEMENTS
Set forth below are the following financial statements:
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Members
ATEL 15, LLC
We have audited the accompanying balance sheet of ATEL 15, LLC, a development stage enterprise, (the “Company”) as of December 31, 2011, and the related statements of operations, changes in members’ capital, and cash flows for the period from March 4, 2011 (inception date) through December 31, 2011. These financial statements are the responsibility of the Management of the Company’s Managing Member. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ATEL 15, LLC as of December 31, 2011, and the results of its operations and its cash flows for the period from March 4, 2011 (inception date) through December 31, 2011, in conformity with U.S. generally accepted accounting principles.
/s/ Moss Adams LLP
San Francisco, California
February 3, 2012
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ATEL 15, LLC
(a development stage enterprise)
BALANCE SHEET
DECEMBER 31, 2011
ASSETS | ||||
Cash and cash equivalents | $ | 1,347,641 | ||
Accounts receivable, net | 640 | |||
Notes receivable, net of unearned interest income of $109,152 | 495,251 | |||
Investment in securities | 32,000 | |||
Total assets | $ | 1,875,532 | ||
LIABILITIES AND MEMBERS’ CAPITAL | ||||
Accounts payable and accrued liabilities: | ||||
Managing Member | $ | 57 | ||
Affiliates | 780,238 | |||
Other | 1,004 | |||
Advance payments | 34,282 | |||
Total liabilities | 815,581 | |||
Commitments and contingencies | ||||
Members’ capital: | ||||
Managing Member | — | |||
Other Members | 1,059,951 | |||
Total Members’ capital | 1,059,951 | |||
Total liabilities and Members’ capital | $ | 1,875,532 |
See accompanying notes.
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ATEL 15, LLC
(a development stage enterprise)
STATEMENT OF OPERATIONS
FOR THE PERIOD FROM MARCH 4, 2011 (Date of Inception)
THROUGH DECEMBER 31, 2011
Revenues: | ||||
Notes receivable interest income | $ | 2,857 | ||
Interest income | 7 | |||
Total revenues | 2,864 | |||
Expenses: | ||||
Asset management fees to Managing Member | 57 | |||
Acquisition expense | 8,646 | |||
Cost reimbursements to affiliates | 845 | |||
Outside services | 452 | |||
Taxes on income and franchise fees | 1,000 | |||
Bank charges | 882 | |||
Other | 469 | |||
Total operating expenses | 12,351 | |||
Net loss | $ | (9,487 | ) | |
Net loss: | ||||
Managing Member | $ | (500 | ) | |
Other Members | (8,987 | ) | ||
$ | (9,487 | ) | ||
Net loss per Limited Liability Company Unit (Other Members) | $ | (1.51 | ) | |
Weighted average number of Units outstanding | 5,951 |
See accompanying notes.
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ATEL 15, LLC
(a development stage enterprise)
STATEMENT OF CHANGES IN MEMBERS’ CAPITAL
FOR THE PERIOD FROM MARCH 4, 2011 (Date of Inception)
THROUGH DECEMBER 31, 2011
Amount | ||||||||||||||||
Units | Other Members | Managing Member | Total | |||||||||||||
Members’ capital as of March 4, 2011 (date of inception) | — | $ | — | $ | — | $ | — | |||||||||
Capital contributions – Managing Member | 50 | — | 500 | 500 | ||||||||||||
Capital contributions | 213,592 | 2,135,920 | — | 2,135,920 | ||||||||||||
Less selling commissions to affiliates | — | (192,233 | ) | — | (192,233 | ) | ||||||||||
Syndication costs | — | (874,749 | ) | — | (874,749 | ) | ||||||||||
Net loss | — | (8,987 | ) | (500 | ) | (9,487 | ) | |||||||||
Balance December 31, 2011 | 213,642 | $ | 1,059,951 | $ | — | $ | 1,059,951 |
See accompanying notes.
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ATEL 15, LLC
(a development stage enterprise)
STATEMENT OF CASH FLOWS
FOR THE PERIOD FROM MARCH 4, 2011 (Date of Inception)
THROUGH DECEMBER 31, 2011
Operating activities: | ||||
Net loss | $ | (9,487 | ) | |
Adjustment to reconcile net loss to cash provided by operating activities: | ||||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (640 | ) | ||
Accounts payable, Managing Member | 57 | |||
Accounts payable, other | 1,004 | |||
Accrued liabilities, affiliates | 11,294 | |||
Unearned fee income related to notes receivable | 4,749 | |||
Advance payments | 34,282 | |||
Net cash provided by operating activities | 41,259 | |||
Investing activities: | ||||
Purchase of securities | (32,000 | ) | ||
Note receivable advances | (500,000 | ) | ||
Net cash used in investing activities | (532,000 | ) | ||
Financing activities: | ||||
Selling commissions to affiliates | (192,233 | ) | ||
Selling commissions to affiliates (Pennsylvania) | (2,250 | ) | ||
Syndication costs paid to Managing Member and affiliates | (103,555 | ) | ||
Capital contributions | 2,136,420 | |||
Net cash provided by financing activities | 1,838,382 | |||
Net increase in cash and cash equivalents | 1,347,641 | |||
Cash and cash equivalents at beginning of period | — | |||
Cash and cash equivalents at end of period | $ | 1,347,641 | ||
Schedule of non-cash investing and financing transactions: | ||||
Payables to Managing Member and affiliates at period-end (syndication costs) | $ | 771,194 |
See accompanying notes.
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ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
1. Organization and Limited Liability Company matters:
ATEL 15, LLC (a development stage enterprise) (the “Company” or the “Fund”) was formed under the laws of the state of California on March 4, 2011 for the purpose of raising capital and originating equipment financing transactions and acquiring equipment to engage in equipment leasing and sales activities. The Managing Member of the Company is ATEL Managing Member, LLC (the “Managing Member”), a Nevada limited liability corporation. The Managing Member is controlled by ATEL Financial Services (“AFS”), a wholly-owned subsidiary of ATEL Capital Group. The Fund may continue until terminated as provided in the ATEL 15, LLC amended and restated limited liability company operating agreement dated October 28, 2011 (the “Operating Agreement”). Contributions in the amount of $500 were received as of May 3, 2011, which represented the initial member’s capital investment. As a limited liability company, the liability of any individual member for the obligations of the Fund is limited to the extent of capital contributions to the Fund by the individual member. The offering of the Company was granted effectiveness by the Securities and Exchange Commission as of October 28, 2011. The offering will continue until the earlier of a period of two years from that date or until sales of the limited liability company units (Units) to the public reach $150,000,000.
As of December 21, 2011, subscriptions for the minimum number of Units (120,000, representing $1,200,000), excluding subscriptions from Pennsylvania investors, had been received and the Fund requested subscription proceeds to be released from escrow. On that date, the Company commenced principal operations. Pennsylvania subscriptions are subject to a separate escrow and are released to the Fund only when aggregate subscriptions for all investors equal to not less than $7,500,000. As of December 31, 2011, Pennsylvania subscriptions totaled $25,000. As of the same date, the Fund was not yet authorized to offer or sell Units in Arkansas pending regulatory clearance. Likewise, no offers and sales may be made in Tennessee. Although not subject to an extended escrow as in Pennsylvania, Tennessee will only permit the offering to go effective when total subscriptions from other states released to the Fund (excluding Pennsylvania while its proceeds are in escrow) equal at least $2,500,000. Such effectiveness was granted on January 18, 2012. Contributions totaling $2,136,420 have been received through December 31, 2011, inclusive of the $500 initial member’s capital investment. As of December 31, 2011, a total of 213,642 Units were issued and outstanding. As of January 31, 2012, cumulative contributions have been received in the amount of $3,654,630, inclusive of the $500 initial member’s capital investment. Such amount excludes $55,000 of escrowed Pennsylvania subscriptions. As of such date, the Fund is actively raising capital.
The Fund, or Managing Member on behalf of the Fund, has and will continue to incur costs in connection with the organization, registration and issuance of the Units. The amount of such costs to be borne by the Fund is limited by certain provisions of the Operating Agreement.
The Company’s principal objectives are to invest in a diversified portfolio of investments that will (i) preserve, protect and return the Company’s invested capital; (ii) generate regular cash distributions to Unit holders, with any balance remaining after required minimum distributions to be used to purchase additional investments during the Reinvestment Period (ending six calendar years after the completion of the Company’s public offering of Units) and (iii) provide additional cash distributions following the Reinvestment Period and until all investment portfolio assets has been sold or otherwise disposed. The Company is governed by its Operating Agreement.
2. Summary of significant accounting policies:
Basis of presentation:
The accompanying balance sheet as of December 31, 2011, and the related statements of operations, changes in members’ capital and cash flows for the period from March 4, 2011 (Date of Inception) through December 31, 2011 have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the Securities and Exchange Commission.
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ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
2. Summary of significant accounting policies: - (continued)
In preparing the accompanying financial statements, the Company has reviewed, as determined necessary by the Managing Member, events that have occurred after December 31, 2011, up until the issuance of the financial statements. No events were noted which would require disclosure in the footnotes to the financial statements.
Cash and cash equivalents:
Cash and cash equivalents include cash in banks and cash equivalent investments such as U.S. Treasury instruments with original and/or purchased maturities of ninety days or less.
Use of Estimates:
The preparation of the financial statements in conformity with GAAP requires management 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 reporting period. Actual results could differ from the estimates. Such estimates primarily relate to the determination of credit losses on notes receivable.
Accounts receivable:
Accounts receivable represent the amounts billed under notes receivable which are currently due to the Company. Allowances for credit losses are typically established based on historical charge off and collection experience and the collectability of specifically identified borrowers, and invoiced amounts. Accounts receivable deemed uncollectible are generally charged off against the allowance on a specific identification basis. Recoveries of amounts that were previously written-off are recorded as other income in the period received.
Credit risk:
Financial instruments that potentially subject the Company to concentrations of credit risk include cash and cash equivalents, notes receivable and accounts receivable. The Company places the majority of its cash deposits and temporary cash investments in U.S. Treasury denominated instruments with the remainder placed in financial institutions with no less than $10 billion in assets, so as to meet ongoing working capital requirements. The concentration of such deposits and temporary cash investments is not deemed to create a significant risk to the Company. As of December 31, 2011, the Company had entered into one financing transaction. However, as the Company grows, it will diversify its equipment leasing and financing transactions amongst various industries.
Notes receivable, unearned interest income and related revenue recognition:
The Company records all future payments of principal and interest on notes as notes receivable, which are then offset by the amount of any related unearned interest income. For financial statement purposes, the Company reports only the net amount of principal due on the balance sheet. The unearned interest is recognized over the term of the note and the income portion of each note payment is calculated so as to generate a constant rate of return on the net balance outstanding. Any fees or costs related to notes receivable are recorded as part of the net investment in notes receivable and amortized over the term of the loan.
Allowances for losses on notes receivable are typically established based on historical charge off and collection experience and the collectability of specifically identified borrowers and billed and unbilled receivables. Notes are considered impaired when, based on current information and events, it is probably that the Company will be unable to collect the scheduled payments of principal and/or interest when due according to the contractual terms of the note agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. If it is determined that a loan is impaired with regard to scheduled payments, the
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ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
2. Summary of significant accounting policies: - (continued)
Company will perform an analysis of the note to determine if an impairment valuation reserve is necessary. This analysis considers the estimated cash flows from the note, or the collateral value of the property underlying the note when note repayment is collateral dependent. Any required valuation reserve is charged to earnings when determined; and notes are charged off to the allowance as they are deemed uncollectible.
Notes receivable are generally placed in a non-accrual status (i.e., no revenue is recognized) when payments are more than 90 days past due. Additionally, management periodically reviews the creditworthiness of companies with note payments outstanding less than 90 days. Based upon management’s judgment, the related notes may be placed on non-accrual status. Notes placed on non-accrual status are only returned to an accrual status when the account has been brought current and management believes recovery of the remaining unpaid receivable is probable. Until such time, all payments received are applied only against outstanding principal balances.
Acquisition expense:
Acquisition expense represents costs which include, but are not limited to, legal fees and expenses, travel and communication expenses, cost of appraisals, accounting fees and expenses and miscellaneous expenses related to the selection and acquisition of equipment which are reimbursable to the Managing Member under the terms of the Operating Agreement. As the costs are not eligible for capitalization as initial direct costs, such amounts are expensed as incurred.
Segment reporting:
The Company is organized into one operating segment for the purpose of making operating decisions or assessing performance. Accordingly, the Company operates in one reportable operating segment in the United States.
The Company’s principal decision makers are the Managing Member’s Chief Executive Officer and its Chief Financial Officer and Chief Operating Officer. The Company believes that its equipment leasing and financing business operates as one reportable segment because: a) the Company measures profit and loss at the equipment portfolio level as a whole; b) the principal decision makers do not review information based on any operating segment other than the equipment leasing and financing transaction portfolio; c) the Company does not maintain discrete financial information on any specific segment other than its equipment financing operations; d) the Company has not chosen to organize its business around different products and services other than equipment leasing and financing; and e) the Company has not chosen to organize its business around geographic areas.
The primary geographic region in which the Company seeks leasing and financing opportunities is North America.
Investment in securities:
From time to time, the Company may purchase securities of its borrowers or receive warrants to purchase securities in connection with its lending arrangements.
Purchased securities
Purchased securities are generally not registered for public sale and are carried at cost. Such securities are adjusted to fair value if the fair value is less than the carrying value and such impairment is deemed by the Managing Member to be other than temporary. Factors considered by the Managing Member in determining fair value include, but are not limited to, available financial information, the issuer’s ability to meet its current obligations and indications of the issuer’s subsequent ability to raise capital.
S-F-9
ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
2. Summary of significant accounting policies: - (continued)
Warrants
Warrants owned by the Company are not registered for public sale, but are considered derivatives and are carried at an estimated fair value on the balance sheet at the end of the period, as determined by the Managing Member. At December 31, 2011, the Managing Member estimated that the warrants had no significant value.
Income Taxes:
The Company is treated as a partnership for federal income tax purposes. Pursuant to the provisions of Section 701 of the Internal Revenue Code, a partnership is not subject to federal income taxes. Accordingly, the Company has provided current franchise income taxes for only those states which levy income taxes on partnerships. For the period from March 4, 2011 (Date of Inception) through December 31, 2011, the related provision for state income taxes was $1,000. The Company does not have any entity level uncertain tax positions. The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions and is generally subject to examination by U.S. federal (or state and local) income tax authorities for three years from the filing of a tax return.
The tax bases of the Company’s net assets and liabilities vary from the amounts presented in these financial statements at December 31, 2011 as follows:
2011 | ||||
Financial statement basis of net assets | $ | 1,059,951 | ||
Tax basis of net assets (unaudited) | 2,127,933 | |||
Difference | $ | (1,067,982 | ) |
The primary difference between the tax bases of net assets and the amounts recorded in the financial statements is the result of the difference in accounting for syndication costs used in the financial statements and the Company’s tax returns.
The following reconciles the net loss reported in these financial statements to the loss reported on the Company’s federal tax return (unaudited) for the period from March 4, 2011 (date of inception) to December 31, 2011:
For the period from March 4, 2011 (Date of Inception) through December 31, 2011 | ||||
Net loss per financial statements | $ | (9,487 | ) | |
Tax adjustments (unaudited): | ||||
Other | 1,000 | |||
Loss per federal tax return (unaudited) | $ | (8,487 | ) |
Per Unit data:
Net loss per Unit is based upon the weighted average number of Other Members Units outstanding since commencement of its operations.
S-F-10
ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
2. Summary of significant accounting policies: - (continued)
Recent accounting pronouncements:
In May 2011, the Financial Accounting Standards Board (“FASB”) and International Accounting Standards Board (“IASB”) (collectively the “Boards”) issued Accounting Standards Update (“ASU”) No. 2011-04, “Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs.” ASU 2011-04 created a uniform framework for applying fair value measurement principles for companies around the world and clarified existing guidance in US GAAP. ASU 2011-04 is effective for the first reporting annual period beginning after December 15, 2011 and shall be applied prospectively. The Company anticipates that adoption of this update will not have a material impact on its financial position or results of operations.
3. Notes receivable, net:
On December 27, 2011, the Company funded its first equipment financing transaction in the form of a note receivable. The terms of the note receivable are 40 months with two months of advance payments followed by interest only payments for the initial six months, then commencing on an amortization schedule through month 40. The note bears interest at 11.5% per annum. It is secured by the equipment financed and matures in May 2015.
As of December 31, 2011, the minimum future payments receivable are as follows:
Year ending December 31, 2012 | $ | 143,737 | ||
2013 | 205,692 | |||
2014 | 205,692 | |||
2015 | 49,282 | |||
604,403 | ||||
Less: portion representing unearned interest income | (109,152 | ) | ||
Notes receivable, net | $ | 495,251 |
In a related transaction, the Company invested $32,000 in the borrower’s equity securities. In addition, the Company received 125,156 warrants to purchase shares of the borrower. At December 31, 2011, the Company determined that such warrants had no significant value.
4. Related party transactions:
The terms of the Operating Agreement provide that the Managing Member and/or affiliates are entitled to receive certain fees for equipment management and resale and for management of the Company.
The Operating Agreement allows for the reimbursement of costs incurred by the Managing Member and/or affiliates for providing administrative services to the Company. Administrative services provided include Company accounting, investor relations, legal counsel and equipment financing documentation. The Managing Member is not reimbursed for services whereby it is entitled to receive a separate fee as compensation for such services, such as management of investments.
Each of AFS and ATEL Leasing Corporation (“ALC”) is a wholly-owned subsidiary of ATEL Capital Group, and performs services for the Company on behalf of the Managing Member. Acquisition services, equipment management, lease administration and asset disposition services are performed by ALC; investor relations, communications and general administrative services are performed by AFS.
Cost reimbursements to the Managing Member or its affiliates are based on its costs incurred in performing administrative services for the Company. These costs are allocated to each managed entity based on certain criteria such as total assets, number of investors or contributed capital based upon the type of cost
S-F-11
ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
4. Related party transactions: - (continued)
incurred. The Managing Member believes that the costs reimbursed are the lower of (i) actual costs incurred on behalf of the Company or (ii) the amount the Company would be required to pay independent parties for comparable administrative services in the same geographic location.
During the period from March 4, 2011 (Date of Inception) through December 31, 2011, the Managing Member and/or affiliates earned commissions and reimbursements pursuant to the Operating Agreement as follows:
Selling commissions, equal to 9% of the selling price of the Limited Liability Company Units, deducted from Other Members capital | $ | 192,233 | ||
Reimbursement of other syndication costs to Managing Member and/or affiliates, deducted from Other Members capital | 874,749 | |||
Administrative costs reimbursed to Managing Member and/or affiliates | 845 | |||
Asset management fees to Managing Member | 57 | |||
Acquisition costs paid to Managing Member | 8,646 | |||
$ | 1,076,530 |
5. Syndication costs:
Syndication costs are reflected as a reduction to Members’ capital as such costs are netted against the capital raised. The amount shown is primarily comprised of selling commissions as well as fees pertaining to the organization of the Fund, document preparation, regulatory filing fees, and accounting and legal costs. Syndication costs totaled $1,066,982 for the period from March 4, 2011 (Date of Inception) through December 31, 2011.
The Operating Agreement places a limit for cost reimbursements to the Managing Member and/or affiliates. When added to selling commissions, such cost reimbursements may not exceed a total equal to 15% of all offering proceeds. As of December 31, 2011, the Company had recorded $746,564 of syndication costs in excess of the limitation. The limitation on the amount of syndication costs pursuant to the Operating Agreement is determined on the date of termination of the offering. At such time, the Manager guarantees repayment of any excess syndication costs (above the limitation) which it may have collected from the Company, which guarantee is without recourse or reimbursement by the Fund.
6. Commitments:
The terms of the Operating Agreement provide that the Managing Member and/or affiliates are entitled to receive certain fees, in addition to the allocations described above, which are more fully described in Section 8 of the Operating Agreement. The additional fees to management include fees for equipment management, administration and resale.
At December 31, 2011, there were commitments to purchase lease assets and fund investments in notes receivable approximating $5,151,700 and $1,525,000, respectively. These amounts represent contract awards which may be canceled by the prospective borrower/investee or may not be accepted by the Company.
7. Guarantees:
The Company enters into contracts that contain a variety of indemnifications. The Company’s maximum exposure under these arrangements is unknown. However, based upon the Manager’s experience, there have not been any prior claims or losses pursuant to these types of contracts and the expectation of risk of loss is remote.
The Managing Member knows of no facts or circumstances that would make the Company’s contractual commitments outside standard mutual covenants applicable to commercial transactions between businesses.
S-F-12
ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
7. Guarantees: - (continued)
Accordingly, the Company believes that these indemnification obligations are made in the ordinary course of business as part of standard commercial and industry practice, and that any potential liability under the Company’s similar commitments is remote. Should any such indemnification obligation become payable, the Company would separately record and/or disclose such liability in accordance with GAAP.
8. Members’ Capital:
As of December 31, 2011, 213,642 Units were issued and outstanding, including the 50 Units issued to the Initial Limited Member (Managing Member). The Fund is authorized to issue up to 15,000,000 total Units.
The Fund’s net income or net losses are to be allocated 100% to the Members. From the commencement of the Fund until the initial closing date, net income and net loss shall be allocated 99% to the Managing Member and 1% to the initial Other Members. Commencing with the initial closing date, net income and net loss shall be allocated 92.5% to the Other Members and 7.5% to the Managing Member. In accordance with the terms of the Operating Agreement, an additional allocation of income was made to the Manager for the period from March 4, 2011 (Date of Inception) through December 31, 2011. The amount allocated was determined to bring the Manager’s ending capital account balance to zero at the end of the period.
Fund distributions are to be allocated 7.5% to the Managing Member and 92.5% to the Other Members. The Company anticipates distributions to commence during the first quarter of 2012.
9. Fair value measurements:
Fair value measurements and disclosures are based on a fair value hierarchy as determined by significant inputs used to measure fair value. The three levels of inputs within the fair value hierarchy are defined as follows:
Level 1 — Quoted prices in active markets for identical assets or liabilities. An active market for the asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2 — Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuations in which all significant inputs are observable in the market.
Level 3 — Valuation is modeled using significant inputs that are unobservable in the market. These unobservable inputs reflect the Company’s own estimates of assumptions that market participants would use in pricing the asset or liability.
At December 31, 2011, the Company had no assets or liabilities that require measurement at fair value on a recurring or non-recurring basis.
The following disclosure of the estimated fair value of financial instruments is made in accordance with the guidance provided by the Financial Instruments Topic of the FASB Accounting Standards Codification. Fair value estimates, methods and assumptions, set forth below for the Company’s financial instruments, are made solely to comply with the requirements of the Financial Instruments Topic and should be read in conjunction with the Company’s financial statements and related notes.
The Company has determined the estimated fair value amounts by using market information and valuation methodologies that it considers appropriate and consistent with the fair value accounting guidance. Considerable judgment is required to interpret market data to develop the estimates of fair value. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.
S-F-13
ATEL 15, LLC
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
9. Fair value measurements: - (continued)
Cash and cash equivalents
The recorded amounts of the Company’s cash and cash equivalents approximate fair value because of the liquidity and short-term maturity of these instruments.
Notes receivable
The fair value of the Company’s notes receivable is estimated using either third party appraisals of collateral or discounted cash flow analyses based upon current market rates for similar types of lending arrangements, with adjustments for non-accrual loans as deemed necessary.
Investment in securities
The Company’s investment securities are not registered for public sale and are carried at cost which management believes approximates fair value, as appropriately adjusted for impairment.
The following table presents estimated fair values of the Company’s financial instruments in accordance with the guidance provided by the Financial Instruments Topic of the FASB Accounting Standards Codification at December 31, 2011:
December 31, 2011 | ||||||||
Carrying Amount | Estimated Fair Value | |||||||
Financial assets: | ||||||||
Cash and cash equivalents | $ | 1,347,641 | $ | 1,347,641 | ||||
Notes receivable | 495,251 | 495,251 | ||||||
Investment in securities | 32,000 | 32,000 |
S-F-14
REPORT OF INDEPENDENT AUDITORS
The Member of
ATEL Managing Member, LLC (formerly known as ATEL Associates 14, LLC)
We have audited the accompanying balance sheets of ATEL Managing Member, LLC (formerly known as ATEL Associates 14, LLC) (the “Company”) as of December 31, 2011 and 2010. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the balance sheets are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the balance sheet. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall balance sheet presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion the balance sheets referred to above presents fairly, in all material respects, the financial position of ATEL Managing Member, LLC (formerly known as ATEL Associates 14, LLC) as of December 31, 2011 and 2010, in conformity with accounting principles generally accepted in the United States of America.
/s/ Moss Adams LLP
San Francisco, California
April 17, 2012
S-F-15
ATEL MANAGING MEMBER, LLC
(formerly known as ATEL ASSOCIATES 14, LLC)
BALANCE SHEETS
AS OF DECEMBER 31, 2011 AND 2010
2011 | 2010 | |||||||
ASSETS | ||||||||
Cash and cash equivalents | $ | 230,217 | $ | 51,465 | ||||
Amounts due from ATEL 14, LLC | 102,122 | 31,082 | ||||||
Amounts due from ATEL 15, LLC | 57 | |||||||
Amounts due from managing member | 1,610,791 | 635,091 | ||||||
Amounts due from affiliated companies | — | 500,000 | ||||||
Investment in ATEL 15, LLC | 500 | — | ||||||
Investment in ATEL 14, LLC, net of distributions | 423 | 468 | ||||||
Total assets | $ | 1,944,110 | $ | 1,218,106 | ||||
LIABILITIES AND MEMBER’S CAPITAL | ||||||||
Commitments and Contingencies | ||||||||
Member’s equity | $ | 1,944,110 | $ | 1,218,106 |
See accompanying notes to balance sheets
S-F-16
ATEL MANAGING MEMBER, LLC
(formerly known as ATEL Associates, 14, LLC)
NOTES TO BALANCE SHEETS
DECEMBER 31, 2011 AND 2010
1. Organization and Summary of Significant Accounting Policies
Organization:
ATEL Associates 14, LLC was formed under the laws of Nevada on April 2, 2009 to manage entities in the business of leasing and lending. On May 9, 2011, ATEL Associates 14, LLC’s name was changed to ATEL Managing Member, LLC (the “Company”).
The Company is a wholly-owned subsidiary of ATEL Financial Services, LLC (the “managing member”).
The Company organizes and sponsors limited liability companies (the “Funds”) engaged in equipment leasing and sales activities. It also acts as the managing member of the Funds. Through these Funds, the Company derives various fees and also receives reimbursements for expenses incurred on behalf of these entities, of which certain fees and expenses reimbursements are allocated to the Company and the balance is allocated to other affiliated companies for services rendered to and costs incurred on behalf of the Funds under contract from the manager. The basis for determination of the types and amounts of these fees and reimbursements are provided in agreements with the Funds and the affiliated companies.
The Company will continue in full force and effect until such time as the member elects to dissolve the Company or the Company is otherwise dissolved. As a limited liability company, the liability of the individual member for the obligations of the Company is limited to the extent of capital contributions to the Company by the individual members.
The accompanying financial statements are prepared in conformity with accounting principles generally accepted in the United States of America which requires management 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 balance sheets. Actual results could differ from those estimates.
Basis of Presentation
The accompanying balance sheets have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
Cash and cash equivalents
Cash and cash equivalents include cash in banks and cash equivalent investments such as U.S. Treasury instruments with original and/or purchased maturities of ninety days or less.
Investment in Funds
The Company’s investments in the Funds are accounted for using the equity method whereby the investments are increased by earnings and specially allocated items and reduced by losses and distributions.
Use of Estimates
The preparation of the balance sheets in conformity with GAAP requires management 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 balance sheets. Actual results could differ from those estimates.
Income Taxes
The Company does not provide for income taxes in its financial statements as all income, losses and specially allocated tax attributes are passed through to the member for inclusion in its individual tax returns.
The Company applies the Income Taxes Topic of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC), relating to accounting for uncertain tax positions. The ASC Income Taxes Topic prescribes a minimum probability threshold that a tax position must meet before a financial
S-F-17
ATEL MANAGING MEMBER, LLC
(formerly known as ATEL Associates, 14, LLC)
NOTES TO BALANCE SHEETS
DECEMBER 31, 2011 AND 2010
1. Organization and Summary of Significant Accounting Policies - (continued)
statement benefit is recognized. The minimum threshold is defined in the ASC Income Taxes Topic as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement.
The December 31, 2011 and 2010 balance sheets of the Company have no uncertain tax positions based upon the criteria established under the ASC Income Taxes Topic, whereby the effect of the uncertainty would be recorded if the outcome was considered probable and was reasonably estimable.
Subsequent Events
Subsequent events are events or transactions that occur after the balance sheet date but before the date the financial statements are available to be issued. Subsequent events that provide additional evidence about conditions that existed at the balance sheet date are considered in the preparation of the balance sheets presented herein. Subsequent events that occur after the balance sheet date that do not provide evidence about the conditions that existed as of the balance sheet date are considered for disclosure based upon their significance in relation to the Company’s balance sheets taken as a whole.
The Company has evaluated all events that have occurred after December 31, 2011, up until April 12, 2012, the date the balance sheets were available for issuance. No events were identified through that date which indicated that adjustments were necessary to the balance sheets as reported or that additional disclosures were necessary for other significant subsequent events.
2. Member’s Capital, Distribution and Compensation
The respective Funds under management, ATEL 15, LLC (“ATEL 15”) and ATEL 14, LLC (“ATEL 14”), are each authorized under their respective Operating Agreements to issue up to 15,000,000 units to other members of the Funds. The Company has a 7.5% carried interest in the Funds.
All distributions and/or allocations of income or loss will be made by the Company to its managing member.
As of December 31, 2011 and 2010, $102,122 and $31,082, respectively was due from ATEL 14 for management fees and distributions. As of December 31, 2011, $57 was due from ATEL 15 for management fees.
Summarized information about these Funds as of December 31, 2011 and 2010, is included in the following table (in thousands):
ATEL 15, LLC | ATEL 14, LLC | |||||||
As of December 31, 2011 | ||||||||
Total assets | $ | 1,876 | $ | 65,733 | ||||
Total liabilities | 816 | 4,498 | ||||||
Income allocated to the Company | — | 460 | ||||||
As of December 31, 2010 | ||||||||
Total assets | $ | — | $ | 36,539 | ||||
Total liabilities | — | 5,766 | ||||||
Income allocated to the Company | — | 161 |
S-F-18
ATEL MANAGING MEMBER, LLC
(formerly known as ATEL Associates, 14, LLC)
NOTES TO BALANCE SHEETS
DECEMBER 31, 2011 AND 2010
3. Related-Party Transactions
As of December 31, 2011 and 2010, advances of $1,610,791 and $635,091, respectively, were due from the Company’s managing member. The Company expects the outstanding balance as of December 31, 2011 to be settled in the normal course of business as cost reimbursements and management fees become payable from the managed Funds back to the Company and AFS. In addition, as of December 31, 2010, $500,000 was due from affiliated companies for short-term advances; such amount was settled during early 2011.
S-F-19
PRIOR PERFORMANCE INFORMATION
ATEL Managing Member, LLC, the Manager of the Fund, and its affiliates have extensive experience in the equipment leasing industry, including: (i) originating and financing leveraged and single investor lease transactions for corporate investors, (ii) acting as a broker/packager by arranging equity and debt participants for equipment leasing transactions originated by other companies, (iii) consulting on the pricing and structuring of equipment lease transactions for banks, leasing companies and corporations, (iv) organizing and offering individual ownership and limited partnership investment leasing programs and (v) supervising and arranging for the supervision of equipment management and marketing on leasing transactions.
In addition to the Fund, the Manager and/or its affiliates has sponsored thirteen prior public equipment leasing and financing programs (the “Prior Programs”) and seven private equipment leasing and financing programs.
The first Prior Program, ATEL Cash Distribution Fund (“ACDF”), commenced a public offering of up to $10,000,000 of its equity interests on March 11, 1986. ACDF terminated its offering on December 18, 1987 after raising a total of $10,000,000 in offering proceeds from a total of approximately 1,000 investors, all of which proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACDF acquired a variety of types of equipment with a total purchase cost of approximately $11,133,679. All of such equipment had been sold and the partnership was terminated as of December 31, 1997.
The second Prior Program, ATEL Cash Distribution Fund II (“ACDF II”), commenced a public offering of up to $25,000,000 (with an option to increase the offering to $35,000,000) of its equity interests on January 4, 1988. ACDF II terminated its offering on January 3, 1990 after raising a total of $35,000,000 in offering proceeds from a total of approximately 3,100 investors, all of which proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACDF II acquired a variety of types of equipment with a total purchase cost of approximately $52,270,536. All of such equipment had been sold and the partnership was terminated as of December 31, 1998.
The third Prior Program, ATEL Cash Distribution Fund III (“ACDF III”), commenced a public offering of up to $50,000,000 (with an option to increase the offering to $75,000,000) of its equity interests on January 4, 1990. ACDF III terminated its offering on January 3, 1992 after raising a total of $73,855,840 in offering proceeds from a total of approximately 4,822 investors, all of which proceeds were committed to equipment acquisitions, estimated organization and offering expenses and capital reserves. ACDF III acquired a variety of types of equipment with a total purchase cost of approximately $99,629,942. All of such equipment had been sold and the partnership was terminated as of December 31, 2000.
The fourth Prior Program, ATEL Cash Distribution Fund IV (“ACDF IV”), commenced a public offering of up to $75,000,000 of its limited partnership interests on February 4, 1992. ACDF IV terminated its offering on February 3, 1993 after raising a total of $75,000,000 in offering proceeds from a total of approximately 4,873 investors, all of which proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACDF IV acquired a variety of types of equipment with a total purchase cost of $108,734,880. All of such equipment had been sold as of December 31, 2004.
The fifth Prior Program, ATEL Cash Distribution Fund V (“ACDF V”), commenced a public offering of up to $125,000,000 of its limited partnership interests on February 22, 1993. ACDF V terminated its offering on November 15, 1994. As of that date, $125,000,000 of offering proceeds had been received from approximately 7,217 investors. All of the proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACDF V acquired a variety of types of equipment with a total purchase cost of $187,595,762 as of December 31, 2011. Of such equipment, items representing an original purchase cost of $166,923,594 had been sold as of December 31, 2011.
S-A-1
The sixth Prior Program, ATEL Cash Distribution Fund VI (“ACDF VI”), commenced a public offering of up to $125,000,000 of its limited partnership interests on November 23, 1994. ACDF VI terminated its offering on November 22, 1996. As of that date, $125,000,000 of offering proceeds had been received from approximately 6,401 investors. All of the proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACDF VI acquired a variety of types of equipment with a total purchase cost of $208,320,158 as of December 31, 2011. Of such equipment, items representing an original purchase cost of $184,686,183 had been sold as of December 31, 2011.
The seventh Prior Program, ATEL Capital Equipment Fund VII (“ACEF VII”), commenced a public offering of up to $150,000,000 of its limited partnership interests on November 29, 1996. ACEF VII terminated its offering on November 29, 1998. As of that date, $150,000,000 of offering proceeds had been received from approximately 5,386 investors. All of the proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACEF VII had acquired a variety of types of equipment with a total purchase cost of $306,123,226 as of December 31, 2011. Of such equipment, items representing an original purchase cost of $247,864,560 had been sold as of December 31, 2011.
The eighth Prior Program, ATEL Capital Equipment Fund VIII (“ACEF VIII”), commenced a public offering of up to $150,000,000 of its limited liability company member interests on December 7, 1998. ACEF VIII terminated its offering on November 30, 2000. As of that date, $135,701,380 of offering proceeds had been received from approximately 3,625 investors. All of the proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACEF VIII had acquired a variety of types of equipment with a total purchase cost of $248,513,253 as of December 31, 2011. Of such equipment, items representing an original purchase cost of approximately $205,758,965 had been sold as of December 31, 2011.
The ninth Prior Program, ATEL Capital Equipment Fund IX (“ACEF IX”), commenced a public offering of up to $150,000,000 of its limited liability company member interests on January 16, 2001. ACEF IX terminated its offering as of January 15, 2003. As of that date, $120,652,160 of offering proceeds had been received from approximately 3,238 investors. All of the proceeds were committed to equipment acquisitions, organization and offering expenses and capital reserves. ACEF IX had acquired a variety of types of equipment and invested in notes receivable with a total cost of $192,299,637 as of December 31, 2011. Of such equipment, items representing an original purchase cost of approximately $96,671,889 had been sold or disposed as of December 31, 2011.
The tenth prior public program, ATEL Capital Equipment Fund X (“ACEF X”), commenced a public offering of up to $150,000,000 of its limited liability company member interests on March 12, 2003. ACEF X terminated its offering on March 11, 2005. As of that date, $140,192,575 of offering proceeds had been received from approximately 3,228 investors. All of the proceeds were committed to equipment acquisitions, organization and offering expenses, working capital and capital reserves. ACEF X had acquired a variety of types of equipment and invested in notes receivable with a total purchase cost of $212,175,017 as of December 31, 2011. Of such equipment, items representing an original purchase cost of approximately $56,078,027 had been sold or disposed as of December 31, 2011.
The eleventh prior public program, ATEL Capital Equipment Fund XI (“ACEF XI”), commenced a public offering of up to $150,000,000 of its limited liability company member interests on April 11, 2005. The offering was terminated as of April 30, 2006. As of September 30, 2011, $52,311,070 of offering proceeds had been received. All of the proceeds were committed to equipment acquisitions, organization and offering expenses, working capital and capital reserves. ACEF XI had acquired a variety of types of equipment and invested in notes receivable with a total purchase cost of $82,065,156 as of December 31, 2011. Of such equipment, items representing an original purchase cost of approximately $33,078,632 had been sold or disposed as of December 31, 2011.
S-A-2
The twelfth prior public program, ATEL 12 (“ATEL 12”), commenced a public offering of up to $200,000,000 of its limited liability company member interests on September 26, 2007. The offering was terminated as of September 25, 2009. As of that date, $30,021,320 of offering proceeds had been received. All of the proceeds were committed to equipment acquisitions, organization and offering expenses, working capital and capital reserves. ATEL 12 had acquired equipment and invested in notes receivable with a total purchase cost of $28,151,939 as of December 31, 2011. Of such equipment, items representing an original purchase cost of approximately $1,886,007 had been sold or disposed as of December 31, 2011.
The thirteenth prior public program, ATEL 14 (“ATEL 14”), commenced a public offering of up to $150,000,000 of its limited liability company member interests on October 7, 2009. As of December 31, 2011, $84,024,650 of offering proceeds had been received. All of the proceeds were committed to equipment acquisitions, organization and offering expenses, working capital and capital reserves. ATEL 14 had acquired equipment and invested in notes receivable with a total purchase cost of $48,169,089 as of December 31, 2011. Of such equipment, items representing an original purchase cost of approximately $1,000,963 had been sold or disposed as of December 31, 2011.
As discussed elsewhere in this Supplement, fluctuations in demand for equipment may affect the ability of a leasing program to invest and reinvest its capital in a timely manner. Prior programs in their reinvestment stage may seek to acquire additional portfolio investments using leverage. Equipment lessors experienced a more difficult market in which to make suitable investments during recent periods of reduced growth and recession in the U.S. economy as a result of the softening demand for capital equipment during these periods. Delays in investment may have a negative impact on ACEF XI, ATEL 12, ATEL 14, and ATEL 15. The Manager believes that it has identified industry segments, lease markets and potential transaction structures that will permit these Prior Programs to pursue their investment objectives.
Each of the Prior Programs has had, as an investment objective, the reinvestment of cash flow after payment of debt service and certain minimum distributions. Reinvestment is intended to increase the size, diversification and return on their equipment portfolios. Adverse economic conditions during 1999 through 2003 affected the timing and terms of remarketing and re-leasing efforts by these Prior Programs. An extended remarketing cycle and lower lease rates have limited the ability of ACDF V, ACDF VI, ACEF VII and ACEF VIII to generate sufficient cash flow to permit significant reinvestment. In the future, adverse conditions in the general economy and equipment demand may also result in delays in leasing, re-leasing and disposition of equipment, and in reduced returns on invested capital. Factors which have in the recent past adversely affected the leasing market include: economic recession resulting in lower levels of capital expenditure by businesses; economic conditions have resulted in more used equipment becoming available on the market in turn resulting in downward pressure on prices and lease rates due to excess inventory; and, finally, the lowest interest rates in forty years have exerted downward pressure on lease rates and resulted in less demand for lease financing. In any event, there can be no assurance as to what future developments may occur in the economy in general or in the demand for equipment and lease financing in particular. These general economic factors and the stages in Prior Programs’ investment and disposition cycles have also affected the rates of distributions by Prior Programs. In particular, during the liquidation stages of Prior Programs, rates of distributions have varied from their operating stages and distributions have in some cases been suspended while a program’s debt is repaid from disposition proceeds before remaining net disposition proceeds are available to be distributed to investors.
As of December 31, 2011, the Prior Programs have acquired and financed equipment with a total purchase cost of approximately $1.8 billion during a period of over 20 years since the date the first Prior Program commenced operations. Aggregate losses from material lessee defaults on these transactions have been approximately $8.3 million, or approximately 0.036% of the assets acquired per annum, substantially less than the amount assumed by ATEL in structuring these portfolios as the losses to be anticipated in the ordinary course of leasing business. There is no identifiable trend in the frequency or amount of lessee defaults experienced by prior programs.
S-A-3
Although certain of the Prior Programs have experienced lessee defaults in the ordinary course of business, none of the Prior Programs has experienced an unanticipated rate of default or major adverse business developments which the Fund Manager believes will impair its ability to meet its investment objectives.
The Prior Programs have investment objectives that are similar to those of the Fund. The factors considered by the Manager in determining that the investment objectives of the prior programs were similar to those of the Fund include the types of equipment to be acquired, the structure of the leases to such equipment, the credit criteria for lessees, the intended investment cycles, the reinvestment policies and the investment goals of each program. Therefore, all of the information set forth in the tables included in this Exhibit A may be deemed to relate to programs with investment objectives similar to those of the Fund.
In addition to the Prior Programs, ATEL has sponsored seven private programs, six of which have completed their placements of equity interests through December 31, 2011. These private programs were formed to engage exclusively in growth capital financing, investment objectives that are significantly different than those of the Prior Programs.
ATEL Venture Fund (“AVF”), commenced a private offering of up to $25,000,000 of its limited liability company shares on September 1, 1999. AVF terminated its offering as of August 31, 2001. As of that date, $8,846,000 of offering proceeds had been received from approximately 147 investors. All of the proceeds were committed to growth capital financing transactions, organization and offering expenses, working capital and capital reserves. AVF had acquired growth capital financing transactions representing a total capital investment of $11,560,698 as of December 31, 2011. Of such portfolio investments, transactions representing an original capital investment of approximately $11,551,648 had been sold or disposed as of December 31, 2011.
ATEL Growth Capital Fund (“AGCF”), commenced a private offering of up to $25,000,000 of its limited liability company shares on June 1, 2003. AGCF terminated its offering as of May 31, 2005. As of that date, $21,010,000 of offering proceeds had been received from approximately 329 investors. AGCF had acquired growth capital financing transactions representing a total capital investment of $37,420,539 as of December 31, 2011. Of such portfolio investments, transactions representing an original capital investment of approximately $31,517,364 had been sold or disposed as of December 31, 2011.
ATEL Growth Capital Fund II, LLC (“AGCF II”), commenced a private offering of up to $25,000,000 of its limited liability company shares on September 1, 2005. AGCF II terminated its offering as of November 28, 2006. As of that date, $25,000,000 of offering proceeds had been received and accepted. AGCF II had acquired growth capital financing transactions representing a total capital investment of $39,051,368 as of December 31, 2011. Of such portfolio investments, transactions representing an original capital investment of approximately $30,262,828 had been sold or disposed as of December 31, 2011.
ATEL Growth Capital Fund III, LLC (“AGCF III”), commenced a private offering of up to $35,000,000 of its limited liability company shares effective November 29, 2006. AGCF III terminated its offering as of August 15, 2007. As of that date, $35,000,000 of offering proceeds had been received and accepted. AGCF III had acquired growth capital financing transactions representing a total capital investment of $42,275,844 as of December 31, 2011. Of such portfolio investments, transactions representing an original capital investment of approximately $30,316,844 had been sold or disposed as of December 31, 2011.
ATEL Growth Capital Fund IV, LLC (“AGCF IV”), commenced a private offering of up to $35,000,000 of its limited liability company shares effective August 1, 2007. AGCF IV terminated its offering as of January 22, 2009. As of that date, $34,995,000 of offering proceeds had been received and accepted. AGCF IV had acquired growth capital financing transactions representing a total capital investment of $33,259,830 as of December 31, 2011. Of such portfolio investments, transactions representing an original capital investment of approximately $20,622,057 had been sold or disposed as of December 31, 2011.
S-A-4
ATEL Growth Capital Fund V, LLC (“AGCF V”), commenced a private offering of up to $35,000,000 of its limited liability company shares effective January 22, 2009. AGCF V terminated its offering as of July 31, 2010. As of that date, $17,085,000 of offering proceeds had been received and accepted. AGCF V had acquired growth capital financing transactions representing a total capital investment of $14,070,035 as of December 31, 2011. Of such portfolio investments, transactions representing an original capital investment of approximately $3,442,006 had been sold or disposed as of December 31, 2011.
ATEL Growth Capital Fund VI, LLC (“AGCF VI”), commenced a private offering of up to $35,000,000 of its limited liability company shares effective September 15, 2010. As of December 31, 2011, AGCF VI had received offering proceeds of $5,060,000 and commenced operations. As of December 31, 2011, AGCF VI had acquired growth capital financing transactions representing a total capital investment of $1,801,382, and had no dispositions.
S-A-5
TABLE I
EXPERIENCE IN RAISING AND INVESTING FUNDS
(on a percentage basis)
December 31, 2011
(Unaudited)
The following Table sets forth certain information concerning the experience of the Managing Member in raising and investing funds. A percentage analysis of the application of the proceeds raised is presented.
ATEL Capital Equipment Fund X | ATEL Capital Equipment Fund XI | ATEL 12, LLC | ATEL 14, LLC | |||||||||||||
EQUITY PROCEEDS | ||||||||||||||||
Dollar amount of equity offered | $ | 150,000,000 | $ | 150,000,000 | $ | 200,000,000 | $ | 150,000,000 | ||||||||
Dollar amount of equity raised(5) | $ | 140,192,575 | $ | 52,311,070 | $ | 30,021,320 | $ | 84,024,650 | ||||||||
Less: Offering expenses: | ||||||||||||||||
Selling commissions | 9.00 | % | 9.00 | % | 9.00 | % | 9.00 | % | ||||||||
Organization and program expenses(1) | 3.72 | % | 5.16 | % | 5.83 | % | 4.77 | % | ||||||||
Reserves | 0.50 | % | 0.50 | % | 0.50 | % | 0.50 | % | ||||||||
Percent available for investment | 86.78 | % | 85.34 | % | 84.67 | % | 85.73 | % | ||||||||
Acquisition costs: | ||||||||||||||||
Purchase price(2) | 86.78 | % | 85.34 | % | 84.67 | % | 85.73 | % | ||||||||
Acquisition fees | — | — | — | — | ||||||||||||
86.78 | % | 85.34 | % | 84.67 | % | 85.73 | % | |||||||||
Percent leverage(3) | 42.32 | % | 34.09 | % | 13.17 | % | 8.04 | % | ||||||||
Date offering commenced: | Mar. 12, 2003 | Apr. 11, 2005 | Sept. 26, 2007 | October 7, 2009 | ||||||||||||
Length of offering | 24 Months | 24 Months | 24 Months | 24 Months | ||||||||||||
Months to invest 90% of amount available for investment (measured from beginning of offering) | 30 Months | 18 Months | (4) | 30 Months | TBD |
FOOTNOTES:
(1) | Includes organization, legal, accounting, printing, binding, delivery and other costs incurred by the General Partner/Managing Member. |
(2) | Represents amounts paid to unrelated third parties for purchase of equipment under leases. |
(3) | The percentage leverage is calculated by dividing the initial principal amount of debt incurred by the program (exclusive of short term lines of credit) through the date of this table by the aggregate original cost of all assets purchased by the program through such date. It should be noted, however, that each program has acquired assets, has made or will make principal amortizing debt service payments and/or has disposed or will dispose of assets over a period of time extending from its first investment in equipment. As a result, for each program the total cost of the assets in its portfolio and the total principal amount of debt outstanding have fluctuated from time to time. The percentage figure, therefore, does not reflect the current leverage ratio or the debt ratio at any one point in time, but constitutes an aggregate ratio for the life of the program through the date of the table. |
(4) | As of April 30, 2006, the Funds’ offering of Limited Liability Company Units was terminated. |
(5) | Dollar amount of equity raised is net of units rescinded, but includes units repurchased. |
S-A-6
TABLE II
COMPENSATION TO THE SPONSOR
December 31, 2011 (Unaudited)
The following Table sets forth certain information concerning the compensation derived by the Managing Member. Amounts paid are from two sources: proceeds from the offering and gross revenues.
ATEL Capital Equipment Fund X | ATEL Capital Equipment Fund XI | ATEL 12 | ATEL 14 | |||||||||||||
Date offering commenced | Mar. 12, 2003 | Apr. 11, 2005 | Sept. 26, 2007 | Oct. 7, 2009 | ||||||||||||
Date offering closed | Mar. 11, 2005 | Apr. 30, 2006 | Sept. 25, 2009 | Oct. 6, 2011 | ||||||||||||
Dollar amount raised | $ | 140,192,575 | $ | 52,311,070 | $ | 30,021,320 | $ | 84,024,650 | ||||||||
Amounts paid to Managing Member from proceeds of offering: | ||||||||||||||||
Acquisition fees/Reimbursements of initial direct costs | $ | 3,323,075 | $ | 693,056 | $ | 1,646,200 | $ | 2,386,381 | ||||||||
Selling commissions | $ | 12,620,632 | $ | 4,709,346 | $ | 2,701,919 | $ | 7,562,219 | ||||||||
Organization and program costs | $ | 5,215,924 | $ | 2,701,433 | $ | 1,751,091 | $ | 4,008,406 | ||||||||
Dollar amount of cumulative cash generated from operations before deducting payments to the Managing Member | $ | 146,951,484 | $ | 53,225,547 | $ | 13,392,282 | $ | 7,562,387 | ||||||||
Cumulative amount paid to the Managing Member from operations: | ||||||||||||||||
Management fees | $ | 7,389,518 | $ | 3,096,445 | $ | 601,390 | $ | 402,850 | ||||||||
Reimbursement of payroll and administrative costs | $ | 7,566,445 | $ | 2,844,131 | $ | 1,170,414 | $ | 1,392,120 | ||||||||
Acquisition and other operating expenses | $ | 7,390,338 | $ | 2,954,026 | $ | 1,854,142 | $ | 2,386,381 | ||||||||
Carried interest on distributions | $ | 6,948,895 | $ | 2,402,590 | $ | 658,255 | $ | 622,587 | ||||||||
Aggregate payments to Managing Member:(1) | ||||||||||||||||
2003 | $ | 7,727,135 | ||||||||||||||
2004 | 10,587,329 | |||||||||||||||
2005 | 6,365,478 | $ | 6,069,713 | |||||||||||||
2006 | 3,981,351 | 4,341,576 | ||||||||||||||
2007 | 4,364,140 | 2,637,649 | $ | 904,688 | ||||||||||||
2008 | 4,871,448 | 1,593,316 | 2,526,252 | |||||||||||||
2009 | 3,374,008 | 1,400,781 | 3,138,382 | $ | 1,488,665 | |||||||||||
2010 | 3,573,068 | 1,455,117 | 1,135,559 | 6,374,061 | ||||||||||||
2011 | 3,332,822 | 1,328,426 | 1,039,637 | 8,489,316 | ||||||||||||
$ | 48,176,779 | $ | 18,826,578 | $ | 8,744,518 | $ | 16,352,042 |
FOOTNOTES:
(1) | As of December 31, 2011. Includes payments and rights to payments of carried interest on fund distributions, management fees, incentive fees, reimbursements of syndication costs to the Managing Member (and affiliates), acquisition fees, initial direct costs on leases and reimbursements of administrative costs. |
S-A-7
TABLE III
OPERATING RESULTS OF PRIOR PUBLIC PROGRAMS
December 31, 2011 (Unaudited)
The following Table summarizes the operating results of Prior Public Programs (ACEF X, ACEF XI, ATEL 12 and ATEL 14). The Prior Programs’ records are maintained in accordance with generally accepted accounting principles for financial statement purposes.
ATEL Capital Equipment Fund X | ||||||||||||||||||||
Period Ended December 31, | ||||||||||||||||||||
2003 | 2004 | 2005 | 2006 | 2007 | ||||||||||||||||
Months of operations | 12 | 12 | 12 | 12 | 12 | |||||||||||||||
Gross revenue - lease and other | $ | 896,923 | $ | 4,969,654 | $ | 12,154,273 | $ | 16,492,753 | $ | 21,990,232 | ||||||||||
- gain (loss) on sales of assets | 10,991 | — | 1,071,790 | (1,542 | ) | 568,682 | ||||||||||||||
907,914 | 4,969,654 | 13,226,063 | 16,491,211 | 22,558,914 | ||||||||||||||||
Less Operating Expenses:(1) | ||||||||||||||||||||
Depreciation and amortization expense | 814,426 | 3,704,572 | 8,542,118 | 12,245,345 | 17,656,711 | |||||||||||||||
Provision (reversal of provision) for losses and doubtful accounts | — | — | — | 194,442 | (23,475 | ) | ||||||||||||||
Interest expense | 8,045 | 615 | — | 237,806 | 1,392,696 | |||||||||||||||
Acquisition expense | 891,919 | 759,909 | 969,461 | 1,076,994 | 688,091 | |||||||||||||||
Cost reimbursements to Managing Member | 52,495 | 352,537 | 757,715 | 846,239 | 1,264,063 | |||||||||||||||
Legal/Professional fees | 56,764 | 91,488 | 598,416 | 1,124,207 | 976,722 | |||||||||||||||
Other | 74,780 | 110,451 | 171,091 | 145,290 | 206,434 | |||||||||||||||
Management fee | 48,550 | 211,761 | 620,277 | 775,640 | 1,145,060 | |||||||||||||||
Outside services | 21,219 | 55,421 | 100,118 | 935,916 | 777,437 | |||||||||||||||
Taxes on income and franchise fees | 32,608 | 73,439 | 161,000 | 182,779 | 11,284 | |||||||||||||||
2,000,806 | 5,360,193 | 11,920,196 | 17,764,658 | 24,095,023 | ||||||||||||||||
Net (loss) income – GAAP basis | $ | (1,092,892 | ) | $ | (390,539 | ) | $ | 1,305,867 | $ | (1,273,447 | ) | $ | (1,536,109 | ) | ||||||
Taxable loss from operations | $ | (760,855 | ) | $ | (5,025,157 | ) | $ | (4,201,316 | ) | $ | (8,163,445 | ) | $ | (7,608,019 | ) | |||||
Cash generated by operations(2) | $ | 526,090 | $ | 2,345,839 | $ | 10,133,426 | $ | 13,369,359 | $ | 15,207,031 | ||||||||||
Cash generated from sales(3) | 257,206 | — | 2,051,588 | 264,183 | 3,256,614 | |||||||||||||||
Cash generated from refinancing | — | — | — | — | — | |||||||||||||||
Cash generated from other(4) | 98,028 | 939,305 | 2,028,792 | 3,083,208 | 3,425,407 | |||||||||||||||
881,324 | 3,285,144 | 14,213,806 | 16,716,750 | 21,889,052 | ||||||||||||||||
Less cash distributions to investors: | ||||||||||||||||||||
From operating cash flow | 526,090 | 2,345,839 | 10,133,426 | 11,203,246 | 11,188,315 | |||||||||||||||
From sales | 257,206 | — | 482,541 | — | — | |||||||||||||||
From refinancing | — | — | — | — | — | |||||||||||||||
From other | 144,652 | 3,348,505 | — | — | — | |||||||||||||||
Total distributions | 927,948 | 5,694,344 | 10,615,967 | 11,203,246 | 11,188,315 | |||||||||||||||
Cash (deficiency) generated after cash distributions | $ | (46,624 | ) | $ | (2,409,200 | ) | $ | 3,597,839 | $ | 5,513,504 | $ | 10,700,737 | ||||||||
Tax and distribution data per $1,000 limited partner investment: | ||||||||||||||||||||
Federal Income Tax Results: | ||||||||||||||||||||
Ordinary loss: | ||||||||||||||||||||
Operations | $ | (31.71 | ) | $ | (58.69 | ) | $ | (28.36 | ) | $ | (53.93 | ) | $ | (50.31 | ) | |||||
Recapture | — | — | — | — | — | |||||||||||||||
Capital gain (loss) | — | — | — | — | — | |||||||||||||||
Cash distributions to investors on a GAAP basis: | ||||||||||||||||||||
- Investment income | $ | — | $ | — | $ | 8.82 | $ | — | $ | — | ||||||||||
- Return of capital | 41.80 | 71.90 | 68.66 | 80.01 | 79.99 | |||||||||||||||
$ | 41.80 | $ | 71.90 | $ | 77.48 | $ | 80.01 | $ | 79.99 | |||||||||||
Sources (on a cash basis) | ||||||||||||||||||||
Sales | $ | 11.59 | $ | — | $ | 3.52 | $ | — | $ | — | ||||||||||
Refinancing | — | — | — | — | — | |||||||||||||||
Operations | 23.70 | 29.62 | 73.96 | 80.01 | 79.99 | |||||||||||||||
Other | 6.52 | 42.28 | — | — | — | |||||||||||||||
Total | $ | 41.80 | $ | 71.90 | $ | 77.48 | $ | 80.01 | $ | 79.99 | ||||||||||
Amount invested in program equipment (cost, excluding acquisition fees) | $ | 14,842,434 | $ | 42,851,084 | $ | 72,963,212 | $ | 113,619,060 | $ | 135,254,539 | ||||||||||
Amount invested in program equipment (book value) | $ | 13,884,039 | $ | 38,042,279 | $ | 58,641,893 | $ | 86,832,749 | $ | 89,668,884 | ||||||||||
Amount remaining invested in program equipment (Cost of equipment owned at end of period as a percentage of cost of all equipment purchased by the program)(5) | 7.66 | % | 22.11 | % | 36.21 | % | 56.57 | % | 65.87 | % |
S-A-8
TABLE III
OPERATING RESULTS OF PRIOR PUBLIC PROGRAMS
December 31, 2011 (Unaudited)
ATEL Capital Equipment Fund X | ||||||||||||||||
Period Ended December 31, | ||||||||||||||||
2008 | 2009 | 2010 | 2011 | |||||||||||||
Months of operations | 12 | 12 | 12 | 12 | ||||||||||||
Gross revenue - lease and other | $ | 24,669,794 | $ | 29,237,002 | $ | 27,643,296 | $ | 22,437,291 | ||||||||
- gain on sales of assets | 1,072,034 | 358,500 | 330,456 | 998,142 | ||||||||||||
25,741,828 | 29,595,502 | 27,973,752 | 23,435,433 | |||||||||||||
Less Operating Expenses:(1) | ||||||||||||||||
Depreciation and amortization expense | 21,735,227 | 22,186,342 | 18,205,074 | 12,994,443 | ||||||||||||
Provision for losses and doubtful accounts | 490,485 | 586,583 | 311,928 | 408,894 | ||||||||||||
Interest expense | 2,465,797 | 2,749,172 | 3,018,965 | 2,254,812 | ||||||||||||
Acquisition expense | 1,411,824 | 139,159 | 295,242 | 344,367 | ||||||||||||
Cost reimbursements to Managing Member | 960,645 | 934,006 | 1,134,682 | 1,264,063 | ||||||||||||
Legal/Professional fees | 560,501 | 391,134 | 327,422 | 202,192 | ||||||||||||
Other | 279,681 | 145,145 | 248,065 | 700,807 | ||||||||||||
Management fee | 1,262,415 | 1,285,688 | 1,233,614 | 806,513 | ||||||||||||
Outside services | 138,659 | 94,428 | 122,309 | 65,158 | ||||||||||||
Taxes on income and franchise fees | 11,603 | 94,946 | 45,230 | 85,000 | ||||||||||||
29,316,837 | 28,606,603 | 24,942,531 | 19,126,249 | |||||||||||||
Net (loss) income – GAAP basis | $ | (3,575,009 | ) | $ | 988,899 | $ | 3,031,221 | $ | 4,309,184 | |||||||
Taxable (loss) income from operations | $ | (7,393,065 | ) | $ | (437,974 | ) | $ | 1,511,650 | $ | 3,651,917 | (6) | |||||
Cash generated by operations(2) | $ | 19,048,832 | $ | 21,519,595 | $ | 19,184,517 | $ | 16,321,599 | ||||||||
Cash generated from sales(3) | 3,420,383 | 1,506,388 | 2,285,140 | 4,169,604 | ||||||||||||
Cash generated from refinancing | — | 24,876,665 | — | — | ||||||||||||
Cash generated from other(4) | 3,120,538 | 2,568,372 | 2,610,342 | 2,560,793 | ||||||||||||
25,589,753 | 50,471,020 | 24,079,999 | 23,051,996 | |||||||||||||
Less cash distributions to investors: | ||||||||||||||||
From operating cash flow | 11,179,516 | 11,177,290 | 11,176,317 | 11,182,965 | ||||||||||||
From sales | — | — | — | — | ||||||||||||
From refinancing | — | — | — | — | ||||||||||||
From other | — | — | — | — | ||||||||||||
Total distributions | 11,179,516 | 11,177,290 | 11,176,317 | 11,182,965 | ||||||||||||
Cash generated after cash distributions | $ | 14,410,237 | $ | 39,293,730 | $ | 12,903,682 | $ | 11,869,031 | ||||||||
Tax and distribution data per $1,000 limited partner investment: | ||||||||||||||||
Federal Income Tax Results: | ||||||||||||||||
Ordinary loss: | ||||||||||||||||
Operations | $ | (48.93 | ) | $ | (2.90 | ) | $ | 10.01 | $ | 24.18 | ||||||
Recapture | — | — | — | — | ||||||||||||
Capital gain (loss) | — | — | — | — | ||||||||||||
Cash distributions to investors on a GAAP basis: | ||||||||||||||||
- Investment income | $ | — | $ | 6.55 | $ | 20.07 | $ | 28.53 | ||||||||
- Return of capital | 79.99 | 73.45 | 59.92 | 51.51 | ||||||||||||
$ | 79.99 | $ | 80.00 | $ | 79.99 | $ | 80.04 | |||||||||
Sources (on a cash basis) | ||||||||||||||||
Sales | $ | — | $ | — | $ | — | $ | — | ||||||||
Refinancing | — | — | — | — | ||||||||||||
Operations | 79.99 | 80.00 | 79.99 | 80.04 | ||||||||||||
Other | — | — | — | — | ||||||||||||
Total | $ | 79.99 | $ | 80.00 | $ | 79.99 | $ | 80.04 | ||||||||
Amount invested in program equipment (cost, excluding acquisition fees) | $ | 170,944,000 | $ | 185,391,277 | $ | 186,519,041 | $ | 193,813,669 | ||||||||
Amount invested in program equipment (book value) | $ | 101,528,438 | $ | 92,520,406 | $ | 71,475,217 | $ | 60,249,772 | ||||||||
Amount remaining invested in program equipment (Cost of equipment owned at end of period as a percentage of cost of all equipment purchased by the program)(5) | 80.97 | % | 86.94 | % | 82.01 | % | 77.70 | % |
S-A-9
TABLE III
OPERATING RESULTS OF PRIOR PUBLIC PROGRAMS
December 31, 2011 (Unaudited)
ATEL Capital Equipment Fund XI | ||||||||||||||||
Period Ended December 31 | ||||||||||||||||
2005 | 2006 | 2007 | 2008 | |||||||||||||
Months of operations | 12 | 12 | 12 | 12 | ||||||||||||
Gross revenue - lease and other | $ | 604,565 | $ | 7,061,142 | $ | 11,179,319 | $ | 12,545,058 | ||||||||
- gain on sales of assets | — | 55,941 | 215,186 | 76,424 | ||||||||||||
604,565 | 7,117,083 | 11,394,505 | 12,621,482 | |||||||||||||
Less Operating Expenses:(1) | ||||||||||||||||
Depreciation and amortization expense | 219,754 | 5,160,659 | 8,698,372 | 10,180,940 | ||||||||||||
Provision for losses and doubtful accounts | — | 174,402 | 78,379 | 405,434 | ||||||||||||
Interest expense | 3,667 | 127,188 | 1,106,973 | 1,297,963 | ||||||||||||
Acquisition expense | 359,651 | 986,621 | 878,477 | 47,908 | ||||||||||||
Cost reimbursements to Managing Member | 74,734 | 448,508 | 523,111 | 498,053 | ||||||||||||
Legal/Professional fees | 112,150 | 213,137 | 415,934 | 265,327 | ||||||||||||
Other | 77,969 | 259,182 | 287,506 | 160,902 | ||||||||||||
Management fee | 19,895 | 367,978 | 629,306 | 647,577 | ||||||||||||
867,820 | 7,737,675 | 12,618,058 | 13,504,104 | |||||||||||||
Net loss – GAAP basis | $ | (263,255 | ) | $ | (620,592 | ) | $ | (1,223,553 | ) | $ | (882,622 | ) | ||||
Taxable (loss) income from operations | $ | (330,642 | ) | $ | (4,849,582 | ) | $ | (5,874,603 | ) | $ | (2,781,849 | ) | ||||
Cash generated by operations(2) | $ | 1,523,982 | $ | 6,027,132 | $ | 6,396,153 | $ | 8,674,869 | ||||||||
Cash generated from sales(3) | — | 55,941 | 2,800,069 | 1,222,135 | ||||||||||||
Cash generated from refinancing | — | — | — | — | ||||||||||||
Cash generated from other(4) | 262,401 | 2,021,872 | 2,745,862 | 2,314,195 | ||||||||||||
1,786,383 | 8,104,945 | 11,942,084 | 12,211,199 | |||||||||||||
Less cash distributions to investors: | ||||||||||||||||
From operating cash flow | 701,370 | 4,482,452 | 4,838,539 | 4,838,168 | ||||||||||||
From sales | — | — | — | — | ||||||||||||
From refinancing | — | — | — | — | ||||||||||||
From other | — | — | — | — | ||||||||||||
Total distributions | 701,370 | 4,482,452 | 4,838,539 | 4,838,168 | ||||||||||||
Cash generated after cash distributions | $ | 1,085,013 | $ | 3,622,493 | $ | 7,103,545 | $ | 7,373,031 | ||||||||
Tax and distribution data per $1,000 limited partner investment: | ||||||||||||||||
Federal Income Tax Results: | ||||||||||||||||
Ordinary income (loss): | ||||||||||||||||
Operations | $ | (24.10 | ) | $ | (89.68 | ) | $ | (103.87 | ) | $ | (49.20 | ) | ||||
Recapture | — | — | — | — | ||||||||||||
Capital gain (loss) | — | — | — | — | ||||||||||||
Cash distributions to investors on a GAAP basis: | ||||||||||||||||
- Investment income | $ | — | $ | — | $ | — | $ | — | ||||||||
- Return of capital | 55.27 | 89.61 | 92.49 | 92.50 | ||||||||||||
$ | 55.27 | $ | 89.61 | $ | 92.49 | $ | 92.50 | |||||||||
Sources (on a cash basis) | ||||||||||||||||
Sales | $ | — | $ | — | $ | — | $ | — | ||||||||
Refinancing | — | — | — | — | ||||||||||||
Operations | 55.27 | 89.61 | 92.49 | 92.50 | ||||||||||||
Other | — | — | — | — | ||||||||||||
Total | $ | 55.27 | $ | 89.61 | $ | 92.49 | $ | 92.50 | ||||||||
Amount invested in program equipment (cost, excluding acquisition fees) | $ | 14,970,671 | $ | 42,086,103 | $ | 62,888,213 | $ | 63,431,613 | ||||||||
Amount invested in program equipment (book value) | $ | 14,926,446 | $ | 37,190,929 | $ | 49,105,796 | $ | 39,489,975 | ||||||||
Amount remaining invested in program equipment (Cost of equipment owned at end of period as a percentage of cost of all equipment purchased by the program)(5) | 22.16 | % | 62.05 | % | 91.97 | % | 92.78 | % |
S-A-10
TABLE III
OPERATING RESULTS OF PRIOR PUBLIC PROGRAMS
December 31, 2011 (Unaudited)
ATEL Capital Equipment Fund XI | ||||||||||||
Period Ended December 31 | ||||||||||||
2009 | 2010 | 2011 | ||||||||||
Months of operations | 12 | 12 | 12 | |||||||||
Gross revenue - lease and other | $ | 10,013,218 | $ | 8,242,155 | $ | 7,571,800 | ||||||
- gain on sales of assets | 1,657,741 | 199,681 | 55,839 | |||||||||
11,670,959 | 8,441,836 | 7,627,639 | ||||||||||
Less Operating Expenses:(1) | ||||||||||||
Depreciation and amortization expense | 8,014,308 | 6,212,056 | 4,458,523 | |||||||||
Provision for losses and doubtful accounts | 322,800 | 14,309 | 130,555 | |||||||||
Interest expense | 854,246 | 482,040 | 410,200 | |||||||||
Acquisition expense | 4,528 | 175,894 | 97,448 | |||||||||
Cost reimbursements to Managing Member | 348,835 | 476,941 | 473,950 | |||||||||
Legal/Professional fees | 168,752 | 171,946 | 105,991 | |||||||||
Other | 217,083 | 187,395 | 175,736 | |||||||||
Management fee | 656,082 | 411,567 | 364,041 | |||||||||
10,586,634 | 8,132,148 | 6,216,444 | ||||||||||
Net income – GAAP basis | $ | 1,084,325 | $ | 309,688 | $ | 1,411,195 | ||||||
Taxable (loss) income from operations | $ | 2,197,135 | $ | 790,864 | $ | 1,543,518 | (6) | |||||
Cash generated by operations(2) | $ | 7,634,803 | $ | 6,069,352 | $ | 5,602,062 | ||||||
Cash generated from sales(3) | 8,125,877 | 1,325,711 | 1,075,996 | |||||||||
Cash generated from refinancing | — | — | — | |||||||||
Cash generated from other(4) | 1,247,566 | 915,349 | 579,709 | |||||||||
17,008,246 | 8,310,412 | 7,257,767 | ||||||||||
Less cash distributions to investors: | ||||||||||||
From operating cash flow | 4,821,899 | 4,819,107 | 4,818,839 | |||||||||
From sales | — | — | — | |||||||||
From refinancing | — | — | — | |||||||||
From other | — | — | — | |||||||||
Total distributions | 4,821,899 | 4,819,107 | 4,818,839 | |||||||||
Cash generated after cash distributions | $ | 12,186,347 | $ | 3,491,305 | $ | 2,438,928 | ||||||
Tax and distribution data per $1,000 limited partner investment: | ||||||||||||
Federal Income Tax Results: | ||||||||||||
Ordinary income (loss): | ||||||||||||
Operations | $ | 38.99 | $ | 14.04 | $ | 27.41 | ||||||
Recapture | — | — | — | |||||||||
Capital gain (loss) | — | — | — | |||||||||
Cash distributions to investors on a GAAP basis: | ||||||||||||
- Investment income | $ | 19.24 | $ | 5.50 | $ | 25.06 | ||||||
- Return of capital | 73.26 | 87.00 | 67.44 | |||||||||
$ | 92.50 | $ | 92.50 | $ | 92.50 | |||||||
Sources (on a cash basis) | ||||||||||||
Sales | $ | — | $ | — | $ | — | ||||||
Refinancing | — | — | — | |||||||||
Operations | 92.50 | 92.50 | 92.50 | |||||||||
Other | — | — | — | |||||||||
Total | $ | 92.50 | $ | 92.50 | $ | 92.50 | ||||||
Amount invested in program equipment (cost, excluding acquisition fees) | $ | 63,431,613 | $ | 66,324,200 | $ | 67,548,200 | ||||||
Amount invested in program equipment (book value) | $ | 24,917,492 | $ | 20,614,594 | $ | 16,144,265 | ||||||
Amount remaining invested in program equipment (Cost of equipment owned at end of period as a percentage of cost of all equipment purchased by the program)(5) | 76.19 | % | 74.00 | % | 68.72 | % |
S-A-11
TABLE III
OPERATING RESULTS OF PRIOR PUBLIC PROGRAMS
December 31, 2011 (Unaudited)
ATEL 12 | ||||||||||||||||||||
Period Ended December 31 | ||||||||||||||||||||
2007 | 2008 | 2009 | 2010 | 2011 | ||||||||||||||||
Months of operations | 11 | 12 | 12 | 12 | 12 | |||||||||||||||
Gross revenue - lease and other | $ | — | $ | 770,099 | $ | 3,453,293 | $ | 4,061,571 | $ | 5,107,571 | ||||||||||
- gain (loss) on sales of assets | — | — | — | 843 | 32,171 | |||||||||||||||
— | 770,099 | 3,453,293 | 4,062,414 | 5,139,742 | ||||||||||||||||
Less Operating Expenses:(1) | ||||||||||||||||||||
Depreciation and amortization expense | — | 585,264 | 2,953,809 | 3,410,803 | 3,795,192 | |||||||||||||||
Provision for losses and doubtful accounts | — | — | 393,903 | 482,289 | 5,042 | |||||||||||||||
Interest expense | 1,407 | 17,431 | 65,248 | 94,535 | 200,678 | |||||||||||||||
Acquisition expense | — | 316,736 | 764,508 | 278,323 | 181,856 | |||||||||||||||
Cost reimbursements to Managing Member and affiliate | 4,238 | 105,148 | 238,331 | 435,065 | 387,632 | |||||||||||||||
Legal/Professional fees | 5,272 | 34,513 | 78,126 | 141,965 | 96,039 | |||||||||||||||
Other | 1,438 | 22,720 | 49,750 | 92,077 | 92,444 | |||||||||||||||
Outside services | 190 | 17,725 | 29,743 | 84,860 | (18,164 | ) | ||||||||||||||
Management fee | — | 30,582 | 156,753 | 188,800 | 225,255 | |||||||||||||||
12,545 | 1,130,119 | 4,730,171 | 5,208,717 | 4,965,974 | ||||||||||||||||
Net loss – GAAP basis | $ | (12,545 | ) | $ | (360,020 | ) | $ | (1,276,878 | ) | $ | (1,146,303 | ) | $ | 173,768 | ||||||
Taxable loss from operations | $ | — | $ | (1,095,430 | ) | $ | (2,509,312 | ) | $ | (1,572,751 | ) | $ | (1,204,449 | )(6) | ||||||
Cash generated by operations(2) | $ | — | $ | 159,920 | $ | 2,106,158 | $ | 3,562,834 | $ | 3,279,169 | ||||||||||
Cash generated from sales(3) | — | — | — | 185,307 | 297,003 | |||||||||||||||
Cash generated from refinancing | — | — | — | — | — | |||||||||||||||
Cash generated from other(4) | — | 30,939 | 513,320 | 349,504 | 802,867 | |||||||||||||||
— | 190,859 | 2,619,478 | 4,097,645 | 4,379,039 | ||||||||||||||||
Less cash distributions to investors: | ||||||||||||||||||||
From operating cash flow | — | 522,823 | 1,970,429 | 2,699,535 | 2,699,086 | |||||||||||||||
From sales | — | — | — | — | — | |||||||||||||||
From refinancing | — | — | — | — | — | |||||||||||||||
From other | — | — | — | — | — | |||||||||||||||
Total distributions | — | 522,823 | 1,970,429 | 2,699,535 | 2,699,086 | |||||||||||||||
Cash (deficiency) generated after cash distributions | $ | — | $ | (331,964 | ) | $ | 649,049 | $ | 1,398,110 | $ | 1,679,953 | |||||||||
Tax and distribution data per $1,000 limited partner investment: | ||||||||||||||||||||
Federal Income Tax Results: | ||||||||||||||||||||
Ordinary loss: | ||||||||||||||||||||
Operations | $ | — | $ | (143.86 | ) | $ | (99.87 | ) | $ | (48.50 | ) | $ | (37.15 | ) | ||||||
Recapture | — | — | — | — | — | |||||||||||||||
Capital gain (loss) | — | — | — | — | — | |||||||||||||||
Cash distributions to investors on a GAAP basis: | ||||||||||||||||||||
- Investment income | $ | — | $ | — | $ | — | $ | — | $ | 5.36 | ||||||||||
- Return of capital | — | 74.23 | 84.78 | 90.00 | 84.63 | |||||||||||||||
$ | — | $ | 74.23 | $ | 84.78 | $ | 90.00 | $ | 89.99 | |||||||||||
Sources (on a cash basis) | ||||||||||||||||||||
Sales | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||
Refinancing | — | — | — | — | — | |||||||||||||||
Operations | — | 74.23 | 84.78 | 90.00 | 89.99 | |||||||||||||||
Other | — | — | — | — | — | |||||||||||||||
Total | $ | — | $ | 74.23 | $ | 84.78 | $ | 90.00 | $ | 89.99 | ||||||||||
Amount invested in program equipment (cost, excluding acquisition fees) | $ | — | $ | 7,943,604 | $ | 17,506,005 | $ | 21,962,271 | $ | 25,134,454 | ||||||||||
Amount invested in program equipment (book value) | $ | — | $ | 7,453,704 | $ | 14,234,279 | $ | 15,184,193 | $ | 14,320,660 | ||||||||||
Amount remaining invested in program equipment (Cost of equipment owned at end of period as a percentage of cost of all equipment purchased by the program)(5) | 0.00 | % | 31.60 | % | 69.65 | % | 86.63 | % | 99.02 | % |
S-A-12
TABLE III
OPERATING RESULTS OF PRIOR PUBLIC PROGRAMS
December 31, 2011 (Unaudited)
ATEL 14 | ||||||||||||
Period Ended December 31 | ||||||||||||
2009 | 2010 | 2011 | ||||||||||
Months of operations | 9 | 12 | 12 | |||||||||
Gross revenue - lease and other | $ | 35,105 | $ | 1,441,507 | $ | 6,625,600 | ||||||
- gain (loss) on sales of assets | — | — | 75,792 | |||||||||
35,105 | 1,441,507 | 6,701,392 | ||||||||||
Less Operating Expenses:(1) | ||||||||||||
Depreciation and amortization expense | 29,317 | 888,266 | 4,580,907 | |||||||||
Provision for losses and doubtful accounts | — | 16,576 | 10,160 | |||||||||
Interest expense | 110 | 8,819 | 151,442 | |||||||||
Acquisition expense | 83,742 | 824,632 | 1,176,444 | |||||||||
Cost reimbursements to Managing Member and affiliate | 19,176 | 544,017 | 828,927 | |||||||||
Legal/Professional fees | 5,000 | 71,913 | 179,989 | |||||||||
Other | 6,427 | 322,850 | 875,249 | |||||||||
Outside services | 2,547 | 31,683 | 36,678 | |||||||||
Management fee | 663 | 68,579 | 333,608 | |||||||||
146,982 | 2,777,335 | 8,173,404 | ||||||||||
Net loss - GAAP basis | $ | (111,877 | ) | $ | (1,335,828 | ) | $ | (1,472,012 | ) | |||
Taxable loss from operations | $ | (147,928 | ) | $ | (2,357,237 | ) | $ | (7,189,982 | )(6) | |||
Cash generated by (used in) operations(2) | $ | 1,140,787 | $ | (1,111,705 | ) | $ | 2,729,367 | |||||
Cash generated from sales(3) | — | — | 953,104 | |||||||||
Cash generated from refinancing | — | — | — | |||||||||
Cash generated from other(4) | — | 328,328 | 817,951 | |||||||||
1,140,787 | (783,377 | ) | 4,500,422 | |||||||||
Less cash distributions to investors: | ||||||||||||
From operating cash flow | — | — | 2,729,367 | |||||||||
From sales | — | — | 953,104 | |||||||||
From refinancing | — | — | — | |||||||||
From other | — | 1,633,146 | 1,542,227 | |||||||||
Total distributions | — | 1,633,146 | 5,224,698 | |||||||||
Cash (deficiency) generated after cash distributions | $ | 1,140,787 | $ | (2,416,523 | ) | $ | (724,276 | ) | ||||
Tax and distribution data per $1,000 limited partner investment: | ||||||||||||
Federal Income Tax Results: | ||||||||||||
Ordinary loss: | ||||||||||||
Operations | $ | (556.10 | ) | $ | (98.48 | ) | $ | (105.38 | ) | |||
Recapture | — | — | — | |||||||||
Capital gain (loss) | — | — | — | |||||||||
Cash distributions to investors on a GAAP basis: | ||||||||||||
- Investment income | $ | — | $ | — | $ | — | ||||||
- Return of capital | — | 73.76 | 82.78 | |||||||||
— | $ | 73.76 | $ | 82.78 | ||||||||
Sources (on a cash basis) | ||||||||||||
Sales | $ | — | $ | — | $ | 15.10 | ||||||
Refinancing | — | — | — | |||||||||
Operations | — | — | 43.24 | |||||||||
Other | — | 73.76 | 24.44 | |||||||||
Total | $ | — | $ | 73.76 | $ | 82.78 | ||||||
Amount invested in program equipment (cost, excluding acquisition fees) | $ | 1,646,068 | $ | 18,801,704 | $ | 43,363,166 | ||||||
Amount invested in program equipment (book value) | $ | 1,642,139 | $ | 17,947,547 | $ | 38,206,429 | ||||||
Amount remaining invested in program equipment (Cost of equipment owned at end of period as a percentage of cost of all equipment purchased by the program)(5) | 3.80 | % | 43.36 | % | 99.87 | % |
S-A-13
FOOTNOTES:
(1) | Operating expenses include payroll and administrative cost reimbursements to the General Partner/Managing Member as follows: |
ATEL Capital Equipment Fund X | ATEL Capital Equipment Fund XI | ATEL 12 | ATEL 14 | |||||||||||||
Year ended December 31, 2003 | $ | 52,495 | ||||||||||||||
2004 | 352,537 | |||||||||||||||
2005 | 757,715 | $ | 74,733 | |||||||||||||
2006 | 846,239 | 448,508 | ||||||||||||||
2007 | 1,264,063 | 523,111 | $ | 4,238 | ||||||||||||
2008 | 960,645 | 498,053 | 105,148 | |||||||||||||
2009 | 934,006 | 348,835 | 238,331 | $ | 19,176 | |||||||||||
2010 | 1,134,682 | 476,941 | 435,065 | 544,017 | ||||||||||||
2011 | 1,264,063 | 473,950 | 387,632 | 828,927 | ||||||||||||
$ | 7,566,445 | $ | 2,844,131 | $ | 1,170,414 | $ | 1,392,120 |
(2) | Cash generated by (used in) operations does not include the principal payments received on notes receivable or the principal portion of lease rentals received under direct financing leases. In the Funds’ statements of cash flows (under generally accepted accounting principles), these amounts are included in the investing activities section. |
(3) | Cash generated from sales includes proceeds from early termination of notes recievable and equipment sales, where applicable. |
(4) | Cash generated from other consists of the principal amortization of notes receivable and direct finance leases, where applicable. Such amounts are included throughout the table under the caption “Other”. |
(5) | The percentage is calculated as a fraction, the numerator of which is the amount invested in program equipment (at cost) as of the end of the indicated period, net of all dispositions, and the denominator of which is the cumulative total of all equipment acquired by the program through the end of the latest period shown. |
(6) | The taxable income or loss from operations is based on estimates for the period ended December 31, 2011. |
S-A-14
TABLE IV
RESULTS OF COMPLETED PROGRAMS
December 31, 2011
(Unaudited)
ATEL Cash Distribution Fund IV | ||||
Program name: | ||||
Dollar amount of equity raised | $ | 75,000,000 | ||
Assets purchased | $ | 108,734,880 | ||
Date of Closing of Offering | February 3, 1993 | |||
Date of first sale of property | August 1, 1993 | |||
Date of final sale of property | December 31, 2004 | |||
Tax and distribution data per $1,000 limited partner investment through December 31, 2004: | ||||
Federal Income Tax Results: | ||||
Ordinary income: | ||||
Operations | $ | 291.74 | ||
Recapture | ||||
Capital gain (loss) | ||||
Cash distributions to investors on a GAAP basis: | ||||
– Investment income | $ | 334.73 | ||
– Return of capital | 911.76 | |||
1,246.49 | ||||
Cash available for distribution, reinvested for investors’ accounts | — | |||
Total | $ | 1,246.49 | ||
Sources (on a cash basis): | ||||
Sales | $ | 268.83 | ||
Refinancing | ||||
Operations | 711.09 | |||
Other | 266.57 | |||
Total | $ | 1,246.49 |
S-A-15
TABLE V
ACQUISITION OF PORTFOLIO INVESTMENTS
BY PRIOR PROGRAMS
The following is a summary of Equipment acquisitions/Note fundings and Lessees/Borrowers by ATEL Capital Equipment Fund X, LLC, ATEL Capital Equipment Fund XI, LLC, ATEL 12, LLC and ATEL 14, LLC. These are the four most recent prior programs sponsored by ATEL Financial Services LLC and its affiliates which had similar investment objectives. Information concerning the prior programs’ Equipment acquisition/Note fundings is current through December 31, 2011.
Leases | Asset Type Financed or Acquired | Acquisition Cost(1) | Acquistion Date(2) | |||||||||
ATEL Capital Equipment Fund X, LLC (ACEF 10) | ||||||||||||
A & G Coal Corporation | Caterpillar Wheel Loader | $ | 3,248,020 | 10/18/2006 | ||||||||
Aircraft Service International | Nve Millennium Carts and Trucks | 3,025,661 | 10/13/2006 | |||||||||
Arbinet-Thexchange, Inc. | Telecommunications Equipment | 654,526 | 7/16/2003 | |||||||||
ARYx Therapeutics, Inc. | Computer Hardware & Software | 297,404 | 4/1/2003 | |||||||||
Allegheny Tech | Lift Trucks | 1,825,609 | 5/7/2007 | |||||||||
Alliant Techsystems | Fork Lift | 1,143,491 | 3/23/2007 | |||||||||
Arsenal Digital Solutions | Various Computer Hardware/Office Furniture | 414,936 | 12/23/2003 | |||||||||
Ball Corporation | Tier Sheets | 3,883,098 | 8/13/2003 | |||||||||
Bayer Corporation | Clark Forklifts | 1,002,579 | 3/31/2006 | |||||||||
Bridgestone America Tire Operations, LLC | Trucks And Trailers | 229,653 | 12/18/2009 | |||||||||
Cargill Incorporated | Railroad | 12,080,852 | 3/25/2005 | |||||||||
Colowyo Coal Company L.P. | Mining | 2,000,000 | 4/25/2003 | |||||||||
Conagra Foods | Crane | 771,064 | 1/31/2007 | |||||||||
Cudd Pressure Control, Inc. | Construction | 798,913 | 12/11/2009 | |||||||||
Cummins Inc. | Forklifts/Lift Trucks | 6,019,622 | 12/28/2006 | |||||||||
Daimlerchrysler Corporation | Self-Guided Automation System | 2,363,882 | 11/8/04 | |||||||||
Daimlerchrysler Corporation | Forklifts | 2,623,942 | 6/9/2006 | |||||||||
Ford Motor Company | Motor Vehicle | 1,397,852 | 4/5/2005 | |||||||||
Ford Motor Company | Batteries | 174,331 | 4/5/2005 | |||||||||
GE Aircraft Engines | Grinders | 6,290,546 | 7/9/2008 | |||||||||
Illinois Power Company | Ditch Witch W/Trailer | 157,188 | 6/27/2006 | |||||||||
Illinois Central Railroad Company | Gondala Coal Cars | 204,003 | 11/30/2011 | |||||||||
International Paper Co. | Motor Vehicle | 4,575,149 | 4/1/2004 | |||||||||
International Paper Co. | Construction Equipment | 9,801,068 | 5/20/2005 | |||||||||
Interstate Commodities, Inc. | Covered Hopper Railcars | 4,455,000 | 8/18/2011 | |||||||||
IBM Corporation | Digital Analyzer Oscilloscope | 928,306 | 3/26/2007 | |||||||||
Kaiser Foundation Hospitals | Computer Hardware | 1,079,722 | 10/7/2003 | |||||||||
Kraft Foods Global, Inc. | Batteries | 300,334 | 12/29/2006 | |||||||||
Kraft Foods Global, Inc. | Forklift Trucks | 869,817 | 12/29/2006 | |||||||||
Lafarge North America Inc. | Forklifts & Trackmoblie Railcar Mover | 5,367,644 | 3/31/04 | |||||||||
Martin Marietta | Railcars | 2,928,524 | 8/31/07 | |||||||||
MeadWestvaco Corporation | Forklifts And Lumber Equipment | 12,215,975 | 4/28/2005 | |||||||||
Midwest Energy Resources Co. | Cat Track Type Tractor | 205,998 | 4/24/2008 | |||||||||
New Ngc, Inc. | Tractor, Mining Shovel And Bulldozer | 1,894,964 | 5/12/2011 | |||||||||
Newell Rubbermaid, Inc. | Caterpillar C4000 Lp Forklifts | 4,494,209 | 11/21/2006 | |||||||||
Owens & Minor Distribution, Inc. | International Tracktor | 65,701 | 1/15/2010 | |||||||||
Ryder Integrated Logistics | Forklifts | 6,071,775 | 2/23/2007 | |||||||||
Schenker, Inc. | Forklifts | 1,751,250 | 9/12/2008 | |||||||||
Solvay Soda Ash Joint Venture | Shearer & Compressors | 2,445,894 | 6/6/2007 | |||||||||
Sussex Ambulance Service | Motor Vehicles | 10,031,933 | 12/7/2004 | |||||||||
The Sabine Mining Company | Bucyrus Erie Waling Draglines | 24,009,673 | 8/19/2009 | |||||||||
The Scotts Company, LLC | Trucks And Trailers | 86,523 | 12/18/2009 | |||||||||
Tin, Inc. DBA Temple-Inland | Broderson Crane | 115,220 | 9/11/2009 |
S-A-16
Leases | Asset Type Financed or Acquired | Acquisition Cost(1) | Acquistion Date(2) | |||||||||
Tyson Foods, Inc. | Refrigerated Trailers | 4,187,100 | 12/29/2006 | |||||||||
Union Electric Company | Hydrovac Module W/Chassis | 936,799 | 7/19/2007 | |||||||||
Union Pacific Railroad Company | Refrigerator Box Cars | 12,150,043 | 5/26/2006 | |||||||||
UPS Ground Freight, Inc. | Over The Road Tractors | 6,466,833 | 4/2/2004 | |||||||||
Wal-Mart Transportation, LLC | Refrigerated Trailers | 12,649,501 | 1/22/2008 | |||||||||
Washington Group International | Cat Wheel Loader | 4,846,808 | 9/30/2005 | |||||||||
Western Fuels Association, Inc | 110-Ton Coalporter/Coalgon | 4,565,000 | 5/30/2008 | |||||||||
Whirlpool Corporation | Fork Trucks, Batteries, Chargers | 3,709,734 | 8/15/2006 | |||||||||
193,813,669 |
Loans | ||||||||||||
Alba Therapeutics Corporation | Senior Term Loan – Blanket | 500,000 | 11/21/2006 | |||||||||
Adenosine Therapeutics, LLC | Senior Term Loan – Blanket | 333,200 | 11/1/2007 | |||||||||
Alveolus, Inc. | Senior Term Loan – Blanket | 500,000 | 8/24/2005 | |||||||||
Altierre Corporation | Senior Term Loan – Blanket | 250,000 | 10/3/2008 |
Loans | ||||||||||||
Arsenal Digital Solutions | Various Computer Hardware/Office Furniture | 50,515 | 8/11/2004 | |||||||||
Asempra Technologies, Inc. | Senior Term Loan – Blanket | 200,000 | 10/31/2007 | |||||||||
Aspen Aerogels, Inc. | Manufacturing/Production Equip | 583,333 | 10/28/2004 | |||||||||
Axial Biotech, Inc. | Senior Term Loan – Blanket | 125,000 | 5/30/2008 | |||||||||
Boingo Wireless, Inc. | Computer Hardware & Software | 194,743 | 8/27/2004 | |||||||||
Cedar Point Communications Inc. | Computer Networking Equipment | 750,000 | 7/28/2004 | |||||||||
Chelsio Communications, Inc. | Various Computer Equip | 27,600 | 10/17/2005 | |||||||||
Complete Genomics, Inc. | Senior Term Loan – Blanket | 250,000 | 12/17/2010 | |||||||||
Convio, Inc. | Computer Equip & Office Furniture | 314,852 | 3/31/2006 | |||||||||
Cornice, Inc. | Computer Equipment & Fixtures | 195,757 | 5/22/2006 | |||||||||
Cymbet Corporation | Thin Film Disposition Equipment | 38,439 | 5/1/2006 | |||||||||
Danger, Inc. | Computers | 433,264 | 1/22/2007 | |||||||||
Delivery Agent, Inc. | Senior Term Loan – Blanket | 250,000 | 12/17/2008 | |||||||||
Doppelganger Studios, Inc. | Computer Equip & Office Furniture | 197,617 | 8/3/2005 | |||||||||
Dorado Network Systems Corp | Computer Equip & Office Furniture | 287,489 | 5/28/2004 | |||||||||
Good Technology, Inc. | Computer Hardware | 1,500,000 | 4/5/2006 | |||||||||
Helijet International Inc. | Sikorsky Helicopters (40% Trust) | 2,680,000 | 4/2/2004 | |||||||||
Lightship Holding, Inc. | Computer Hardware | 375,000 | 6/4/2004 | |||||||||
Linden Research, Inc. | Computer & Networking Equipment | 324,769 | 7/31/2007 | |||||||||
Locus Pharmaceuticals, Inc. | Senior Term Loan – Blanket | 500,000 | 11/1/2005 | |||||||||
Miasole | Lab & Computer Equipment | 132,253 | 12/28/2004 | |||||||||
New Ngc, Inc. | New Gypsum Manufacturing Facility | 2,503,105 | 12/30/2005 | |||||||||
On24, Inc. | Computer Equip & Office Furniture | 779,214 | 8/31/2004 | |||||||||
Openpages, Inc. | Computer & Office Equip, Furniture | 583,333 | 3/22/2005 | |||||||||
Razz, Inc. | Senior Term Loan – Blanket | 123,750 | 8/31/2006 | |||||||||
Renal Solutions, Inc. | Senior Term Loan | 500,000 | 7/29/2005 | |||||||||
Revver, Inc. | Senior Term Loan – Blanket | 1,200,000 | 12/29/2006 | |||||||||
Silverpop Systems, Inc. | Computer & Network Equipment | 349,645 | 9/1/2004 | |||||||||
Sling Media | Computers & Network Equipment | 293,868 | 3/7/2007 | |||||||||
Solaria Corporation | Manufacturing Equipment | 367,015 | 10/31/2007 | |||||||||
Starcite, Inc. | Computer Equip & Office Furniture | 175,000 | 6/30/2004 | |||||||||
Technorati, Inc. | Computer Equip & Office Furniture | 492,587 | 9/30/2005 | |||||||||
18,361,348 | ||||||||||||
$ | 212,175,017 |
S-A-17
Leases | Asset Type Financed or Acquired | Acquisition Cost(1) | Acquistion Date(2) | |||||||||
ATEL Capital Equipment Fund XI, LLC (ACEF 11) | ||||||||||||
Aircraft Services International | Deicer Trucks | 1,657,669 | 6/8/2007 | |||||||||
Allegheny Tech | Lift Trucks | 798,023 | 9/10/2007 | |||||||||
Allegheny Tech | Truck Crane | 142,989 | 2/15/2008 | |||||||||
Alliant Techsystems | Fork Lift | 1,320,178 | 7/27/2007 | |||||||||
Bayer Corporation | Automated Varian Nmr System | 724,571 | 7/29/2005 | |||||||||
Central Illinois Public Svc Co | Ditch Witches W/Trailers | 343,715 | 1/31/2006 | |||||||||
Daimler Chrysler Corporation | Forklift, Tractor, Battery And Charger | 3,141,964 | 2/17/2006 | |||||||||
East Midlands Ambulance Svc | Emergency Vehicles | 4,552,783 | 11/2/2005 | |||||||||
East Of England | Ford Focus Rv Vehicles | 413,922 | 9/6/2006 | |||||||||
International Paper Co. | Motor Vehicle | 6,199,972 | 1/5/2006 | |||||||||
International Paper Co. | Logging Equipment | 2,685,628 | 3/16/2006 | |||||||||
Lyondell Chemical Company | Tank Barge | 1,414,911 | 2/27/2007 | |||||||||
MeadWestvaco Corporation | Hyster Lift Trucks W/Clamps | 1,034,111 | 11/1/2005 | |||||||||
New Ngc, Inc. | Caterpillar and Yale Lift Trucks | 6,129,911 | 11/1/2006 | |||||||||
Nomac Drilling, LLC | Drilling Rigs | 2,892,587 | 12/17/2010 | |||||||||
Ryder Integrated Logistics Inc. | Forklifts/Pickers/Reach Trucks/Sweep Trucks | 2,784,110 | 2/7/2006 | |||||||||
Tin, Inc. Dba Temple-Inland | Peterson Portable Recycler | 643,105 | 2/10/2006 | |||||||||
Tyson Foods, Inc. | Refrigerated Trailers | 3,795,420 | 12/29/2006 | |||||||||
Union Pacific Railroad Company | Refrigerator Box Cars | 11,924,442 | 10/21/2005 | |||||||||
UPS Ground Freight, Inc. | Over The Road Tractors | 3,078,146 | 1/18/2006 | |||||||||
Washington Group International | Haul Trucks | 8,609,840 | 7/13/2007 | |||||||||
Whirlpool Corporation | Forklifts, Batteries, Chargers | 3,260,203 | 12/30/2005 | |||||||||
67,548,200 |
Loans | ||||||||||||
Alba Therapeutics Corporation | Senior Term Loan – Blanket | 500,000 | 11/21/2006 | |||||||||
Adenosine Therapeutics, LLC | Senior Term Loan – Blanket | 333,200 | 11/1/2007 | |||||||||
Altierre Corporation | Senior Term Loan – Blanket | 125,000 | 10/3/2008 | |||||||||
Alveolus, Inc. | Senior Term Loan – Blanket | 500,000 | 8/24/2005 | |||||||||
Arsenal Digital Solutions | Various Computer Equipment | 1,015,693 | 12/30/2005 | |||||||||
Asempra Tech | Senior Term Loan – Blanket | 200,000 | 10/31/2007 | |||||||||
Axial Biotech, Inc. | Senior Term Loan – Blanket | 125,000 | 3/28/2008 | |||||||||
Axogen Corporation | Senior Term Loan – Blanket | 125,000 | 4/21/2008 | |||||||||
Boingo Wireless, Inc. | Various Computer Equipment | 123,802 | 11/1/2005 | |||||||||
Chelsio Communications, Inc. | Various Computer Equip | 27,600 | 10/17/2005 | |||||||||
Convio, Inc. | Computer Equip & Office Furniture | 314,852 | 3/31/2006 | |||||||||
Cornice, Inc. | Computer Equipment & Fixtures | 195,757 | 5/22/2006 | |||||||||
Cymbet Corporation | Thin Film Deposition Equipment | 504,213 | 12/30/2005 | |||||||||
Danger Inc. | Computer & Network Equipment | 433,264 | 1/22/2007 | |||||||||
Delivery Agent, Inc. | Senior Term Loan – Blanket | 125,000 | 12/17/2008 | |||||||||
Good Technology, Inc. | Computer Equipment & Fixtures | 1,500,000 | 4/5/2006 | |||||||||
Linden Research Inc. | Computer Equipment & Fixtures | 324,769 | 7/31/2007 | |||||||||
Locus Pharmaceuticals, Inc. | Senior Term Loan – Blanket | 750,000 | 11/1/2005 | |||||||||
New Ngc, Inc. | New Gypsum Manufacturing Facility | 2,503,105 | 12/30/2005 | |||||||||
On24, Inc. | Various Computer Equipment | 62,353 | 11/30/2005 | |||||||||
Openpages, Inc. | Computer & Office Equip, Furniture | 237,345 | 12/1/2005 | |||||||||
Razz, Inc. | Senior Term Loan-Blanket | 123,750 | 8/31/2006 | |||||||||
Renal Solutions, Inc. | Senior Term Loan | 500,000 | 7/29/2005 | |||||||||
Reply Inc! | Senior Term Loan – Blanket | 1,000,000 | 9/12/2007 | |||||||||
Revver, Inc. | Senior Term Loan – Blanket | 1,200,000 | 12/29/2006 | |||||||||
Silverpop Systems, Inc. | Computer & Network Equipment | 170,551 | 6/30/2006 | |||||||||
Sling Media | Computer & Network Equipment | 293,868 | 3/7/2007 |
S-A-18
Loans | Asset Type Financed or Acquired | Acquisition Cost(1) | Acquistion Date(2) | |||||||||
Solaria Corporation | Manufacturing Equipment | 367,015 | 10/31/2007 | |||||||||
Technorati, Inc. | Computer Equip & Office Furniture | 835,819 | 9/30/2005 | |||||||||
14,516,956 | ||||||||||||
$ | 82,065,156 |
Leases | ||||||||||||
ATEL 12, LLC (ATEL 12) | ||||||||||||
Aircraft Service International, Inc. | De-Icer & Refueling Trucks | $ | 2,166,665 | 9/8/2009 | ||||||||
Anadarko Petroleum Corporation | John Deere Motor Grader | 248,919 | 10/30/2008 | |||||||||
Bayer Corporation | Arburg Moulding Machine | 862,699 | 6/19/2009 | |||||||||
Cargill, Inc. | Hyster Forklift/Infratec Analyzer | 63,094 | 12/16/2008 | |||||||||
Cummins Inc. | Industrial Cart | 782,867 | 7/23/2009 | |||||||||
GE Aircraft Engines | Forklifts, Truck | 160,207 | 10/17/2008 | |||||||||
IBM Corporation | Ultraflex Test Systems/digital Analyzers | 3,962,950 | 2/12/2009 | |||||||||
Lafarge North America Inc. | Cat Off Highway Truck | 584,478 | 1/28/2011 | |||||||||
MeadWestvaco Corporation | Lift Trucks/Dump Truck | 1,679,699 | 9/30/2008 | |||||||||
Midwest Energy Resources Co. | Caterpillar D11T Tractor | 1,542,367 | 6/10/2008 | |||||||||
Newell Rubbermaid, Inc. | Lift Trucks/Batteries/Sweeper Package | 2,764,027 | 9/22/2008 | |||||||||
Nomac Drilling, LLC | Drilling Rigs | 2,892,588 | 12/17/2010 | |||||||||
SVC Manufacturing, Inc. | Komatsu Lift Trucks/Batt/Chgr | 1,309,739 | 1/26/2009 | |||||||||
Ryder Integrated Logistics, Inc. | Pallet, lift Trucks/Sweeper Package | 1,643,604 | 9/23/2008 | |||||||||
Tyson Foods, Inc. | Refrigerated Trailers | 1,566,720 | 12/23/2010 | |||||||||
Wal-Mart Transportation, LLC | 6-Gt.Danes/35-Refridge Trailers | 2,903,831 | 3/14/2008 | |||||||||
25,134,454 |
Loans | ||||||||||||
Adesto Technologies Corp | Computer Equip & Office Furniture | 146,118 | 7/29/2010 | |||||||||
Altierre Corporation | Senior Term Loan – Blanket | 125,000 | 10/3/2008 | |||||||||
Amyris, Inc. | Testing & Lab Equipment | 200,000 | 11/5/2010 | |||||||||
Axial Biotech, Inc. | Senior Term Loan – Blanket | 250,000 | 3/28/2008 | |||||||||
Axogen Corporation | Senior Term Loan – Blanket | 250,000 | 4/21/2008 | |||||||||
Complete Genomics, Inc. | Senior Term Loan – Blanket | 250,000 | 12/17/2010 | |||||||||
Delivery Agent, Inc. | Senior Term Loan – Blanket | 125,000 | 12/17/2008 | |||||||||
Five 9, Inc. | Computer & Networking Equipment | 203,367 | 9/30/2010 | |||||||||
Ipierian, Inc. | Test/Lab Equipment & Software | 399,096 | 9/30/2009 | |||||||||
Millennium Pharmacy Systems, Inc. | Furniture & Fixtures | 68,904 | 7/6/2010 | |||||||||
Novavision Inc. | Senior Term Loan – Blanket | 750,000 | 6/10/2008 | |||||||||
On24, Inc. | Computer & Networking Equipment | 250,000 | 7/30/2010 | |||||||||
3,017,485 | ||||||||||||
$ | 28,151,939 |
Leases | ||||||||||||
ATEL 14, LLC (ATEL 14) | ||||||||||||
Bayer Corporation | Wheel loaders | $ | 206,503 | 1/28/2011 | ||||||||
Cargill, Inc. | Wheel loader/Railcar Mover | 3,316,714 | 1/12/2010 | |||||||||
Cummins Inc. | Forklifts | 7,444,909 | 3/7/2011 | |||||||||
Ecdc Environmental, LLC | Intermodal Flat Cars Railroad | 1,226,598 | 7/29/2011 | |||||||||
IBM Corporation | Digital Analyzers | 2,390,777 | 6/29/2011 | |||||||||
International Paper Co. | Tractors | 215,979 | 12/4/2009 | |||||||||
Interstate Commodities, Inc. | Covered Hopper Railcars | 8,910,000 | 8/18/2011 | |||||||||
Lafarge North America Inc. | Cat Off Highway Truck | 2,348,553 | 1/28/2011 | |||||||||
MeadWestvaco Corporation | Lift Trucks/Dump Truck | 573,421 | 1/5/2011 | |||||||||
Mississippi Power Company | Tractor | 948,508 | 12/3/2009 |
S-A-19
Leases | Asset Type Financed or Acquired | Acquisition Cost(1) | Acquistion Date(2) | |||||||||
Mosaic Crop Nutrition, LLC | Cover Hopper Railcars | 3,283,500 | 7/28/2010 | |||||||||
Newell Rubbermaid, Inc. | Crown Stockpickers | 227,857 | 11/30/2010 | |||||||||
Nomac Drilling, LLC | Drilling Rigs | 4,829,825 | 12/17/2010 | |||||||||
Ryder Integrated Logistics, Inc. | Forklifts | 131,516 | 1/21/2010 | |||||||||
Tyson Foods, Inc. | Refrigerated Trailers | 4,651,200 | 10/19/2010 | |||||||||
VF Jeanswear Limited Partnership | Great Dane Dry Van Trailers | 940,000 | 6/14/2011 | |||||||||
Wal-Mart Transportation, LLC | Utility Refrigerated Trailer | 1,717,306 | 4/25/2011 | |||||||||
43,363,166 |
Loans | ||||||||||||
Amyris, Inc. | Testing & Lab Equipment | 946,238 | 8/31/2010 | |||||||||
Audiencescience Inc. | Computer Equipment & Fixtures | 379,383 | 5/5/2011 | |||||||||
Complete Genomics, Inc. | Senior Term Loan – Blanket | 500,000 | 12/17/2010 | |||||||||
Five 9, Inc. | Computer & Networking Equipment | 203,332 | 5/20/2010 | |||||||||
Ipierian, Inc. | Test/Lab Equipment & Software | 360,703 | 6/28/2010 | |||||||||
Kabam, Inc. | Computer & Networking Equipment | 575,130 | 12/21/2011 | |||||||||
Kaminario, Inc. | Working Capital Loan | 500,000 | 12/16/2011 | |||||||||
On24, Inc. | Computer & Networking Equipment | 278,763 | 10/28/2010 | |||||||||
Raydiance, Inc. | Senior Term Loan – Blanket | 250,000 | 6/30/2011 | |||||||||
Renew Data Corp | Computer & Networking Equipment | 812,374 | 6/7/2010 | |||||||||
4,805,923 | ||||||||||||
$ | 48,169,089 | |||||||||||
$ | 370,561,201 |
S-A-20
TABLE V
ACQUISITION OF PORTFOLIO INVESTMENTS BY PRIOR PROGRAMS FOOTNOTES
(1) | “Acquisition Cost” includes either amounts committed to Lessees for funding by the program, or the actual Equipment acquisition cost, less any Acquisition Fees. All figures are rounded. |
(2) | “Acquisition Date” represents the date the portfolio asset was acquired. In the case of multiple leases or loans to a lessee or borrower, the date of the initial acquisition is shown. |
S-A-21
TABLE VI
SALES OR DISPOSALS OF PORTFOLIO INVESTMENTS BY PRIOR PROGRAMS
ATEL Capital Equipment Fund X, LLC (ACEF 10), ATEL Capital Equipment Fund XI, LLC (ACEF 11), ATEL 12, LLC (ATEL 12) and ATEL 14, LLC (ATEL 14) have disposed of equipment in their portfolios as of December 31, 2011. Set forth below is a summary of equipment sales and dispositions as of such date. Sales were for consideration unless otherwise noted. Interim rent (rent paid prior to formal commencement of a lease), holdover rent (rent received after termination of the initial lease term, but before formal extension or disposition) and extension rent (rent paid after formal extension of a lease) are included in the “Excess of Rents Over Expenses” column. “Equipment Acquisition Price” includes acquisition fees. Dispositions are shown on a per asset basis.
Leases | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
ATEL Capital Equipment Fund X LLC (ACEF 10) | ||||||||||||||||||||||||||||
A & G Coal Corporation | Mining | $ | 3,248,020 | $ | 1,035,000 | $ | 2,989,945 | $ | 776,925 | 10/18/2006 | 5/24/2011 | |||||||||||||||||
Alliant Techsystems, Inc. | Other | 211,654 | 60,000 | 174,084 | 22,430 | 4/30/2007 | 7/23/2010 | |||||||||||||||||||||
Allegheny Technologies, Inc. | Material Handling | 35,036 | 14,000 | 29,508 | 8,472 | 7/19/2007 | 12/19/2011 | |||||||||||||||||||||
Allegheny Technologies, Inc. | Material Handling | 374,234 | 101,000 | 314,985 | 41,751 | 5/9/2008 | 10/3/2011 | |||||||||||||||||||||
Allegheny Technologies, Inc. | Material Handling | 189,658 | 60,691 | 154,322 | 25,355 | 5/9/2008 | 10/3/2011 | |||||||||||||||||||||
Arbinet-Thexchange, Inc. | Telecommunications | 654,526 | 397,586 | 461,477 | 204,537 | 7/16/2003 | 6/1/2005 | |||||||||||||||||||||
Arsenal Digital Solutions | Computers | 414,936 | 37,199 | 490,319 | 112,582 | 12/23/2003 | 11/1/2007 | |||||||||||||||||||||
ARYx Therapeutics, Inc. | Research | 182,125 | 15,870 | 157,610 | (8,645 | ) | 4/1/2003 | 6/30/2006 | ||||||||||||||||||||
ARYx Therapeutics, Inc. | Computers | 115,279 | 5,764 | 130,391 | 20,876 | 6/29/2004 | 6/30/2006 | |||||||||||||||||||||
Ball Corporation | Tier Sheets | 3,833,143 | 1,164,930 | 4,043,606 | 1,375,393 | 8/13/2003 | 11/3/2008 | |||||||||||||||||||||
Bayer Corporation | Heating & Air Conditioner | 319,500 | 120,000 | 312,241 | 112,741 | 7/25/2006 | 4/1/2011 | |||||||||||||||||||||
Cargill Incorporated | Railroad | 221,275 | 185,338 | 63,868 | 27,931 | 3/25/2005 | 12/30/2008 | |||||||||||||||||||||
Cargill Incorporated | Railroad | 11,864 | 5,279 | 12,419 | 5,834 | 7/11/2008 | 12/23/2008 | |||||||||||||||||||||
Cargill Incorporated | Construction | 166,942 | 59,870 | 125,026 | 17,954 | 5/13/2008 | 7/11/2011 | |||||||||||||||||||||
Colowyo Coal Company L.P. | Mining | 2,000,000 | 1,421,252 | 1,316,425 | 737,677 | 4/25/2003 | 12/21/2005 | |||||||||||||||||||||
Conagra Foods, Inc | Material Handling | 771,064 | 555,780 | 338,342 | 123,058 | 1/31/2007 | 5/1/2009 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 28,300 | 24,471 | 11,609 | 7,780 | 3/30/2007 | 4/1/2009 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 145,954 | 62,000 | 142,791 | 58,837 | 6/26/2007 | 12/31/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 115,358 | 29,000 | 93,495 | 7,137 | 9/21/2007 | 12/19/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 56,022 | 14,500 | 55,750 | 14,228 | 6/26/2007 | 11/14/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 147,205 | 132,558 | 48,464 | 33,817 | 9/21/2007 | 5/6/2009 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 25,925 | 26,861 | 4,202 | 5,138 | 6/23/2008 | 4/1/2009 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 7,780 | 7,278 | 3,306 | 2,804 | 9/21/2007 | 8/12/2009 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 25,110 | 4,000 | 26,550 | 5,440 | 2/27/2007 | 10/17/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 24,915 | 4,000 | 26,344 | 5,429 | 2/27/2007 | 7/15/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 44,905 | 15,000 | 45,437 | 15,532 | 2/27/2007 | 7/15/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 20,630 | 6,000 | 19,891 | 5,261 | 3/30/2007 | 11/14/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 18,675 | 6,000 | 15,964 | 3,289 | 3/30/2007 | 9/19/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 19,760 | 6,000 | 18,177 | 4,417 | 3/30/2007 | 10/3/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 282,150 | 59,500 | 298,552 | 75,902 | 3/30/2007 | 11/14/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 119,173 | 31,000 | 111,408 | 23,235 | 9/21/2007 | 12/31/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 24,318 | 8,000 | 21,778 | 5,460 | 10/29/2007 | 12/31/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 118,925 | 37,850 | 113,665 | 32,590 | 3/30/2007 | 9/19/2011 | |||||||||||||||||||||
Cummins Inc. | Material Handling | 50,104 | 12,800 | 45,036 | 7,732 | 10/29/2007 | 12/27/2011 | |||||||||||||||||||||
Daimlerchrysler Corporation | Manufacturing | 834,574 | — | 1,020,271 | 185,697 | 11/8/2004 | 7/1/2010 | |||||||||||||||||||||
Daimlerchrysler Corporation | Manufacturing | 1,529,308 | 271,671 | 2,127,458 | 869,821 | 11/8/2004 | 2/18/2011 | |||||||||||||||||||||
Daimlerchrysler Corporation | Manufacturing | 86,476 | 16,000 | 86,379 | 15,903 | 6/9/2006 | 8/5/2011 | |||||||||||||||||||||
Daimlerchrysler Corporation | Manufacturing | 56,629 | 11,000 | 56,157 | 10,528 | 6/8/2006 | 4/28/2011 | |||||||||||||||||||||
Daimlerchrysler Corporation | Manufacturing | 154,063 | 28,000 | 154,603 | 28,540 | 6/23/2006 | 4/28/2011 |
S-A-22
Leases | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
Ford Motor Company | Material Handling | 174,331 | 1 | 178,805 | 4,475 | 4/5/2005 | 7/1/2009 | |||||||||||||||||||||
GE Aircraft Engines | Manufacturing | 1,747,399 | 1,151,120 | 1,117,760 | 521,481 | 12/8/2003 | 12/31/2007 | |||||||||||||||||||||
GE Aircraft Engines | Manufacturing | 120,155 | 124,214 | 1,693 | 5,752 | 12/8/2003 | 12/31/2003 | |||||||||||||||||||||
IBM Corporation | Research | 201,393 | 85,850 | 131,711 | 16,168 | 10/24/2008 | 8/29/2011 | |||||||||||||||||||||
Illinois Power Company | Construction | 157,188 | 63,000 | 135,584 | 41,396 | 6/27/2006 | 8/20/2010 | |||||||||||||||||||||
International Paper Co. | Material Handling | 341,640 | 137,884 | 299,990 | 96,234 | 6/30/2005 | 12/18/2009 | |||||||||||||||||||||
International Paper Co. | Manufacturing | 26,170 | 2,000 | 50,062 | 25,892 | 10/15/2004 | 10/5/2010 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 475,720 | 35,000 | 409,636 | (31,084 | ) | 6/30/2005 | 7/1/2010 | ||||||||||||||||||||
International Paper Co. | Materials Handling | 1,280,828 | 177,942 | 1,521,255 | 418,369 | 5/13/2005 | 7/23/2010 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 99,595 | 28,000 | 91,541 | 19,946 | 9/23/2005 | 11/23/2010 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 33,910 | 1,500 | 29,831 | (2,579 | ) | 5/27/2004 | 7/26/2010 | ||||||||||||||||||||
International Paper Co. | Construction | 116,359 | 60,000 | 97,112 | 40,753 | 6/22/2005 | 10/13/2010 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 233,840 | 64,260 | 269,525 | 99,945 | 5/27/2004 | 2/11/2011 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 233,840 | 64,860 | 274,024 | 105,044 | 7/13/2004 | 2/28/2011 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 323,997 | 116,635 | 326,985 | 119,623 | 10/27/2005 | 7/11/2011 | |||||||||||||||||||||
International Paper Co. | Materials Handling | 82,697 | 21,500 | 78,278 | 17,081 | 6/30/2005 | 9/19/2011 | |||||||||||||||||||||
International Paper Co. | Construction | 41,472 | 5,350 | 42,877 | 6,755 | 8/3/2005 | 6/3/2011 | |||||||||||||||||||||
International Paper Co. | Construction | 670,286 | 250,000 | 528,429 | 108,143 | 4/3/2008 | 6/30/2011 | |||||||||||||||||||||
International Paper Co. | Construction | 289,149 | 145,000 | 251,584 | 107,435 | 5/20/2005 | 5/1/2011 | |||||||||||||||||||||
Kaiser Foundation Hospitals | Computers | 940,946 | 152,713 | 904,407 | 116,174 | 10/7/2003 | 3/12/2007 | |||||||||||||||||||||
Kaiser Foundation Hospitals | Computers | 105,488 | 2,452 | 102,902 | (134 | ) | 12/30/2003 | 12/5/2006 | ||||||||||||||||||||
Kaiser Foundation Hospitals | Computers | 33,288 | 774 | 32,081 | (433 | ) | 5/27/2004 | 12/5/2006 | ||||||||||||||||||||
Kraft Foods Global, Inc. | Materials Handling | 319,105 | 20,000 | 370,576 | 71,471 | 12/29/2006 | 5/7/2010 | |||||||||||||||||||||
Lafarge North America, Inc. | Forklifts & Trackmoblie Railcar Mover | 1,852,957 | 558,000 | 1,571,443 | 276,486 | 3/31/2004 | 9/18/2008 | |||||||||||||||||||||
Lafarge North America, Inc. | Material Handling | 58,594 | 14,500 | 50,616 | 6,522 | 1/31/2005 | 1/7/2009 | |||||||||||||||||||||
Lafarge North America, Inc. | Material Handling | 58,594 | 14,500 | 58,841 | 14,747 | 1/31/2005 | 1/7/2009 | |||||||||||||||||||||
Lafarge North America, Inc. | Material Handling | 76,548 | 18,000 | 92,309 | 33,761 | 8/25/2006 | 12/23/2011 | |||||||||||||||||||||
Lafarge North America, Inc. | Material Handling | 53,269 | 13,000 | 41,614 | 1,345 | 9/11/2007 | 4/28/2011 | |||||||||||||||||||||
Martin Marietta Aggregates | Railroad | 175,711 | 225,188 | 50,400 | 99,877 | 8/31/2007 | 12/11/2009 | |||||||||||||||||||||
Meadwestvaco Corporation | Material Handling | 131,469 | 58,102 | 102,154 | 28,787 | 3/14/2006 | 7/26/2010 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 528,531 | 35,000 | 486,580 | (6,951 | ) | 3/14/2006 | 9/3/2010 | ||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 176,995 | 47,600 | 141,062 | 11,667 | 12/21/2006 | 8/5/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 45,256 | 17,000 | 35,979 | 7,723 | 11/3/2006 | 11/1/2010 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 231,420 | 32,060 | 180,963 | (18,397 | ) | 6/28/2007 | 1/7/2011 | ||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 48,632 | 20,000 | 36,105 | 7,473 | 2/4/2008 | 11/1/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 76,725 | 19,000 | 57,065 | (660 | ) | 3/17/2008 | 4/28/2011 | ||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 79,400 | 67,022 | 39,993 | 27,615 | 3/31/2008 | 10/24/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 549,458 | 73,120 | 400,964 | (75,374 | ) | 4/8/2008 | 9/3/2010 | ||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 93,669 | 17,070 | 80,114 | 3,515 | 11/3/2006 | 3/10/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 497,808 | 50,473 | 445,164 | (2,171 | ) | 6/28/2007 | 1/7/2011 | ||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 215,772 | 35,250 | 166,790 | (13,732 | ) | 6/12/2007 | 3/1/2011 | ||||||||||||||||||||
Meadwestvaco Corporation | Trucks And Trailers | 74,103 | 79,937 | 44,143 | 49,977 | 11/2/2007 | 9/21/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Materials Handling | 571,669 | 101,570 | 474,257 | 4,158 | 12/22/2008 | 5/20/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Manufacturing | 10,316 | 6,962 | 5,453 | 2,099 | 4/30/2007 | 10/8/2009 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 41,102 | 13,000 | 32,208 | 4,106 | 2/6/2007 | 9/19/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 160,863 | 61,381 | 113,867 | 14,385 | 3/14/2007 | 9/26/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 222,450 | 90,350 | 149,292 | 17,192 | 4/30/2007 | 12/8/2010 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 24,628 | 8,000 | 19,741 | 3,113 | 6/19/2007 | 9/3/2010 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 181,040 | 59,500 | 140,968 | 19,428 | 11/21/2006 | 10/31/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 143,857 | 29,000 | 116,812 | 1,955 | 2/6/2007 | 9/19/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 209,745 | 46,000 | 174,707 | 10,962 | 3/14/2007 | 12/28/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 5,880 | 1,000 | 4,825 | (55 | ) | 6/28/2007 | 9/26/2011 |
S-A-23
Leases | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 89,218 | 32,000 | 72,905 | 15,687 | 10/30/2007 | 11/1/2011 | |||||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 81,981 | 24,000 | 70,146 | 12,165 | 3/28/2008 | 10/31/2011 | |||||||||||||||||||||
New NGC, Inc. | Mining | 761,364 | 50,000 | 928,175 | 216,811 | 3/30/2004 | 11/2/2009 | |||||||||||||||||||||
New NGC, Inc. | Construction | 609,733 | 217,731 | 610,034 | 218,032 | 3/30/2004 | 7/1/2010 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 30,319 | 7,000 | 25,536 | 2,217 | 2/14/2008 | 2/1/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 21,497 | 7,000 | 15,663 | 1,166 | 7/15/2008 | 11/23/2010 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 85,988 | 28,500 | 62,650 | 5,162 | 7/15/2008 | 12/7/2010 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 38,446 | 5,500 | 36,737 | 3,791 | 6/16/2008 | 2/1/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 112,397 | 17,761 | 131,116 | 36,480 | 2/14/2008 | 5/20/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 340,959 | 59,239 | 397,742 | 116,022 | 2/14/2008 | 5/20/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Cleaning & Maintenance | 37,378 | 5,500 | 35,724 | 3,846 | 6/16/2008 | 5/20/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 203,981 | 30,000 | 177,648 | 3,667 | 2/14/2008 | 5/20/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 160,720 | 30,000 | 141,889 | 11,169 | 6/27/2008 | 5/20/2011 | |||||||||||||||||||||
Ryder Integrated Logistics | Materials Handling | 244,470 | 36,000 | 212,919 | 4,449 | 2/14/2008 | 5/20/2011 | |||||||||||||||||||||
Schenker, Inc. | Materials Handling | 24,533 | 14,768 | 15,495 | 5,730 | 9/12/2008 | 11/8/2010 | |||||||||||||||||||||
Sussex Ambulance Service | Transportation other | 94,070 | 25,759 | 93,129 | 24,818 | 12/7/2004 | 11/1/2010 | |||||||||||||||||||||
Sussex Ambulance Service | Transportation other | 281,736 | 77,806 | 246,984 | 43,054 | 11/29/2006 | 8/15/2011 | |||||||||||||||||||||
Sussex Ambulance Service | Transportation other | 223,979 | 75,712 | 212,852 | 64,585 | 10/17/2006 | 8/15/2011 | |||||||||||||||||||||
Sussex Ambulance Service | Transportation other | 387,153 | 28,827 | 414,641 | 56,315 | 4/11/2005 | 8/9/2011 | |||||||||||||||||||||
Sussex Ambulance Service | Transportation other | 58,969 | 22,069 | 57,094 | 20,194 | 10/10/2006 | 7/27/2011 | |||||||||||||||||||||
Union Electric Company | Construction | 250,069 | 101,232 | 183,129 | 34,292 | 7/19/2007 | 5/20/2011 | |||||||||||||||||||||
Union Pacific Railroad Company | Railroad | 173,000 | 221,343 | — | 48,343 | 5/26/2006 | 12/29/2006 | |||||||||||||||||||||
UPS Ground Freight, Inc. | Transportation other | 848,881 | 109,620 | 843,571 | 104,310 | 4/2/2004 | 2/22/2010 | |||||||||||||||||||||
UPS Ground Freight, Inc. | Transportation other | 1,543,420 | 225,000 | 1,515,640 | 197,220 | 4/27/2004 | 2/22/2010 | |||||||||||||||||||||
UPS Ground Freight, Inc. | Transportation other | 76,709 | 34,519 | 75,937 | 33,747 | 10/26/2004 | 7/1/2011 | |||||||||||||||||||||
UPS Ground Freight, Inc. | Transportation other | 239,082 | 63,509 | 239,686 | 64,113 | 6/3/2005 | 11/21/2011 | |||||||||||||||||||||
Wal-Mart Transportation, LLC | Trucks And Trailers | 69,313 | 65,584 | 8,638 | 4,909 | 1/22/2008 | 1/20/2009 | |||||||||||||||||||||
Wal-Mart Transportation, LLC | Trucks And Trailers | 69,793 | 55,569 | 26,281 | 12,057 | 6/20/2008 | 2/14/2011 | |||||||||||||||||||||
Washington Group International | Construction | 1,528,902 | 1,035,220 | 967,619 | 473,937 | 9/30/2005 | 11/1/2008 | |||||||||||||||||||||
Washington Group International | Construction | 1,786,406 | 643,500 | 2,801,008 | 1,658,102 | 9/30/2005 | 10/1/2010 | |||||||||||||||||||||
West Fraser Timber Co., Ltd | Material Handling | 193,300 | 65,000 | 175,603 | 47,303 | 5/26/2005 | 11/13/2009 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 18,956 | 8,350 | 14,423 | 3,817 | 1/11/2007 | 1/1/2010 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 47,492 | 6,550 | 42,099 | 1,157 | 8/15/2006 | 10/1/2010 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 114,732 | 31,000 | 105,520 | 21,788 | 8/28/2006 | 12/12/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 33,078 | 6,000 | 42,652 | 15,574 | 8/18/2006 | 2/1/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 146,976 | 20,615 | 157,994 | 31,633 | 8/18/2006 | 4/8/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 309,648 | 40,250 | 326,312 | 56,914 | 8/23/2006 | 12/28/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 6,600 | 2,250 | 6,475 | 2,125 | 8/18/2006 | 12/30/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 118,080 | 18,000 | 128,116 | 28,036 | 8/18/2006 | 7/20/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 10,639 | 900 | 10,407 | 668 | 10/18/2006 | 12/28/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 67,666 | 12,550 | 61,132 | 6,016 | 10/23/2006 | 10/3/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 341,388 | 31,000 | 380,637 | 70,249 | 10/18/2006 | 9/19/2011 | |||||||||||||||||||||
43,213,793 | 14,167,421 | 40,294,890 | 11,248,518 |
S-A-24
Loans | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
Adenosine Therapeutics, LLC | Senior Term Loan – Blanket | 333,200 | 281,385 | 95,070 | 43,255 | 11/1/2007 | 8/3/2008 | |||||||||||||||||||||
Alba Therapeutics Corporation | Senior Term Loan – Blanket | 500,000 | 183,742 | 385,576 | 69,318 | 11/21/2006 | 12/23/2008 | |||||||||||||||||||||
Altierre Corporation | Senior Term Loan – Blanket | 250,000 | — | �� | 243,022 | (6,978 | ) | 10/3/2008 | 10/1/2011 | |||||||||||||||||||
Alveolus, Inc. | Senior Term Loan – Blanket | 375,000 | — | 436,587 | 61,587 | 8/24/2005 | 10/1/2008 | |||||||||||||||||||||
Alveolus, Inc. | Computers | 125,000 | 83,703 | 56,179 | 14,882 | 2/29/2008 | 3/10/2009 | |||||||||||||||||||||
Arsenal Digital Solutions | Senior Term Loan – Blanket | 50,515 | — | 61,115 | 10,600 | 8/11/2004 | 12/1/2007 | |||||||||||||||||||||
Asempra Technologies, Inc. | Miscellaneous office equipment | 200,000 | 85,618 | 139,527 | 25,145 | 10/31/2007 | 5/1/2009 | |||||||||||||||||||||
Aspen Aerogels, Inc. | Manufacturing Production Equipment | 583,333 | — | 809,201 | 225,868 | 10/28/2004 | 12/1/2007 | |||||||||||||||||||||
Axial Biotech, Inc. | Senior Term Loan – Blanket | 60,991 | 26,395 | 45,250 | 10,654 | 5/30/2008 | 11/1/2010 | |||||||||||||||||||||
Boingo Wireless, Inc. | Computer Networking Equipment | 194,743 | — | 223,640 | 28,897 | 8/27/2004 | 4/1/2007 | |||||||||||||||||||||
Cedar Point Communications Inc | Computer Networking Equipment | 750,000 | — | 908,854 | 158,854 | 7/28/2004 | 9/1/2008 | |||||||||||||||||||||
Chelsio Communications, Inc. | Computer Networking Equipment | 27,600 | — | 31,540 | 3,940 | 10/17/2005 | 11/1/2007 | |||||||||||||||||||||
Convio, Inc. | Computer Equipment | 160,117 | — | 194,113 | 33,996 | 3/31/2006 | 11/1/2009 | |||||||||||||||||||||
Convio, Inc. | Computer Networking Equipment | 104,079 | — | 125,801 | 21,722 | 1/22/2007 | 2/1/2010 | |||||||||||||||||||||
Convio, Inc. | Computer Equipment | 50,656 | — | 60,612 | 9,956 | 3/30/2007 | 4/1/2010 | |||||||||||||||||||||
Cornice, Inc. | Computer Equipment & Fixtures | 195,757 | 15,909 | 70,365 | (109,483 | ) | 5/22/2006 | 8/28/2007 | ||||||||||||||||||||
Cymbet Corporation | Thin Film Deposition Equipment | 38,439 | — | 46,792 | 8,353 | 5/1/2006 | 11/1/2008 | |||||||||||||||||||||
Danger, Inc. | Computers & Networking Equipment | 433,264 | 279,889 | 226,123 | 72,748 | 1/22/2007 | 5/2/2008 | |||||||||||||||||||||
Delivery Agent, Inc. | Senior Term Loan – Blanket | 250,000 | 107,889 | 179,423 | 37,312 | 12/17/2008 | 10/28/2010 | |||||||||||||||||||||
Doppelganger Studios, Inc. | Computers | 31,922 | 267 | 35,912 | 4,257 | 8/3/2005 | 10/1/2007 | |||||||||||||||||||||
Doppelganger Studios, Inc. | Computers | 165,695 | 619 | 187,327 | 22,251 | 2/28/2006 | 4/1/2008 | |||||||||||||||||||||
Dorado Network Systems Corp | Furniture & Fixtures | 87,430 | — | 97,562 | 10,132 | 5/28/2004 | 12/1/2005 | |||||||||||||||||||||
Dorado Network Systems Corp | Computers | 89,066 | — | 102,284 | 13,218 | 6/10/2004 | 1/1/2006 | |||||||||||||||||||||
Dorado Network Systems Corp | Computers | 48,084 | — | 53,642 | 5,558 | 7/29/2004 | 2/1/2006 | |||||||||||||||||||||
Dorado Network Systems Corp | Computers | 62,910 | — | 71,386 | 8,476 | 12/20/2004 | 9/1/2006 | |||||||||||||||||||||
Good Technology, Inc. | Computers | 1,500,000 | 1,191,450 | 547,677 | 239,127 | 4/5/2006 | 1/5/2007 | |||||||||||||||||||||
Lightship Holding, Inc. | Computers | 375,000 | 214,388 | 212,059 | 51,447 | 6/4/2004 | 6/1/2005 | |||||||||||||||||||||
Linden Research, Inc. | Computer & Networking Equipment | 324,769 | — | 376,441 | 51,672 | 7/31/2007 | 2/1/2011 | |||||||||||||||||||||
Locus Pharmaceuticals, Inc. | Senior Term Loan – Blanket | 500,000 | — | 589,421 | 89,421 | 11/1/2005 | 11/1/2008 | |||||||||||||||||||||
Miasole | Research | 132,253 | — | 149,113 | 16,860 | 12/28/2004 | 4/1/2007 | |||||||||||||||||||||
On24, Inc. | Computers | 779,214 | — | 950,651 | 171,437 | 8/31/2004 | 12/1/2009 | |||||||||||||||||||||
Openpages, Inc. | Various Computer Equipment | 583,333 | — | 702,261 | 118,928 | 3/22/2005 | 12/1/2008 | |||||||||||||||||||||
Razz, Inc. | Senior Term Loan – Blanket | 62,160 | 19,452 | 52,962 | 10,254 | 8/31/2006 | 10/1/2008 | |||||||||||||||||||||
Razz, Inc. | Senior Term Loan – Blanket | 61,590 | — | 32,106 | (29,484 | ) | 8/31/2006 | 1/6/2009 | ||||||||||||||||||||
Renal Solutions, Inc. | Senior Term Loan | 500,000 | 162,675 | 447,296 | 109,971 | 7/29/2005 | 12/1/2007 | |||||||||||||||||||||
Revver, Inc. | Senior Term Loan – Blanket | 1,200,000 | 347,951 | 618,988 | (233,061 | ) | 12/29/2006 | 9/3/2009 | ||||||||||||||||||||
Silverpop Systems, Inc. | Computers | 349,645 | 87,188 | 320,630 | 58,173 | 9/1/2004 | 3/1/2008 | |||||||||||||||||||||
Sling Media, Inc. | Computers & Networking Equipment | 214,877 | — | 248,682 | 33,805 | 3/7/2007 | 4/1/2010 | |||||||||||||||||||||
Sling Media, Inc. | Computers & Networking Equipment | 78,991 | — | 91,418 | 12,427 | 4/30/2007 | 5/1/2010 | |||||||||||||||||||||
Solaria Corporation | Manufacturing | 1,176 | 353 | 1,057 | 234 | 10/31/2007 | 10/1/2009 | |||||||||||||||||||||
Solaria Corporation | Manufacturing | 365,839 | 18,923 | 423,334 | 76,418 | 10/31/2007 | 9/30/2010 | |||||||||||||||||||||
Starcite, Inc. | Computers | 175,000 | — | 199,921 | 24,921 | 6/30/2004 | 9/1/2006 | |||||||||||||||||||||
Technorati, Inc. | Various Computer Equipment | 492,586 | — | 573,616 | 81,030 | 9/30/2005 | 11/1/2009 | |||||||||||||||||||||
12,864,234 | 3,107,796 | 11,424,536 | 1,668,098 | |||||||||||||||||||||||||
$ | 56,078,027 | $ | 17,275,217 | $ | 51,719,426 | $ | 12,916,616 |
S-A-25
Leases | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
ATEL Capital Equipment Fund XI LLC (ACEF 11) | ||||||||||||||||||||||||||||
Allegheny Tech | Material Handling | $ | 82,423 | $ | 27,000 | $ | 68,047 | $ | 12,624 | 10/23/2007 | 12/12/2011 | |||||||||||||||||
Central Illinois Public Svc Co | Construction | 274,972 | 95,000 | 280,102 | 100,130 | 1/31/2006 | 11/30/2010 | |||||||||||||||||||||
Daimlerchrysler Corporation | Material Handling | 234,731 | 62,097 | 252,005 | 79,371 | 3/30/2006 | 11/3/2011 | |||||||||||||||||||||
Daimlerchrysler Corporation | Material Handling | 92,581 | 18,400 | 96,917 | 22,736 | 4/24/2006 | 8/5/2011 | |||||||||||||||||||||
Daimlerchrysler Corporation | Material Handling | 31,584 | 6,500 | 31,114 | 6,030 | 2/17/2006 | 9/26/2011 | |||||||||||||||||||||
East Midlands Ambulance Service NHS Trust | Motor Vehicles | 63,295 | 18,751 | 50,603 | 6,059 | 3/15/2006 | 5/8/2009 | |||||||||||||||||||||
East Midlands Ambulance Service NHS Trust | Motor Vehicles | 230,003 | 40,331 | 394,721 | 205,049 | 3/15/2006 | 8/3/2010 | |||||||||||||||||||||
East Midlands Ambulance Service NHS Trust | Motor Vehicles | 178,851 | 44,150 | 192,676 | 57,975 | 11/2/2005 | 11/16/2011 | |||||||||||||||||||||
East Midlands Ambulance Service NHS Trust | Motor Vehicles | 93,110 | 22,075 | 91,713 | 20,678 | 6/30/2006 | 11/16/2011 | |||||||||||||||||||||
Illinois Power Company | Construction | 68,743 | 24,000 | 70,108 | 25,365 | 1/31/2006 | 11/30/2010 | |||||||||||||||||||||
International Paper Co. | Material Handling | 127,732 | 12,500 | 110,885 | (4,347 | ) | 4/11/2006 | 6/11/2010 | ||||||||||||||||||||
International Paper Co. | Construction | 239,979 | 40,688 | 208,964 | 9,673 | 2/15/2006 | 11/30/2010 | |||||||||||||||||||||
International Paper Co. | Material Handling | 150,445 | 29,500 | 138,995 | 18,050 | 8/31/2006 | 8/5/2011 | |||||||||||||||||||||
International Paper Co. | Material Handling | 118,115 | 23,500 | 112,140 | 17,525 | 7/28/2006 | 11/23/2010 | |||||||||||||||||||||
International Paper Co. | Material Handling | 282,095 | 41,000 | 243,745 | 2,650 | 8/31/2006 | 4/28/2011 | |||||||||||||||||||||
International Paper Co. | Material Handling | 146,975 | 24,000 | 119,327 | (3,648 | ) | 7/28/2006 | 12/8/2010 | ||||||||||||||||||||
International Paper Co. | Material Handling | 268,791 | 42,000 | 215,123 | (11,668 | ) | 11/3/2006 | 8/9/2010 | ||||||||||||||||||||
International Paper Co. | Material Handling | 63,462 | 12,000 | 38,003 | (13,459 | ) | 9/21/2006 | 12/27/2010 | ||||||||||||||||||||
International Paper Co. | Material Handling | 59,710 | 26,756 | 42,121 | 9,167 | 8/31/2006 | 6/30/2010 | |||||||||||||||||||||
International Paper Co. | Material Handling | 62,520 | 8,416 | 54,620 | 516 | 12/15/2006 | 4/16/2010 | |||||||||||||||||||||
International Paper Co. | Logging & Lumber | 369,260 | 265,324 | 138,889 | 34,953 | 5/18/2006 | 3/1/2010 | |||||||||||||||||||||
International Paper Co. | Construction | 300,282 | 110,418 | 272,305 | 82,441 | 7/19/2006 | 8/27/2010 | |||||||||||||||||||||
International Paper Co. | Material Handling | 1,388,145 | 635,948 | 1,070,643 | 318,446 | 3/16/2006 | 12/18/2009 | |||||||||||||||||||||
International Paper Co. | Construction | 94,919 | 47,500 | 89,135 | 41,716 | 6/30/2006 | 7/15/2011 | |||||||||||||||||||||
International Paper Co. | Material Handling | 70,848 | 12,500 | 91,184 | 32,836 | 9/29/2006 | 7/22/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Material Handling | 66,009 | 15,500 | 64,323 | 13,814 | 11/1/2005 | 3/11/2009 | |||||||||||||||||||||
Meadwestvaco Corporation | Material Handling | 466,150 | 70,000 | 431,246 | 35,096 | 11/1/2005 | 8/29/2011 | |||||||||||||||||||||
Meadwestvaco Corporation | Material Handling | 132,018 | 15,500 | 108,548 | (7,970 | ) | 12/22/2005 | 7/26/2010 | ||||||||||||||||||||
New Ngc, Inc. | Material Handling | 103,095 | 30,000 | 85,864 | 12,769 | 3/21/2007 | 12/1/2010 | |||||||||||||||||||||
New Ngc, Inc. | Material Handling | 585,862 | 128,500 | 574,207 | 116,845 | 3/21/2007 | 4/28/2011 | |||||||||||||||||||||
New Ngc, Inc. | Material Handling | 90,524 | 12,000 | 93,733 | 15,209 | 5/29/2007 | 4/28/2011 | |||||||||||||||||||||
New Ngc, Inc. | Material Handling | 116,604 | 24,000 | 104,614 | 12,010 | 11/1/2006 | 7/20/2011 | |||||||||||||||||||||
New Ngc, Inc. | Material Handling | 398,977 | 80,000 | 345,991 | 27,014 | 2/23/2007 | 12/28/2011 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 33,832 | 5,000 | 32,644 | 3,812 | 2/8/2006 | 3/11/2009 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 84,210 | 24,500 | 105,812 | 46,102 | 2/28/2006 | 7/10/2009 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 308,770 | 50,000 | 232,785 | (25,985 | ) | 2/7/2006 | 12/7/2010 | ||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 28,070 | 4,500 | 21,162 | (2,408 | ) | 2/7/2006 | 6/11/2010 | ||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 73,471 | 14,000 | 55,391 | (4,080 | ) | 2/7/2006 | 12/7/2010 | ||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 28,070 | 7,000 | 21,162 | 92 | 2/7/2006 | 1/11/2010 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 28,070 | 5,000 | 21,162 | (1,908 | ) | 2/28/2006 | 6/18/2010 | ||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 28,070 | 4,500 | 21,162 | (2,408 | ) | 2/28/2006 | 12/7/2010 | ||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 38,372 | 7,000 | 34,190 | 2,818 | 10/30/2006 | 3/9/2010 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 52,760 | 10,968 | 42,119 | 327 | 12/22/2006 | 6/18/2010 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 14,584 | 3,032 | 13,550 | 1,998 | 6/25/2007 | 6/18/2010 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Material Handling | 19,802 | 3,500 | 17,728 | 1,426 | 12/22/2006 | 8/5/2011 | |||||||||||||||||||||
Tyson Foods, Inc. | Trucks & Trailers | 50,420 | 39,857 | 23,756 | 13,193 | 2/7/2007 | 10/19/2010 | |||||||||||||||||||||
UPS Ground Freight, Inc. | Trucks & Trailers | 1,623,440 | 423,391 | 1,480,366 | 280,317 | 2/10/2006 | 11/21/2011 | |||||||||||||||||||||
UPS Ground Freight, Inc. | Trucks & Trailers | 80,817 | 38,736 | 71,495 | 29,414 | 2/10/2006 | 7/1/2011 |
S-A-26
Leases | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
Union Pacific Railroad Company | Railroad | 201,177 | 246,192 | 6,639 | 51,654 | 10/21/2005 | 12/1/2007 | |||||||||||||||||||||
Verso Paper Holdings, LLC | Construction | 375,912 | 305,767 | 189,452 | 119,307 | 1/25/2006 | 6/29/2007 | |||||||||||||||||||||
Washington Group International | Construction | 8,609,840 | 7,253,200 | 3,425,107 | 2,068,467 | 7/13/2007 | 7/22/2009 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 573,666 | 42,000 | 518,634 | (13,032 | ) | 12/30/2005 | 5/19/2009 | ||||||||||||||||||||
Whirlpool Corporation | Material Handling | 1,142,508 | 166,500 | 1,095,405 | 119,397 | 12/30/2005 | 10/15/2010 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 468,727 | 45,400 | 523,284 | 99,957 | 12/30/2005 | 6/20/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 50,936 | 12,000 | 54,739 | 15,803 | 12/30/2005 | 12/28/2011 | |||||||||||||||||||||
Whirlpool Corporation | Material Handling | 158,455 | 11,000 | 172,868 | 25,413 | 12/30/2005 | 8/5/2011 | |||||||||||||||||||||
21,126,789 | 10,788,897 | 14,463,223 | 4,125,331 |
Loans | ||||||||||||||||||||||||||||
Adenosine Therapeutics, LLC | Senior Term Loan – Blanket | 333,200 | 263,141 | 95,070 | 25,011 | 11/1/2007 | 8/3/2008 | |||||||||||||||||||||
Alba Therapeutics Corporation | Senior Term Loan – Blanket | 500,000 | 180,488 | 594,576 | 275,064 | 11/21/2006 | 12/23/2008 | |||||||||||||||||||||
Altierre Corporation | Miscellaneous office equipment | 125,000 | — | 146,511 | 21,511 | 10/3/2008 | 10/1/2011 | |||||||||||||||||||||
Alveolus, Inc. | Senior Term Loan – Blanket | 375,000 | — | 436,587 | 61,587 | 8/24/2005 | 10/1/2008 | |||||||||||||||||||||
Alveolus, Inc. | Senior Term Loan – Blanket | 125,000 | 83,703 | 56,179 | 14,882 | 2/29/2008 | 3/10/2009 | |||||||||||||||||||||
Arsenal Digital Solutions | Computer Hardware & Software | 1,015,693 | 390,090 | 1,249,170 | 623,567 | 12/30/2005 | 3/31/2008 | |||||||||||||||||||||
Asempra Technologies, Inc. | Senior Term Loan – Blanket | 200,000 | 85,618 | 139,527 | 25,145 | 10/31/2007 | 5/1/2009 | |||||||||||||||||||||
Axial Biotech, Inc. | Senior Term Loan – Blanket | 60,991 | 22,512 | 49,437 | 10,958 | 3/28/2008 | 11/1/2010 | |||||||||||||||||||||
Axogen Corporation | Miscellaneous office equipment | 125,000 | 14,746 | 152,751 | 42,497 | 4/21/2008 | 9/30/2011 | |||||||||||||||||||||
Boingo Wireless, Inc. | Computer Equipment | 123,802 | — | 137,519 | 13,717 | 11/1/2005 | 4/1/2007 | |||||||||||||||||||||
Chelsio Communications, Inc. | Computer Equipment | 27,600 | — | 31,540 | 3,940 | 10/17/2005 | 11/1/2007 | |||||||||||||||||||||
Convio, Inc. | Computer Equipment | 108,635 | — | 130,213 | 21,578 | 3/31/2006 | 4/1/2009 | |||||||||||||||||||||
Convio, Inc. | Computer Equipment | 51,483 | — | 63,899 | 12,416 | 10/19/2006 | 11/1/2009 | |||||||||||||||||||||
Convio, Inc. | Computers & Networking Equipment | 104,079 | — | 125,801 | 21,722 | 1/22/2007 | 2/1/2010 | |||||||||||||||||||||
Convio, Inc. | Computer Equipment | 50,656 | — | 60,612 | 9,956 | 3/30/2007 | 4/1/2010 | |||||||||||||||||||||
Cornice, Inc. | Computer Equipment & Fixtures | 195,757 | 15,909 | 49,689 | (130,159 | ) | 5/22/2006 | 8/28/2007 | ||||||||||||||||||||
Cymbet Corporation | Thin Film Deposition Equipment | 504,213 | — | 611,441 | 107,228 | 12/30/2005 | 11/1/2008 | |||||||||||||||||||||
Danger, Inc. | Computers & Networking Equipment | 433,264 | 261,776 | 517,316 | 345,828 | 1/22/2007 | 5/2/2008 | |||||||||||||||||||||
Delivery Agent, Inc. | Senior Term Loan – Blanket | 125,000 | 52,887 | 89,712 | 17,599 | 12/17/2008 | 10/28/2010 | |||||||||||||||||||||
Good Technology, Inc. | Computer Equip & Office Furniture | 1,500,000 | 1,191,450 | 398,311 | 89,761 | 4/5/2006 | 1/5/2007 | |||||||||||||||||||||
Linden Research, Inc. | Computer & Networking Equipment | 324,769 | 376,441 | 51,672 | 7/31/2007 | 2/1/2011 | ||||||||||||||||||||||
Locus Pharmaceuticals, Inc. | Senior Term Loan – Blanket | 750,000 | — | 884,132 | 134,132 | 11/1/2005 | 11/1/2008 | |||||||||||||||||||||
On24, Inc. | Computer Equipment | 62,353 | — | 76,709 | 14,356 | 11/30/2005 | 12/1/2008 | |||||||||||||||||||||
Openpages, Inc. | Various Computer Equipment | 237,345 | — | 285,493 | 48,148 | 12/1/2005 | 12/1/2008 | |||||||||||||||||||||
Razz, Inc. | Senior Term Loan – Blanket | 62,160 | 21,601 | 73,332 | 32,773 | 8/31/2006 | 1/6/2009 | |||||||||||||||||||||
Razz, Inc. | Senior Term Loan – Blanket | 61,590 | — | 32,106 | (29,484 | ) | 8/31/2006 | 1/6/2009 | ||||||||||||||||||||
Renal Solutions, Inc. | Senior Term Loan – Blanket | 500,000 | 162,673 | 431,899 | 94,572 | 7/29/2005 | 12/1/2007 | |||||||||||||||||||||
Reply! Inc. | Senior Term Loan – Blanket | 1,000,000 | 173,489 | 1,067,007 | 240,496 | 9/12/2007 | 6/1/2010 | |||||||||||||||||||||
Revver, Inc. | Senior Term Loan – Blanket | 1,201,998 | 347,951 | 374,022 | (480,025 | ) | 12/29/2006 | 9/30/2009 | ||||||||||||||||||||
Silverpop Systems, Inc. | Computer & Network Equipment | 170,551 | 87,188 | 116,963 | 33,600 | 6/30/2006 | 3/1/2008 | |||||||||||||||||||||
Sling Media, Inc. | Computers & Networking Equipment | 214,877 | — | 248,682 | 33,805 | 3/7/2007 | 4/1/2010 | |||||||||||||||||||||
Sling Media, Inc. | Computers & Networking Equipment | 78,991 | — | 91,418 | 12,427 | 4/30/2007 | 5/1/2010 | |||||||||||||||||||||
Solaria Corporation | Manufacturing | 1,176 | 353 | 1,057 | 234 | 10/31/2007 | 9/30/2010 | |||||||||||||||||||||
Solaria Corporation | Manufacturing | 365,839 | 18,535 | 423,334 | 76,030 | 10/31/2007 | 9/30/2010 | |||||||||||||||||||||
Technorati, Inc. | Computer Equip & Office Furniture | 111,374 | — | 130,104 | 18,730 | 10/31/2006 | 11/1/2009 | |||||||||||||||||||||
Technorati, Inc. | Computer Equip & Office Furniture | 724,447 | — | 842,837 | 118,390 | 9/30/2005 | 4/1/2009 | |||||||||||||||||||||
11,951,843 | 3,374,110 | 10,591,397 | 2,013,664 | |||||||||||||||||||||||||
$ | 33,078,632 | $ | 14,163,007 | $ | 25,054,620 | $ | 6,138,995 |
S-A-27
Leases | Type of Equipment | Acquisition Cost(1) | Termination, Sale or Disposition Proceeds(2) | Payments Received(3) | Excess (deficiency) of Operating Receipts over Acquistion Cost(4) | Acquistion Date(5) | Disposal Date(6) | |||||||||||||||||||||
ATEL 12, LLC (ATEL 12) | ||||||||||||||||||||||||||||
IBM Corporation | Business Services | $ | 166,576 | $ | 75,000 | $ | 98,914 | 7,338 | 8/29/2008 | 9/14/2010 | ||||||||||||||||||
Newell Rubbermaid, Inc. | Materials Handling | 57,048 | 18,000 | 22,610 | (16,438 | ) | 9/22/2008 | 4/8/2011 | ||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Transportation | 20,467 | 6,665 | 14,503 | 701 | 11/25/2008 | 10/1/2010 | |||||||||||||||||||||
Ryder Integrated Logistics, Inc. | Transportation | 1,030 | 335 | 730 | 35 | 11/25/2008 | 10/1/2010 | |||||||||||||||||||||
245,121 | 100,000 | 136,757 | (8,364 | ) |
Loans | ||||||||||||||||||||||||||||
Altierre Corporation | Miscellaneous office equipment | 125,000 | — | 138,372 | 13,372 | 10/3/2008 | 10/1/2011 | |||||||||||||||||||||
Amyris, Inc. | Testing & Lab Equipment | 200,000 | 196,860 | 29,440 | 26,300 | 11/5/2010 | 3/1/2011 | |||||||||||||||||||||
Axial Biotech, Inc. | Miscellaneous office equipment | 60,991 | 22,512 | 49,437 | 10,958 | 3/28/2008 | 11/1/2010 | |||||||||||||||||||||
Axial Biotech, Inc. | Miscellaneous office equipment | 60,991 | 26,395 | 45,250 | 10,654 | 5/30/2008 | 11/1/2010 | |||||||||||||||||||||
Axogen Corporation | Miscellaneous office equipment | 250,000 | 29,491 | 305,502 | 84,993 | 4/21/2008 | 9/30/2011 | |||||||||||||||||||||
Delivery Agent, Inc. | Miscellaneous office equipment | 125,000 | 52,887 | 89,712 | 17,599 | 12/17/2008 | 10/28/2010 | |||||||||||||||||||||
Millennium Pharmacy Systems, Inc. | Furniture & Fixtures | 68,904 | 52,894 | 27,654 | 11,644 | 7/6/2010 | 6/10/2011 | |||||||||||||||||||||
Novavision Inc. | Miscellaneous office equipment | 750,000 | — | 373,839 | (376,161 | ) | 6/10/2008 | 12/30/2011 | ||||||||||||||||||||
1,640,886 | 381,039 | 1,059,206 | (200,641 | ) | ||||||||||||||||||||||||
$ | 1,886,007 | $ | 481,039 | $ | 1,195,963 | $ | (209,005 | ) |
Leases | ||||||||||||||||||||||||||||
ATEL 14, LLC (ATEL 14) | ||||||||||||||||||||||||||||
Mosaic Crop Nutrition, LLC | Railroad | $ | 54,725 | $ | 50,825 | $ | 13,502 | 9,602 | 7/28/2010 | 5/1/2011 | ||||||||||||||||||
54,725 | 50,825 | 13,502 | 9,602 |
Loans | ||||||||||||||||||||||||||||
Amyris, Inc. | Testing & Lab Equipment | 746,238 | 705,418 | 153,785 | 112,965 | 8/31/2010 | 3/1/2011 | |||||||||||||||||||||
Amyris, Inc. | Testing & Lab Equipment | 200,000 | 196,860 | 29,440 | 26,300 | 11/5/2010 | 3/1/2011 | |||||||||||||||||||||
946,238 | 902,278 | 183,225 | 139,265 | |||||||||||||||||||||||||
$ | 1,000,963 | $ | 953,103 | $ | 196,727 | $ | 148,867 | |||||||||||||||||||||
$ | 92,043,629 | $ | 32,872,366 | $ | 78,166,736 | $ | 18,995,473 |
S-A-28
TABLE VI
SALES OR DISPOSALS OF PORTFOLIO INVESTMENTS BY PRIOR PROGRAMS FOOTNOTES
(1) | “Acquisition Cost” is the actual cost of the item of equipment or the principal amount of the note secured by equipment, including acquisition fees and any other expenditures incurred by the prior program in the acquistion of the asset. |
(2) | “Termination, Sale or Disposition Proceeds” are the actual cash proceeds received upon the sale, early termination or casualty of the equipment on lease termination, or upon final liquidation of a note, net of any direct out-of pocket closing costs incurred by the prior program in connection with such sale or other disposition. |
(3) | “Payments Received” are the gross amounts of lease rents or installments of principal and interest on notes received during the holding period for the asset, other than sale or disposition proceeds, less any direct out-of pocket costs incurred by the prior program during the holding period of the investment directly related to that particular investment transaction. |
(4) | “Excess (deficiency) of Operating Receipts over Acquisition Cost” represents the difference between the Payments Received plus Termination, Sale or Disposition Proceeds less the Acquisition Cost. |
(5) | “Acquisition Date” represents the date the portfolio asset was acquired. Because the termination, sale or disposition is presented at the loan or lease level, there may be multiple acquisiton dates listed for a specific lessee or borrower. In such instances, the initial date of acquisition is presented |
(6) | “Disposal Date” represents the date that termination, sale or disposition proceeds were received for the asset. In the case of multiple Disposal Dates associated with assets of a lease or loan, the final Disposal Date is shown. |
S-A-29