UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________ FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the United States Securities Exchange Act of 1934 _______________________ For The Quarter Ended June 30, 1995 Commission File No. 2-84106 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (Exact name of registrant as specified in its charter) Massachusetts 04-2791213 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One Financial Center, 21st Floor, Boston, MA 02111 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (617) 482-8000 Not Applicable (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- There are no Exhibits. Page 1 of 12 (Page 2) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) INDEX Page No. Part I. FINANCIAL INFORMATION Financial Statements Balance Sheets as of June 30, 1995 and December 31, 1994 3 Statements of Operations For the Quarters Ended June 30, 1995 and 1994 and the Six Months Ended June 30, 1995 and 1994 4 Statements of Cash Flows For the Six Months Ended June 30, 1995 and 1994 5 Notes to Financial Statements 6 - 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 - 9 Computer Equipment Portfolio 10 Part II. OTHER INFORMATION Items 1 - 6 11 Signature 12 (Page 3) PART I. FINANCIAL INFORMATION WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Balance Sheets Assets (Unaudited) (Audited) 6/30/95 12/31/94 Investment property, at cost (note 3): Computer equipment $ 525,145 $ 727,048 Less accumulated depreciation 525,145 716,132 --------------------------- Investment property, net - 10,916 Cash and cash equivalents 192,127 232,893 Marketable securities (note 2) 493 - Rents receivable, net (note 2) 17,400 61,312 Accounts receivable - affiliates, net (note 2) 4,975 48,978 --------------------------- Total assets $ 214,995 $ 354,099 --------------------------- --------------------------- Liabilities and Partners' Equity Liabilities: Accounts payable and accrued expenses - affiliates (note 4) $ 7,217 $ 8,873 Accrued expenses 3,190 7,269 Accounts payable 4,888 7,947 Distribution payable 4,951 - Unearned rental revenue 103 - --------------------------- Total liabilities 20,349 24,089 --------------------------- Partners' equity: General Partner: Capital contribution 1,000 1,000 Cumulative net income 534,994 525,093 Cumulative cash distributions (535,994) (526,093) -------------------------- - - -------------------------- Limited Partners (15,050 units): Capital contribution, net of offering costs 6,710,991 6,710,991 Cumulative net income 3,667,542 3,614,781 Cumulative cash distributions (10,183,887) (9,995,762) ---------------------------- 194,646 330,010 --------------------------- Total partners' equity 194,646 330,010 --------------------------- Total liabilities and partners' equity $ 214,995 $ 354,099 --------------------------- --------------------------- See accompanying notes to financial statements. (Page 4) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Statements of Operations (Unaudited) Quarters Ended Six Months Ended June 30, June 30, ---------------- ------------------ 1995 1994 1995 1994 ---------------- ------------------ Revenue: Rental income $ 43,165 $ 61,410 $ 74,594 $142,787 Interest income 2,241 2,315 5,358 2,554 Recovery of net unsecured pre-petition claim (note 2) 493 - 493 - Net gain on sale of equipment - 109,270 13,625 121,235 --------------------- --------------------- Total revenue 45,899 172,995 94,070 266,576 --------------------- --------------------- Costs and expenses: Depreciation - 30,681 - 74,536 Interest (1,077) 575 43 1,274 Related party expenses (note 4): Management fees 2,464 3,108 8,559 8,559 General and administrative 11,380 2,482 21,019 8,929 Provision for doubtful accounts 1,787 - 1,787 - --------------------- --------------------- Total costs and expenses 14,554 36,846 31,408 93,298 --------------------- --------------------- Net income $ 31,345 $ 136,149 $ 62,662 $173,278 --------------------- --------------------- --------------------- --------------------- Net income per Limited Partnership Unit $ 1.76 $ 5.82 $ 3.51 $ 4.42 --------------------- --------------------- --------------------- --------------------- See accompanying notes to financial statements. (Page 5) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Statements of Cash Flows For the Six Months Ended June 30, 1995 and 1994 (Unaudited) 1995 1994 Cash flows from operation activities: Net income $ 62,662 $173,278 ------------------------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation - 74,536 Provision for doubtful accounts 1,787 - Net gain on sale of equipment (13,625) (121,235) Net decrease in current assets 85,635 20,605 Net decrease in current liabilities (8,691) (18,610) ------------------------- Total adjustments 65,106 (44,704) ------------------------ Net cash provided by operating activities 127,768 128,574 ------------------------ Cash flows from investing activities: Proceeds from sales of investment property 24,541 189,463 ------------------------- Cash provided by investing activities 24,541 189,463 ------------------------- Cash flows from financing activities: Principal payments on notes payable - affiliate - (16,695) Principal payments on long-term debt - (24,315) Cash distributions to partners (193,075) (79,210) ------------------------- Net cash used in financing activities (193,075) (120,220) -------------------------- Net (decrease) increase in cash and cash equivalents (40,766) 197,817 -------------------------- Cash and cash equivalents at beginning of period 232,893 41,758 -------------------------- Cash and cash equivalents at end of period $ 192,127 $239,575 -------------------------- -------------------------- Supplemental cash flow information: Interest paid during the period $ 1,120 $ 1,571 -------------------------- -------------------------- See accompanying notes to financial statements. (Page 6) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Notes to Financial Statements (Unaudited) (1) Organization and Partnership Matters The foregoing financial statements of Wellesley Lease Income Limited Partnership A (the "Partnership") have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission for Form 10-Q and reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. Pursuant to such rules and regulations, certain note disclosures which are normally required under generally accepted accounting principles have been omitted. It is recommended that these financial statements be read in conjunction with the Partnership's Annual Report on Form 10-K for the year ended December 31, 1994. (2) Summary of Significant Accounting Policies Allowance for Doubtful Accounts The financial statements include allowances for estimated losses on receivable balances. The allowances for doubtful accounts are based on past write off experience and an evaluation of potential uncollectible accounts within the current receivable balances. Receivable balances which are determined to be uncollectible are charged against the allowance and subsequent recoveries, if any, are credited to the allowance. At June 30, 1995 and December 31, 1994, the allowance for doubtful accounts included in rents receivable was $7,501 and $5,715, respectively. The allowance for doubtful accounts included in accounts receivable-affiliates was $1,900 at June 30, 1995 and December 31, 1994 respectively, which was related to the net unsecured pre-petition bankruptcy claim. Marketable Securities The marketable securities consist of common stock in Continental Information Systems Corporation received by the Partnership in the distribution made December 27, 1994 by the Trustee of the Liquidating Estate of CIS Corporation, et al with respect to the outstanding net unsecured pre- petition claim. During the second quarter of 1995, the stock began trading, thereby providing an objective valuation measure for establishing the cost basis which approximates fair market value at the balance sheet date. Reclassifications Certain prior year financial statement items have been reclassified to conform with the current year's financial statement presentation. (3) Investment Property At June 30, 1995, the Partnership owned computer equipment with a cost basis of $525,145, subject to existing leases. All purchases of computer equipment are subject to a 3% acquisition fee paid to the General Partner. (Page 7) (4) Related Party Transactions Fees, commissions and other expenses paid or accrued by the Partnership to the General Partner or affiliates of the General Partner for the quarters ended June 30, 1995 and 1994 are as follows: 1995 1994 Management fees $ 8,559 $ 8,559 Reimbursable expenses paid 22,298 13,705 --------------------- $ 30,857 $ 22,264 --------------------- --------------------- Under the terms of the Partnership Agreement, the General Partner is entitled to an equipment acquisition fee of 3% of the purchase price paid by the Partnership for the equipment. The General Partner is also entitled to a management fee equal to 7% of the monthly rental billings collected. In addition, the Partnership reimburses the General Partner and its affiliates for certain expenses incurred by them in connection with the operation of the Partnership. (5) Subsequent Events On July 20, 1995, the Partnership received the second distribution from the Trustee of the Liquidating Estate of CIS Corporation, et al, with respect to the net unsecured pre-petition claim. The distribution consisted of cash proceeds of $922. The cash will be reflected in the financial statements for the third quarter of 1995. Following the Trustee's second distribution, the Partnership has a remaining net unsecured pre- petition claim of $978 as of July 20, 1995. The General Partner anticipates that the Liquidating Estate will make future distributions on the remaining outstanding claim balance, although it is not possible at this time to determine when these distributions will be made. (Page 8) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Management's Discussion and Analysis of Financial Condition and Results of Operations (Unaudited) Results of Operations The following discussion relates to the Partnership's operations for the quarter and six month periods ended June 30, 1995 in comparison to the same periods in the prior year. The Partnership realized net income of $31,345 and $136,149 for the quarters ended June 30, 1995 and 1994, respectively. Rental income decreased $18,245 or 30% primarily due to lower rental rates obtained on equipment lease extensions and remarketings resulting after the initial lease term expires and due to a decrease in the overall size of the equipment portfolio. The recovery of net unsecured pre-petition claim was the result of the establishment of the carrying value of the stock received in the December 27, 1994 distribution from the Trustee of the Liquidating Estate of CIS Corporation, et al. The receivables associated with the stock settlement had been fully reserved in a prior year; accordingly, the Partnership was able to show a recovery on those receivables as of June 30, 1995 at which time an objective stock value could be determined due to the stock's trading activities. There were no equipment sales in the current quarter; however, the Partnership will realize gains on future sales since the equipment has been fully depreciated. Total costs and expenses decreased 61% between the three month periods primarily as a result of lower depreciation expense. Depreciation expense decreased due to the equipment portfolio becoming fully depreciated. Interest expense decreased between the three month periods primarily due to a current period adjustment for an overaccrual of interest expense. Management fees have decreased from 1994 in relation to the decline in rental income. General and administrative expenses were lower in 1994 due to the receipt of a refund related to a sales tax audit assessment that was paid in 1990 and included in general and administrative expenses at that time. During the quarter ended June 30, 1995, the Partnership increased its provision for doubtful accounts by $1,787. The Partnership realized net income of $62,662 and $173,278 and rental income of $74,594 and $142,787 for the six months ended June 30, 1995 and 1994, respectively. The 48% decrease in rental income can be attributed to lower rental rates obtained on equipment lease extensions and remarketings resulting after the initial lease term expires and due to an overall reduction in the equipment portfolio, as mentioned above. As discussed in the quarter analysis above, there were fewer equipment sales in 1995; however, all future sales will result in gains since the equipment is fully depreciated. Total costs and expenses decreased 66% primarily as a result of lower depreciation expense. As discussed above, depreciation expense decreased between 1995 and 1994 due to the equipment portfolio becoming fully depreciated and a reduction in the overall equipment portfolio. The increase in general and administrative expenses is attributable to the sales tax assessment refund in 1994, as mentioned above. The Partnership recorded net income per Limited Partnership Unit of $3.51 and $4.42 for the six months ended June 30, 1995 and 1994, respectively. (Page 9) Liquidity and Capital Resources For the six months ended June 30, 1995, rental revenue generated from operating leases was the primary source of funds for the Partnership. As equipment leases terminate, the General Partner determines if the equipment will be extended to the same lessee, remarketed to another lessee, or if it is less marketable, sold. This decision is made upon analyzing which options would generate the most favorable results. Rental income will continue to decrease due to two factors. The first factor is the rate obtained when the original leases expire and are remarketed at a lower rate. Typically the remarketed rates are lower due to the decrease in useful life of the equipment. Secondly, the increasing change of technology in the computer industry usually decreases the demand for older equipment, thus increasing the possibility of obsolescence. Both of these factors together will cause remarketed rates to be lower than original rates and will cause certain leases to terminate upon expiration. During the fourth quarter of 1993, the General Partner announced its intentions of winding down the operations of the Partnership beginning in 1994. The General Partner currently expects to wind down the operations of the Partnership by the end of 1995. It is anticipated that substantially all of the assets will be liquidated and the proceeds will be used to settle all outstanding liabilities and to make a final distribution. The Partnership will not be terminated until the net unsecured pre-petition claim against CIS has been settled and the remaining proceeds have been distributed to the Partners. The Partnership's investing activities for the six months ended June 30, 1995 resulted in equipment sales with a depreciated cost basis of $28,115, generating $24,541 in proceeds. Associated with the equipment sales were $17,199 of loss charge offs against the reserve, initially set up in prior periods for estimated losses on the ultimate disposition of equipment. The Partnership has no material capital expenditure commitments and will not purchase equipment in the future as the Partnership has reached the end of its reinvestment period and has announced its intentions of winding down the Partnership. Cash distributions are currently at an annual level of 5% per Limited Partnership Unit, or $6.25 per Limited Partnership Unit on a quarterly basis. For the quarter ended June 30, 1995, the Partnership declared a cash distribution of $99,013, of which $4,950 is allocated to the General Partner and $94,063 is allocated to the Limited Partners. The distribution will be made on August 28, 1995. The Partnership expects distributions to be more volatile as its operations are winding down. The effects of inflation have not been significant to the Partnership and are not expected to have any material impact in future periods. (Page 10) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Computer Equipment Portfolio (Unaudited) June 30, 1995 Lessee Allied Signal Corporation Apprise Corporation Carlon, Incorporated Halliburton Company Hughes Aircraft Company, Incorporated Ladd Furniture, Incorporated Maryland Casualty Insurance, Incorporated Nissan Motor Corporation Snap on Tools, Incorporated Equipment Description Acquisition Price Computer Peripherals $ 525,145 ---------- ---------- (Page 11) PART II. OTHER INFORMATION WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (A Massachusetts Limited Partnership) Item 1. Legal Proceedings Response: None Item 2. Changes in the Rights of the Partnership's Security Holders Response: None Item 3. Defaults by the Partnership on its Senior Securities Response: None Item 4. Results of Votes of Security Holders Response: None Item 5. Other Information Response: None Item 6. Exhibits and Reports on Form 8-K Response: A. None B. None (Page 12) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. WELLESLEY LEASE INCOME LIMITED PARTNERSHIP A (Registrant) By: Wellesley Leasing Partnership, its General Partner By: TLP Leasing Programs, Inc., one of its Corporate General Partners Date: August 11, 1995 By: Arthur P. Beecher, President