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 Quarter Ended March 31, 1995 Commission File No. 2-84106 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (Exact name of registrant as specified in its charter) Massachusetts 04-2794296 (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 D (A Massachusetts Limited Partnership) INDEX Page No. Part I. FINANCIAL INFORMATION Financial Statements Balance Sheets as of March 31, 1995 and December 31, 1994 3 Statements of Operations For the Quarters Ended March 31, 1995 and 1994 4 Statements of Cash Flows For the Quarters Ended March 31, 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 D (A Massachusetts Limited Partnership) Balance Sheets Assets (Unaudited) (Audited) 3/31/95 12/31/94 Investment property, at cost (note 3): Computer equipment $ 2,118,653 $ 2,541,961 Less accumulated depreciation 1,999,520 2,395,541 ------------------------ Investment property, net 119,133 146,420 Cash and cash equivalents 275,679 434,029 Rents receivable, net of allowance for doubtful accounts (note 2) 23,955 16,161 Sales receivable, net of allowance for doubtful accounts (note 2) 618 - ------------------------ Total assets $ 419,385 $ 596,610 ------------------------ ------------------------ Liabilities and Partners' Equity Liabilities: Accounts payable and accrued expenses - affiliates (note 4) $ 24,770 $ 28,766 Accrued expenses 3,657 9,854 Accounts payable 60,076 78,859 Unearned rental revenue 2,944 5,242 Distribution payable 11,994 - ------------------------ Total liabilities 103,441 122,721 ------------------------ Partners' equity: General Partner: Capital contribution 1,000 1,000 Cumulative net income 1,234,030 1,185,408 Cumulative cash distributions (1,235,030) (1,223,036) ------------------------ - (36,628) ------------------------ Limited Partners (36,463 units): Capital contribution, net of offering costs 16,259,064 16,259,064 Cumulative net income 7,522,281 7,488,960 Cumulative cash distributions (23,465,401) (23,237,507) ------------------------ 315,944 510,517 ------------------------ Total partners' equity 315,944 473,889 ------------------------ Total liabilities and partners' equity $ 419,385 $ 596,610 ------------------------ ------------------------ See accompanying notes to financial statements. (Page 4) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (A Massachusetts Limited Partnership) Statements of Operations For the Quarters Ended March 31, 1995 and 1994 (Unaudited) 1995 1994 Revenue: Rental income $ 95,265 $ 155,394 Interest income 5,437 1,952 Other income - 26,114 Net gain on sale of equipment 27,997 33,806 ---------------------- Total revenue 128,699 217,266 ---------------------- Costs and expenses: Depreciation 25,296 65,449 Reversal of provision for doubtful accounts (1,114) - Interest 43 - Related party expenses (note 4): Management fees 5,440 11,418 General and administrative 17,091 21,368 ---------------------- Total costs and expenses 46,756 98,235 ---------------------- Net income $ 81,943 $ 119,031 ---------------------- ---------------------- Net income (loss) per Limited Partnership Unit $ 0.91 $ (0.80) ---------------------- ---------------------- See accompanying notes to financial statements. (Page 5) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (A Massachusetts Limited Partnership) Statements of Cash Flows For the Quarters Ended March 31, 1995 and 1994 (Unaudited) 1995 1994 Cash flows from operating activities: Net income $ 81,943 $ 119,031 --------------------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 25,296 65,449 Reversal of provision for doubtful accounts (1,114) - Net gain on sale of equipment (27,997) (33,806) Net increase in current assets (7,298) (17,380) Net decrease in current liabilities (31,274) (46,198) --------------------- Total adjustments (42,387) (31,935) --------------------- Net cash provided by operating activities 39,556 87,096 --------------------- Cash flows from investing activities: Proceeds from sale of investment property 29,988 37,892 --------------------- Net cash provided by investing activities 29,988 37,892 --------------------- Cash flows from financing activities: Cash distributions to partners (227,894) (191,911) --------------------- Net cash used in financing activities (227,894) (191,911) --------------------- Net decrease in cash and cash equivalents (158,350) (66,923) Cash and cash equivalents at beginning of period 434,029 348,438 --------------------- Cash and cash equivalents at end of period $ 275,679 $ 281,515 --------------------- --------------------- Supplemental cash flow information: Interest paid during the period $ 1,120 $ - --------------------- --------------------- See accompanying notes to financial statements. (Page 6) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (A Massachusetts Limited Partnership) Notes to Financial Statements (Unaudited) (1) Organization and Partnership Matters The foregoing financial statements of Wellesley Lease Income Limited Partnership D (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) 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 March 31, 1995 and December 31, 1994, the allowance for doubtful accounts included in rents receivable was $27,743 and $28,289, respectively, and $82 and $650 included in sales receivable, respectively. Reclassifications Certain prior year financial statement items have been reclassified to conform with the current year's financial statement presentation. (3) Investment Property At March 31, 1995, the Partnership owned computer equipment with a depreciated cost basis of $113,059, subject to existing leases and equipment with a depreciated cost basis of $6,074 in inventory, awaiting re-lease or sale. 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 March 31, 1995 and 1994 are as follows: 1995 1994 Management fees $ 5,440 $11,418 Reimbursable expenses paid 19,432 18,261 ------------------- $24,872 $29,679 ------------------- ------------------- 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. Also, the Partnership reimburses the General Partner and its affiliates for certain expenses incurred by them in connection with the operation of the Partnership. (Page 8) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (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 Partnership operations for the quarter ended March 31, 1995 in comparison to the quarter ended March 31, 1994. The Partnership realized net income of $81,943 and $119,031 for the quarters ended March 31, 1995, and 1994, respectively. Rental income decreased $60,129 or 39% between the three month periods. The decrease is primarily due to lower rental rates 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. Other income in 1994 is a result of the write- off of overstated liabilities recorded in prior years. Interest income has increased as a result of higher average short-term investment balances. Total costs and expenses decreased 52% in 1995, primarily as a result of the decrease in depreciation expense. Depreciation expense decreased due to a large portion of the equipment portfolio becoming fully depreciated and an overall reduction in the equipment portfolio. Management fees and general and administrative expenses have decreased in relation to the decline in rental income. The reversal of the provision for doubtful accounts is due to successful collection efforts on delinquent rents receivable. The Partnership had net income (loss) per Limited Partnership Unit of $0.91 and $(0.80) in 1995 and 1994, respectively. Liquidity and Capital Resources For the quarter ended March 31, 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. (Page 9) During the fourth quarter of 1994, the General Partner announced its intentions of winding down the operations of the Partnership in 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 and CMI has been settled and the remaining proceeds have been distributed to the Partners. The Partnership's investing activities for the quarter resulted in equipment sales with a depreciated cost basis of $5,690, generating $29,988 in proceeds. Associated with the equipment sales were $3,699 of charge offs of losses 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 in 1995. Cash distributions are currently at an annual level of 4% per Limited Partnership Unit, or $5.00 per Limited Partnership Unit on a quarterly basis. For the quarter ended March 31, 1995, the Partnership declared a cash distribution of $191,911, of which $9,596 is allocated to the General Partner and $182,315 is allocated to the Limited Partners. The distribution will be paid on May 31, 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 the future periods. (Page 10) WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (A Massachusetts Limited Partnership) Computer Equipment Portfolio (Unaudited) March 31, 1995 Lessee ADP, Incorporated Allied Signal Corporation Caterpillar, Incorporated Citicorp Services, Incorporated FAX International, Incorporated Genix Corporation GPU Service Corporation Halliburton Company Hughes Aircraft Company, Incorporated Kroger, Incorporated Maryland Casualty Insurance, Incorporated Owens Corning Fiberglass, Incorporated Smith Kline, Incorporated Equipment Description Acquisition Price Computer peripherals $1,059,327 Processors & upgrades 42,373 Telecommunications 127,119 Other 889,834 ---------- $2,118,653 ---------- ---------- (Page 11) PART II. OTHER INFORMATION WELLESLEY LEASE INCOME LIMITED PARTNERSHIP D (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) SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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 D (Registrant) By:Wellesley Leasing Partnership, its General Partner By:TLP Leasing Programs, Inc., one of its Corporate General Partners Date: May 12, 1995 By: Arthur P. Beecher, President