UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [XX] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to For Quarter Ended June 30, 1995 Commission File No. 0-15320 American Income 4 Limited Partnership (Exact name of registrant as specified in its charter) Massachusetts 04-2917030 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 98 North Washington Street, Boston, MA 02114 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (617) 854-5800 (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______ APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court 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_____ No______ AMERICAN INCOME 4 LIMITED PARTNERSHIP FORM 10-Q INDEX Page PART I. FINANCIAL INFORMATION: Item 1. Financial Statements Statement of Financial Position at June 30, 1995 and December 31, 1994 3 Statement of Operations for the three and six months ended June 30, 1995 and 1994 4 Statement of Cash Flows for the six months ended June 30, 1995 and 1994 5 Notes to the Financial Statements 6-7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8-11 PART II. OTHER INFORMATION: Items 1 - 6 12 AMERICAN INCOME 4 LIMITED PARTNERSHIP STATEMENT OF FINANCIAL POSITION June 30, 1995 and December 31, 1994 (Unaudited) June 30, December 31, 1995 1994 ASSETS Cash and cash equivalents $ 346,136 $ 299,032 Rents receivable, net of allowance for doubtful accounts of $32,500 3,585 3,259 Accounts receivable - affiliate 93,508 95,146 Equipment at cost, net of accumulated depreciation of $7,758,947 and $7,725,995 at June 30, 1995 and December 31, 1994, respectively 3,758,753 4,175,378 Total assets $ 4,201,982 $ 4,572,815 LIABILITIES AND PARTNERS' CAPITAL Notes payable $ 142,230 $ 301,183 Accrued interest 528 1,086 Accrued liabilities 13,250 13,500 Accrued liabilities - affiliate 3,950 4,927 Deferred rental income 93,940 93,940 Cash distributions payable to partners 252,525 252,525 Total liabilities 506,423 667,161 Partners' capital (deficit): General Partner (138,706) (136,606) Limited Partnership Interests (80,000 Units; initial purchase price of $250 each) 3,834,265 4,042,260 Total partners' capital 3,695,559 3,905,654 Total liabilities and partners' capital $ 4,201,982 $ 4,572,815 AMERICAN INCOME 4 LIMITED PARTNERSHIP STATEMENT OF OPERATIONS for the three and six months ended June 30, 1995 and 1994 (Unaudited) Three Months Six Months Ended June 30, Ended June 30, 1995 1994 1995 1994 Income: Lease revenue $ 346,489 $ 368,811 $ 716,436 $ 764,280 Interest income 4,286 7,013 8,186 14,169 Gain on sale of equipment 80,600 5,057 81,634 24,657 Total income 431,375 380,881 806,256 803,106 Expenses: Depreciation 208,313 210,709 416,625 422,615 Interest expense 3,490 10,709 8,750 22,303 Equipment management fees - affiliate 17,325 18,441 35,822 38,214 Operating expenses - affiliate 22,398 17,436 50,104 38,497 Total expenses 251,526 257,295 511,301 521,629 Net income $ 179,849 $ 123,586 $ 294,955 $ 281,477 Net income per limited partnership unit $ 2.23 $ 1.53 $ 3.65 $ 3.48 Cash distributions declared per limited partnership unit $ 3.12 $ 6.25 $ 6.25 $ 12.50 AMERICAN INCOME 4 LIMITED PARTNERSHIP STATEMENT OF CASH FLOWS for the six months ended June 30, 1995 and 1994 (Unaudited) 1995 1994 Cash flows from (used in) operating activities: Net income $ 294,955 $ 281,477 Adjustments to reconcile net income to net cash from operating activities: Depreciation 416,625 422,615 Gain on sale of equipment (81,634) (24,657) Changes in assets and liabilities Decrease (increase) in: rents receivable (326) 22,424 accounts receivable - affiliate 1,638 13,525 Increase (decrease) in: accrued interest (558) (19,152) accrued liabilities (250) 14,809 accrued liabilities - affiliate (977) (6,762) deferred rental income -- 20,168 Net cash from operating activities 629,473 724,447 Cash flows from investing activities: Proceeds from equipment sales 81,634 175,603 Net cash from investing activities 81,634 175,603 Cash flows used in financing activities: Principal payments - notes payable (158,953) (274,637) Distributions paid (505,050) (1,010,101) Net cash used in financing activities (664,003) (1,284,738) Net increase (decrease) in cash and cash equivalents 47,104 (384,688) Cash and cash equivalents at beginning of period 299,032 1,222,360 Cash and cash equivalents at end of period $ 346,136 $ 837,672 Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 9,308 $ 41,455 AMERICAN INCOME 4 LIMITED PARTNERSHIP Notes to the Financial Statements June 30, 1995 (Unaudited) NOTE 1 - BASIS OF PRESENTATION The financial statements presented herein are prepared in conformity with generally accepted accounting principles and the instructions for preparing Form 10-Q under Rule 10-01 of Regulation S-X of the Securities and Exchange Commission and are unaudited. As such, these financial statements do not include all information and footnote disclosures required under generally accepted accounting principles for complete financial statements and, accordingly, the accompanying financial statements should be read in conjunction with the footnotes presented in the 1994 Annual Report. Except as disclosed herein, there has been no material change to the information presented in the footnotes to the 1994 Annual Report. In the opinion of management, all adjustments (consisting of normal and recurring adjustments) considered necessary to present fairly the financial position at June 30, 1995 and December 31, 1994 and results of operations for the three and six month periods ended June 30, 1995 and 1994 have been made and are reflected. NOTE 2 - CASH The Partnership invests excess cash with large institutional banks in reverse repurchase agreements with overnight maturities. The reverse repurchase agreements are secured by U.S. Treasury Bills or interests in U.S. Government securities. NOTE 3 - REVENUE RECOGNITION Rents are payable to the Partnership monthly, quarterly or semi-annually and no significant amounts are calculated on factors other than the passage of time. The leases are accounted for as operating leases and are noncancellable. Rents received prior to their due dates are deferred. Future minimum rents of $1,515,065 are due as follows: For the year ending June 30, 1996 $ 1,345,225 1997 169,840 Total $ 1,515,065 NOTE 4 - EQUIPMENT The following is a summary of equipment owned by the Partnership at June 30, 1995. In the opinion of American Finance Group ("AFG"), the carrying value of the equipment does not exceed its fair market value. AMERICAN INCOME 4 LIMITED PARTNERSHIP Notes to the Financial Statements (Continued) Lease Term Equipment Equipment Type (Months) at Cost Aircraft 36-60 $ 8,630,452 Flight simulators 60 2,409,250 Materials handling 12-60 294,716 Trailers and intermodal containers 48-60 119,952 Photocopying 12-36 63,330 Total equipment cost 11,517,700 Accumulated depreciation (7,758,947) Equipment, net of accumulated depreciation $ 3,758,753 At June 30, 1995, the Partnership's equipment portfolio included equipment having a proportionate original cost of $11,039,702, representing approximately 96% of total equipment cost. The summary above includes equipment held for sale or re-lease which was fully depreciated and had an original cost of approximately $63,000 at June 30, 1995. NOTE 5 - RELATED PARTY TRANSACTIONS All operating expenses incurred by the Partnership are paid by AFG on behalf of the Partnership and AFG is reimbursed at its actual cost for such expenditures. Fees and other costs incurred during each of the six month periods ended June 30, 1995 and 1994, which were paid or accrued by the Partnership to AFG or its Affiliates, are as follows: 1995 1994 Equipment management fees $ 35,822 $ 38,214 Administrative charges 10,500 6,000 Reimbursable operating expenses due to third parties 39,604 32,497 Total $ 85,926 $ 76,711 All rents and proceeds from the sale of equipment are paid directly to either AFG or to a lender. AFG temporarily deposits collected funds in a separate interest-bearing escrow account prior to remittance to the Partnership. At June 30, 1995, the Partnership was owed $93,508 by AFG for such funds and the interest thereon. These funds were remitted to the Partnership in July 1995. NOTE 6 - NOTES PAYABLE Notes payable at June 30, 1995 consisted of one installment note of $142,230 payable to a bank. The installment note is non- recourse, with an interest rate of 6.35%, collateralized by the equipment and assignment of the related lease payments. The installment note will be fully amortized by noncancellable rents during the year ending June 30, 1996. AMERICAN INCOME 4 LIMITED PARTNERSHIP FORM 10-Q PART I. FINANCIAL INFORMATION Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Three and six months ended June 30, 1995 compared to the three and six months ended June 30, 1994: Overview As an equipment leasing partnership, the Partnership was organized to acquire a diversified portfolio of capital equipment subject to lease agreements with third parties. The Partnership was designed to progress through three principal phases: acquisitions, operations, and liquidation. During the operations phase, a period of approximately six years, all equipment in the Partnership's portfolio will progress through various stages. Initially, all equipment will generate rental revenues under primary term lease agreements. During the life of the Partnership, these agreements will expire on an intermittent basis and equipment held pursuant to the related leases will be renewed, re-leased or sold, depending on prevailing market conditions and the assessment of such conditions by AFG to obtain the most advantageous economic benefit. Over time, a greater portion of the Partnership's original equipment portfolio will become available for remarketing and cash generated from operations and from sales or refinancings will begin to fluctuate. Ultimately, all equipment will be sold and the Partnership will be dissolved. The Partnership's operations commenced in 1986. Results of Operations For the three and six months ended June 30, 1995, the Partnership recognized lease revenue of $346,489 and $716,436, respectively, compared to $368,811 and $764,280 for the same periods in 1994. The decrease in lease revenue from 1994 to 1995 was expected and resulted from primary and renewal lease term expirations and the sale of equipment. The Partnership's equipment portfolio includes certain assets in which the Partnership holds a proportionate ownership interest. In such cases, the remaining interests are owned by AFG or an affiliated equipment leasing program sponsored by AFG. Proportionate equipment ownership enables the Partnership to further diversify its equipment portfolio by participating in the ownership of selected assets, thereby reducing the general levels of risk which could result from a concentration in any single equipment type, industry or lessee. The Partnership and each affiliate individually report, in proportion to their respective ownership interests, their respective shares of assets, liabilities, revenues, and expenses associated with the equipment. Interest income for the three and six months ended June 30, 1995 was $4,286 and $8,186, respectively, compared to $7,013 and $14,169 for the same periods in 1994. Interest income is generated from temporary investment of rental receipts and equipment sale proceeds in short-term instruments. The decrease in interest income from 1994 to 1995 is principally attributable to a lower availability of cash used for investment prior to distribution to the Partners. The amount of future interest income is expected to fluctuate in relation to prevailing interest rates and the collection of lease revenue and equipment sales proceeds. During the three months ended June 30, 1995, the Partnership sold equipment which had been fully depreciated to existing lessees and third parties. These sales resulted in a net gain, for financial statement purposes, of $80,600 compared to a net gain of $5,057 on equipment which had a net book value of $150,946 for the same period in 1994. AMERICAN INCOME 4 LIMITED PARTNERSHIP FORM 10-Q PART I. FINANCIAL INFORMATION During the six months ended June 30, 1995, the Partnership sold equipment which had been fully depreciated to existing lessees and third parties. These sales resulted in a net gain, for financial statement purposes, of $81,634 compared to a net gain of $24,657 on equipment which had a net book value of $150,946 for the same period in 1994. It cannot be determined whether future sales of equipment will result in a net gain or a net loss to the Partnership, as such transactions will be dependent upon the condition and type of equipment being sold and its marketability at the time of sale. In addition, the amount of gain or loss reported for financial statement purposes is partly a function of the amount of accumulated depreciation associated with the equipment being sold. The ultimate realization of residual value for any type of equipment is dependent upon many factors, including AFG's ability to sell and re-lease equipment. Changing market conditions, industry trends, technological advances, and many other events can converge to enhance or detract from asset values at any given time. AFG attempts to monitor these changes in order to identify opportunities which may be advantageous to the Partnership and which will maximize total cash returns for each asset. The total economic value realized upon final disposition of each asset is comprised of all primary lease term revenues generated from that asset, together with its residual value. The latter consists of cash proceeds realized upon the asset's sale in addition to all other cash receipts obtained from renting the asset on a re-lease, renewal or month-to-month basis. The Partnership classifies such residual rental payments as lease revenue. Consequently, the amount of gain or loss reported in the financial statements is not necessarily indicative of the total residual value the Partnership achieved from leasing the equipment. Depreciation expense for the three and six months ended June 30, 1995 was $208,313 and $416,625, respectively, compared to $210,709 and $422,615 for the same periods in 1994. For financial reporting purposes, to the extent that an asset is held on primary lease term, the Partnership depreciates the difference between (i) the cost of the asset and (ii) the estimated residual value of the asset at the date of primary lease expiration on a straight-line basis over such term. For purposes of this policy, estimated residual values represent estimates of equipment values at the date of primary lease expiration. To the extent that equipment is held beyond its primary lease term, the Partnership continues to depreciate the remaining net book value of the asset on a straight- line basis over the asset's remaining economic life. Interest expense was $3,490 and $8,750 or 1% and 1.2% of lease revenue for the three and six months ended June 30, 1995, respectively, compared to $10,709 and $22,303 or 2.9% of lease revenue for the same periods in 1994. Interest expense in future periods will continue to decline in amount and as a percentage of lease revenue as the principal balance of notes payable is reduced through the application of rent receipts to outstanding debt. Management fees were 5% of lease revenue during each of the periods ended June 30, 1995 and 1994 and will not change as a percentage of lease revenue in future periods. Operating expenses consist principally of administrative charges, professional service costs, such as audit and legal fees, as well as printing, distribution and remarketing expenses. In certain cases, equipment storage or repairs and maintenance costs may be incurred in connection with equipment being remarketed. Collectively, operating expenses represented 6.5% and 7% of lease revenue during the three and six months ended June 30, 1995, respectively, compared to 4.7% and 5% of lease revenue for the same periods in 1994. The increase in operating expenses from 1994 to 1995 is primarily due to increases in professional service costs and administrative charges. The amount of future operating expenses cannot be predicted with certainty; however, such expenses are usually higher during the acquisition and liquidation phases of a partnership. Other fluctuations typically occur in relation to the volume and timing of remarketing activities. AMERICAN INCOME 4 LIMITED PARTNERSHIP FORM 10-Q PART I. FINANCIAL INFORMATION Liquidity and Capital Resources and Discussion of Cash Flows The Partnership by its nature is a limited life entity which was established for specific purposes described in the preceding "Overview". As an equipment leasing program, the Partnership's principal operating activities derive from asset rental transactions. Accordingly, the Partnership's principal source of cash from operations is provided by the collection of periodic rents. These cash inflows are used to satisfy debt service obligations associated with leveraged leases, and to pay management fees and operating costs. Operating activities generated net cash inflows of $629,473 and $724,447 for the six months ended June 30, 1995 and 1994, respectively. Future renewal, re-lease and equipment sale activities will cause a gradual decline in the Partnership's lease revenues and corresponding sources of operating cash. Overall, expenses associated with rental activities, such as management fees, and net cash flow from operating activities will decline as the Partnership experiences a higher frequency of remarketing events. Ultimately, the Partnership will dispose of all assets under lease. This will occur principally through sale transactions whereby each asset will be sold to the existing lessee or to a third party. Generally, this will occur upon expiration of each asset's primary or renewal/re-lease term. In certain instances, casualty or early termination events may result in the disposal of an asset. Such circumstances are infrequent and usually result in the collection of stipulated cash settlements pursuant to terms and conditions contained in the underlying lease agreements. Cash realized from asset disposal transactions is reported under investing activities on the accompanying Statement of Cash Flows. During the six months ended June 30, 1995, the Partnership realized $81,634 in equipment sale proceeds compared to $175,603 for the same period in 1994. Future inflows of cash from asset disposals will vary in timing and amount and will be influenced by many factors including, but not limited to, the frequency and timing of lease expirations, the type of equipment being sold, its condition and age, and future market conditions. The Partnership obtained long-term financing in connection with certain equipment leases. The repayments of principal related to such indebtedness are reported as a component of financing activities. Each note payable is recourse only to the specific equipment financed and to the minimum rental payments contracted to be received during the debt amortization period (which period generally coincides with the lease rental term). As rental payments are collected, a portion or all of the rental payment is used to repay the associated indebtedness. The amount of cash used to repay debt obligations will continue to decline as the principal balance of notes payable is reduced through the collection and application of rents. Cash distributions to the General and Limited Partners are declared and generally paid within fifteen days following the end of each calendar quarter. The payment of such distributions is presented as a component of financing activities. For the six months ended June 30, 1995, the Partnership declared total cash distributions of Distributable Cash From Operations and Distributable Cash From Sales and Refinancings of $505,050. In accordance with the Amended and Restated Agreement and Certificate of Limited Partnership, the Limited Partners were allocated 99% of these distributions, or $500,000, and the General Partner was allocated 1%, or $5,050. The second quarter 1995 cash distribution was paid on July 14, 1995. Cash distributions paid to the Limited Partners consist of both a return of and a return on capital. To the extent that cash distributions consist of Cash From Sales or Refinancings, substantially all of such cash distributions should be viewed as a return of capital. Cash distributions do not represent and are not indicative of yield on investment. Actual yield on investment cannot be determined with any certainty until AMERICAN INCOME 4 LIMITED PARTNERSHIP FORM 10-Q PART I. FINANCIAL INFORMATION conclusion of the Partnership and will be dependent upon the collection of all future contracted rents, the generation of renewal and/or re-lease rents, and the residual value realized for each asset at its disposal date. Future market conditions, technological changes, the ability of AFG to manage and remarket the assets, and many other events and circumstances, could enhance or detract from individual asset yields and the collective performance of the Partnership's equipment portfolio. The future liquidity of the Partnership will be influenced by the foregoing and will be greatly dependent upon the collection of contractual rents and the outcome of residual activities. The General Partner anticipates that cash proceeds resulting from these sources will satisfy the Partnership's future expense obligations. However, the amount of cash available for distribution in future periods will fluctuate. Equipment lease expirations and asset disposals will cause the Partnership's net cash from operating activities to diminish over time; and equipment sale proceeds will vary in amount and period of realization. Accordingly, fluctuations in the level of quarterly cash distributions will occur during the life of the Partnership. AMERICAN INCOME 4 LIMITED PARTNERSHIP FORM 10-Q PART II. OTHER INFORMATION Item 1. Legal Proceedings Response: None Item 2. Changes in Securities Response: None Item 3. Defaults upon Senior Securities Response: None Item 4. Submission of Matters to a Vote of Security Holders Response: None Item 5. Other Information Response: None Item 6(a). Exhibits Response: None Item 6(b). Reports on Form 8-K Response: None SIGNATURE PAGE Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on behalf of the registrant and in the capacity and on the date indicated. AMERICAN INCOME 4 LIMITED PARTNERSHIP By: AFG Leasing Associates II, a Massachusetts general partnership and the General Partner of the Registrant. By: AFG Leasing Incorporated, a Massachusetts corporation and general partner in such general partnership. By: /s/ Gary M. Romano Gary M. Romano Vice President and Controller (Duly Authorized Officer and Principal Accounting Officer) Date: August 11, 1995