SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 /X/ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 1996 / / Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _____ to _____ Commission file number: 0-18497 Fidelity Leasing Income Fund VI, L.P. _______________________________________________________________________________ (Exact name of registrant as specified in its charter) Delaware 23-2540929 _______________________________________________________________________________ (State of organization) (I.R.S. Employer Identification No.) Seven East Skippack Pike, Ambler, PA 19002 _______________________________________________________________________________ (Address of principal executive offices) (Zip code) (215) 619-2800 _______________________________________________________________________________ (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the regis- trant was required to file such reports), and (2) has been subject to such fil- ing requirements for the past 90 days. Yes __X__ No _____ Page 1 of 12 Part I: Financial Information Item 1: Financial Statements FIDELITY LEASING INCOME FUND VI, L.P. BALANCE SHEETS ASSETS (Unaudited) (Audited) September 30, December 31, 1996 1995 ______________ _____________ Cash and cash equivalents $1,665,539 $ 2,920,100 Investment securities held to maturity - 499,740 Accounts receivable 112,907 33,021 Interest receivable 39,614 13,376 Due from related parties 293,117 52,267 Equipment under operating leases (net of accumulated depreciation of $9,376,733 and $13,650,877, respectively) 6,772,573 6,242,594 Net investment in direct financing leases 550,808 687,606 Equipment held for sale or lease 6,224 9,424 __________ ___________ Total assets $9,440,782 $10,458,128 ========== =========== LIABILITIES AND PARTNERS' CAPITAL Liabilities: Lease rents paid in advance $ 185,408 $ 87,814 Accounts payable and accrued expenses 75,972 92,163 Due to related parties 660 270,678 __________ ___________ Total liabilities 262,040 450,655 Partners' capital 9,178,742 10,007,473 __________ ___________ Total liabilities and partners' capital $9,440,782 $10,458,128 ========== =========== The accompanying notes are an integral part of these financial statements. 2 FIDELITY LEASING INCOME FUND VI, L.P. STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30 September 30 1996 1995 1996 1995 ____ ____ ____ ____ Income: Rentals $ 975,857 $1,238,450 $3,004,341 $4,020,545 Earned income on direct financing leases 12,837 21,407 41,633 62,902 Interest 30,927 59,009 127,480 222,858 Gain on sale of equipment, net - - 409,978 549,564 Other 2,489 1,102 6,223 13,368 __________ __________ __________ __________ 1,022,110 1,319,968 3,589,655 4,869,237 __________ __________ __________ __________ Expenses: Depreciation and amortization 766,833 921,745 2,220,249 3,079,485 Write-down of equipment to net realizable value 95,990 2,183 754,843 303,116 General and administrative 36,158 35,386 117,103 96,205 General and administrative to related party 62,448 43,419 180,152 171,560 Management fee to related party 49,983 64,426 153,413 203,933 Loss on sale of equipment, net 22,086 132,291 - - __________ __________ __________ __________ 1,033,498 1,199,450 3,425,760 3,854,299 __________ __________ __________ __________ Net income (loss) $ (11,388) $ 120,518 $ 163,895 $1,014,938 ========== ========== ========== ========== Net income (loss) per equivalent limited partnership unit $ (.44) $ 3.27 $ 5.32 $ 27.06 ========== ========== ========== ========== Weighted average number of equivalent limited partnership units outstanding during the period 29,605 34,072 29,927 36,243 ========== ========== ========== ========== The accompanying notes are an integral part of these financial statements. 3 FIDELITY LEASING INCOME FUND VI, L.P. STATEMENT OF PARTNERS' CAPITAL For the nine months ended September 30, 1996 (Unaudited) General Limited Partners Partner Units Amount Total _______ _____ ______ _____ Balance, January 1, 1996 $2,438 79,156 $10,005,035 $10,007,473 Redemptions - (3,863) (473,814) (473,814) Cash distributions (5,188) - (513,624) (518,812) Net income 4,750 - 159,145 163,895 _______ ______ ___________ ___________ Balance, September 30, 1996 $2,000 75,293 $ 9,176,742 $ 9,178,742 ======= ====== =========== =========== The accompanying notes are an integral part of these financial statements. 4 FIDELITY LEASING INCOME FUND VI, L.P. STATEMENTS OF CASH FLOWS For the nine months ended September 30, 1996 and 1995 (Unaudited) 1996 1995 ____ ____ Cash flows from operating activities: Net income $ 163,895 $1,014,938 __________ __________ Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,220,249 3,079,485 Write-down of equipment to net realizable value 754,843 303,116 Proceeds from direct financing leases, net of earned income 136,798 238,264 Gain on sale of equipment, net (409,978) (549,564) (Increase) decrease in accounts receivable (79,886) (3,877) (Increase) decrease in interest receivable (26,238) 46,349 (Increase) decrease in due from related parties (240,850) 19,603 Increase (decrease) in lease rents paid in advance 97,594 (114,423) Increase (decrease) in accounts payable and accrued expenses (16,191) (80,166) Increase (decrease) in accounts payable - equipment - (518,100) Increase (decrease) in due to related parties (270,018) (34,739) __________ __________ 2,166,323 2,385,948 __________ __________ Net cash provided by operating activities 2,330,218 3,400,886 __________ __________ Cash flows from investing activities: Acquisition of equipment (3,799,088) (4,137,211) Purchase of investment securities held to maturity - (250,253) Maturity of investment securities held to maturity 499,740 2,485,354 Proceeds from sale of equipment 707,195 1,182,831 __________ __________ Net cash used in investing activities (2,592,153) (719,279) __________ __________ Cash flows from financing activities: Redemptions of capital (473,814) (186,560) Distributions (518,812) (3,739,971) __________ __________ Net cash used in financing activities (992,626) (3,926,531) __________ __________ Decrease in cash and cash equivalents (1,254,561) (1,244,924) Cash and cash equivalents, beginning of period 2,920,100 5,509,017 __________ __________ Cash and cash equivalents, end of period $1,665,539 $4,264,093 ========== ========== The accompanying notes are an integral part of these financial statements. 5 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS September 30, 1996 (Unaudited) The accompanying unaudited condensed financial statements have been prepared by the Fund in accordance with Generally Accepted Accounting Principles, pursuant to the rules and regulations of the Securities and Exchange Commis- sion. In the opinion of Management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Certain amounts on the 1995 financial statements have been reclassified to conform to the presentation in 1996. 1. EQUIPMENT LEASED Equipment on lease consists primarily of computer peripheral equipment under operating leases. A majority of the equipment was manufactured by IBM. The lessees have agreements with the manufacturer to provide main- tenance for the leased equipment. The Fund's operating leases are for initial lease terms of 12 to 60 months. Generally, operating leases will not recover all of the undepreciated cost and related expenses of its rental equipment during the initial lease terms and the Fund is prepared to remarket the equipment in future years. Fund policy is to review quarterly the expected economic life of its rental equipment in order to determine the recoverability of its undepreciated cost. Recent and anticipated technological developments affecting computer equipment and competitive factors in the marketplace are considered among other things, as part of this review. In accordance with Generally Accepted Accounting Principles, the Fund writes down its rental equipment to its estimated net realizable value when the amounts are reasonably estimated and only recognizes gains upon actual sale of its rental equipment. As a result, $754,843 and $303,116 was charged to write-down of equipment to net realizable value for the nine months ended September 30, 1996 and 1995, respectively. Any future losses are dependent upon unanticipated technological developments affecting the computer equipment industry in subsequent years. The Fund also has equipment leased under the direct financing method in accordance with Statement of Financial Accounting Standards No. 13. This method provides for recognition of income (the excess of the aggregate future rentals and estimated additional amounts recoverable upon expira- tion of the lease over the related equipment cost) over the life of the lease using the interest method. The net investment in direct financing leases as of September 30, 1996 is as follows: Net minimum lease payments to be received $616,000 Less unearned income 65,000 Add expected future residuals - ________ $551,000 ======== 6 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS 1. EQUIPMENT LEASED (Continued) The future approximate minimum rentals to be received on noncancellable operating and direct financing leases as of September 30, 1996 are as follows: Direct Years Ending December 31 Operating Financing ________________________ _________ _________ 1996 $1,039,000 $ 59,000 1997 3,092,000 238,000 1998 1,364,000 238,000 1999 699,000 81,000 __________ ________ $6,194,000 $616,000 ========== ======== 2. RELATED PARTY TRANSACTIONS The General Partner receives 5% or 2% of gross rental payments from equip- ment under operating leases and full pay-out leases, respectively, for administrative and management services performed on behalf of the Fund. Full pay-out leases are noncancellable leases for which rental payments during the initial term are at least sufficient to recover the purchase price of the equipment, including acquisition fees. This management fee is paid monthly only if and when the Limited Partners have received distributions for the period from January 1, 1990 through the end of the most recent quarter equal to a return for such period at a rate of 12% per year on the aggregate amount paid for their units. The General Partner may also receive up to 3% of the proceeds from the sale of the Fund's equipment for services and activities to be performed in connection with the disposition of equipment. The payment of this sales fee is deferred until the Limited Partners have received cash distributions equal to the purchase price of their units plus a 12% cumulative compounded priority return. Based on current estimates, it is not expected that the Fund will be required to pay this sales fee to the General Partner. As a result, $269,982 of sales fee accrued by the Fund in prior periods was recognized into income as part of the net gain on sale of equipment during the nine months ended September 30, 1996. Additionally, the General Partner and its affiliates are reimbursed by the Fund for certain costs of services and materials used by or for the Fund except those items covered by the above-mentioned fees. Following is a summary of fees and costs of services and materials charged by the General Partner or its affiliates during the three and nine months ended September 30, 1996 and 1995: Three Months Ended Nine Months Ended September 30 September 30 1996 1995 1996 1995 ____ ____ ____ ____ Management fee $49,983 $64,426 $153,413 $203,933 Reimbursable costs 62,448 43,419 180,152 171,560 Accrued sales fee - 4,646 - 36,834 7 FIDELITY LEASING INCOME FUND VI, L.P. NOTES TO FINANCIAL STATEMENTS (Continued) 2. RELATED PARTY TRANSACTIONS (Continued) Amounts due from related parties at September 30, 1996 and December 31, 1995 represent monies due the Fund from the General Partner and/or other affiliated funds for rentals and sales proceeds collected and not yet re- mitted the Fund. Amounts due to related parties at September 30, 1996 and December 31, 1995 represent monies due to the General Partner for the fees and costs men- tioned above, as well as, rentals and sales proceeds collected by the Fund on behalf of other affiliated funds. 3. SUBSEQUENT EVENT Cash Distribution: The General Partner declared and paid a cash distribution of $50,000 in both October and November 1996 for the months ended August 31 and September 30, 1996 to all admitted partners as of August 31 and September 30, 1996. 8 FIDELITY LEASING INCOME FUND VI, L.P. Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Fidelity Leasing Income Fund VI, L.P. had revenues of $1,022,110 and $1,319,968 for the three months ended September 30, 1996 and 1995, respectively, and $3,589,655 and $4,869,237 for the nine months ended Sep- tember 30, 1996 and 1995, respectively. Rental income from the leasing of computer peripheral equipment accounted for 95% and 94% of total revenues for the third quarter of 1996 and 1995, respectively, and 84% and 83% for the nine months ended September 30, 1996 and 1995, respectively. The decrease in total revenues in 1996 is primarily attributable to a decrease in rental income. During the nine months ended September 30, 1996, rental income decreased by approximately $1,790,000 because of equipment which came off lease and was re- leased at lower rental rates or sold. This decrease, however, was reduced by approximately $774,000 of rents generated from equipment purchases made since September of 1995 as well as rental income recognized on 1995 equipment purchases for which a full nine months was earned in 1996 and only a portion of the nine months was earned in 1995. Additionally, the Fund recognized a net gain on sale of equipment of $409,978 for the nine months ended September 30, 1996 as compared to $549,564 for the nine months ended September 30, 1995 which also accounts for the decrease in total revenues in 1996. Furthermore, interest income decreased in 1996 because of lower cash balances available for investment by the Fund during the first nine months of 1996 as compared to 1995. Expenses were $1,033,498 and $1,199,450 for the three months ended Septem- ber 30, 1996 and 1995, respectively, and $3,425,760 and $3,854,299 for the nine months ended September 30, 1996 and 1995, respectively. Depreciation and amortization comprised 74% and 77% of total expenses for the third quarter of 1996 and 1995, respectively and 65% and 80% for the nine months ended September 30, 1996 and 1995, respectively. The decrease in expenses is primarily related to the decrease in depreciation expense due to equipment which came off lease and was terminated or sold. Additionally, management fee to related party decreased proportionately to the decrease in rental income in 1996 which also contributed to the decrease in total expenses during the first nine months of 1996 as compared to 1995. The overall decrease in expenses was reduced by an increase in the write-down of equipment to net realizable value. Based upon the quarterly review of the recoverability of the undepreciated cost of rental equipment, $754,843 was charged to write-down of equipment to net realizable value during the nine months ended September 30, 1996 as compared to $303,116 for the nine months ended September 30, 1995. Any future losses are dependent upon unanticipated technological developments affecting the computer equipment industry in subsequent years. The Fund's net income (loss) was ($11,388) and $120,518 for the three months ended September 30, 1996 and 1995, respectively, and $163,895 and $1,014,938 for the nine months ended September 30, 1996 and 1995, respectively. The earnings (loss) per equivalent limited partnership unit, after earnings (loss) allocated to the General Partner, were ($.44) and $3.27 based on a weighted average number of equivalent limited partnership units outstanding of 29,605 and 34,072 for the three months ended September 30, 1996 and 1995, respectively. The earnings (loss) per equivalent limited partnership unit, after earnings (loss) allocated to the General Partner, were $5.32 and $27.06 based on a weighted average number of equivalent limited partnership units outstanding of 29,927 and 36,243 for the nine months ended September 30, 1996 and 1995, respectively. 9 FIDELITY LEASING INCOME FUND VI, L.P. Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) RESULTS OF OPERATIONS (Continued) The Fund generated funds from operations of $873,521 and $1,176,737 for the purpose of determining cash available for distribution, and distributed 6% and 35% of these amounts during the third quarter of 1996 and 1995, respectively and 11% and 43% of these amounts in October and November 1996 and 1995, respectively. For the nine months ended September 30, 1996 and 1995, the Fund generated $2,729,009 and $3,847,975 of funds from operations and distributed 14% and 75% of these amounts during the first nine months of 1996 and 1995, respectively and 4% and 13% of these amounts in October and November 1996 and 1995, respectively. For financial statement purposes, the Fund records cash distributions to partners on a cash basis in the period in which they are paid. ANALYSIS OF FINANCIAL CONDITION The Fund will continue to purchase computer peripheral equipment with sales proceeds and cash available from operations which is not distributed to partners. The Fund purchased $3,799,088 and $4,137,211 of equipment during the nine months ended September 30, 1996 and 1995, respectively. The cash position of the Fund is reviewed daily and cash is invested on a short-term basis. The Fund's cash from operations is expected to continue to be adequate to cover all operating expenses and contingencies during the next twelve month period. 10 Part II: Other Information FIDELITY LEASING INCOME FUND VI, L.P. September 30, 1996 Item 1. Legal Proceedings: Inapplicable. Item 2. Changes in Securities: Inapplicable. Item 3. Defaults Upon Senior Securities: Inapplicable. Item 4. Submission of Matters to a Vote of Securities Holders: Inapplicable. Item 5. Other Information: Inapplicable. Item 6. Exhibits and Reports on Form 8-K: a) Exhibits: EX-27 b) Reports on Form 8-K: None 11 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the regis- trant has duly caused this report to be signed on its behalf by the under- signed, thereunto duly authorized. FIDELITY LEASING INCOME FUND VI, L.P. 11-13-96 By: Freddie M. Kotek ________ _____________________________ Date Freddie M. Kotek President of F.L. Partnership Management, Inc. (Principal Operating Officer) 11-13-96 By: Marianne T. Schuster ________ _____________________________ Date Marianne T. Schuster Vice President of F.L. Partnership Management, Inc. (Principal Financial Officer) 12 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the regis- trant has duly caused this report to be signed on its behalf by the under- signed, thereunto duly authorized. FIDELITY LEASING INCOME FUND VI, L.P. _______ _____________________________ Date Freddie M. Kotek President of F.L. Partnership Management, Inc. (Principal Operating Officer) _______ _____________________________ Date Marianne T. Schuster Vice President of F.L. Partnership Management, Inc. (Principal Financial Officer) 12