Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |X| Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended March 31, 2002 |_| 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 000-23842 ATEL Cash Distribution Fund V, L.P. (Exact name of registrant as specified in its charter) California 94-3165807 ---------- ---------- (State or other jurisdiction of (I. R. S. Employer incorporation or organization) Identification No.) 235 Pine Street, 6th Floor, San Francisco, California 94104 (Address of principal executive offices) Registrant's telephone number, including area code: (415) 989-8800 Indicate by a 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 |_| DOCUMENTS INCORPORATED BY REFERENCE None 1 Part I. FINANCIAL INFORMATION Item 1. Financial Statements. 2 ATEL CASH DISTRIBUTION FUND V, L.P. BALANCE SHEETS MARCH 31, 2002 AND DECEMBER 31, 2001 (Unaudited) ASSETS 2002 2001 ---- ---- Cash and cash equivalents $ 212,550 $ 443,772 Accounts receivable, net of allowance for doubtful accounts of $165,285 in 2002 and 2001 1,174,691 1,249,403 Investments in leases 33,678,626 35,467,668 --------------------- ----------------- Total assets $ 35,065,867 $37,160,843 ===================== ================= LIABILITIES AND PARTNERS' CAPITAL Non-recourse debt $11,015,437 $11,663,273 Line of credit 6,000,000 6,500,000 Accounts payable: General Partner 198,446 146,080 Other 405,325 156,408 Accrued interest expense 18,121 21,601 Unearned operating lease income 68,563 127,056 --------------------- ----------------- Total liabilities 17,705,892 18,614,418 Partners' capital: General Partner 187,373 188,354 Limited Partners 17,172,602 18,358,071 --------------------- ----------------- Total partners' capital 17,359,975 18,546,425 --------------------- ----------------- Total liabilities and partners' capital $ 35,065,867 $37,160,843 ===================== ================= See accompanying notes. 3 ATEL CASH DISTRIBUTION FUND V, L.P. STATEMENTS OF OPERATIONS THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001 (Unaudited) Revenues: 2002 2001 ---- ---- Leasing activities: Operating leases $ 1,403,768 $1,553,439 Direct financing leases 112,557 151,390 Leveraged leases 10,844 14,243 Gain on sales of assets 85,435 282,187 Interest income 1,318 13,691 Other 1,739 1,165 --------------------- ----------------- 1,615,661 2,016,115 Expenses: Depreciation and amortization 1,034,848 1,183,416 Interest expense 263,930 293,909 Cost reimbursements to General Partner 188,248 173,833 Equipment and incentive management fees to General Partner 60,888 102,492 Other 60,718 72,200 Professional fees 36,322 71,736 Railcar maintenance 68,764 11,610 --------------------- ----------------- 1,713,718 1,909,196 --------------------- ----------------- Net (loss) income $ (98,057) $ 106,919 ===================== ================= Net (loss) income: General Partner $ (981) $ 1,069 Limited Partners (97,076) 105,850 --------------------- ----------------- $ (98,057) $ 106,919 ===================== ================= Net (loss) income per Limited Partnership Unit $ (0.01) $ 0.01 Weighted average number of Units outstanding 12,497,000 12,497,000 STATEMENT OF CHANGES IN PARTNERS' CAPITAL THREE MONTH PERIOD ENDED MARCH 31, 2002 (Unaudited) Limited Partners General Units Amount Partner Total Balance December 31, 2001 12,497,000 $18,358,071 $ 188,354 $18,546,425 Distributions to limited partners (1,088,393) - (1,088,393) Net loss (97,076) (981) (98,057) ----------------- ---------------- --------------------- ----------------- Balance March 31, 2002 12,497,000 $17,172,602 $ 187,373 $17,359,975 ================= ================ ===================== ================= See accompanying notes. 4 ATEL CASH DISTRIBUTION FUND V, L.P. STATEMENTS OF CASH FLOWS THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001 Operating activities: 2002 2001 ---- ---- Net (loss) income $ (98,057) $ 106,919 Adjustment to reconcile net (loss) income to cash provided by operating activities: Depreciation and amortization 1,034,848 1,183,416 Gain on sales of lease assets (85,435) (282,187) Leveraged lease income (10,844) (14,243) Changes in operating assets and liabilities: Accounts receivable 74,712 248,654 Accounts payable, General Partner 52,366 25,606 Accounts payable, other 248,917 (39,171) Accrued interest expense (3,480) (14,298) Unearned operating lease income (58,493) (114,982) --------------------- ----------------- Net cash provided by operations 1,154,534 1,099,714 --------------------- ----------------- Investing activities: Proceeds from sales of lease assets 391,850 2,370,549 Reduction of net investment in direct financing leases 436,935 117,339 Reduction of net investment in leveraged leases 21,688 28,486 --------------------- ----------------- Net cash provided by investing activities 850,473 2,516,374 --------------------- ----------------- Financing activities: Distributions to Limited Partners (1,088,393) (3,748,746) Proceeds of non-recourse debt 759,436 - Repayments of non-recourse debt (1,407,272) (1,913,721) Repayments of borrowings under line of credit (1,000,000) - Borrowings under line of credit 500,000 1,000,000 --------------------- ----------------- Net cash used in financing activities (2,236,229) (4,662,467) --------------------- ----------------- Net decrease in cash and cash equivalents (231,222) (1,046,379) Cash and cash equivalents at beginning of period 443,772 1,571,943 --------------------- ----------------- Cash and cash equivalents at end of period $ 212,550 $ 525,564 ===================== ================= Supplemental disclosures of cash flow information: Cash paid during the period for interest $ 267,410 $ 308,207 ===================== ================= See accompanying notes. 5 ATEL CASH DISTRIBUTION FUND V, L.P. NOTES TO FINANCIAL STATEMENTS MARCH 31, 2002 (Unaudited) 1. Summary of significant accounting policies: Interim financial statements: The unaudited interim financial statements reflect all adjustments which are, in the opinion of the general partners, necessary to a fair statement of financial position and results of operations for the interim periods presented. All such adjustments are of a normal recurring nature. These unaudited interim financial statements should be read in conjunction with the most recent report on Form 10K. 2. Organization and partnership matters: ATEL Cash Distribution Fund V, L.P. (the Partnership), was formed under the laws of the State of California on September 23, 1992, for the purpose of acquiring equipment to engage in equipment leasing and sales activities. Upon the sale of the minimum amount of Units of Limited Partnership interest (Units) of $1,200,000 and the receipt of the proceeds thereof on March 19, 1993, the Partnership commenced operations. The Partnership does not make a provision for income taxes since all income and losses will be allocated to the Partners for inclusion in their individual tax returns. 3. Investment in leases: The Partnership's investment in leases consists of the following: Depreciation Balance Expense and Balance December 31, Amortization Reclassifications March 31, 2001 of Leases & Dispositions 2002 ---- --------- -------------- ---- Net investment in operating leases $ 26,533,841 $ (997,852) $ (132,777) $25,403,212 Net investment in direct financing leases 8,094,439 (436,935) - 7,657,504 Net investment in leveraged leases 1,073,050 (10,844) (148,545) 913,661 Residual value interests 835,759 - - 835,759 Assets held for sale or lease 725,609 - (25,093) 700,516 Reserve for losses (2,224,816) - - (2,224,816) Initial direct costs, net of accumulated amortization of $1,115,605 in 2001 and $1,085,159 in 2002 429,786 (36,996) - 392,790 ----------------- ---------------- --------------------- ----------------- $ 35,467,668 $ (1,482,627) $ (306,415) $33,678,626 ================= ================ ===================== ================= 6 ATEL CASH DISTRIBUTION FUND V, L.P. NOTES TO FINANCIAL STATEMENTS MARCH 31, 2002 (Unaudited) 3. Investment in leases (continued): Property on operating leases consists of the following: Balance Additions Balance December 31, and Reclassifications March 31, 2001 Depreciation & Dispositions 2002 ---- ------------ -------------- ---- Transportation $ 36,606,091 $ - $ (315,905) $36,290,186 Construction 11,425,007 - - 11,425,007 Manufacturing 2,666,354 - - 2,666,354 Materials handling 248,749 - - 248,749 ----------------- ---------------- --------------------- ----------------- 50,946,201 - (315,905) 50,630,296 Less accumulated depreciation (24,412,360) (997,852) 183,128 (25,227,084) ----------------- ---------------- --------------------- ----------------- $ 26,533,841 $ (997,852) $ (132,777) $25,403,212 ================= ================ ===================== ================= All of the property on leases was acquired in 1993, 1994, 1995, 1996 and 1997. At March 31, 2002, the aggregate amounts of future minimum lease payments are as follows: Direct Operating Financing Leases Leases Total Nine months ending December 31, 2002 $3,237,417 $1,306,710 $ 4,544,127 Year ending December 31, 2003 1,793,666 428,733 2,222,399 2004 813,692 622,852 1,436,544 2005 821,534 496,654 1,318,188 2006 523,314 496,654 1,019,968 Thereafter 4,115,964 4,017,490 8,133,454 ----------------- ---------------- --------------------- $ 11,305,587 $7,369,093 $ 18,674,680 ================= ================ ===================== 7 ATEL CASH DISTRIBUTION FUND V, L.P. NOTES TO FINANCIAL STATEMENTS MARCH 31, 2002 (Unaudited) 4. Non-recourse debt: Notes payable to financial institutions are due in varying monthly, quarterly and semi-annual installments of principal and interest. The notes are secured by assignments of lease payments and pledges of the assets which were purchased with the proceeds of the particular notes. Interest rates on the notes vary from 6.5% to 10.5%. Future minimum principal payments of non-recourse debt are as follows: Principal Interest Total Nine months ending December 31, 2002 $2,077,2132 $ 502,074 $ 2,579,287 Year ending December 31, 2003 709,048 553,832 1,262,880 2004 453,006 513,642 966,648 2005 481,214 485,263 966,477 2006 544,469 442,613 987,082 Thereafter 6,750,487 1,989,480 8,739,967 ----------------- ---------------- --------------------- $ 11,015,437 $4,486,904 $ 15,502,341 ================= ================ ===================== 5. Related party transactions: The terms of the Limited Partnership Agreement provide that the General Partner and/or Affiliates are entitled to receive certain fees for equipment acquisition, management and resale and for management of the Partnership. The Limited Partnership Agreement allows for the reimbursement of costs incurred by the General Partner in providing services to the Partnership. Services provided include Partnership accounting, investor relations, legal counsel and lease and equipment documentation. The General Partner is not reimbursed for services where it is entitled to receive a separate fee as compensation for such services, such as acquisition and management of equipment. Reimbursable costs incurred by the General Partner are allocated to the Partnership based upon actual time incurred by employees working on Partnership business and an allocation of rent and other costs based on utilization studies. Substantially all employees of the General Partner record time incurred in performing services on behalf of all of the Partnerships serviced by the General Partner. The General Partner believes that the costs reimbursed are the lower of (i) actual costs incurred on behalf of the Partnership or (ii) the amount the Partnership would be required to pay independent parties for comparable services in the same geographic location and are reimbursable in accordance with the Limited Partnership Agreement. 8 ATEL CASH DISTRIBUTION FUND V, L.P. NOTES TO FINANCIAL STATEMENTS MARCH 31, 2002 (Unaudited) 5. Related party transactions (continued): The General Partner and/or Affiliates earned fees, commissions and reimbursements, pursuant to the Limited Partnership Agreement as follows: 2002 2001 ---- ---- Costs reimbursed to General Partner $ 188,248 $ 173,833 Incentive management fees (computed as 5% of distributions of cash from operations, as defined in the Limited Partnership Agreement) and equipment management fees (computed as 5% of gross revenues from operating leases, as defined in the Limited Partnership Agreement plus 2% of gross revenues from full payout leases, as defined in the Limited Partnership Agreement). 60,888 102,492 --------------------- ----------------- $ 249,136 $ 276,325 ===================== ================= 6. Line of credit: The Partnership participates with the General Partner and certain of its affiliates in a $62,000,000 revolving line of credit with a financial institution that includes certain financial covenants. The line of credit expired on April 12, 2002 and has been extended through June 30, 2002. The General Partner is currently negotiating a new line of credit and anticipates that the current line of credit will be replaced before its extended expiration date. As of March 31, 2002, borrowings under the facility were as follows: Amount borrowed by the Partnership under the acquisition facility $ 6,000,000 Amounts borrowed by affiliated partnerships and limited liability companies under the acquisition facility 13,300,000 ----------------- Total borrowings under the acquisition facility 19,300,000 Amounts borrowed by the General Partner and its sister corporation under the warehouse facility 5,235,045 ----------------- Total outstanding balance $24,535,045 ================= Total available under the line of credit $62,000,000 Total outstanding balance (24,535,045) ----------------- Remaining availability $37,464,955 ================= Draws on the acquisition facility by any individual borrower are secured only by that borrower's assets, including equipment and related leases. Borrowings on the warehouse facility are recourse jointly to certain of the affiliated partnerships and limited liability companies, the Partnership and the General Partner. The credit agreement includes certain financial covenants applicable to each borrower. The Partnership was in compliance with its covenants as of March 31, 2002. 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Capital Resources and Liquidity In 2002, the Partnership's primary source of cash was operating lease rents. In 2001, the Partnership's primary sources of cash were proceeds from sales of lease assets and operating lease rents. The liquidity of the Partnership will vary in the future, increasing to the extent cash flows from leases and proceeds from asset sales exceed expenses, and decreasing as distributions are made to the limited partners and to the extent expenses exceed cash flows from leases and proceeds from sales of assets. As another source of liquidity, the Partnership has contractual obligations with a diversified group of lessees for fixed lease terms at fixed rental amounts. As the initial lease terms expire the Partnership will re-lease or sell the equipment. The future liquidity beyond the contractual minimum rentals will depend on the General Partner's success in re-leasing or selling the equipment as it comes off lease. The Partnership participates with the General Partner and certain of its affiliates in a $62,000,000 revolving line of credit with a financial institution that includes certain financial covenants. The line of credit expired on April 12, 2002 and has been extended through June 30, 2002. The General Partner is currently negotiating a new line of credit and anticipates that the current line of credit will be replaced before its extended expiration date. As of March 31, 2002, borrowings under the facility were as follows: Amount borrowed by the Partnership under the acquisition facility $ 6,000,000 Amounts borrowed by affiliated partnerships and limited liability companies under the acquisition facility 13,300,000 ----------------- Total borrowings under the acquisition facility 19,300,000 Amounts borrowed by the General Partner and its sister corporation under the warehouse facility 5,235,045 ----------------- Total outstanding balance $24,535,045 ================= Total available under the line of credit $62,000,000 Total outstanding balance (24,535,045) ----------------- Remaining availability $37,464,955 ================= Draws on the acquisition facility by any individual borrower are secured only by that borrower's assets, including equipment and related leases. Borrowings on the warehouse facility are recourse jointly to certain of the affiliated partnerships and limited liability companies, the Partnership and the General Partner. The Partnership anticipates reinvesting a portion of lease payments from assets owned in new leasing transactions. Such reinvestment will occur only after the payment of all obligations, including debt service (both principal and interest), the payment of management and acquisition fees to the General Partner and providing for cash distributions to the Limited Partners. The Partnership currently has available adequate reserves to meet contingencies, but in the event those reserves were found to be inadequate, the Partnership would likely be in a position to borrow against its current portfolio to meet such requirements. The General Partner envisions no such requirements for operating purposes. 10 As of March 31, 2002, the Partnership had borrowed $59,077,347 on a non-recourse basis with remaining unpaid balances of $11,015,437. Borrowings are to be generally non-recourse to the Partnership, that is, the only recourse of the lender upon a default by the lessee on the underlying lease will be to the equipment or corresponding lease acquired with the loan proceeds. The General Partner expects that aggregate borrowings in the future will not exceed 40% of aggregate equipment cost. In any event, the Agreement of Limited Partnership limits such borrowings to 40% of the total cost of equipment, in aggregate. No commitments of capital have been or are expected to be made other than for the acquisition of additional equipment. As of March 31, 2002, the Partnership had no such commitments. If inflation in the general economy becomes significant, it may affect the Partnership inasmuch as the residual (resale) values and rates on re-leases of the Partnership's leased assets may increase as the costs of similar assets increase. However, the Partnership's revenues from existing leases would not increase, as such rates are generally fixed for the terms of the leases without adjustment for inflation. If interest rates increase significantly, the lease rates that the Partnership can obtain on future leases will be expected to increase as the cost of capital is a significant factor in the pricing of lease financing. Leases already in place, for the most part, would not be affected by changes in interest rates. Cash Flows In both 2002 and 2001, the Partnership's primary operating source of cash was revenues from operating leases. Operating lease revenues decreased by $149,671, primarily as a result of sales of operating lease assets over the last year. In 2002, the Partnership's primary source of cash flows from investing activities was direct finance lease rents. In 2001, the primary source of cash flows from investing activities was proceeds from sales of lease assets. Such sales proceeds are not expected to be consistent from one period to another. Rents on direct financing and leveraged leases (accounted for as reductions in the net investment in such leases) also provided cash in both 2001 and 2000. In 2002, sources of cash from financing activities consisted of amounts borrowed on the line of credit and proceeds of non-recourse debt. In 2001, the only source of cash from financing activities was $1,000,000 borrowed on the line of credit. In 2002 and 2001, the single largest financing use of cash was distributions to limited partners. The amount of such distributions did not change significantly. As a result of scheduled debt payments, certain notes have been paid off. This would hase led to an overall reduction in the amounts of cash used to repay debt compared to 2001. Results of operations Operations resulted in a net loss of $107,959 in 2002, compared to net income of $106,919 in 2001. Operating lease revenues (and the related depreciation expense) have decreased as a result of sales of assets over the last year. Direct financing lease revenues have decreased due to the same cause. As scheduled debt payments have been made, debt balances have been reduced. This caused interest expense to decrease by $29,979 compared to 2001. Sales of lease assets decreased in the first quarter of 2002 compared to the same period in 2001. Gains recognized on these sales decreased from $282,187 in 2001 to $85,435 in 2002. 11 PART II. OTHER INFORMATION Item 1. Legal Proceedings. The following is a discussion of legal matters involving the Partnership but which do not represent claims against the Partnership or its assets, except for the claim by Republic Financial Corporation described below. No other material legal proceedings are currently pending against the Partnership or against any of its assets. Schwegmann's Giant Supermarkets: In October 1997, Schwegmann's Giant Supermarkets defaulted on the timely performance of lease payments, and certain other obligations under its lease with the Partnerhship, with respect to two of five locations of retail grocery store fixtures and equipment, with a receivable balance currently totaling approximately $1.7 million. The remaining portion of the lease payments with respect to three of five stores was assumed by SGSM Acquisition Company (a subsidiary of Kohlberg and Co.) ("SGSM"). Payments with respect to these leases remained current until February 1999; however, on March 26, 1999, SGSM filed for protection under Chapter 11 of the U.S. Bankruptcy Code. On February 22, 2000, and then on September 20, 2000, two of the obligors under the original lease, Schwegmann Westside Expressway Inc. and Schwegmann Giant Supermarkets Partnership, filed for protection under Chapter 11 of the U.S. Bankruptcy Code, respectively. The Partnership has liquidated all equipment leased under their lease, resulting in net proceeds of $384,353, which represent 9.26% of original equipment cost. The Partnership obtained and recorded a judgment against the lessee and guarantors in the approximate amount of $2.8 million, and pursued recovery of these liquidated damages, plus expenses, due under the lease. The lessee claimed sufficient assets to satisfy the claims of all secured creditors of the lessee; however, the lessee's assets are primarily relatively illiquid real property investments. During 2001, the lessee received $15,000,000 in proceeds from a parcel of real property sold to a large home improvement retail chain, which amount was sufficient to pay off substantially all of the creditors, including the Partnership's claim of $2.8 million. As of this date, the Partnership has received in excess of $2.6 million in satisfaction of its claim, and the General Partner believes that it has a reasonable basis for assuming recovery of its remaining liquidated damages balance, in the approximate amount of $800,000 plus legal fees, in full satisfaction of its claim. Pegasus Gold Corporation: On January 16, 1998, Pegasus Gold Corporation filed for protection under Chapter 11 of the U.S. Bankruptcy Code. The initial meeting of creditors established by the U.S. Trustee's Office was held on March 9, 1998. The lessee's lease with the Partnership had previously been leveraged on a non-recourse basis with The CIT Group/Equipment Financing, Inc. ("CIT"), and all lease receivables (currently estimated at $2,211,902 as of February 14, 2001) were assigned to the lender. Consequently, the Partnership's exposure is no greater than the fair market residual value of the equipment under lease, currently estimated at $1,101,803. The reorganized lessee/debtor has assumed the Partnership's lease in the Bankruptcy Court and cured all past due payments which are now current. The Partnership has entered into an Escrow Agreement with CIT, wherein CIT has agreed not to foreclose on the Partnership's interest so long as the lessee continues to perform under the lease. At this time, the reorganized lessee is current in its lease obligations. The ultimate recovery under this lease is dependent on the price of gold remaining at a level sufficient to make the lessee's operations profitable, and, consequently, any assessment of the impact of an adverse outcome of this matter remains uncertain. The original seven-year lease term expires on December 31, 2003. 12 Quaker Coal Company: On December 31, 1997, Quaker Coal Company, one of the Partnership's lessees, requested a moratorium on lease payments from January through March 1998. No lease payments were made by the lessee through June of 1998, and as a result, the General Partner declared the lease in default. Subsequently, the lessee cured the outstanding payments and eventually satisfied substantially all lease payments due under the lease; however, the General Partner refused to waive the default and insisted on contractual damages. The General Partner filed a suit against the lessee for its contractual damages in the U.S. District Court of Northern California (the "Court"). On June 16, 2000, the lessee filed for protection under Chapter 11 of the U.S. Bankruptcy Code. The amounts of these damages have not been included in the financial statements included in Part I, Item 1 of this report. The Partnership obtained a stipulation for relief from the automatic bankruptcy stay to allow the Court to issue its ruling, and filed a request to participate on the Official Committee of Unsecured Creditors in the bankruptcy proceedings. The Partnership succeeded upon securing the return of its equipment, which has been liquidated, netting approximately 17% of the original equipment cost. The Court issued a ruling on March 4, 2001, denying the Partnership's claim for damages. The lessee subsequently filed a claim against the Partnership, for reimbursement of its legal expenses. The General Partner believes the Court's decision is erroneous, as a matter law, and has filed an appeal of the decision in the U.S. District Court of Appeals. The lessee filed a plan of reorganization, which has been objected to by several large creditors, including the General Partner. Upon the termination of the debtor's exclusivity period, competing plans were filed by other creditors to the plan, and voting on the competing plans occurred October 8, 2001. The results of the vote were that American Electric Power's ("AEP") Plan of Reorganization ("AEP Plan") was successful. Under the AEP Plan, the claim of the Partnerships has been assigned to a liquidating trustee for resolution and satisfaction from the debtor's estate. In January 2002, ATEL attended an appellate settlement conference seeking to resolve the outstanding disputed claim. A reserve has been set aside by the liquidating trustee in the amount of $1.2 million in partial satisfaction of the Partnership's claims and those of its affiliates, although this claim amount remains in dispute. Currently, the likelihood of recovery of amounts above the payment of the lease rent and the liquidation of the equipment already received remains speculative and highly uncertain. Item 2. Changes In Securities. Inapplicable. Item 3. Defaults Upon Senior Securities. Inapplicable. Item 4. Submission Of Matters To A Vote Of Security Holders. Inapplicable. Item 5. Other Information. Inapplicable. 13 Item 6. Exhibits And Reports On Form 8-K. (a)Documents filed as a part of this report 1. Financial Statements Included in Part I of this report: Balance Sheets, March 31, 2002 and December 31, 2001. Statements of operations for the three month periods ended March 31, 2002 and 2001. Statement of changes in partners' capital for the three month period ended March 31, 2002. Statements of cash flows for the three month periods ended March 31, 2002 and 2001. Notes to the Financial Statements 2. Financial Statement Schedules All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted. (b) Report on Form 8-K None 14 SIGNATURES 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. Date: May 13, 2002 ATEL CASH DISTRIBUTION FUND V, L.P. (Registrant) By: ATEL Financial Corporation General Partner of Registrant By: /s/ Dean L. Cash ---------------------------------- Dean L. Cash President and Chief Executive Officer of General Partner By: /s/ Paritosh K. Choksi ------------------------------------ Paritosh K. Choksi Principal financial officer of registrant By: /s/ Donald E. Carpenter ------------------------------------ Donald E. Carpenter Principal accounting officer of registrant 15