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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
Commission file number 0-13517
AMERICAN LEASING INVESTORS VI-A
(Exact name of registrant as specified in its charter)
CALIFORNIA 13-3190452
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
411 West Putnam Avenue, Greenwich, CT 06830
(Address of principal executive offices)
(203) 862-7000
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check 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 [ ]
AMERICAN LEASING INVESTORS VI-A
(A limited partnership)
FORM 10-Q - JUNE 30, 1996
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
BALANCE SHEETS - June 30, 1996 and December 31, 1995
STATEMENTS OF OPERATIONS - For the three months ended June 30, 1996
and 1995 and the six months ended June 30, 1996 and 1995
STATEMENT OF PARTNERS' EQUITY - For the six months ended June 30,
1996
STATEMENTS OF CASH FLOWS - For the six months ended June 30, 1996 and
1995
NOTES TO FINANCIAL STATEMENTS
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PART II - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
AMERICAN LEASING INVESTORS VI-A
(A limited partnership)
BALANCE SHEETS
June 30, December 31,
1996 1995
----------- -----------
ASSETS
Cash and cash equivalents ................................................. $ 2,134,178 $ 28,987
Other assets .............................................................. 19,674 1,374
Equipment held for sale ................................................... -- 1,596,380
----------- -----------
$ 2,153,852 $ 1,626,741
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
Liabilities
Distributions payable ..................................................... $ 2,104,559 $ --
Accounts payable and accrued expenses ..................................... 49,293 45,576
----------- -----------
Total liabilities ...................................................... 2,153,852 45,576
----------- -----------
Commitments and contingencies
Partners' equity
Limited partners' equity (12,319 units issued
and outstanding) ....................................................... -- 1,625,531
General partners' deficit ................................................. -- (44,366)
----------- -----------
Total partners' equity ................................................. -- 1,581,165
----------- -----------
$ 2,153,852 $ 1,626,741
=========== ===========
See notes to financial statements.
AMERICAN LEASING INVESTORS VI-A
(A limited partnership)
STATEMENTS OF OPERATIONS
For the three months ended For the six months ended
June 30, June 30,
-------------------------- --------------------------
1996 1995 1996 1995
--------- --------- --------- ---------
Revenues
Interest ................................................. $ 18,300 $ 639 $ 18,300 $ 2,331
--------- --------- --------- ---------
18,300 639 18,300 2,331
--------- --------- --------- ---------
Costs and expenses
General and administrative ................................ 23,919 29,155 35,744 44,710
Operating ................................................. 6,854 8,851 14,293 22,524
--------- --------- --------- ---------
30,773 38,006 50,037 67,234
--------- --------- --------- ---------
(12,473) (37,367) (31,737) (64,903)
Gain on disposition of equipment, net .......................... 555,131 -- 555,131 --
--------- --------- --------- ---------
Net income (loss) .............................................. $ 542,658 $ (37,367) $ 523,394 $ (64,903)
========= ========= ========= =========
Net income (loss) attributable to
Limited partners .......................................... $ 537,231 $ (36,993) $ 518,160 $ (64,254)
General partners .......................................... 5,427 (374) 5,234 (649)
--------- --------- --------- ---------
$ 542,658 $ (37,367) $ 523,394 $ (64,903)
========= ========= ========= =========
Net income (loss) per unit of limited partnership
interest (12,319 units outstanding) ....................... $ 43.61 $ (3.00) 42.06 $ (5.22)
========= ========= ========= =========
See notes to financial statements.
AMERICAN LEASING INVESTORS VI-A
(A limited partnership)
STATEMENT OF PARTNERS' EQUITY
Limited General Total
Partners' Partners' Partners'
Equity Deficit Equity
----------- ----------- -----------
Balance, January 1, 1996 ......................................... $ 1,625,531 $ (44,366) $ 1,581,165
Net income for the six months
ended June 30, 1996 ......................................... 518,160 5,234 523,394
Distributions to partners ($169.13 per
limited partnership unit) ................................... (2,083,513) (21,046) (2,104,559)
Capital account equalization upon dissolution .................... (60,178) 60,178 --
----------- ----------- -----------
Balance, June 30, 1996 ........................................... $ -- $ -- $ --
=========== =========== ===========
See notes to financial statements.
AMERICAN LEASING INVESTORS VI-A
(A limited partnership)
STATEMENTS OF CASH FLOWS
For the six months ended
June 30,
----------------------------------
1996 1995
----------- -----------
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS
Cash flows from operating activities
Net income (loss) ......................................................... $ 523,394 $ (64,903)
Adjustments to reconcile net income (loss)
to net cash used in operating activities
Gain on disposition of equipment ................................... (555,131) --
Changes in assets and liabilities
Other assets ........................................................... (18,300) 3,876
Accounts payable and accrued expenses................................... 3,717 2,990
----------- -----------
Net cash used in operating activities .............................. (46,320) (58,037)
----------- -----------
Cash flows from investing activities
Proceeds from disposition of equipment .................................... 2,151,511 --
Other non-operating payments .............................................. -- (20,775)
----------- -----------
Net cash provided by (used in) investing activities ................ 2,151,511 (20,775)
----------- -----------
Net increase (decrease) in cash and cash equivalents ........................... 2,105,191 (78,812)
Cash and cash equivalents, beginning of period ................................. 28,987 149,843
----------- -----------
Cash and cash equivalents, end of period ....................................... $ 2,134,178 $ 71,031
=========== ===========
See notes to financial statements.
AMERICAN LEASING INVESTORS VI-A
(A limited partnership)
NOTES TO FINANCIAL STATEMENTS
1 ORGANIZATION
American Leasing Investors VI-A (the "Partnership"), a limited
partnership, was organized under the Uniform Limited Partnership Act of
California as of October 3, 1983, for the purpose of investing in and
leasing equipment. Through June 30, 1996, the Partnership liquidated,
through sales and dispositions, all of its original portfolio of
equipment.
In accordance with the terms of the Agreement of Limited Partnership
(the "Limited Partnership Agreement") ALI Equipment Management Corp.
("Equipment Management"), the managing general partner of the
Partnership, prepared a final accounting of the Partnership's assets
and liabilities and completed the dissolution and termination of the
Partnership. In August 1996, the limited partners received a final cash
distribution of $169.13 per Limited Partnership Unit ("Unit"), which
represented distributable cash from sales, as defined in the Limited
Partnership Agreement, available for distribution after providing for
the liquidation of the Partnership's liabilities.
2 INTERIM FINANCIAL INFORMATION
The summarized financial information contained herein is unaudited;
however, in the opinion of management, all adjustments (consisting only
of normal recurring accruals) necessary for a fair presentation of such
financial information have been included. The accompanying financial
statements, footnotes and discussion should be read in conjunction with
the financial statements, related footnotes and discussions contained
in the Partnership's annual report on Form 10-K for the year ended
December 31, 1995.
3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Equipment Held for Sale
The cost of equipment held for sale (formerly, leased equipment
accounted for under the financing method) represented the initial cost
of the equipment to the Partnership plus miscellaneous acquisition and
closing costs, and was carried at the lower of depreciated cost or net
realizable value. Depreciation was not taken on equipment held for
sale.
When equipment was sold or otherwise disposed of, the cost and
accumulated depreciation (and any related allowance for equipment
impairment) were removed from the accounts and any gain or loss on such
sale or disposal was reflected in operations. Normal maintenance and
repairs were charged to operations as incurred. The Partnership
provided allowances for equipment impairment based upon a quarterly
review of all equipment in its portfolio, when management believed
that, based upon market analysis, appraisal reports and leases
currently in place with respect to specific equipment, the investment
in such equipment might not be recoverable.
4 CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES
The corporate general partner of the Partnership, ALI Capital Corp.
(the "Corporate General Partner"), Equipment Management and Integrated
Resources Equipment Group, Inc. ("IREG") are wholly owned subsidiaries
of Presidio Capital Corp. ("Presidio"). CDG Associates was the
associate general partner of the Partnership through February 27, 1995.
On February 28, 1995, Presidio Boram Corp., a subsidiary of Presidio,
became the associate general partner. Other limited partnerships and
similar investment programs have been formed by Equipment Management or
its affiliates to acquire equipment and, accordingly, conflicts of
interest may arise between the Partnership and such other limited
partnerships. Affiliates of Equipment Management have also engaged in
businesses related to the management of equipment and the sale of
various types of equipment and may transact business with the
Partnership.
Subject to the rights of the Limited Partners under the Limited
Partnership Agreement, Presidio controlled the Partnership through its
direct or indirect ownership of all of the shares of Equipment
Management, the Corporate General Partner and, as of February 28, 1995,
the associate general partner. Presidio is managed by Presidio
Management Company, LLC ("Presidio Management"), a company controlled
by a director of Presidio. Presidio Management is responsible for the
day-to-day management of Presidio and, among other things, has
authority to designate directors of Equipment Management, the Corporate
General Partner and the associate general partner. In March 1996,
Presidio Management assigned its agreement for the day-to-day
management of Presidio to Wexford Management LLC ("Wexford").
In March 1995, Presidio elected new directors for Equipment Management.
Wexford Management Corp., formerly Concurrency Management Corp.,
provides management and administrative services to Presidio, its direct
and indirect subsidiaries, as well as to the Partnership. Effective
January 1, 1996, Wexford Management Corp. assigned its agreement to
provide management and administrative services to Presidio and its
subsidiaries to Wexford. During the six months ended June 30, 1996,
reimbursable expenses to Wexford by the Partnership amounted to
$12,252.
The Partnership had a management agreement with IREG, pursuant to which
IREG received 5% of annual gross rental revenues on operating leases;
2% of annual gross rental revenues on full payout leases which
contained net lease provisions; and 1% of annual gross rental revenues
if services were performed by third parties under the active
supervision of IREG, as defined in the Limited Partnership Agreement.
The Partnership did not incur equipment management fees during the six
months ended June 30, 1996 and 1995.
During the operating and sale stage of the Partnership, IREG was
entitled to a partnership management fee equal to 4% of distributions
of distributable cash from operations, as defined in the Limited
Partnership Agreement, subject to increase after the limited partners
have received certain specified minimum returns on their investment. No
such amounts were incurred during the six months ended June 30, 1996
and 1995.
4 CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (continued)
The general partners are entitled to 1% of distributable cash from
operations and cash from sales and an allocation of 1% of taxable net
income or loss of the Partnership.
The Limited Partnership Agreement provides, under certain
circumstances, for the general partners to make certain payments
representing Capital Account Deficit Restoration upon termination
and/or liquidation of the Partnership. No such amount was deemed to be
required to be paid by the general partners pursuant to such
provisions.
In April 1995, Equipment Management and certain affiliates entered into
an agreement with Fieldstone Private Capital Group, L.P. ("Fieldstone")
pursuant to which Fieldstone performs certain management and
administrative services relating to the Partnership as well as certain
other partnerships in which Equipment Management serves as general
partner. Substantially all costs associated with the retention of
Fieldstone will be paid by Equipment Management.
5 LEASE TERMINATION
On July 1, 1994, upon the receipt of the final rental installment, the
lease of one Fokker F-28 Mark 4000 aircraft (the "Aircraft") with one
spare Rolls Royce 555-15 Spey engine (the "Spare Engine") expired in
accordance with its terms. The associated nonrecourse debt was repaid
upon the receipt of the final rental installment. The Aircraft and the
Spare Engine were the Partnership's remaining assets and represented
approximately 47% of the original equipment acquired by the Partnership
on an original cost basis. The Aircraft and the Spare Engine were
returned to the Partnership and placed into a storage facility (see
Note 6).
6 AIRCRAFT SALE
On June 7, 1996, the Partnership completed the process of disposing of
its remaining equipment, the Aircraft and Spare Engine. The Aircraft
and Spare Engine were sold to an unaffiliated third party for
approximately $2,282,100 less selling expenses of approximately
$130,600. At the time of sale, such equipment had a net carrying value
of approximately $1,596,400.
7 DISTRIBUTIONS TO PARTNERS
Distributions payable to Limited Partners and General Partners of
$2,083,513 ($169.13 per unit) and $21,046, respectively, at June 30,
1996, were paid in August 1996.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
During the quarter ended June 30, 1996, the Partnership liquidated all
of its remaining equipment. The Partnership paid a final cash
distribution of $169.13 per unit of limited partnership interest for
the six months ended June 30, 1996.
The Partnership's remaining asset, a Fokker F-28 Mark 4000 aircraft
(the "Aircraft") with one spare Rolls Royce 555-15 Spey engine (the
"Spare Engine") represented approximately 47% of the Partnership's
original portfolio. The associated debt was repaid upon the receipt of
the final rental installment on July 1, 1994 at which time the lease of
the Aircraft and the Spare Engine were terminated in accordance with
its terms. The Aircraft and the Spare Engine were returned to the
Partnership and placed into a storage facility, until they were sold on
June 7, 1996.
In accordance with the terms of the Limited Partnership Agreement,
Equipment Management prepared a final accounting of the Partnership's
assets and liabilities and completed the dissolution and termination of
the Partnership. In August 1996, the limited partners received a final
cash distribution, which represented distributable cash from the sale
of the Aircraft and the Spare Engine, available for distribution after
providing for the liquidation of the Partnership's liabilities.
The Aircraft with the Spare Engine did not generate any cash flow while
in storage. On June 7, 1996, the Aircraft and the Spare Engine were
sold to an unaffiliated third party for approximately $2,282,100 less
selling expenses of approximately $130,600. At the time of sale, such
equipment had a net carrying value of approximately $1,596,400.
Results of Operations
The net income increased for the quarter and six months ended June 30,
1996 as compared to the quarter and six months ended June 30, 1995 due
to the gain recognized on the sale of the Aircraft and Spare Engine and
an increase in interest income, as well as a reduction in expenses.
The Partnership did not incur depreciation expense during the quarter
and six months ended June 30, 1996 and 1995; the remaining asset owned
by the Partnership was accounted for as a financing lease and
terminated at July 1, 1994 in accordance with its lease terms.
Operating expenses decreased significantly for the periods ended June
30, 1996, as compared to the corresponding periods of the prior year,
due to a reduction in expenses incurred related to the storage of the
Aircraft and the Spare Engine, which had been off-lease since July
1994, as well as a reduction in administrative costs.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: None
(b) Reports on Form 8-K: None
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.
AMERICAN LEASING INVESTORS VI-A
By: ALI Equipment Management Corp.
Managing General Partner
/S/ Douglas J. Lambert
------------------
Douglas J. Lambert
President (Principal Executive
and Financial Officer)
Date: August 13, 1996