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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 March 31, 2003
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from N/A to N/A
--- ---
Commission File No. 814-55
TECHNOLOGY FUNDING VENTURE PARTNERS IV, AN AGGRESSIVE GROWTH FUND, L.P.
- -----------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 94-3054600
------------------------------ ---------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1107 Investment Blvd., Suite 180
El Dorado Hills, California 95762
- --------------------------------------- --------
(Address of principal executive offices) (Zip Code)
(916) 941-1400
--------------------------------------------------
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Limited
Partnership Units
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
--- ---
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Rule 12B-2 of the Act). Yes No X
--- ---
No active market for the units of limited partnership interests
("Units") exists, and therefore the market value of such Units cannot be
determined.
Forward-Looking Statements
- --------------------------
The Private Securities Litigation Reform Act of 1995 (the Act) provides
a safe harbor for forward-looking statements made by or on behalf of the
Partnership. The Partnership and its representatives may from time to
time make written or oral statements that are "forward-looking",
including statements contained in this report and other filings with the
Securities and Exchange Commission, and reports to the Partnership's
shareholders and news releases. All statements that express
expectations, estimates, forecasts and projections are forward-looking
statements within the meaning of the Act. In addition, other written or
oral statements, which constitute forward-looking statements, may be
made by or on behalf of the Partnership. Words such as "expects",
"anticipates", "intends", "plans", "believes", "seeks", "estimates",
"projects", "forecasts", "may", "should", variations of such words and
similar expressions are intended to identify such forward-looking
statements. These statements are not guarantees of future performance
and involve certain risks, uncertainties and assumptions, which are
difficult to predict. Therefore, actual outcomes and results may differ
materially from what is expressed or forecasted in or suggested by such
forward-looking statements. The Partnership undertakes no obligation to
update publicly any forward-looking statements, whether as a result of
new information, future events or otherwise.
I. FINANCIAL INFORMATION
Item 1. Financial Statements
BALANCE SHEETS
- --------------
(unaudited)
March 31, December 31,
2003 2002
----------- ------------
ASSETS
Investments:
Equity investments (cost of
$5,329,818 and $5,326,941 as of March
31, 2003, and December 31, 2002,
respectively) $1,507,008 $1,535,091
Notes receivable (cost of
$13,512 and $13,044 as of March
31, 2003, and December 31, 2002,
respectively) 2,702 2,607
--------- ---------
Total investments 1,509,710 1,537,698
Cash and cash equivalents 132,358 22,739
Prepaid expenses 170,236 180,247
Other receivables 193,830 774,298
Other assets 525 675
--------- ---------
Total assets $2,006,659 $2,515,657
========= =========
BALANCE SHEETS (unaudited)(continued)
- ------------------------------------
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 35,182 $ 44,114
Due to related parties 12,609 282,288
Term borrowings 584,212 584,212
Other liabilities 13,039 8,910
--------- ---------
Total liabilities 645,042 919,524
Commitments and contingencies
(See Note 9)
Partners' capital:
Limited Partners
(400,000 Units outstanding) 5,165,520 5,353,131
General Partners (3,803,903) (3,756,998)
--------- ---------
Total partners' capital 1,361,617 1,596,133
--------- ---------
Total liabilities and partners' capital $2,006,659 $2,515,657
========= =========
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF INVESTMENTS
- -------------------------
Principal
Amount or March 31, 2003 December 31, 2002
Industry Shares at ---------------- -----------------
(1) Investment March 31, Cost Fair Cost Fair
Company Position Date 2003 Basis Value Basis Value
- ------------- -------- ---------- ----------- ----- ----- ----- -----
Equity Investments
- ------------------
Communication
- -------------
6.5% and 7.0% at March 31, 2003, and December 31,2002 respectively
- ------------------------------------------------------------------
iVillage Inc. Common 1996-
shares 2000 60,848 $ 411,165 $ 37,727 $ 411,165 $ 57,197
WorldRes.com, Inc. Common 1997-
(a) (b) shares 1999 155,918 619,687 46,775 619,687 46,775
WorldRes.com, Inc. Convertible
(a) (b) note (2) 2002 $79,500 86,442 8,643 84,775 8,476
--------- --------- --------- ---------
1,117,294 93,145 1,115,627 112,448
--------- --------- --------- ---------
Environmental
- -------------
56.8% and 50.8% at March 31, 2003, and December 31, 2002 respectively
- ---------------------------------------------------------------------
SunPower
Corporation Common 1990-
(a) (b) shares 1994 1,165,217 1,179,051 757,391 1,179,051 757,391
STATEMENTS OF INVESTMENTS (continued)
- -------------------------------------------
SunPower Common share
Corporation warrant
(a) (b) at $.06;
expiring
2005 2000 469,455 0 0 0 0
SunPower
Corporation Convertible
(a) (b) note (2) 2002 $52,000 53,440 53,440 52,960 52,960
Triangle
Biomedical Common
Sciences, Inc.(a) shares 1999 366 10,248 0 10,248 0
Triangle Common share
Biomedical warrant
Sciences, Inc.(a) at $28.00;
expiring
2009 1999 366 366 0 366 0
--------- --------- --------- ---------
1,243,105 810,831 1,242,625 810,351
--------- --------- --------- ---------
Medical/Biotechnology
- ---------------------
17.9% and 16.5% at March 31, 2003, and December 31, 2002, respectively
- ----------------------------------------------------------------------
Corautus Genetics
Inc. (formerly
GenStar
Therapeutics
Corporation) Common
(b)(c) shares 1999 62,624 320,242 46,028 320,242 70,138
STATEMENTS OF INVESTMENTS (continued)
- -------------------------------------------
Corautus Genetics Common
Inc. (formerly share
GenStar warrants at
Therapeutics $0.30-$0.74;
Corporation)(b) expiring 1998-
2005-2006 1999 41,667 0 0 0 1,667
Hemoxymed, Inc.
(formerly
Molecular
Geriatrics Common
Corporation) (a) shares 1993 15,528 125,000 1,630 125,000 854
Periodontix, Preferred
Inc. (a) shares 1998 106,122 259,999 0 259,999 0
Periodontix, Convertible
Inc. (a) note (2) 1999 $37,000 48,784 947 48,054 947
Physiometrix, Common
Inc. shares 1996 126,791 53,793 86,218 53,793 69,735
Sanarus Medical, Preferred 1999-
Inc. (a) (b) shares 2001 138,531 215,000 119,766 215,000 119,766
Sanarus Preferred
Medical, share
Inc. (a) (b) warrants
at exercise
price TBD;
expiring
2006 2001 55 54 27 54 27
--------- --------- --------- ---------
1,022,872 254,616 1,022,142 263,134
--------- --------- --------- ---------
STATEMENTS OF INVESTMENTS (continued)
- ------------------------------------
Microelectronics
- ----------------
3.0% and 2.7% at March 31, 2003, and December 31, 2002, respectively
- --------------------------------------------------------------------
KOR Electronics, Preferred 1989-
Inc. (a) (b) shares 1995 3,571,024 1,130,390 42,390 1,130,390 42,390
--------- --------- --------- ---------
1,130,390 42,390 1,130,390 42,390
--------- --------- --------- ---------
Venture Capital Limited Partnership Investments
- -----------------------------------------------
21.5% and 19.2% at March 31, 2003, and December 31, 2002, respectively
- ----------------------------------------------------------------------
El Dorado Ltd.
Ventures III, L.P.Partnership
(a) interests various $250,000 212,460 24,739 212,460 24,739
Medical Science Ltd.
Partners, L.P. Partnership
(a) interests various $500,000 187,246 93,623 187,246 93,623
Newtek Ltd.
Ventures II, L.P. Partnership
(a) interests various $859,914 330,328 165,164 330,328 165,164
Onset Enterprises Ltd.
Associates, L.P. Partnership
(a) interests various $500,000 45,000 22,500 45,000 22,500
Utah Ventures Ltd.
Limited Partnership
Partnership (a) interests various $250,000 41,123 0 41,123 742
--------- --------- --------- ---------
816,157 306,026 816,157 306,768
--------- --------- --------- ---------
STATEMENTS OF INVESTMENTS (continued)
- ------------------------------------
Total equity investments 105.7% and 96.2% at
March 31, 2003, and December 31, 2002,
respectively 5,329,818 1,507,008 5,326,941 1,535,091
--------- --------- --------- ---------
Notes Receivable, Net
- ---------------------
Avalon Vision Secured
Solutions, Inc. note, 16%,
due 2004 1999 $11,676 13,512 2,702 13,044 2,607
--------- --------- --------- ---------
Total notes receivable 0.2% and 0.2% at
March 31, 2003, and December 31, 2002,
respectively 13,512 2,702 13,044 2,607
--------- --------- --------- ---------
Total investments 105.9% and 96.4% at
March 31, 2003, and December 31, 2002,
respectively $5,343,330 $1,509,710 $5,339,985 $1,537,698
========= ========= ========= =========
STATEMENTS OF INVESTMENTS (continued)
- ------------------------------------
Legends and footnotes:
- -- No investment held at end of period.
0 Investment active with a cost basis or fair value of zero.
(a) Equity security acquired in a private placement transaction; resale may be subject to
certain selling restrictions.
(b) Portfolio company is an affiliate of the Partnership; resale may be subject to certain
selling restrictions.
(c) Security is pledged as collateral for borrowing. (See Note 8.)
(1) Represents the total fair value of a particular industry segment as a percentage of
partners' capital at 03/31/03 and 12/31/02.
(2) The Partnership has no income-producing equity investments except for convertible notes,
which include accrued interest. Interest rates on such notes are between 3.21 percent and
8.25 percent.
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF OPERATIONS (unaudited)
- -----------------------------------
For the Three Months Ended March 31,
------------------------------------
2003 2002
-------- --------
Investment income:
Notes receivable interest $ 3,343 $ 9,658
Short-term investment interest 201 1,368
------- -------
Total investment income 3,544 11,026
Investment expenses:
Management fees 6,289 9,980
Individual General Partners'
compensation 10,000 12,033
Investment operations 69,146 84,373
Administrative and investor services 214,743 328,403
Professional fees 80,117 36,154
Computer services 16,875 30,494
Interest expense 4,129 10,454
------- -------
Total investment expenses 401,299 511,891
------- -------
Net investment loss (397,755) (500,865)
------- -------
Realized gain from venture capital
limited partnership investments 742 --
------- -------
STATEMENTS OF OPERATIONS (unaudited)(continued)
- ----------------------------------------------
(Increase) decrease in
unrealized depreciation:
Equity investments (30,960) (751,268)
Notes receivable (373) 154,866
------- -------
Net increase in unrealized
depreciation (31,333) (596,402)
------- -------
Total other income 193,830 666,667
------- -------
Net decrease in partners' capital
resulting from operations $(234,516) $(430,600)
======= =======
Net decrease in partners' capital
resulting from operations
per Unit $ (0.47) $ (0.94)
======= =======
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF CASH FLOWS (unaudited)
- -----------------------------------
For the Three Months Ended March 31,
-----------------------------------
2003 2002
---------- ----------
Net decrease in partners' capital
resulting from operations $(234,516) $ (430,600)
Adjustments to reconcile decrease
in partners' capital resulting
from operations to net cash
used by operating activities:
Realized gain from venture capital
limited partnership investments (742) --
Net decrease (increase) in unrealized
appreciation (depreciation):
Equity investments 30,960 751,268
Notes receivable 373 (154,866)
Increase in accrued interest
on notes receivable (3,345) (9,658)
Decrease in prepaid expenses 10,011 --
Decrease (increase) in other
receivable 580,468 (666,667)
Decrease in due to related
parties (269,679) (178,438)
Decrease in accounts payable
and accrued expenses (4,803) (40,439)
Other changes, net 150 11,160
------- ---------
Net cash provided (used) by operating
activities 108,877 (718,240)
------- ---------
Cash flows from investing activities:
Proceeds from venture capital
limited partnership investments 742 --
------- ---------
Net cash provided by investing
activities 742 --
------- ---------
STATEMENTS OF CASH FLOWS (unaudited)(continued)
- ----------------------------------------------
Cash flows from financing activities:
Proceeds from short-term borrowings -- 1,147,180
------- ---------
Net cash provided by
financing activities -- 1,147,180
------- ---------
Net increase in cash and cash
equivalents 109,619 428,940
Cash and cash equivalents at
beginning of year 22,739 11,967
------- ---------
Cash and cash equivalents
at March 31 $ 132,358 $ 440,907
======= =========
The accompanying notes are an integral part of these financial statements.
NOTES TO FINANCIAL STATEMENTS (unaudited)
- ----------------------------------------
1. Interim Financial Statements
----------------------------
The accompanying unaudited financial statements included herein have been
prepared in accordance with the requirements of Form 10-Q and, therefore,
do not include all information and footnotes, which would be presented,
were such financial statements prepared in accordance with generally
accepted accounting principles in the United States of America. These
statements should be read in conjunction with the Annual Report on Form 10-
K for the year ended December 31, 2002. In the opinion of the Managing
General Partners, the accompanying interim financial statements reflect all
adjustments necessary for the fair presentation of the financial position,
results of operations, and cash flows for the interim periods presented.
Allocation of income and loss to Limited and General Partners is based on
cumulative income and loss. Adjustments, if any, are reflected in the
current quarter balances. The results of operations for such interim
periods are not necessarily indicative of results of operations to be
expected for the full year.
2. Uncertain Future of the Partnership
-----------------------------------
The uncertainties arising from the timing of future liquidation events
raise substantial doubt about the Partnership's ability to continue as a
going concern. The accompanying interim financial statements do not
include any adjustments that might result from the outcome of these
uncertainties. The Partnership has been advised by its certified
independent public accountants that should the uncertainties surrounding
the Partnership's future operations remain unresolved at year-end, their
report on those financial statements will be modified for that contingency.
3. Provision for Income Taxes
--------------------------
No provision for income taxes has been made by the Partnership, as the
Partnership is not directly subject to taxation. The partners are to
report their respective shares of Partnership income or loss on their
individual tax returns.
The accompanying financial statements are prepared using accounting
principles generally accepted in the United States of America, which may
not equate to tax accounting. The cost of investments on a tax basis at
March 31, 2003, and December 31, 2002, was $7,252,266 and $7,248,923,
respectively. At March 31, 2003, and December 31, 2002, gross unrealized
depreciation on investments based on cost for federal income tax purposes
was as follows:
March 31, December 31,
2003 2002
------------ ------------
Unrealized appreciation $ 61,756 $ 46,940
Unrealized depreciation (5,804,310) (5,758,161)
--------- ---------
Net unrealized depreciation $(5,742,554) $(5,711,221)
========= =========
4. Related Party Transactions
--------------------------
Related party costs are included in investment expenses shown on the
Statements of Operations. Related party costs for the three months ended
March 31, 2003 and 2002, were as follows:
2003 2002
-------- --------
Management fees $ 6,289 $ 9,980
Individual General Partners' compensation 10,000 12,033
Reimbursable operating expenses 232,613 385,368
Certain reimbursable expenses have been accrued based upon interim
estimates prepared by the Managing General Partners and are adjusted to
actual periodically. There were $50,679 due from related parties and
$278,950 due to related parties at March 31, 2003, and December 31, 2002,
respectively, for such expenses. Included in due to related parties as of
March 31, 2003, are reimbursable legal fees of $63,917 due to an affiliated
partnership for legal expenses associated with the Kanematsu legal
proceeding. See Note 9.
Management fees due from the Managing General Partners were $629 at March
31, 2003 and were netted against due to related parties. An overpayment of
management fees by the Partnership during the three months ended March 31,
2003, was reimbursed by the Managing General Partners in April 2003. At
December 31, 2002, there was $3,338 due to the Managing General Partners.
This was included in due to related parties as of December 31, 2002.
Officers of the Managing General Partners occasionally receive stock
options as compensation for serving on the Boards of Directors of portfolio
companies. It is the Managing General Partners' policy that all such
compensation be transferred to the investing partnerships. If the options
are non-transferable, they are not recorded as an asset of the Partnership.
Any profit from the exercise of such options will be transferred if and
when the options are exercised and the underlying stock is sold by the
officers. Any such profit is allocated amongst the Partnership and
affiliated partnerships based upon their proportionate investment in the
portfolio company. At March 31, 2003, the Partnership and affiliated
partnerships had an indirect interest in non-transferable Sanarus Medical,
Inc., Physiometrix, Inc., Endocare, Inc. and Corautus Genetics Inc.
(formerly GenStar Therapeutics Corporation) options with a fair value of
$6,999.
Retention bonuses were offered to and accepted by key employees of the
Managing General Partners in late 2002. The expense for these bonuses,
which were approved by the Individual General Partners during the September
2002 Management Committee meeting, was prepaid by the Partnership in
October and December 2002. The amount of prepaid operating expenses was
$186,180. The bonuses, incremented by annual salary increases, will be
paid to those individuals who are still full-time employees of the Managing
General Partners in April 2007. The expense for the bonus is recognized
ratably over the beneficial period, October 2002 to April 2007. As of
March 31, 2003, the Partnership has recognized expense of $15,944. Upon
the resignation of personnel, no adjustment to the retention bonus amount
previously paid by the Partnership to the Managing General Partners shall
occur until a replacement person is hired.
5. Equity Investments
------------------
All investments are valued at fair value as determined in good faith by the
Managing General Partners.
Marketable Equity Securities
- ----------------------------
At March 31, 2003, and December 31, 2002, marketable equity securities had
aggregate costs of $464,958, and aggregate market values of $123,945 and
$126,932, respectively. The net unrealized losses at March 31, 2003, and
December 31, 2002, included gross gains of $32,425 and $15,942,
respectively.
Restricted Securities
- ---------------------
At March 31, 2003, and December 31, 2002, restricted securities had
aggregate costs of $4,864,860 and $4,861,983, respectively, and aggregate
fair values of $1,383,063 and $1,408,159, respectively, representing 101.6
percent and 88.2 percent, respectively, of the net assets of the
Partnership.
There were no significant purchases or sales of equity investments during
the quarter ended March 31, 2003.
Other Equity Investments
- ------------------------
Other significant changes reflected in the Statements of Investments relate
to market value fluctuations for publicly traded portfolio companies or
changes in the fair value of private companies as determined in accordance
with the policy described in Note 1 to the financial statements included in
the Partnership's December 31, 2002, Form 10-K.
Subsequent Events
- -----------------
The Partnership funded a convertible secured loan of $9,395 to Sanarus
Medical, Inc. during April 2003. This amount was included in unfunded
equity commitments at March 31, 2003. See Note 9.
6. Notes Receivable
----------------
Activity from January 1 through March 31 consisted of:
2003 2002
-------- -------
Balance at January 1 $2,607 $109,551
Change in interest receivable 468 8,189
Net (increase) decrease in unrealized
depreciation notes receivable (373) 154,866
----- -------
Balance at March 31 $2,702 $272,606
===== =======
The interest rate on the note receivable at March 31, 2003 was 16 percent.
The note is due in 2004.
7. Cash and Cash Equivalents
-------------------------
Cash and cash equivalents at March 31, 2003, and December 31, 2002,
consisted of:
2003 2002
------- ------
Demand accounts $ 5,837 $21,398
Money-market accounts 126,521 1,341
------- ------
Total $132,358 $22,739
======= ======
8. Term Borrowings
---------------
In January 2002, the Partnership borrowed $562,968 and $584,212 from a
financial institution and pledged its shares in Endocare, Inc. and Corautus
Genetics Inc. (formerly GenStar Therapeutics Corporation) as collateral,
respectively. Due to the value of Endocare, Inc. dropping below 10 percent
of the face value of the note as of December 31, 2002, the note was in
default. As a result, the financial institution that issued the note in
exchange for the Partnership's pledge of Endocare, Inc. shares was now
entitled to own the Endocare, Inc. shares. With the release of the shares
to the financial institution as of December 31, 2002, the Partnership's
obligation to satisfy the note was fulfilled and the Partnership recorded
income of $571,478, which included the value of the note and accrued
interest payable of $8,510. The Partnership also recorded a loss on the
sale of equity investments as of December 31, 2002, of $163,874 due to the
release of the Endocare, Inc. shares. The remaining note bears interest at
the London Interbank Offered Rate plus 1.5 percent, which is payable
quarterly. The outstanding principal and any remaining accrued interest
are due December 30, 2004.
9. Commitments and Contingencies
-----------------------------
From time to time the Partnership becomes a party to financial instruments
with off-balance-sheet risk in the normal course of its business.
Generally, these instruments are commitments for future equity investment
fundings, equipment financing commitments, or accounts receivable lines of
credit that are outstanding but not currently fully utilized by a borrowing
company. As they do not represent current outstanding balances, these
unfunded commitments are not recognized in the financial statements. At
March 31, 2003, there were unfunded commitments of $10,000.
In October 2000, Kanematsu Corporation, a creditor of one of the
Partnership's portfolio companies, initiated an arbitration proceeding
against the Partnership, two affiliated partnerships and a fourth co-
investor. Kanematsu was seeking to recover $2,000,000, the purchase price
in a contract by which the Partnership and the other entities were alleged
to have agreed to purchase certain debt securities of the portfolio company
from Kanematsu. The Partnership and affiliated partnerships asserted
counterclaims against Kanematsu. On February 12, 2002, the Partnership,
affiliated partnerships and the co-investor were awarded $4,000,000 and all
of Kanematsu's claims were denied. The award is in full settlement of all
claims and counterclaims. The Partnership recognized revenue and a
receivable of $666,667 as of February 12, 2002, for its proportionate share
of the award. Kanematsu immediately filed a petition to vacate the award,
and on October 9, 2002, the United States District Court issued an order
confirming the arbitration award. Kanematsu appealed the order but in
early November 2002 paid a forbearance fee of $200,000 in exchange for an
option to settle all liabilities. On November 29, 2002, Kanematsu agreed
to settle for $3,999,999. A decision on the allocation of the proceeds
between the Partnership, affiliates and co-investor was reached in January
2003; however, a dispute regarding the legal fees arose. The Partnership
received $774,298 on February 13, 2003, which represented its proportionate
share of the settlement, less disputed legal fees, plus accrued interest.
The Partnership recognized the additional revenue and receivable of
$107,631 at December 31, 2002. In March 2003, the law firm remitted
$193,830, the remaining amount of the award, to the Partnership. The fee
dispute has not been resolved. Pursuant to the orginal agreement between
the Partnership, the affiliated partnerships and the co-investor, the
Partnership is obligated to reimburse an affiliated partnership for its
share of the total legal expenses incurred. This liability of $63,917 is
included in due to related parties.
From time to time, the Partnership is subject to routine litigation
incidental to the business of the Partnership. Although there can be no
assurances as to the ultimate disposition of these matters and the
proceeding disclosed above, it is the opinion of the Managing General
Partners, based upon the information available at this time, that the
expected outcome of these matters, individually or in the aggregate, will
not have a material adverse effect on the results of operations and
financial condition of the Partnership.
10. Financial Highlights
--------------------
For The Three Months Ended March 31,
-----------------------------------
2003 2002
------ ------
(all amounts on a per Unit basis)
Net asset value,
beginning of period $6.57 $1.57
(Loss) income from
investment operations:
Net investment loss (0.41) (1.00)
Net realized and unrealized
gain (loss) on investments (0.06) 0.06
---- ----
Total from investment
operations (0.47) (0.94)
---- ----
Net asset value, end of period $6.11 $0.63
==== ====
Total Return (7.13)% (60.06)%
Ratios to average net assets:
Net investment loss (6.43)% (91.28)%
Expenses 15.82% 116.61%
Pursuant to the Partnership Agreement, net profit shall be allocated first
to those Partners with deficit capital account balances until such deficits
have been eliminated. The net asset values shown above assume the
Partnership is in liquidation. Upon liquidation, the General Partners
would contribute capital equal to the amount of the Limited Partners'
deficit. As of March 31, 2003 and 2002, the General Partners have a
negative capital balance of $3,803,903 and $3,484,507, respectively. Upon
liquidation, the General Partners would be required to contribute cash
equal to the net asset value less the General Partners' negative capital
balance. At March 31, 2003 and 2002, the cash the General Partners would be
required to contribute equaled $2,442,286 and $250,591, respectively. Net
asset value has been calculated in accordance with this provision of the
Partnership Agreement.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
- -------------------------------
The Partnership operates as a business development company under the
Investment Company Act of 1940 and makes venture capital investments in new
and developing companies. The Partnership's financial condition is
dependent upon the success of the portfolio companies. There is no ready
market for many of the Partnership's investments. It is possible that some
of its venture capital investments may be a complete loss or may be
unprofitable and that others will appear likely to become successful, but
may never realize their potential. The valuation of the Partnership's
investments in securities for which there are no available market quotes is
subject to the estimate of the Managing General Partners in accordance with
the valuation guidance described in Note 1 to the financial statements
included in the Partnership's Form 10-K for the year ended December 31,
2002.
In the absence of readily obtainable market values, the estimated fair
value of the Partnership's investments may differ significantly from the
values that would have been used had a ready market existed.
The Partnership continues to experience decreases in partners' capital
resulting from overall market declines and from operations. For the three
months ended March 31, 2003, the Partnership incurred a net decrease in
partners' capital of $234,516. In addition, the Partnership's liquid
assets, including unrestricted marketable equity investments, are not
adequate to fund ongoing operations of the Partnership for 2003. These
factors, among others, raise substantial doubt about the Partnership's
ability to continue as a going concern. As a result, the Independent
General Partners have tasked the Managing General Partners with examining a
number of different options, including the possible early sale of some of
the Partnership's private holdings. The accompanying financial statements
do not include any adjustments that might result from the outcome of these
uncertainties.
During the three months ended March 31, 2003, net cash provided by
operating activities totaled $108,877. The Partnership paid management
fees of $10,256 to the Managing General Partners and reimbursed related
parties for other investment expenses of $552,231. In addition, $10,000
was paid to the Individual General Partners as compensation for their
services. The Partnership paid other investment expenses of $93,133.
Interest income of $199 and other income of $774,298 was received.
Cash and cash equivalents at March 31, 2003, were $132,358. Future
proceeds from investment sales and Managing General Partner support are
expected to be adequate to fund Partnership operations through the next
twelve months.
Results of Operations
- ---------------------
Current quarter compared to corresponding quarter in the preceding year
- -----------------------------------------------------------------------
Net decrease in partners' capital resulting from operations was $234,516
for the three months ended March 31, 2003, compared to a net decrease in
partners' capital resulting from operations of $430,600 for the same period
in 2002.
Other income of $193,830 and $666,667 was recognized during the quarters
ended March 31, 2003 and 2002, respectively. This was the result of a
settlement between Kanematsu Corporation, a creditor of one of the
Partnership's portfolio companies, and the Partnership. See Note 9.
Net unrealized depreciation on equity investments was $3,822,810 at March
31, 2003, compared to net unrealized depreciation of $3,791,850 at December
31, 2002. During the quarter ended March 31, 2003, the Partnership
recorded an increase in net unrealized depreciation on equity investments
of $30,960 compared to an increase in net unrealized depreciation of
$751,268 during the same period in 2002. The change in 2003 was due to the
decrease in the publicly traded prices of the Partnership's marketable
equity securities. The change in 2002 was primarily attributable to
decreases in the publicly traded prices of Corautus Genetics Inc. (formerly
GenStar Therapeutics Corporation) and Physiometrix, Inc.
Net unrealized depreciation on notes receivable was $10,810 and $10,437 at
March 31, 2003, and December 31, 2002, respectively. During the quarter
ended March 31, 2003, the net increase in unrealized depreciation of notes
receivable was $373. During the quarter ended March 31, 2002, the net
decrease in unrealized depreciation of notes receivable of $154,866 was
primarily attributable to an increase in the fair value of notes issued to
Thermatrix Inc.
During the quarter ended March 31, 2003, there were realized gains from
venture capital limited partnership investments of $742. During the same
period in 2002, the Partnership realized no gains or losses.
Total investment expenses were $401,299 and $511,891 for the quarters ended
March 31, 2003 and 2002, respectively. The decrease was primarily due to
decreased investment monitoring, computer services, and administrative
services, partially offset by increased professional fees resulting from
legal fees for the Kanematsu legal proceeding.
Given the inherent risk associated with the business of the Partnership,
the future performance of the portfolio company investments may
significantly impact future operations.
Item 3. Procedures and Controls
The undersigned is responsible for establishing and maintaining disclosure
controls and procedures for Technology Funding Partners IV, L.P. Such
officer has concluded (based upon his evaluation of these controls and
procedures as of a date within 90 days of the filing of this report) that
Technology Funding Partners IV, L.P.'s disclosure controls and procedures
are effective to ensure that information required to be disclosed by
Technology Funding Partners IV, L.P. in this report is accumulated and
communicated to Technology Funding Partners IV, L.P.'s management,
including its principal executive officers as appropriate, to allow timely
decisions regarding required disclosure.
The certifying officer also has indicated that there were no significant
changes in Technology Funding Partners III, L.P.'s internal controls or
other factors that could significantly affect such controls subsequent to
the date of their evaluation other than changes needed to maintain adequate
separation of duties and responsibilities of personnel in the ordinary
course of business, and there were no corrective actions with regard to
significant deficiencies and material weaknesses.
CERTIFICATION
-------------
I, Charles R. Kokesh, President, Chief Executive Officer, Chief Financial
Officer and Chairman of Technology Funding Inc. and Managing General
Partner of Technology Funding Limited, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Technology Funding
Partners IV, L.P.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and I have:
a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant is made known to me by others within
the entity, particularly during the period in which this quarterly report
is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the Evaluation Date); and
c) presented in this quarterly report my conclusions about the
effectiveness of the disclosure controls and procedures based on my
evaluation as of the Evaluation Date;
5. I have disclosed, based on my most recent evaluation, to the
registrant's auditors and the audit committee of registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
6. I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of my most
recent evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
Date: May 15, 2003 By: /s/Charles R. Kokesh
--------------------------------
Charles R. Kokesh
President, Chief Executive
Officer, Chief Financial
Officer and Chairman of
Technology Funding Inc. and
Managing General Partner of
Technology Funding Limited
II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) A report on Form 8-K was filed by the Partnership during the
quarter ended March 31, 2003. Pursuant to Article 6 of the Partnership
Agreement for Technology Funding Partners IV, An Aggressive Growth
Fund, L.P., the Partnership Agreement had been amended. The corrected
Amended and Restated Limited Partnership Agreement is included in the
8-K filed on January 8, 2003.
SIGNATURES
----------
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly authorized.
TECHNOLOGY FUNDING VENTURE PARTNERS IV,
AN AGGRESSIVE GROWTH FUND, L.P.
By: TECHNOLOGY FUNDING INC.
TECHNOLOGY FUNDING LTD.
Managing General Partners
Date: May 15, 2003 By: /s/Charles R. Kokesh
--------------------------------
Charles R. Kokesh
President, Chief Executive
Officer, Chief Financial
Officer and Chairman of
Technology Funding Inc. and
Managing General Partner of
Technology Funding Limited
CERTIFICATIONS
--------------
In connection with the Technology Funding Partners IV, L.P. (the
Partnership) Quarterly Report on Form 10-Q for the period ending March 31,
2003, as filed with the Securities and Exchange Commission (the Report), I
Charles, R. Kokesh, President, Chief Executive Officer, Chief Financial
Officer and Chairman of Technology Funding Inc. and Managing General
Partner of Technology Funding Limited, certify, pursuant to 18 U.S.C.
Section 1350, as added Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Report fully complies with the requirements of Section 15(d) of
the Securities Exchange Act of 1934; and
2. To my knowledge, the information contained in the Report fairly
presents, in all material respects, the financial condition and
results of operations of the Partnership as of and for the period
covered by the Report.
Date: May 15, 2003 By: /s/Charles R. Kokesh
--------------------------------
Charles R. Kokesh
President, Chief Executive
Officer, Chief Financial
Officer and Chairman of
Technology Funding Inc. and
Managing General Partner of
Technology Funding Limited