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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, 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)
June 30, December 31,
2003 2002
----------- ------------
ASSETS
Investments:
Equity investments (cost of $5,342,111
and $5,326,941 as of June 30, 2003,
and December 31, 2002, respectively) $3,293,541 $1,535,091
Notes receivable (cost of $13,419
and $13,044 as of June 30, 2003,
and December 31, 2002, respectively) 2,684 2,607
--------- ---------
Total investments 3,296,225 1,537,698
Cash and cash equivalents 90,474 22,739
Due from related parties 12,447 --
Prepaid expenses 160,225 180,247
Other receivables -- 774,298
Other assets -- 675
--------- ---------
Total assets $3,559,371 $2,515,657
========= =========
BALANCE SHEETS (unaudited) (continued)
- --------------------------------------
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 34,029 $ 44,114
Due to related parties -- 282,288
Term borrowings 584,212 584,212
Other liabilities 16,953 8,910
--------- ---------
Total liabilities 635,194 919,524
Commitments and contingencies
(See Note 8)
Partners' capital:
Limited Partners
(400,000 Units outstanding) 5,353,131 5,353,131
General Partners (2,428,954) (3,756,998)
--------- ---------
Total partners' capital 2,924,177 1,596,133
--------- ---------
Total liabilities and partners' capital $3,559,371 $2,515,657
========= =========
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF INVESTMENTS
- -------------------------
Principal
Amount or June 30, 2003 December 31, 2002
Industry Shares at ---------------- -----------------
(1) Investment June 30, Cost Fair Cost Fair
Company Position Date 2003 Basis Value Basis Value
- ------------- -------- ---------- ----------- ----- ----- ----- -----
Equity Investments
- ------------------
Communication
- -------------
7.7% and 7.0% at June 30, 2003, and December 31,2002, respectively
- ------------------------------------------------------------------
iVillage Inc. Common 1996-
shares 2000 60,848 $ 411,165 $ 90,055 $ 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 88,076 88,076 84,775 8,476
--------- --------- --------- ---------
1,118,928 224,906 1,115,627 112,448
--------- --------- --------- ---------
Environmental
- -------------
53.6% and 50.8% at June 30, 2003, and December 31, 2002, respectively
- ---------------------------------------------------------------------
SunPower
Corporation Common 1990-
(a) (b) shares 1994 1,165,217 1,179,051 1,514,782 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 53,860 53,860 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
--------- --------- --------- ---------
1,243,525 1,568,642 1,242,625 810,351
--------- --------- --------- ---------
Medical/Biotechnology
- ---------------------
11.8% and 16.5% at June 30, 2003, and December 31, 2002, respectively
- ---------------------------------------------------------------------
Corautus Genetics
Inc. (formerly
GenStar
Therapeutics
Corporation) Common
(b)(c) shares 1999 62,624 320,242 92,370 320,242 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 10,119 0 1,667
Hemoxymed, Inc.
(formerly
Molecular
Geriatrics Common
Corporation) (a) shares 1993 15,528 125,000 1,398 125,000 854
Periodontix, Preferred
Inc. (a) shares 1998 106,122 259,999 0 259,999 0
Periodontix, Convertible
Inc. (a) note (2) 1999 $37,000 49,523 947 48,054 947
Physiometrix, Common
Inc. shares 1996 126,791 53,793 190,187 53,793 69,735
Sanarus Medical, Preferred 1999-
Inc. (a) (b) shares 2001 138,531 215,000 47,906 215,000 119,766
Sanarus Preferred
Medical, share
Inc. (a) (b) warrants
at exercise
price TBD;
expiring
2006 2001 55 54 10 54 27
Sanarus
Medical, Convertible
Inc. (a) (b) note (2) 2003 $9,395 9,500 1,900 -- --
--------- --------- --------- ---------
1,033,111 344,837 1,022,142 263,134
--------- --------- --------- ---------
STATEMENTS OF INVESTMENTS (continued)
- ------------------------------------
Microelectronics
- ----------------
29.4% and 2.7% at June 30, 2003, and December 31, 2002, respectively
- --------------------------------------------------------------------
KOR Electronics, Preferred 1989-
Inc. (a) (b) shares 1995 3,571,024 1,130,390 859,885 1,130,390 42,390
--------- --------- --------- ---------
1,130,390 859,885 1,130,390 42,390
--------- --------- --------- ---------
Venture Capital Limited Partnership Investments
- -----------------------------------------------
10.1% and 19.2% at June 30, 2003, and December 31, 2002, respectively
- ---------------------------------------------------------------------
El Dorado Ltd.
Ventures III, L.P.Partnership
(a) interests various $250,000 212,460 13,984 212,460 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
--------- --------- --------- ---------
816,157 295,271 816,157 306,768
--------- --------- --------- ---------
STATEMENTS OF INVESTMENTS (continued)
- ------------------------------------
Total equity investments - 112.6% and 96.2% at
June 30, 2003, and December 31, 2002,
respectively 5,342,111 3,293,541 5,326,941 1,535,091
--------- --------- --------- ---------
Notes Receivable, Net
- ---------------------
Avalon Vision Secured
Solutions, Inc. note, 16%,
due 2004 1999 $11,676 13,419 2,684 13,044 2,607
--------- --------- --------- ---------
Total notes receivable - 0.1% and 0.2% at
June 30, 2003, and December 31, 2002,
respectively 13,419 2,684 13,044 2,607
--------- --------- --------- ---------
Total investments - 112.7% and 96.4% at
June 30, 2003, and December 31, 2002,
respectively $5,355,530 $3,296,225 $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 7.)
(1) Represents the total fair value of a particular industry segment as a percentage of
partners' capital at 06/30/03 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 For the Six Months
Ended June 30, Ended June 30,
-------------------- ------------------
2003 2002 2003 2002
------ ------ ------ ------
Investment income:
Notes receivable interest $ 3,371 $ 10,534 $ 6,714 $ 20,192
Short-term investment interest 297 875 498 2,243
--------- --------- --------- ---------
Total investment income 3,668 11,409 7,212 22,435
Investment expenses:
Management fees 5,018 9,980 11,307 19,960
Individual General Partners' compensation 10,000 3,967 20,000 16,000
Investment operations 23,296 23,284 92,442 107,657
Administrative and investor services 135,283 281,433 350,026 609,836
Professional fees 32,472 38,357 112,589 74,511
Computer services 16,196 29,983 33,071 60,477
Interest expense 3,913 30 8,042 10,484
--------- --------- --------- ---------
Total investment expenses 226,178 387,034 627,477 898,925
--------- --------- --------- ---------
Net investment loss (222,510) (375,625) (620,265) (876,490)
--------- --------- --------- ---------
STATEMENTS OF OPERATIONS (unaudited) (continued)
- -----------------------------------------------
Realized gain from venture capital
limited partnership investments 10,755 -- 11,497 --
Realized loss from write-off
of note receivable -- (125,000) -- (125,000)
--------- --------- --------- ---------
Net realized income (loss) 10,755 (125,000) 11,497 (125,000)
--------- --------- --------- ---------
Decrease (increase) in unrealized
depreciation:
Equity investments 1,774,240 (568,033) 1,743,280 (1,319,301)
Notes receivable 75 91 (298) 154,957
--------- --------- --------- ---------
Net decrease (increase) in
unrealized depreciation 1,774,315 (567,942) 1,742,982 (1,164,344)
--------- --------- --------- ---------
Other income -- -- 193,830 666,667
--------- --------- --------- ---------
Net increase (decrease) in partners'
capital resulting from operations $ 1,562,560 $(1,068,567) $ 1,328,044 $(1,499,167)
========= ========= ========= =========
Net increase (decrease) in partners'
capital resulting from
operations per Unit $ 0.47 $ (2.14) $ 0.00 $ (3.08)
========= ========= ========= =========
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF CASH FLOWS (unaudited)
- -----------------------------------
For the Six Months Ended June 30,
-----------------------------------
2003 2002
---------- ----------
Net increase (decrease) in
partners' capital resulting
from operations $1,328,044 $(1,499,167)
Adjustments to reconcile increase
(decrease) in partners' capital
resulting from operations to net
cash used by operating activities:
Realized gain from venture capital
limited partnership investments (11,497) --
Realized loss from write-off of
note receivable -- 125,000
Net (decrease) increase in
unrealized depreciation:
Equity investments (1,743,280) 1,319,301
Notes receivable 298 (154,957)
(Increase) decrease in accrued
interest on notes receivable (6,150) 5,639
Decrease in prepaid expenses 20,022 --
Decrease (increase) in other
receivable 774,298 (666,667)
Decrease in due to related parties (294,735) (208,845)
Decrease in accounts payable
and accrued expenses (10,085) (25,537)
Other changes, net 8,718 4,270
--------- ---------
Net cash provided (used) by operating
activities 65,633 (1,100,963)
--------- ---------
STATEMENTS OF CASH FLOWS (unaudited)(continued)
- ----------------------------------------------
Cash flows from investing activities:
Purchase of equity investments (9,395) (81,500)
Repayments of notes receivable -- 125,000
Proceeds from venture capital
limited partnership investments 11,497 --
--------- ---------
Net cash provided by investing
activities 2,102 43,500
--------- ---------
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 67,735 89,717
Cash and cash equivalents at
beginning of year 22,739 11,967
--------- ---------
Cash and cash equivalents
at June 30 $ 90,474 $ 101,684
========= =========
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. 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
June 30, 2003, and December 31, 2002, was $7,264,468 and $7,248,923,
respectively. At June 30, 2003, and December 31, 2002, gross unrealized
depreciation on investments based on cost for federal income tax purposes
was as follows:
June 30, December 31,
2003 2002
------------ ------------
Unrealized appreciation $ 526,289 $ 46,940
Unrealized depreciation (4,494,528) (5,758,161)
--------- ---------
Net unrealized depreciation $(3,968,239) $(5,711,221)
========= =========
3. Related Party Transactions
--------------------------
Related party costs are included in investment expenses shown on the
Statements of Operations. Related party costs for the six months ended
June 30, 2003 and 2002, were as follows:
2003 2002
-------- --------
Management fees $ 11,307 $ 19,960
Individual General Partners' compensation 20,000 16,000
Operating expenses reimbursed to related
parties 453,933 655,827
Certain reimbursable expenses have been accrued based upon interim
estimates prepared by the Managing General Partners and are adjusted to
actual periodically. There were $14,514 due from related parties and
$278,950 due to related parties at June 30, 2003, and December 31, 2002,
respectively, for such expenses.
Management fees due to the Managing General Partners were $2,067 at June
30, 2003, and were netted against due from related parties. 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 June 30, 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
$33,430.
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 June
30, 2003, the Partnership has recognized expense of $20,022. 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.
4. Equity Investments
------------------
All investments are valued at fair value as determined in good faith by the
Managing General Partners.
Marketable Equity Securities
- ----------------------------
At June 30, 2003, and December 31, 2002, marketable equity securities had
aggregate costs of $464,958, and aggregate market values of $280,242 and
$126,932, respectively. The net unrealized losses at June 30, 2003, and
December 31, 2002, included gross gains of $137,265 and $15,942,
respectively.
Restricted Securities
- ---------------------
At June 30, 2003, and December 31, 2002, restricted securities had
aggregate costs of $4,877,153 and $4,861,983, respectively, and aggregate
fair values of $3,013,299 and $1,408,159, respectively, representing 103.0
percent and 88.2 percent, respectively, of the net assets of the
Partnership.
Significant purchases or sales of equity investments during the quarter
ended June 30, 2003, were as follows:
Sanarus Medical, Inc.
- --------------------
The Partnership funded a convertible secured loan of $9,395 to Sanarus
Medical, Inc. during April 2003. This note bears interest at 6 percent and
matures in April 2004.
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.
5. Notes Receivable
----------------
Activity from January 1 through June 30 consisted of:
2003 2002
-------- -------
Balance at January 1 $2,607 $109,551
Repayment of notes receivable -- (125,000)
Write-off of notes receivable -- (125,000)
Change in interest receivable 375 (8,212)
Net (increase) decrease in unrealized
depreciation notes receivable (298) 154,957
----- -------
Balance at June 30 $2,684 $ 6,296
===== =======
The interest rate on the note receivable at June 30, 2003, was 16 percent.
The note is due in 2004.
6. Cash and Cash Equivalents
-------------------------
Cash and cash equivalents at June 30, 2003, and December 31, 2002,
consisted of:
2003 2002
------- ------
Demand accounts $ 63,674 $21,398
Money-market accounts 26,800 1,341
------- ------
Total $ 90,474 $22,739
======= ======
7. 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.
8. 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
June 30, 2003, there were no unfunded commitments.
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.
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.
9. Financial Highlights
--------------------
For The Six Months Ended June 30,
---------------------------------
2003 2002
------ ------
(all amounts on a per Unit basis)
Net asset value,
beginning of period $1.24 $6.91
(Loss) income from
investment operations:
Net investment loss -- (1.75)
Net realized and unrealized
gain (loss) on investments -- (1.33)
---- ----
Total from investment
operations -- (3.08)
---- ----
Net asset value, end of period $1.24 $3.83
==== ====
Total return 0 % (44.58)%
Ratios to average net assets:
Net investment loss 0 % (32.65)%
Expenses 126.71% 41.85%
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 June 30, 2003 and 2002, the General Partners have a negative
capital balance of $2,428,954 and $3,697,611, 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 June 30, 2003 and 2002, the cash the General Partners would be
required to contribute equaled $0 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.
During the six months ended June 30, 2003, net cash provided by operating
activities totaled $65,633. The Partnership paid management fees of
$12,578 to the Managing General Partners and reimbursed related parties for
other investment expenses of $727,374. In addition, $20,000 was paid to
the Individual General Partners as compensation for their services. The
Partnership paid other investment expenses of $143,605. Interest income of
$1,062 and other income of $968,128 was received.
Cash and cash equivalents at June 30, 2003, were $90,474. 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 increase in partners' capital resulting from operations was $1,562,560
for the three months ended June 30, 2003, compared to a net decrease in
partners' capital resulting from operations of $1,068,567 for the same
period in 2002.
Net unrealized depreciation on equity investments was $2,048,570 at June
30, 2003, compared to net unrealized depreciation of $3,822,810 at March
31, 2003. During the quarter ended June 30, 2003, the Partnership recorded
a decrease in net unrealized depreciation on equity investments of
$1,774,240 compared to an increase in net unrealized depreciation of
$568,033 during the same period in 2002. The change in 2003 was due to the
increase in the fair value of privately held companies in the environmental
and medical/biotechnology industries. The change in 2002 was primarily
attributable to decreases in the publicly traded prices of companies in the
medical/biotechnology industries.
Total investment expenses were $226,178 and $387,034 for the quarters ended
June 30, 2003 and 2002, respectively. The decrease was primarily due to
decreased investment monitoring, computer services, and administrative
services.
During the quarter ended June 30, 2002, realized loss from the write-off of
notes receivable totaled $125,000 and related to notes receivable from
Thermatrix Inc. which were partially repaid and the remainder written off.
There were no amounts written off in the corresponding quarter of 2003.
During the quarter ended June 30, 2003, there were realized gains from
venture capital limited partnership investments of $10,755. During the same
period in 2002, the Partnership realized no gains or losses.
Given the inherent risk associated with the business of the Partnership,
the future performance of the portfolio company investments may
significantly impact future operations.
Current six months compared to corresponding six months in the preceding
- ------------------------------------------------------------------------
year
- ----
Net increase in partners' capital resulting from operations was $1,328,044
for the six months ended June 30, 2003, compared to a net decrease in
partners' capital resulting from operations of $1,499,167 for the same
period in 2002.
Net unrealized depreciation on equity investments was $2,048,570 at June
30, 2003, compared to net unrealized depreciation of $3,791,850 at December
31, 2002. During the six months ended June 30, 2003, the Partnership
recorded an increase in net unrealized depreciation on equity investments
of $1,743,280 compared to an increase in net unrealized depreciation of
$1,319,301 during the same period in 2002. The change in 2003 was due to
the increase in the fair values of privately held companies in the
environmental and medical/biotechnology industries. The change in 2002 was
primarily attributable to decreases in the publicly traded prices of
companies in the medical/biotechnology industries.
Other income of $193,830 and $666,667 was recognized during the six months
ended June 30, 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 8.
Total investment expenses were $627,477 and $898,925 for the six months
ended June 30, 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.
Net unrealized depreciation on notes receivable was $10,735 and $10,437 at
June 30, 2003, and December 31, 2002, respectively. During the six months
ended June 30, 2003, the net increase in unrealized depreciation of notes
receivable was $298. During the quarter ended June 30, 2002, the net
decrease in unrealized depreciation of notes receivable of $154,957 was
primarily attributable to partial payment and subsequent write-off of notes
receivable from Thermatrix Inc.
During the six months ended June 30, 2002, realized loss from the write-off
of notes receivable totaled $125,000 and related to notes receivable from
Thermatrix Inc. which were partially repaid and the remainder written off.
There were no amounts written off in the corresponding six months of 2003.
During the six months ended June 30, 2003, there were realized gains from
venture capital limited partnership investments of $11,497. During the same
period in 2002, the Partnership realized no gains or losses.
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, An Aggressive
Growth Fund, 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, An Aggressive Growth
Fund, L.P.'s disclosure controls and procedures are effective to ensure
that information required to be disclosed by Technology Funding Partners
IV, An Aggressive Growth Fund, L.P. in this report is accumulated and
communicated to Technology Funding Partners IV, An Aggressive Growth Fund,
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 IV, An Aggressive Growth Fund,
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 Ltd., certify that:
1. I have reviewed this quarterly report on Form 10-Q of Technology Funding
Partners IV, An Aggressive Growth Fund, 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: August 11, 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 Ltd.
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
six months ended June 30, 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: August 11, 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 Ltd.
CERTIFICATIONS
--------------
In connection with the Technology Funding Partners IV, An Aggressive Growth
Fund, 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 Ltd., 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: August 11, 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 Ltd.