Back to GetFilings.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[ X ] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 [Fee Required]
For the fiscal year ended December 31, 2000
------------------------------------------------------
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 [Fee Required]
For the transition period from to
------------------------ ----------------------
Commission File Number 333-54011
---------------------------------------------------------
ICON Income Fund Eight A L.P.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-4006824
- --------------------------------- --------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
111 Church Street, White Plains, New York 10601-1505
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (914) 993-1700
-----------------------------
Securities registered pursuant to Section 12(b) of the Act: None
Title of each class Name of each exchange on which registered
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interests
- --------------------------------------------------------------------------------
(Title of class)
- --------------------------------------------------------------------------------
(Title of class)
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.
[X] Yes [ ] No
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
TABLE OF CONTENTS
Item Page
PART I
1. Business 3-4
2. Properties 4
3. Legal Proceedings 4
4. Submission of Matters to a Vote of Security Holders 4
PART II
5. Market for the Registrant's Securities and Related
Security Holder Matters 5
6. Selected Financial and Operating Data 5
7. General Partner's Discussion and Analysis of Financial
Condition and Results of Operations 6-8
8. Consolidated Financial Statements and Supplementary Data 9-26
9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 27
PART III
10. Directors and Executive Officers of the Registrant's
General Partner 27-28
11. Executive Compensation 29
12. Security Ownership of Certain Beneficial Owners
and Management 29
13. Certain Relationships and Related Transactions 29
PART IV
14. Exhibits, Financial Statement Schedules and Reports on Form 8-K 30
SIGNATURES 31
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
PART I
Item 1. Business
General Development of Business
ICON Income Fund Eight A L.P. (the "Partnership"), was formed on July 9,
1997 as a Delaware limited partnership. The Partnership's maximum offering was
$75,000,000. The Partnership commenced business operations on its initial
closing date, October 14, 1998, with the admission of 12,000 limited partnership
units at $100 per unit representing $1,200,000 of capital contributions. Between
October 15, 1998 and May 17, 2000, the date of the Partnership's final closing,
737,965.04 additional units were admitted representing $73,796,504 of capital
contributions bringing the total admission to 749,965.04 units totaling
$74,996,504 in capital contributions. During the year ended December 31, 2000,
3,221.15 units were reacquired. Total outstanding units at December 31, 2000,
were 746,743.89.
Segment Information
The Partnership has only one operating segment: the business of acquiring
equipment subject to leases with companies that the Partnership believes to be
creditworthy.
Narrative Description of Business
The Partnership is an equipment leasing income fund. The principal
objective of the Partnership is to obtain the maximum economic return from its
investments for the benefit of its limited partners. To achieve this objective,
the Partnership intends to: (1) acquire a diversified portfolio of low
obsolescence equipment having long lives and high residual values; (2) make
monthly cash distributions to its limited partners from cash from operations,
commencing with each limited partner's admission to the Partnership, continuing
through the Reinvestment Period, which period will end no later than the eighth
anniversary after the final closing date; (3) re-invest substantially all
undistributed cash from operations and cash from sales in additional equipment
and financing transactions during the Reinvestment Period; and (4) sell the
Partnership's investments and distribute the cash from sales of such investments
to its limited partners within twelve to thirty-six months after the end of the
Reinvestment Period.
The equipment leasing industry is highly competitive. In initiating its
leasing transactions, the Partnership will compete with leasing companies,
manufacturers that lease their products directly, equipment brokers and dealers
and financial institutions, including commercial banks and insurance companies.
Many competitors are larger than the Partnership and have greater financial
resources.
The Partnership had two and four lessees which accounted for 10% or more of
total revenue during the years ended December 31, 2000 and 1999, respectively. A
lease of a coal-handling facility to Portland General Electric and an aircraft
leased to KLM Royal Dutch Airlines generated 19% and 29%, respectively, of total
revenue during the year ended December 31, 2000. In the year ended December 31,
1999, equipment leased to Portland General Electric, KLM Royal Dutch Airlines,
Oxford Health Plans, Inc. and BP Amoco Corp. generated 26%, 15%, 14% and 12%,
respectively, of total revenue.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
The Partnership has no direct employees. The General Partner has full and
exclusive discretion in management and control of the Partnership.
Lease and Financing Transactions
For the period ended December 31, 2000 the Partnership purchased $5,135,357
of equipment. The equipment purchased subject to lease includes $3,174,357 and
$1,961,000 of equipment leased to E*Trade and Sabena Airlines, respectively. In
addition, the Partnership invested $1,997,000 to acquire an option to purchase
an interest in a lease of an offshore drilling rig with Rowan Companies and
$2,526,696 in residual interests related to a portfolio of technology and other
equipment leases with various lessees in the United Kingdom.
In 2000, the Partnership acquired a 2% interest in a joint venture ("ICON
Aircraft 24846, LLC") with two other affiliates acquiring the remaining joint
venture interests. The Partnership also acquired a 1% interest in a joint
venture ("ICON Cheyenne, LLC") with three other affiliates acquiring the
remaining joint venture interests.
The Partnership owned a portfolio of leased equipment with an original
equipment cost of $150,532,330 and $136,275,272 at December 31, 2000 and 1999,
respectively. These equipment cost totals include the Partnership's
proportionate share of equipment held in the AIC Trust and ICON Boardman Funding
LLC joint ventures.
Item 2. Properties
----------
The Partnership neither owns nor leases office space or equipment for the
purpose of managing its day-to-day affairs.
Item 3. Legal Proceedings
-----------------
The Partnership is not a party to any pending legal proceedings.
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
No matters were submitted to a vote of security holders during the year
ended 2000.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
PART II
Item 5. Market for the Registrant's Securities and Related Security Holder
Matters
-----------------------------------------------------------------------
The Partnership's limited partnership interests are not publicly traded nor
is there currently a market for the Partnership's limited partnership units. It
is unlikely that any such market will develop.
Number of Equity Security Holders
Title of Class as of December 31,
-------------- ---------------------------------
2000 1999
---- ----
Limited Partners 2,900 2,430
General Partner 1 1
Item 6. Selected Consolidated Financial and Operating Data
--------------------------------------------------
Period Ended
Years Ended December 31, December 31,
------------------------ -----------
2000 1999 1998 (1)
---- ---- ----
Total revenue ............................. $14,229,916 $9,131,846 $46,998
=========== ========== =======
Net income ................................ $ 102,001 $1,262,140 $27,205
=========== ========== =======
Net income allocable to limited partners .. $ 100,981 $1,249,519 $26,933
=========== ========== =======
Net income allocable to the General Partner $ 1,020 $ 12,621 $ 272
=========== ========== =======
Weighted average limited partnership
units outstanding ...................... 710,779 337,936 95,236
=========== ========== =======
Net income per weighted average
limited partnership unit ............... $ .14 $ 3.70 $ .28
=========== ========== =======
Distributions to limited partners ......... $ 7,640,879 $3,632,817 $64,728
=========== ========== =======
Distributions to the General Partner ...... $ 77,127 $ 37,282 $ 654
=========== ========== =======
December 31,
------------------------------------------
2000 1999 1998
---- ---- ----
Total assets $130,291,422 $137,921,891 $ 47,129,579
============ ============ ============
Partners' equity $ 55,293,693 $ 49,476,423 $ 11,794,840
============ ============ ============
(1) No data is presented for periods prior to 1998 since the Partnership
commenced operations on October 14, 1998, the initial closing date. Revenue
and income in 1998 does not reflect a full year's operations.
The above selected financial data should be read in conjunction with the
consolidated financial statements and related notes appearing elsewhere in this
report.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Item 7. General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
------------------------------------------------------------------------
ICON Income Fund Eight A L.P. (the "Partnership"), was formed on July 9,
1997 as a Delaware limited partnership. The Partnership's maximum offering was
$75,000,000. The Partnership commenced business operations on its initial
closing date, October 14, 1998, with the admission of 12,000 limited partnership
units at $100 per unit representing $1,200,000 of capital contributions. Between
October 15, 1998 and May 17, 2000, the date of the Partnership's final closing,
737,965.04 additional units were admitted representing $73,796,504 of capital
contributions bringing the total admission to 749,965.04 units totaling
$74,996,504 in capital contributions. During the year ended December 31, 2000,
3,221.15 units were reacquired. Total outstanding units at December 31, 2000,
were 746,743.89.
Results of Operations for the Period Ended December 31, 2000 and 1999
For the years ended December 31, 2000 and 1999, the Partnership purchased
subject to lease equipment with an initial cost of $5,135,357 and $92,843,212
involving two and twelve lessees, respectively. In addition, the Partnership
invested $1,997,000 to acquire an option to purchase an interest in a lease of
an offshore drilling rig with Rowan Companies and $2,526,696 in residual
interests related to a portfolio of technology and other equipment leases with
various lessees in the United Kingdom.
Revenues for the year ended December 31, 2000 were $14,229,916,
representing an increase of $5,098,070 from 1999. The increase in revenues
resulted primarily from an increase in rental income of $3,380,439, finance
income of $1,367,361, and interest income and other of $107,490. Income from
investment in joint ventures for 2000 was $231,909, compared to a loss of
$10,871 in 1999. These increases are due primarily to the Partnership's higher
average outstanding lease investment portfolio in 2000, which resulted from
equipment acquisition activity in 1999 and 2000.
Expenses for the year ended December 31, 2000 were $14,127,915 representing
an increase of $6,258,209 from 1999. The increase in expenses resulted primarily
from increases in interest expense of $2,963,399, depreciation expense of
$2,051,995, management fees of $905,802, administrative expense reimbursements -
General Partner of $405,715 and general and administrative of $183,983. These
increases were partially offset by a decrease in the provision for doubtful
accounts of $185,000 and amortization of initial direct costs of $65,758. The
increase in interest expense was due to an increase in the average debt
outstanding from 1999 to 2000. The increase in all other noted expense
categories was due to the overall increases in the Partnership's lease
investment portfolios resulting from equipment acquisition activity during 1999
and 2000 and higher levels of operating activity during the 2000 period. The
decrease in the provision for bad debts was the result of determinations made of
the level of reserves required during the 1999 and 2000 periods.
Net income for the years ended December 31, 2000 and 1999 was $102,001 and
$1,262,140, respectively. The net income per weighted average limited
partnership unit was $.14 and $3.70 for 2000 and 1999, respectively.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Results of Operations for the Period Ended December 31, 1999
For the period ended December 31, 1999, the Partnership purchased subject
to lease equipment with an initial cost of $92,843,212 involving twelve lessees.
Net income for the period ended December 31, 1999 was $1,262,140. The net
income per weighted average limited partnership unit was $3.70. Revenues for the
period December 31, 1999 were $9,131,846.
Results of Operations for the Period Ended December 31, 1998
As the Partnership commenced operations on October 14, 1998, results for
1998 do not reflect a full year's activity.
For the period ended December 31, 1998, the Partnership purchased subject
to lease equipment with an initial cost of $47,233,168 involving three lessees.
Simultaneously with the acquisition of the Portland General Electric lease (see
Note 3), rent in excess of the senior debt payments was acquired by L.P. Six for
$3,801,108.
Net income for the period ended December 31, 1998 was $27,205. The net
income per weighted average limited partnership unit was $.28. Revenues for the
period ended December 31, 1998 were $46,998.
Liquidity and Capital Resources
The Partnership's primary sources of funds in 2000, 1999 and 1998 were
capital contributions, net of offering expenses of $13,711,906, $40,089,524 and
$11,832,017, respectively, net cash generated from operations of $9,073,044,
$1,825,719 and $1,610,077, respectively. These funds along with borrowings
assumed on equipment purchases were used to purchase or finance leases,
investment in residuals and investments in joint ventures of $9,818,207,
$96,993,212 and $47,233,168, respectively, and to fund cash distributions. The
Partnership intends to continue to purchase equipment and fund cash
distributions utilizing cash from operations and additional borrowings.
Cash distributions to the limited partners, which were paid monthly,
aggregated $7,640,879 in 2000 and $3,632,817 in 1999. The monthly distribution
rate in 2000 and 1999 was 10.75% (on an annualized basis) of which .14% and 3.7%
was investment income and 10.61% and 7.05% was a return of capital, calculated
as a percentage of each limited partner's initial capital contribution.
Distributions were calculated based on the number of days each investment unit
was in the Partnership.
As of December 31, 2000, there were no known trends or demands,
commitments, events or uncertainties which are likely to have any material
effect on liquidity. As cash is realized from operations and additional
borrowings, the Partnership will continue to invest in equipment leases and
financings where it deems it to be prudent while retaining sufficient cash to
meet its reserve requirements and recurring obligations.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Item 7a. Qualitative and Quantitative Disclosures About Market Risk
The Partnership is exposed to certain market risks, including changes in
interest rates. The Partnership believes its exposure to other market risks are
insignificant to both its financial position and results of operations.
The Partnership manages its interest rate risk by obtaining fixed rate
debt. The fixed rate debt service obligation streams are generally matched by
fixed rate lease receivable streams generated by the Partnership's lease
investments.
The Partnership borrows funds under a floating rate line of credit and is
therefore exposed to interest rate risk until the floating rate line of credit
is repaid. The Partnership's borrowings under the floating rate line of credit
as of December 31, 2000 was $3,594,026. The Partnership believes the risk
associated with rising interest rates under this line is immaterial.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Item 8. Consolidated Financial Statements and Supplementary Data
Index to Financial Statements
Page Number
Independent Auditors' Report 11
Consolidated Balance Sheet as of December 31, 2000 and 1999 12
Consolidated Statement of Operations for the Years
Ended December 31, 2000, 1999
and for the Period July 9, 1997
(date of inception) to December 31, 1998 13
Consolidated Statement of Changes in Partners'
Equity for the Years Ended December 31, 2000,
1999 and for the Period July 9, 1997
(date of inception) to December 31, 1998 14-15
Consolidated Statement of Cash Flows for the Years
Ended December 31, 2000, 1999
and for the Period July 9, 1997 (date of inception)
to December 31, 1998 16-18
Notes to Consolidated Financial Statements 19-26
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Financial Statements
December 31, 2000
(With Independent Auditors' Report Thereon)
INDEPENDENT AUDITORS' REPORT
The Partners
ICON Income Fund Eight A L.P.:
We have audited the accompanying consolidated balance sheet of ICON Income Fund
Eight A L.P. (a Delaware limited partnership) as of December 31, 2000 and 1999,
and the related consolidated statement of operations, changes in partners'
equity, and cash flows for the years ended December 31, 2000 and 1999 and for
the period July 9, 1997 (date of inception) to December 31, 1998. These
consolidated financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of ICON Income Fund
Eight A L.P. as of December 31, 2000 and 1999, and the results of its operations
and its cash flows for the years ended December 31, 2000 and 1999 and for the
period July 9, 1997 (date of inception) to December 31, 1998 in conformity with
accounting principles generally accepted in the United States of America.
/s/ KPMG LLP
-------------------------------------------
KPMG LLP
March 28, 2001
New York, New York
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Balance Sheet
December 31,
2000 1999
---- ----
Assets
Cash $ 3,205,892 $ 5,222,028
------------- -------------
Investment in finance leases
Minimum rents receivable 54,638,052 72,064,245
Estimated unguaranteed residual values 43,012,329 42,536,175
Initial direct costs 1,698,552 2,327,918
Unearned income (19,821,123) (27,622,947)
Allowance for doubtful accounts (585,000) (385,000)
------------- -------------
78,942,810 88,920,391
Investment in operating leases
Equipment, at cost 40,688,100 38,671,600
Accumulated depreciation (3,240,611) (594,308)
------------- -------------
37,447,489 38,077,292
Investments in unguaranteed residual values 5,673,696 1,150,000
------------- -------------
Investments in joint ventures 3,379,870 2,989,128
------------- -------------
Other assets 1,641,665 1,563,052
------------- -------------
Total assets $ 130,291,422 $ 137,921,891
============= =============
Liabilities and Partners' Equity
Notes payable - non-recourse 69,520,569 82,790,864
Note payable - line of credit 3,594,026 5,000,000
Security deposits and other 1,197,193 521,695
Accounts payable - General Partner and affiliate 537,085 --
Minority interests in joint venture 148,856 132,909
------------- -------------
74,997,729 88,445,468
Commitments and Contingencies
Partners' equity (deficiency)
General Partner (100,150) (24,043)
Limited partners (746,743.89 and 595,184.58 units
outstanding, $100 per unit original issue price) 55,393,843 49,500,466
------------- -------------
Total partners' equity 55,293,693 49,476,423
------------- -------------
Total liabilities and partners' equity $ 130,291,422 $ 137,921,891
============= =============
See accompanying notes to consolidated financial statements.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Statement of Operations
For the Years Ended December 31, 2000, 1999 and for the
Period July 9, 1997 (date of inception) to December 31, 1998
2000 1999 1998
---- ---- ----
Revenues
Finance income $ 8,988,112 $ 7,620,751 $ 23,869
Rental income 4,759,939 1,379,500 --
Interest income and other 249,956 142,466 23,129
Income (loss) from investments in joint ventures 231,909 (10,871) --
----------- ----------- -----------
Total revenues 14,229,916 9,131,846 46,998
----------- ----------- -----------
Expenses
Interest 7,361,127 4,397,728 4,590
Depreciation 2,646,303 594,308 --
Amortization of initial direct costs 819,348 885,106 3,179
Management fees - General Partner 1,836,953 931,151 395
Administrative expense
reimbursements - General Partner 751,073 345,358 956
Provision for doubtful accounts 200,000 385,000 --
General and administrative 497,164 313,181 10,673
Minority interest expense 15,947 17,874 --
----------- ----------- -----------
Total expenses 14,127,915 7,869,706 19,793
----------- ----------- -----------
Net income $ 102,001 $ 1,262,140 $ 27,205
=========== =========== ===========
Net income allocable to:
Limited partners $ 100,981 $ 1,249,519 $ 26,933
General Partner 1,020 12,621 272
----------- ----------- -----------
$ 102,001 $ 1,262,140 $ 27,205
=========== =========== ===========
Weighted average number of limited
partnership units outstanding 710,779 337,936 95,236
=========== =========== ===========
Net income per weighted average
limited partnership unit $ .14 $ 3.70 $ .28
=========== =========== ===========
See accompanying notes to consolidated financial statements.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Statement of Changes in Partners' Equity
For the Years Ended December 31, 2000, 1999 and for the
Period from July 9, 1997 (date of inception) to December 31, 1998
Limited Partner Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted average unit)
Initial partners'
capital contribution
May 6, 1998 $ 1,000 $ 1,000 $ 2,000
Refund of initial
limited partners'
capital contribution (1,000) - (1,000)
Proceeds from issuance
of limited partnership
units (136,786.33 units) 13,678,633 13,678,633
Sales and offering expenses (1,846,616) (1,846,616)
Cash distributions to partners $ .40 $ .28 (64,728) (654) (65,382)
Net income 26,933 272 27,205
----------- -------- -----------
Balance at
December 31, 1998 11,794,222 618 11,794,840
Proceeds from issuance
of limited partnership
units (458,408 units) 45,840,825 - 45,840,825
Sales and offering expenses (5,751,283) - (5,751,283)
Cash distributions to partners $7.05 $3.70 (3,632,817) (37,282) (3,670,099)
Net income 1,249,519 12,621 1,262,140
----------- -------- -----------
Balance at
December 31, 1999 49,500,466 (24,043) 49,476,423
(continued on next page)
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Statement of Changes in Partners' Equity - Continued
Limited Partner Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted average unit)
Proceeds from issuance
of limited partnership
units (154,770.46 units) 15,477,046 - 15,477,046
Sales and offering expenses (1,765,140) - (1,765,140)
Cash distributions to partners $ 10.61 $ .14 (7,640,879) (77,127) (7,718,006)
Reacquired units (3,221.15) (278,631) - (278,631)
Net income 100,981 1,020 102,001
----------- --------- -----------
Balance at
December 31, 2000 $55,393,843 $(100,150) $55,293,693
=========== ========= ===========
See accompanying notes to consolidated financial statements.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Statement of Cash Flows
For the Years Ended December 31,
2000, 1999 and for the Period July 9, 1997
(date of inception) to December 31, 1998
2000 1999 1998
---- ---- ----
Cash flows from operating activities:
Net income $ 102,001 $ 1,262,140 $ 27,205
------------ ------------ ------------
Adjustments to reconcile net income to
net cash provided by operating activities:
Finance income portion of receivables paid directly
to lenders by lessees (6,614,810) (5,939,302) (6,266)
Interest expense on non-recourse financing paid
directly by lessees 3,565,575 4,142,210 4,590
Depreciation 2,646,303 594,308 --
Amortization of initial direct costs 819,348 885,106 3,179
Minority interest expense 15,947 17,874 --
(Income) loss from investment in joint venture (231,909) 10,871 --
Provision for doubtful accounts 200,000 385,000 --
Changes in operating assets and liabilities:
Collection of principal - non-financed receivables 7,194,739 2,826,053 47,915
Other assets (78,613) (1,518,394) (44,658)
Minority interests in joint ventures -- (55,845) 170,880
Accounts payable to General Partner and affiliates, net 537,085 (1,232,922) 1,232,922
Security deposits and other 675,498 348,777 172,918
Other 241,558 99,843 1,392
------------ ------------ ------------
Total adjustments 8,970,721 563,579 1,582,872
------------ ------------ ------------
Net cash provided by operating activities 9,072,722 1,825,719 1,610,077
------------ ------------ ------------
Cash flows from investing activities:
Equipment purchased (2,255,107) (40,110,867) (18,479,739)
Initial direct costs (181,214) (1,799,189) (1,417,014)
Investments in joint ventures (158,832) (3,000,000) --
Investments in unguaranteed residual values (4,523,696) (1,150,000) --
------------ ------------ ------------
Net cash used in investing activities (7,118,849) (46,060,056) (19,896,753)
------------ ------------ ------------
(continued on next page)
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Statement of Cash Flows (Continued)
2000 1999 1998
---- ---- ----
Cash flows from financing activities:
Initial partners' capital contribution -- 2,000
Issuance of limited partnership units,
net of offering expenses 13,711,906 40,089,542 11,832,017
Reacquisition of limited partnership units (278,631) -- --
Proceeds from note payable - line of credit -- -- 5,000,000
Payment recourse debt (1,405,974) -- 3,801,108
Net proceeds from non-recourse borrowing -- 10,753,855 --
Payment of non-recourse debt (8,279,304) -- --
Cash distributions to partners (7,718,006) (3,670,099) (65,382)
------------ ------------ ------------
Net cash (used in) provided by financing activities (3,970,009) 47,173,298 20,569,743
------------ ------------ ------------
Net (decrease) increase in cash (2,016,136) 2,938,961 2,283,067
Cash at beginning of the period 5,222,028 2,283,067 --
------------ ------------ ------------
Cash at end of year $ 3,205,892 $ 5,222,028 $ 2,283,067
============ ============ ============
See accompanying notes to consolidated financial statements.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Consolidated Statement of Cash Flows (continued)
Supplemental Disclosure of Cash Flow Information
For the periods ended December 31, 2000, 1999 and 1998, non-cash activities
included the following:
2000 1999 1998
---- ---- ----
Fair value of equipment and receivables
purchased for debt $ (2,880,250) $(52,732,345) $(28,753,429)
Non-recourse notes payable assumed in purchase price 2,880,250 52,732,345 28,753,429
Principal and interest on direct finance receivables
paid directly to lenders by lessees 11,436,816 9,453,355 --
Principal and interest on non-recourse financing paid
directly to lenders by lessees (11,436,816) (9,453,355) --
------------ ------------ ------------
$ -- $ -- $ --
============ ============ ============
Interest expense of $7,361,127 and $4,397,728 for the twelve months ended
December 31, 2000 and 1999 consisted of interest expense on non-recourse
financing paid directly to lenders by lessees of $3,565,575 and $4,142,210,
respectively, and other interest of $3,795,552 and $255,518, respectively.
See accompanying notes to consolidated financial statements.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
December 31, 2000
1. Organization
ICON Income Fund Eight A L.P. (the "Partnership"), was formed on July 9,
1997 as a Delaware limited partnership. The Partnership's maximum offering was
$75,000,000. The Partnership commenced business operations on its initial
closing date, October 14, 1998, with the admission of 12,000 limited partnership
units at $100 per unit representing $1,200,000 of capital contributions. Between
October 15, 1998 and May 17, 2000, the date of the Partnership's final closing,
737,965.04 additional units were admitted representing $73,796,504 of capital
contributions bringing the total admission to 749,965.04 units totaling
$74,996,504 in capital contributions. During the year ended December 31, 2000,
3,221.15 units were reacquired. Total outstanding units at December 31, 2000,
were 746,743.89.
The General Partner of the Partnership is ICON Capital Corp. (the "General
Partner"), a Connecticut corporation. The General Partner manages and controls
the business affairs of the Partnership's equipment, leases and financing
transactions under a management agreement with the Partnership.
ICON Securities Corp., an affiliate of the General Partner, received an
underwriting commission on the gross proceeds from sales of all units. The total
underwriting compensation paid by the Partnership, including underwriting
commissions, sales commissions, incentive fees, public offering expense
reimbursements and due diligence activities is limited to 13.5% of gross
proceeds up to $25,000,000, 12.5% of gross proceeds from $25,000,000 to
$50,000,000 and 11.5% of gross offering proceeds from $50,000,000 to
$75,000,000. Such offering expenses aggregated $9,363,039 (including $537,217,
$2,833,241 and $752,325 paid to the General Partner or its affiliates in 2000,
1999 and 1998, respectively), (see Note 8) and were charged directly to limited
partners' equity.
Profits, losses, cash distributions and disposition proceeds will be
allocated 99% to the limited partners and 1% to the General Partner until each
limited partner has received cash distributions and disposition proceeds
sufficient to reduce its adjusted capital contribution account to zero and
receive, in addition, other distributions and allocations which would provide an
8% per annum cumulative return on its outstanding adjusted capital contribution
account. After such time, the distributions will be allocated 90% to the limited
partners and 10% to the General Partner.
2. Significant Accounting Policies
Basis of Accounting and Presentation - The Partnership's records are
maintained on the accrual basis. The preparation of financial statements in
conformity with generally accepted accounting principles requires the General
Partner's management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial statements and
revenues and expenses during the reporting period. Actual results could differ
from those estimates. In addition, management is required to disclose contingent
assets and liabilities.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
Consolidation - The consolidated financial statements include the accounts
of the Partnership and its majority owned subsidiary, ICON Boardman Funding
L.L.C. ("ICON BF"). All inter-company accounts and transactions have been
eliminated. The Partnership accounts for its interests in less than 50% owned
joint ventures under the equity method of accounting. In such cases, the
Partnership's original investments are recorded at cost and adjusted for its
share of earnings, losses and distributions thereafter.
Leases - The Partnership accounts for owned equipment leased to third
parties as finance leases or operating leases, as appropriate. For finance
leases, the Partnership records, at the inception of the lease, the total
minimum lease payments receivable, the estimated unguaranteed residual values,
the initial direct costs related to the leases and the related unearned income.
Unearned income represents the difference between the sum of the minimum lease
payments receivable plus the estimated unguaranteed residual minus the cost of
the leased equipment. Unearned income is recognized as finance income over the
terms of the related leases using the interest method. For operating leases,
equipment is recorded at cost and is depreciated on the straight-line method
over the lease terms to their estimated fair market values at lease
terminations. Related lease rentals are recognized on the straight-line method
over the lease terms. Billed and uncollected operating lease receivables, net of
allowance for doubtful accounts, are included in other assets. Initial direct
costs of finance leases are capitalized and are amortized over the terms of the
related leases using the interest method. Initial direct costs of operating
leases are capitalized and depreciated on the straight-line method over the
lease terms. The Partnership's leases have terms ranging from two to eight
years. Each lease is expected to provide aggregate contractual rents that, along
with residual proceeds, return the Partnership's cost of its investments along
with investment income.
Investments in Unguaranteed Residual Values - The Partnership carries its
investments in the future estimated unguaranteed residuals of certain assets at
cost (which is at least equal to market value) until sale of the equipment, at
which time a gain or loss will be recognized on each transaction. No income will
be recognized until the underlying equipment is sold. (See Note 6 for discussion
of investment in estimated unguaranteed residual value.)
Disclosures About Fair Value of Financial Instruments - Statement of
Financial Accounting Standards ("SFAS") No. 107, "Disclosures about Fair Value
of Financial Instruments" requires disclosures about the fair value of financial
instruments, except for lease related instruments. Separate disclosure of fair
value information as of December 31, 2000 and 1999 with respect to the Company's
assets and certain liabilities is not provided because (i) SFAS No. 107 does not
require disclosures about the fair value of lease arrangements and (ii) the
carrying value of financial instruments, other than lease related investments,
approximates market value and (iii) fair value information concerning certain
non-recourse debt obligations is not practicable to estimate without incurring
excessive costs to obtain all the information that would be necessary to derive
a market rate.
Impairment of Estimated Residual Values - The Partnership's policy with
respect to impairment of estimated residual values is to review, on a periodic
basis, the carrying value of its residuals on an individual asset basis to
determine whether events or changes in circumstances indicate that the carrying
value of an asset may not be recoverable and, therefore, an impairment loss
should be recognized. The events or changes in circumstances which generally
indicate that the residual value of an asset has been impaired are (i) the
estimated fair value of the underlying equipment is less than the Partnership's
carrying value or (ii) the lessee is experiencing financial difficulties and it
does not appear likely that the estimated proceeds from disposition of the asset
will be sufficient to satisfy the remaining obligation to the non-recourse
lender and the Partnership's residual position. Generally in the latter
situation, the residual position relates to equipment subject to third party
non-recourse notes payable where the lessee remits their rental payments
directly to the lender and the Partnership does not recover its residual until
the non-recourse note obligation is repaid in full.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
The Partnership measures its impairment loss as the amount by which the
carrying amount of the residual value exceeds the estimated proceeds to be
received by the Partnership from release or resale of the equipment. Generally,
quoted market prices are used as the basis for measuring whether an impairment
loss should be recognized.
Income Taxes - No provision for income taxes has been made as the liability
for such taxes is that of each of the partners rather than the Partnership.
New Accounting Pronouncement - Effective January 1, 2001, the Partnership
adopted SFAS No. 133, "Accounting for Derivative Instruments and Hedging
Activities," as amended. The adoption of SFAS No. 133 did not have any effect on
the Partnership's financial position or results of operations.
3. Investments in Joint Ventures
The Partnership and affiliates formed four joint ventures discussed below
for the purpose of acquiring and managing various assets.
The joint venture described below is majority owned and is consolidated
with the Partnership.
ICON Boardman Funding L.L.C.
In December 1998 the Partnership and three affiliates, ICON Cash Flow
Partners, L.P., Series C ("Series C"), ICON Cash Flow Partners L.P. Six ("L.P.
Six") and ICON Cash Flow Partners L.P. Seven ("L.P. Seven") formed ICON Boardman
Funding L.L.C. ("ICON BF"), for the purpose of acquiring a lease with Portland
General Electric. The purchase price totaled $27,421,810, and was funded with
cash and non-recourse debt assumed in the purchase price. The Partnership,
Series C, L.P. Six and L.P. Seven received a 98.5%, .5%, .5% and .5% interest,
respectively, in ICON BF. The Partnership's financial statements include 100% of
the assets and liabilities of ICON BF. Series C, L.P. Six and L.P. Seven's
investments in ICON BF have been reflected as "minority interests in joint
venture." Simultaneously with the acquisition of the Portland General Electric
lease by ICON BF, the rent in excess of the senior debt payments was acquired by
L.P. Six for $3,801,108. No gain or loss was recognized on this transaction. On
March 30, 1999 ICON BF acquired L.P. Six's investment in a portion of the rent
in excess of the senior debt payments for $3,097,637 and financed with a third
party, all of the rent receivable in excess of the senior debt payments. ICON BF
received $7,643,867 from the financing. The proceeds of the financing, net of
the purchase of L.P. Six's investment, were distributed to the members of ICON
BF.
The three joint ventures described below are less than 50% owned and are
accounted for following the equity method.
AIC Trust
During 1999, L.P. Seven, an affiliate of the Partnership, acquired a
portfolio of equipment leases for $6,854,830. Subsequently, L.P. Seven sold
interests in this portfolio at various dates in 1999 to L.P. Six, an affiliate
of the Partnership, for $1,750,000 and to the Partnership for $3,000,000 at book
value, which approximated fair market value at the dates of sale. L.P. Seven
recognized no gain or loss on the sale of these interests to either L.P. Six or
to the Partnership.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
As a result of the sales of these interests, as of December 31, 2000 the
Partnership and L.P. Six owned interests aggregating 43.73% and 25.51% in the
lease portfolio with L.P. Seven owning a 30.76% interest at that date. The lease
portfolio is owned and operated as a joint venture ("AIC Trust"). Profits,
losses, excess cash and disposition proceeds are allocated based upon the
Partnerships' percentage ownership interests in the venture during the
respective periods the Partnerships held such interests. The Partnership
accounts for its investment under the equity method of accounting.
Information as to the financial position and results of operations of the
joint venture is summarized below:
December 31, 2000 December 31, 1999
----------------- -----------------
Assets $ 16,677,641 $ 22,058,522
=============== ================
Liabilities $ 9,311,356 $ 15,221,822
=============== ================
Equity $ 7,366,285 $ 6,836,700
=============== ================
Partnership's share of equity $ 3,220,716 $ 2,989,129
=============== ================
Dates of
Year Ended Investments Through
December 31, 2000 December 31, 1999
----------------- -----------------
Net income (loss) $ 529,585 $ (18,130)
=============== ================
Partnership's share of
net income (loss) $ 231,587 $ (10,871)
=============== ================
ICON Aircraft 24846, LLC
In 2000, the Partnership and two affiliates, L.P. Seven and ICON Income
Fund Eight B L.P. ("Fund Eight B") formed ICON Aircraft 24846, LLC ("ICON
Aircraft") for the purpose of acquiring an investment in an aircraft with a
purchase price of $44,515,416, which was funded with cash and non-recourse debt
assumed in the purchase price. This aircraft is subject to an operating lease
with Scandinavian Airlines System. The Partnership has a 2% interest, with L.P.
Seven and Fund Eight B having 2% and 96% interests, respectively. The
Partnership accounts for its investment under the equity method of accounting.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
Information as to the financial position and results of operations of the
joint venture as of and for the period of investment through December 31, 2000
is summarized below:
December 31, 2000
Assets $ 44,450,734
===============
Liabilities $ 42,193,269
===============
Equity $ 2,257,465
===============
Partnership's share of equity $ 45,149
===============
Net income $ 16,100
===============
Partnership's share of net income $ 322
===============
ICON Cheyenne LLC
In 2000, the Partnership and three affiliates, L.P. Six, L.P. Seven and
Fund Eight B formed ICON Cheyenne LLC ("ICON Cheyenne") for the purpose of
acquiring a portfolio of lease investments. The purchase price totaled
$29,705,716 and was funded with cash and non-recourse debt assumed. The
Partnership, L.P. Six, L.P. Seven and Fund Eight B received a 1%, 1%, 10.31% and
87.69% interest, respectively, in ICON Cheyenne. The Partnership accounts for
this investment under the equity method of accounting.
Information as to the financial position and results of operations of the
joint venture as of and for the period of investment through December 31, 2000
is summarized below:
December 31, 2000
Assets $ 29,705,716
===============
Liabilities $ 18,304,565
===============
Equity $ 11,401,151
===============
Partnership's share of equity $ 114,005
===============
Net income $ -
===============
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
4. Receivables Due in Installments
Non-cancelable minimum annual amounts due on finance leases are as follows:
Year
----
2001 $ 21,689,244
2002 13,147,333
2003 9,957,198
2004 5,332,650
2005 4,511,627
--------------
$ 54,638,052
==============
5. Investment in Operating Leases
In 1999 the Partnership acquired two Boeing 737-400 aircraft for a total
cost of $37,600,000. One aircraft is currently leased to The Boeing Company
through May 2003. The other aircraft is presently being remarketed for re-lease.
In 2000 the Partnership acquired aircraft rotables for a total cost of
$1,961,000. The aircraft rotables are leased to Sabena Airlines through January
2003.
The investment in operating leases at December 31, 2000 and 1999 consisted
of the following:
2000 1999
---- ----
Equipment beginning of year $ 38,671,600 $ --
Equipment acquisitions 1,961,000 37,600,000
Initial direct costs 55,500 1,071,600
------------ ------------
Equipment cost, end of year $ 40,688,100 $ 38,671,600
Accumulated depreciation, beginning of year (594,308) --
Depreciation (2,646,303) (594,308)
------------ ------------
Accumulated depreciation, end of year (3,240,611) (594,308)
------------ ------------
Investment in operating lease, end of year $ 37,447,489 $ 38,077,292
============ ============
6. Investments in Unguaranteed Residual Values
In the year ended December 31, 2000, the Partnership invested $1,997,000 to
acquire an interest in an off-shore oil drilling rig subject to lease with Rowan
Companies and $2,526,696 for residual interests related to a portfolio of
technology and other equipment leases with various lessees in the United
Kingdom. The Partnership also has an option to acquire an interest in an
aircraft engine and related components subject to lease with American Airlines.
The Partnership purchased this option in 1999 for a cost of $1,150,000.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
7. Notes Payable
Notes payable consists of notes payable non-recourse, which are being paid
directly to the lenders by the lessees, and note payable-line of credit. The
notes bear interest at rates ranging from 7.49% to 10.0%.
The Partnership entered into a line of credit agreement (the "Facility")
with a lender in December 1998. The maximum amount available under the Facility
is $5,000,000. The Facility is secured by eligible receivables and residuals and
bears interest at the rate of Prime plus one half percent. At December 31, 2000,
the prime rate was 9.5% and the Partnership had $3,594,026 outstanding under the
Facility. The Facility expires April 2001 and is renewable on a yearly basis.
The above notes mature as follows:
Notes Payable Note Payable
Year Non-Recourse Recourse Total
2001 $15,852,156 $ 3,594,026 $19,446,182
2002 9,290,608 -- 9,290,608
2003 30,137,090 -- 30,137,090
2004 10,903,480 -- 10,903,480
2005 3,337,235 -- 3,337,235
----------- ----------- -----------
$69,520,569 $ 3,594,026 $73,114,595
=========== =========== ===========
8. Related Party Transactions
Fees and other expenses paid or accrued by the Partnership to the General
Partner or its affiliates for the period ended December 31, 2000, 1999 and 1998
were as follows:
2000 1999 1998
---- ---- ----
Organization and
offering expenses $ 230,236 $1,642,852 $ 478,752 Charged to equity
Underwriting commissions 306,981 1,190,389 273,573 Charged to equity
Acquisition fees 2,149,370 2,327,918 1,417,014 Capitalized
Management fees 1,836,953 931,151 395 Charged to operations
Administrative expense
reimbursements 751,073 345,358 956 Charged to operations
---------- ---------- ----------
$5,274,613 $6,437,668 $2,170,690
========== ========== ==========
The Partnership has investments in four joint ventures with other
partnerships sponsored by the General Partner. See Note 3 for additional
information relating to the joint ventures.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
9. Tax Information (Unaudited)
The following table reconciles net income for financial reporting purposes
to income for federal income tax purposes for the period ended December 31,
2000, 1999 and 1998:
2000 1999 1998
---- ---- ----
Net income per financial statements $ 102,001 $ 1,262,140 $ 27,205
Differences due to:
Direct finance leases 8,988,112 7,620,751 15,665
Depreciation (17,135,716) (12,974,252) (1,995,119)
Provision for losses (200,000) (385,000) --
Loss on sale of equipment -- (279,835) --
Interest expense (1,060,868) (1,383,573) --
Other (1,155,319) 575,068 --
------------ ------------ ------------
Partnership (loss) for
federal income tax purposes $(10,461,790) $ (5,564,701) $ (1,952,249)
============ ============ ============
As of December 31, 2000, the partners' capital accounts included in the
financial statements totaled $55,293,693 compared to the partners' capital
accounts for federal income tax purposes of $45,322,710 (unaudited). The
difference arises primarily from commissions reported as a reduction in the
partners' capital accounts for financial reporting purposes but not for federal
income tax purposes, and temporary differences related to direct finance leases,
depreciation, provision for losses and interest expense.
10. Quarterly Financial Data (Unaudited)
The following table is a summary of financial data by quarter for the years
ended December 31, 2000 and 1999:
For the Quarters Ended
--------------------------------------------------------------
March 31, June 30, September 30, December 31,
-------- ------- ------------ -----------
2000
Revenues $ 3,698,477 $ 3,724,307 $ 4,066,633 $ 2,740,499
============== ============== ============== ===========
Net income (loss) allocable to
limited partners $ 174,592 $ 23,234 $ 47,894 $ (144,739)
============== ============== ============== ===========
Net income (loss) per weighted
average limited partnership unit $ 0.27 $ 0.03 $ 0.06 $ (0.22)
============== ============== ============== ===========
1999
Revenues $ 928,693 $ 2,372,871 $ 2,320,895 $ 3,509,387
============== ============== ============== ===========
Net income allocable to
limited partners $ 5,808 $ 368,483 $ 363,946 $ 511,282
============== ============== ============== ===========
Net income per weighted
average limited partnership unit $ 0.03 $ 1.13 $ 0.82 $ 1.72
============== ============== ============== ===========
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
----------------------------------------------------------------------
None
PART III
Item 10. Directors and Executive Officers of the Registrant's General Partner
The General Partner, a Connecticut corporation, was formed in 1985. The
General Partner's principal offices are located at 111 Church Street, White
Plains, New York 10601-1505, and its telephone number is (914) 993-1700. The
officers of the General Partner have extensive experience with transactions
involving the acquisition, leasing, financing and disposition of equipment,
including acquiring and disposing of equipment subject to leases and full
financing transactions.
The manager of the Partnership's business is the General Partner. The
General Partner is engaged in a broad range of equipment leasing and financing
activities. Through its sales representatives and through various broker
relationships throughout the United States, the General Partner offers a broad
range of equipment leasing services.
The General Partner will perform certain functions relating to the
management of the equipment of the Partnership. Such services include the
collection of lease payments from the lessees of the equipment, re-leasing
services in connection with equipment which is off-lease, inspections of the
equipment, liaison with and general supervision of lessees to assure that the
equipment is being properly operated and maintained, monitoring performance by
the lessees of their obligations under the leases and the payment of operating
expenses.
The officers and directors of the General Partner are as follows:
Beaufort J.B. Clarke Chairman, Chief Executive Officer and Director
Paul B. Weiss President and Director
Thomas W. Martin Executive Vice President and Director
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Item 10. Continued
Beaufort J. B. Clarke, age 55, has been Chairman, Chief Executive Officer
and Director of the General Partner since 1996. Prior to his present position,
Mr. Clarke was founder and the President and Chief Executive Officer of Griffin
Equity Partners, Inc. Mr. Clarke formerly was an attorney with Shearman and
Sterling and has over 20 years of senior management experience in the United
States leasing industry.
Paul B. Weiss, age 40, is President and Director of the General Partner.
Mr. Weiss has been exclusively engaged in lease acquisitions since 1988 from his
affiliations with the General Partner since 1996, Griffin Equity Partners (as
Executive Vice President from 1993-1996); Gemini Financial Holdings (as Senior
Vice President-Portfolio Acquisitions from 1991-1993) and Pegasus Capital
Corporation (as Vice President-Portfolio Acquisitions from 1988-1991). He was
previously an investment banker and a commercial banker.
Thomas W. Martin, age 47, has been Executive Vice President of the General
Partner since 1996. Prior to his present position, Mr. Martin was the Executive
Vice President and Chief Financial Officer of Griffin Equity Partners, Inc.
(1993-1996), Gemini Financial Holdings (as Senior Vice President from 1992-1993)
and Chancellor Corporation (as Vice President-Syndications from 1985-1992). Mr.
Martin has 17 years of senior management experience in the leasing business.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
Item 11. Executive Compensation
The Partnership has no directors or officers. The General Partner and its
affiliates were paid or accrued the following compensation and reimbursement for
costs and expenses for the period ended December, 31, 2000, 1999 and 1998.
Type of
Entity Capacity Compensation 2000 1999 1998
------ -------- ------------ ---- ---- ----
ICON Capital Corp. General Partner Organization and
offering expenses $ 230,236 $1,642,852 $ 478,752
ICON Securities Corp. Dealer-Manager Underwriting
commissions 306,981 1,190,389 273,573
ICON Capital Corp. Manager Acquisition fees 2,149,370 2,327,918 1,417,014
ICON Capital Corp. General Partner Management fees 1,836,953 931,151 395
ICON Capital Corp. General Partner Administrative
expense
reimbursements 751,073 345,358 956
---------- ---------- ----------
$5,274,613 $6,437,668 $2,170,690
========== ========== ==========
Item 12. Security Ownership of Certain Beneficial Owners and Management
--------------------------------------------------------------
(a) The Partnership is a limited partnership and therefore does not have voting
shares of stock. No person of record owns, or is known by the Partnership
to own beneficially, more than 5% of any class of securities of the
Partnership.
(b) As of March 23, 2001, Directors and Officers of the General Partner do not
own any equity securities of the Partnership.
(c) The General Partner owns the equity securities of the Partnership set forth
in the following table:
Title Percent
of Class Amount Beneficially Owned of Class
-------- ------------------------- --------
General Partner Represents initially a 1% and potentially a 100%
Interest 10% interest in the Partnership's income,
gain and loss deductions.
Item 13. Certain Relationships and Related Transactions
----------------------------------------------
None other than those disclosed in Item 11 herein.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
---------------------------------------------------------------
(a) 1. Financial Statements - See Part II, Item 8 hereof.
2. Financial Statement Schedule - None.
Schedules not listed above have been omitted because they are not
applicable or are not required or the information required to be set
forth therein is included in the Financial Statements or Notes thereto.
3. Exhibits - The following exhibits are incorporated herein by reference:
(i) Amended and Restated Agreement of Limited Partnership
(Incorporated by reference to Exhibit A to Amendment No. 2 to
Form S-1 Registration Statement No. 333-54011 filed with the
Securities and Exchange Commission on September 18, 1998).
(ii) Certificate of Limited Partnership of the Partnership
(Incorporated herein by reference to Exhibit 4.3 to Form S-1
Registration Statement No. 333-54011 filed with the Securities
and Exchange Commission on May 29, 1998.
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Partnership during the year ended
December 31, 2000.
ICON Income Fund Eight A L.P.
(A Delaware Limited Partnership)
December 31, 2000
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Partnership has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
ICON Income Fund Eight A L.P.
File No. 333-54011 (Registrant)
By its General Partner, ICON Capital Corp.
Date: March 28, 2001 /s/ Beaufort J.B. Clarke
-----------------------------------------------
Beaufort J.B. Clarke
Chairman, Chief Executive Officer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacity and on the dates indicated.
ICON Capital Corp.
sole General Partner of the Registrant
Date: March 28, 2001 /s/ Beaufort J.B. Clarke
-----------------------------------------------
Beaufort J.B. Clarke
Chairman, Chief Executive Officer and Director
Date: March 28, 2001 /s/ Paul B. Weiss
-----------------------------------------------
Paul B. Weiss
President and Director
Date: March 28, 2001 /s/ Thomas W. Martin
-----------------------------------------------
Thomas W. Martin
Executive Vice President
(Principal Financial and Accounting Officer)
Supplemental Information to be Furnished With Reports Filed Pursuant to Section
15(d) of the Act by Registrant Which have not Registered Securities Pursuant to
Section 12 of the Act
No annual report or proxy material has been sent to security holders. An annual
report will be sent to the limited partners and a copy will be forwarded to the
Commission.