ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P. - FORM 10-Q

Attached files

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EX-32.1 - CERTIFICATION OF CO-CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex32-1.htm
EX-32.2 - CERTIFICATION OF CO-CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex32-2.htm
EX-32.3 - CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex32-3.htm
EX-31.3 - CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex31-3.htm
EX-31.1 - CERTIFICATION OF CO-CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex31-1.htm
EX-31.2 - CERTIFICATION OF CO-CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex31-2.htm

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, 2010

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from

Commission_File_Number_

000-53919

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(Exact name of registrant as specified in its charter)

Delaware	26-3215092
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

100 Fifth Avenue, 4th Floor, New York, New York	10011
(Address of principal executive offices)	(Zip code)

(212) 418-4700

(Registrant's telephone number, including area code)

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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[ ] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,’’ ‘‘accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [x] Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

[ ] Yes [x] No

Number of outstanding limited partnership interests of the registrant on August 6, 2010 is 144,653.

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. Table of Contents
		Page

PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

Consolidated Balance Sheets		1

Consolidated Statements of Operations		2

Consolidated Statements of Changes in Equity		3

Consolidated Statements of Cash Flows		4

Notes to Consolidated Financial Statements		5

Item 2. General Partner’s Discussion and Analysis of Financial Condition and Results of Operations		16

Item 3. Quantitative and Qualitative Disclosures About Market Risk		24

Item 4. Controls and Procedures		24

PART II – OTHER INFORMATION

Item 1. Legal Proceedings		25

Item 1A. Risk Factors		25

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		25

Item 3. Defaults Upon Senior Securities		25

Item 4. (Removed and Reserved)		25

Item 5. Other Information		25

Item 6. Exhibits		26

Signatures		27

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.
(A Delaware Limited Partnership)
Consolidated Balance Sheets

Assets

	June 30,
	2010			December 31,
	(unaudited)			2009
Cash and cash equivalents	$	60,711,834		$	27,074,324
Net investment in finance lease		4,044,935			-
Leased equipment at cost (less accumulated depreciation of
$2,219,871 and $649,453, respectively)		22,587,488			13,530,536
Notes receivable		9,630,431			-
Investments in joint ventures		15,810,424			17,742,829
Deferred charges, net		1,292,601			1,186,369
Other assets, net		2,422,227			33,006

Total Assets	$	116,499,940		$	59,567,064

Liabilities and Equity

Liabilities:
Deferred revenue	$	1,089,663		$	227,161
Due to General Partner and affiliates		874,577			566,964
Accrued expenses and other liabilities		1,713,791			157,889

Total Liabilities		3,678,031			952,014

Commitments and contingencies (Note 10)

Equity:
Partners’ (Deficit) Equity
Limited Partners		111,957,077			58,640,528
General Partner		(65,106	)		(25,478	)

Total Partners’ Equity		111,891,971			58,615,050

Noncontrolling Interest		929,938			-

Total Equity		112,821,909			58,615,050

Total Liabilities and Equity	$	116,499,940		$	59,567,064

See accompanying notes to consolidated financial statements.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.
(A Delaware Limited Partnership)
Consolidated Statements of Operations
(unaudited)

				Period from June 19, 2009 (Commencement of Operations) through June 30, 2009						Period from June 19, 2009 (Commencement of Operations) through June 30, 2009


	Three Months Ended						Six Months Ended
	June 30, 2010						June 30, 2010

Revenue:
Rental income	$	1,368,412		$	-		$	2,444,161		$	-
Finance income		153,923			-			218,304			-
Income from investments in joint ventures		643,384			-			1,310,880			-
Interest and other income		510,729			-			679,682			-

Total revenue		2,676,448			-			4,653,027			-

Expenses:
Management fees		129,460			-			208,071			-
Administrative expense reimbursements		1,602,823			418,366			2,543,400			418,366
General and administrative		323,495			239,886			564,502			239,886
Depreciation and amortization		931,357			-			1,637,200			-

Total expenses		2,987,135			658,252			4,953,173			658,252

Net loss		(310,687	)		(658,252	)		(300,146	)		(658,252	)

Less: Net income attributable to noncontrolling interest		26,730			-			26,730			-

Net loss attributable to Fund Fourteen	$	(337,417	)	$	(658,252	)	$	(326,876	)	$	(658,252	)

Net loss attributable to Fund Fourteen allocable to:
Limited Partners	$	(334,043	)	$	(651,669	)	$	(323,607	)	$	(651,669	)
General Partner		(3,374	)		(6,583	)		(3,269	)		(6,583	)

	$	(337,417	)	$	(658,252	)	$	(326,876	)	$	(658,252	)

Weighted average number of limited
partnership interests outstanding		117,468			3,552			101,202			3,552

Net loss attributable to Fund Fourteen per weighted average
limited partnership interest outstanding	$	(2.84	)	$	(183.47	)	$	(3.20	)	$	(183.47	)

See accompanying notes to consolidated financial statements.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Equity

	Partners' Equity

	Limited								Total
	Partnership		Limited						Partners’			Noncontrolling			Total
	Interests		Partners			General Partner			Equity			Interest			Equity
Balance, December 31, 2009		68,411	$	58,640,528		$	(25,478	)	$	58,615,050		$	-		$	58,615,050

Net income		-		10,436			105			10,541			-			10,541
Proceeds from sale of limited partnership interests		30,916		30,798,446			-			30,798,446			-			30,798,446
Sales and offering expenses		-		(3,209,025	)		-			(3,209,025	)		-			(3,209,025	)
Cash distributions		-		(1,478,576	)		(14,935	)		(1,493,511	)		-			(1,493,511	)

Balance, March 31, 2010 (unaudited)		99,327		84,761,809			(40,308	)		84,721,501			-			84,721,501

Net loss		-		(334,043	)		(3,374	)		(337,417	)		26,730			(310,687	)
Proceeds from sale of limited partnership interests		33,294		33,146,563			-			33,146,563			-			33,146,563
Sales and offering expenses		-		(3,496,223	)		-			(3,496,223	)		-			(3,496,223	)
Cash distributions		-		(2,120,515	)		(21,419	)		(2,141,934	)		(97,311	)		(2,239,245	)
Investment by noncontrolling interest		-		(514	)		(5	)		(519	)		1,000,519			1,000,000

Balance, June 30, 2010 (unaudited)		132,621	$	111,957,077		$	(65,106	)	$	111,891,971		$	929,938		$	112,821,909

See accompanying notes to consolidated financial statements.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows
(unaudited)
				Period from June 19, 2009 (Commencement of Operations) through June 30, 2009


	Six Months Ended
	June 30, 2010

Cash flows from operating activities:
Net loss	$	(300,146	)	$	(658,252	)
Adjustments to reconcile net loss to net cash provided by
operating activities:
Finance income		(218,304	)		-
Income from investments in joint ventures		(1,310,880	)		-
Depreciation and amortization		1,637,200			-
Loss on partial sale of interests in joint ventures		25,045			-
Changes in operating assets and liabilities:
Collection of finance lease		541,574			-
Other assets, net		(2,058,464	)		-
Accrued expenses and other liabilities		1,500,967			-
Deferred revenue		862,502			-
Due to/from General Partner and affiliates, net		89,567			315,634
Distributions from joint ventures		1,198,271			-

Net cash provided by (used in) operating activities		1,967,332			(342,618	)

Cash flows from investing activities:
Purchase of equipment		(15,013,976	)		-
Investment in joint venture		(151,937	)		-
Distributions from joint ventures in excess of profits		821,906			-
Investment in joint ventures by noncontrolling interest		1,350,000			-
Investment in note receivable		(10,236,727	)		-
Repayment on note receivable		227,158			-

Net cash used in investing activities		(23,003,576	)		-

Cash flows from financing activities:
Sale of limited partnership interests		63,945,009			4,971,696
Sales and offering expenses paid		(6,099,758	)		(442,483	)
Deferred charges		(438,741	)		(519,042	)
Investment by noncontrolling interest		1,000,000			-
Distributions to noncontrolling interest		(97,311	)		-
Cash distributions		(3,635,445	)		(2,459	)
Redemption of limited partnership interest		-			(1,000	)

Net cash provided by financing activities		54,673,754			4,006,712

Net increase in cash and cash equivalents		33,637,510			3,664,094

Cash and cash equivalents, beginning of the period		27,074,324			1,001

Cash and cash equivalents, end of the period	$	60,711,834		$	3,665,095


Supplemental disclosure of non-cash investing and financing activities:
Organizational and offering expenses due to Investment Manager	$	218,046		$	538,190
Sales commissions due to third parties	$	54,935		$	54,556
Organizational and offering expenses amortized to equity	$	550,555		$	44,051

See accompanying notes to consolidated financial statements.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(1)	Organization

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. (the “Partnership”) was formed on August 20, 2008 as a Delaware limited partnership. The Partnership is engaged in one business segment, the business of investing in business-essential equipment and corporate infrastructure (collectively, “Capital Assets”), including, but not limited to, Capital Assets that are already subject to lease, Capital Assets that the Partnership purchases and leases to domestic and global businesses, loans that are secured by Capital Assets, and ownership rights to leased Capital Assets at lease expiration. The Partnership will continue until December 31, 2020, unless terminated sooner.

The Partnership’s principal investment objective is to obtain the maximum economic return from its investments for the benefit of its partners. To achieve this objective, the Partnership: (i) acquires a diversified portfolio by making investments in Capital Assets; (ii) makes monthly cash distributions, at the Partnership’s general partner’s discretion, to its partners commencing the month following each partner’s admission to the Partnership, continuing until the end of the operating period; (iii) will reinvest substantially all undistributed cash from operations and cash from sales of investments in Capital Assets during the operating period; and (iv) will dispose of its investments and distribute the excess cash from such dispositions to its partners beginning with the commencement of the liquidation period.

The general partner of the Partnership is ICON GP 14, LLC, a Delaware limited liability company (the “General Partner”), which is a wholly-owned subsidiary of ICON Capital Corp., a Delaware corporation (“ICON Capital”). The General Partner manages and controls the business affairs of the Partnership, including, but not limited to, the Capital Assets the Partnership invests in pursuant to the terms of the Partnership’s limited partnership agreement (the “Partnership Agreement”). Pursuant to the terms of an investment management agreement, the General Partner has engaged ICON Capital as an investment manager (the “Investment Manager”) to, among other things, facilitate the acquisition and servicing of the Partnership’s investments. Additionally, the General Partner has a 1% interest in the profits, losses, cash distributions and liquidation proceeds of the Partnership.

The Partnership is currently in its offering period, which commenced on May 18, 2009 and is anticipated to end no later than May 2011. With the proceeds from the sale of limited partnership interests (“Interests”), the Partnership intends to invest in a diverse pool of Capital Assets and establish a cash reserve in the amount of 0.50% of the gross offering proceeds. The initial capitalization of the Partnership was $1,001, which consisted of $1 from the General Partner and $1,000 from ICON Capital. The Partnership is offering Interests on a “best efforts” basis with the intention of raising up to $418,000,000 of capital, consisting of 420,000 Interests, of which 20,000 have been reserved for the Partnership’s distribution reinvestment plan (the “DRIP Plan”). The DRIP Plan allows limited partners to purchase Interests with distributions received from the Partnership and/or certain affiliates of the Partnership. At any time prior to May 18, 2011, the Partnership may, at its sole discretion, increase the offering to a maximum of up to $618,000,000 of capital, consisting of 600,000 Interests, provided that the offering period is not extended in connection with such change.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(1)	Organization - continued

The Partnership’s initial closing date was June 19, 2009 (the “Commencement of Operations”), the date at which the Partnership had raised $1,200,000 and limited partners were admitted. Upon the Commencement of Operations, the Partnership returned the initial capital contribution of $1,000 to ICON Capital. During the period from May 18, 2009 to June 30, 2010, the Partnership sold 132,622 Interests to 3,752 limited partners, representing $132,245,148 of capital contributions. Investors from the Commonwealth of Pennsylvania and the State of Tennessee were not admitted until the Partnership raised total equity in the amount of $20,000,000, which the Partnership achieved on August 27, 2009. Beginning with the Commencement of Operations, the Partnership has paid or accrued sales commissions to third parties. The Partnership has also paid or accrued various fees to the General Partner and its affiliates. For the period from the Commencement of Operations through June 30, 2010, the Partnership paid or accrued the following fees in connection with its offering of its Interests: (i) sales commissions to third parties in the amount of $9,013,456 and (ii) underwriting fees in the amount of $3,876,955 to ICON Securities Corp., an affiliate of the General Partner and the dealer-manager of the Partnership’s offering (“ICON Securities”). In addition, the General Partner and its affiliates, on behalf of the Partnership, incurred organizational and offering expenses in the amount of $2,234,359. For the period from the Commencement of Operations through June 30, 2010, organizational and offering expenses in the amount of $941,758 were recorded as a reduction of partners’ equity.

Partners’ capital accounts are increased for their initial capital contribution plus their proportionate share of earnings and decreased by their proportionate share of losses and distributions. Profits, losses, cash distributions and liquidation proceeds are allocated 99% to the limited partners and 1% to the General Partner until the aggregate amount of cash distributions paid to limited partners equals the sum of the limited partners’ aggregate capital contributions plus an 8% cumulative annual return on their aggregate unreturned capital contributions, compounded daily. After such time, distributions will be allocated 90% to the limited partners and 10% to the General Partner.

(2)	Basis of Presentation and Consolidation

The accompanying consolidated financial statements of the Partnership have been prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission for Quarterly Reports on Form 10-Q. In the opinion of the General Partner, all adjustments considered necessary for a fair presentation have been included. These consolidated financial statements should be read together with the consolidated financial statements and notes included in the Partnership’s Annual Report on Form 10-K for the period from the Commencement of Operations through December 31, 2009. The results for the interim period are not necessarily indicative of the results for the full year.

The consolidated financial statements include the accounts of the Partnership and its majority-owned subsidiaries and other controlled entities. All intercompany accounts and transactions have been eliminated in consolidation. In joint ventures where the Partnership has majority ownership, the financial condition and results of operations of the joint venture are consolidated. Noncontrolling interest represents the minority owner’s proportionate share of its equity in the joint venture. The noncontrolling interest is adjusted for the minority owner’s share of the earnings, losses, investments and distributions of the joint venture.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(2)	Basis of Presentation and Consolidation - continued

The Partnership accounts for its noncontrolling interests in joint ventures where the Partnership has influence over financial and operational matters, generally 50% or less ownership interest, 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. The Partnership accounts for investments in joint ventures where the Partnership has virtually no influence over financial and operational matters using the cost method of accounting. In such cases, the Partnership’s original investments are recorded at cost and any distributions received are recorded as revenue. All of the Partnership’s investments in joint ventures are subject to its impairment review policy.

Recently Adopted Accounting Pronouncements

In June 2009, the Financial Accounting Standards Board (“FASB”) issued an update to Accounting Standard Codification 810 – Consolidation (“ASC 810”). The update amends the consolidation guidance applicable to variable interest entities (“VIEs”) and changes how a reporting entity evaluates whether an entity is considered the primary beneficiary of a VIE and is therefore required to consolidate such VIE. ASC 810 also requires assessments at each reporting period of which party within the VIE is considered the primary beneficiary and requires a number of new disclosures related to VIEs. The adoption of this guidance, effective January 1, 2010, did not have a material impact on the Partnership’s consolidated financial statements.

In January 2010, the FASB issued Accounting Standards Update 2010-06, Fair Value Measurements and Disclosures (Topic 820), Improving Disclosures about Fair Value Measurements (“ASU 2010-06”), amending Accounting Standards Codification 820. ASU 2010-06 requires new disclosures and clarifies existing disclosures on fair value measurements. It requires new disclosures including (i) separate disclosure of the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and a description of the reasons for the transfers and (ii) separate presentation of information about purchases, sales, issuances and settlements in the reconciliation of Level 3 fair value measurements. This update also clarifies existing disclosures requiring the Partnership to (i) determine each class of assets and liabilities based on the nature and risks of the investments rather than by major security type and (ii) for each class of assets and liabilities, disclose the valuation techniques and inputs used to measure fair value for both Level 2 and Level 3 fair value measurements. The new disclosures and clarifications of existing disclosures are effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in Level 3 fair value measurements, which are effective for fiscal years beginning after December 15, 2010. The adoption of ASU 2010-06 did not have a material effect on the Partnership’s consolidated financial statements.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(3)	Net Investment in Finance Lease

Net investment in finance lease consisted of the following at June 30, 2010:

	June 30,
	2010
Minimum rents receivable	$	4,273,643
Estimated residual value		641,942
Initial direct costs, net		88,590
Unearned income		(959,240	)

Net investment in finance lease	$	4,044,935

Non-cancelable minimum annual amounts due on the investment in finance lease over the remaining term of the lease were as follows at June 30, 2010:

For the period July 1 to December 31, 2010	$	801,308
For the year ending December 31, 2011		1,602,616
For the year ending December 31, 2012		1,602,616
For the year ending December 31, 2013		267,103
	$	4,273,643

(4)	Leased Equipment at Cost

Leased equipment at cost consisted of the following:

	June 30,			December 31,
	2010			2009
Packaging equipment	$	6,535,061		$	6,535,061
Telecommunications equipment		7,644,928			7,644,928
Motor coaches		10,627,370			-
		24,807,359			14,179,989
Less: Accumulated depreciation		(2,219,871	)		(649,453	)

	$	22,587,488		$	13,530,536

Depreciation expense was $874,310 and $1,570,418 for the three months and six months ended June 30, 2010, respectively.

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(4)	Leased Equipment at Cost - continued

Motor Coaches

On March 9, 2010, the Partnership, through its wholly-owned subsidiary, ICON Coach II, LLC (“ICON Coach II”), executed a master lease agreement in which it agreed to purchase and lease back twenty-six 2010 MCI J4500 motor coach buses from Motor Coach Industries, Inc. (“MCI”) for the aggregate purchase price of approximately $10,370,000. Simultaneously with the execution of the lease, ICON Coach II purchased eleven 2010 MCI J4500 motor coach buses from MCI for the purchase price of $4,502,715 and leased the buses to Dillon's Bus Service, Inc. (“DBS”). DBS paid interim rent for the period from March 9, 2010 through May 31, 2010. On May 13, 2010, ICON Coach II purchased fifteen 2010 MCI J4500 motor coach buses from MCI for the purchase price of $5,865,450 and simultaneously leased the buses to Lakefront Lines, Inc. (“Lakefront”). Lakefront paid interim rent for the period from May 13, 2010 through May 31, 2010. The leases with DBS and Lakefront are for a period of sixty months and the base term for both leases commenced on June 1, 2010. The obligations of DBS and Lakefront are guaranteed by Coach America Holdings, Inc. and CUSA, LLC, their direct and indirect parent companies. The Partnership paid an acquisition fee to the Investment Manager of approximately $259,000 relating to this transaction.

Telecommunications Equipment

Between September 2009 and February 2010, the Partnership, through its wholly-owned subsidiary, ICON Global Crossing VI, LLC (“ICON GC VI”), purchased and simultaneously leased to Global Crossing Telecommunications, Inc. (“Global Crossing”) approximately $11,738,000 of telecommunications equipment under a master lease agreement. Each of the three equipment schedules are for a period of thirty-six months and the leases expire between September 2012 and February 2013. On April 1, 2010, the Partnership sold a 9.084% noncontrolling interest in ICON GC VI to an unaffiliated third party, Hardwood Partners, LLC (“Hardwood”), for $1,000,000. As a result of the sale, the Partnership recorded a nominal loss on sale which is included in partners' equity and the Partnership’s controlling interest in ICON GC VI was reduced to 90.916%.

Aggregate annual minimum future rentals receivable from the Partnership’s non-cancelable operating leases over the next five years consisted of the following at June 30, 2010:

For the period July 1 to December 31, 2010	$	3,033,148
For the year ending December 31, 2011		6,066,296
For the year ending December 31, 2012		5,522,134
For the year ending December 31, 2013		3,192,472
For the year ending December 31, 2014		2,332,108
Thereafter		154,486
	$	20,300,644

Table of Contents

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(5)	Notes Receivable

Note Receivable Secured by Credit Card Machines

On March 3, 2010, the Partnership, through its wholly-owned subsidiary, ICON Northern Leasing III, LLC (“ICON NL III”), provided a senior secured term loan in the aggregate amount of $9,857,589 to Northern Capital Associates XVIII, L.P. (“NCA XVIII”), Northern Capital Associates XV, L.P. (“NCA XV”) and Northern Capital Associates XIV, L.P. (“NCA XIV”) (collectively “NL III”). The loan is secured by (i) an underlying pool of leases for credit card machines of NCA XVIII; (ii) an underlying pool of leases for credit card machines of NCA XV (subject only to the first priority security interest of ICON Northern Leasing II, LLC, an affiliate of the General Partner (“ICON NL II”)), and (iii) an underlying pool of leases for credit card machines of NCA XIV (subject only to the first priority security interest of ICON Northern Leasing, LLC, an affiliate of the General Partner, and second priority security interest of ICON NL II). Interest on the secured term loan accrues at a rate of 18% per year. The loan is payable monthly in arrears for a period of 48 months. The obligations of NL III are guaranteed by Northern Leasing Systems, Inc. The Partnership paid an acquisition fee to the Investment Manager of approximately $379,000 relating to this transaction.

Note Receivable Secured by Aframax Tankers

On June 30, 2010, the Partnership, through its wholly-owned subsidiary, ICON Palmali 14, LLC (“ICON Palmali 14”), and ICON Leasing Fund Twelve, LLC, an entity managed by the Investment Manager (“Fund Twelve”), through its wholly-owned subsidiary, ICON Palmali 12, LLC (“ICON Palmali 12”), participated in a $96,000,000 loan facility by making second priority secured term loans to Ocean Navigation 5 Co. Ltd. and Ocean Navigation 6 Co. Ltd. (collectively, “Ocean Navigation”) pursuant to a loan agreement (the “Palmali Loan Agreement”). The proceeds of the loans will be used by Ocean Navigation to purchase two Aframax tanker vessels, the Shah Deniz and the Absheron (each a “Vessel,” and collectively, the “Vessels”).

The aggregate principal amounts of ICON Palmali 14’s and ICON Palmali 12’s secured term loans are $14,400,000 and $9,600,000, respectively, half of which will be made available to Ocean Navigation for the purchase of each Vessel. Interest on the loans accrues at a rate of 15.25% per year and is payable quarterly in arrears for a period of six years from the delivery date of each Vessel. The entire principal amounts will be due at the maturity of the loans. Ocean Navigation has the option to prepay the loans in whole or in part following the third anniversary of the date of the first advance for each Vessel.

On July 28, 2010, ICON Palmali 14 and ICON Palmali 12 made loans in the amounts of $7,200,000 and $4,800,000, respectively, to Ocean Navigation for the purchase of the Shah Deniz. In connection with the loans, ICON Palmali 14 and ICON Palmali 12 collected (i) arrangement fees in the amounts of $360,000 and $240,000, respectively, and (ii) unused commitment fees of 2% per year on the undrawn loan amounts. In addition, Ocean Navigation is required to pay an unused commitment fee of 2% per year of the undrawn loan amounts from July 29, 2010 through September 30, 2010, 4% per year from October 1, 2010 through December 31, 2010 and 6% per year from January 1, 2011 through March 31, 2011.

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ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(5)	Notes Receivable - continued

The loans are secured by, among other things, second priority security interests in (i) the Vessels, (ii) the earnings from the Vessels and (iii) the equity interests of Ocean Navigation. In addition, Ocean Navigation or the Palmali Guarantors (as defined below) must provide ICON Palmali 14 and ICON Palmali 12 additional security for the loans with a fair market value of not less than $10,000,000 within twelve months of the date of the Palmali Loan Agreement. All of Ocean Navigation’s obligations under the Palmali Loan Agreement are guaranteed by its direct and indirect parent companies and affiliates, Palmali Holding Company Limited, Palmali International Holding Company Limited, Palocean Shipping Limited and Ocean Holding Company Limited (collectively, the “Palmali Guarantors”).

Simultaneously with ICON Palmali 14’s and ICON Palmali 12’s loans, DVB Bank SE (“DVB”) will, pursuant to the Palmali Loan Agreement, lend $72,000,000 to Ocean Navigation (the “DVB Loan”) for the purchase of the Vessels. The DVB Loan is secured by, among other things, a first priority security interest in (x) the Vessels, (y) the earnings from the Vessels and (z) the equity interests of Ocean Navigation. The proceeds from the enforcement of any security shall be applied (i) first, to pay all costs and expenses incurred by DVB, ICON Palmali 14 and ICON Palmali 12, (ii) second, to DVB for accrued and unpaid interest, (iii) third, to DVB for unpaid principal, (iv) fourth, pro rata to ICON Palmali 14 and ICON Palmali 12 for accrued and unpaid interest, and (v) fifth, pro rata to ICON Palmali 14 and ICON Palmali 12 for unpaid principal. The Partnership paid an acquisition fee to the Investment Manager of $1,735,500 relating to ICON Palmali 14’s investment in this transaction.

(6)	Investments in Joint Ventures

On April 1, 2010, the Partnership and Fund Twelve (each a “Seller” and together, the “Sellers”) sold to Hardwood a 9.927% interest in ICON Atlas, LLC (“ICON Atlas”), a 5.297% interest in ICON ION, LLC (“ICON ION”) and a 10.678% interest in ICON Quattro, LLC (“ICON Quattro”). Hardwood paid $1,000,000 for each of these three investments. The ownership interest in each of the three entities provided by each Seller to Hardwood was proportionate to the Sellers’ ownership percentages immediately prior to the sale. The Partnership received aggregate proceeds of $1,350,000 and recorded an aggregate loss on sale of approximately $25,000.

Immediately following the sales, the resulting ownership interests were as follows:

	Partnership			Fund Twelve			Hardwood			Total
ICON Atlas		40.533	%		49.540	%		9.927	%		100	%
ICON ION		42.616	%		52.087	%		5.297	%		100	%
ICON Quattro		40.195	%		49.127	%		10.678	%		100	%

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ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(6)	Investments in Joint Ventures - continued

The results of operations of ICON Atlas are summarized below:

			Period from June 19,				Period from June 19,
			2009 (Commencement				2009 (Commencement
	Three Months Ended		of Operations) through		Six Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		June 30, 2010		June 30, 2009
Revenue	$	613,955	$	13,143	$	1,227,910	$	13,143
Net income	$	380,434	$	8,351	$	759,837	$	8,351
Partnership’s share of net income	$	154,201	$	-	$	324,933	$	-

The results of operations of ICON ION are summarized below:

			Period from June 19,				Period from June 19,
			2009 (Commencement				2009 (Commencement
	Three Months Ended		of Operations) through		Six Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		June 30, 2010		June 30, 2009
Revenue	$	723,395	$	-	$	1,476,719	$	-
Net income	$	724,318	$	-	$	1,372,074	$	-
Partnership’s share of net income	$	308,675	$	-	$	600,165	$	-

The results of operations of ICON Quattro are summarized below:

			Period from June 19,				Period from June 19,
			2009 (Commencement				2009 (Commencement
	Three Months Ended		of Operations) through		Six Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		June 30, 2010		June 30, 2009
Revenue	$	554,343	$	-	$	1,125,808	$	-
Net income	$	449,081	$	-	$	905,245	$	-
Partnership’s share of net income	$	180,508	$	-	$	385,782	$	-

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ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(7)	Revolving Line of Credit, Recourse

The Partnership and certain entities managed by the Investment Manager, ICON Income Fund Eight B L.P. (“Fund Eight B”), ICON Income Fund Nine, LLC (“Fund Nine”), ICON Income Fund Ten, LLC (“Fund Ten”), ICON Leasing Fund Eleven, LLC (“Fund Eleven”) and Fund Twelve (together with the Partnership, Fund Eight B, Fund Nine, Fund Ten, and Fund Eleven, the “ICON Borrowers”), are parties to a Commercial Loan Agreement, as amended (the “Loan Agreement”), with California Bank & Trust (“CB&T”). The Loan Agreement provides for a revolving line of credit of up to $30,000,000 pursuant to a senior secured revolving loan facility (the “Facility”), which is secured by all assets of the ICON Borrowers not subject to a first priority lien, as defined in the Loan Agreement. Each of the ICON Borrowers is jointly and severally liable for all amounts borrowed under the Facility. At June 30, 2010, no amounts were accrued related to the Partnership’s joint and several obligations under the Facility. Amounts available under the Facility are subject to a borrowing base that is determined, subject to certain limitations, on the present value of the future receivables under certain lease agreements and loans in which the ICON Borrowers have a beneficial interest.

The Facility expires on June 30, 2011 and the ICON Borrowers may request a one year extension to the revolving line of credit within 390 days of the then-current expiration date, but CB&T has no obligation to extend. The interest rate for general advances under the Facility is CB&T’s prime rate and the interest rate on up to five separate non-prime rate advances that are permitted to be made under the Facility is the rate at which U.S. dollar deposits can be acquired by CB&T in the London Interbank Eurocurrency Market plus 2.5% per year, provided that neither interest rate is permitted to be less than 4.0% per year. The interest rate at June 30, 2010 was 4.0%. In addition, the ICON Borrowers are obligated to pay a quarterly commitment fee of 0.50% on unused commitments under the Facility.

Aggregate borrowings by all ICON Borrowers under the Facility amounted to $1,350,000 at June 30, 2010, all of which was borrowed by Fund Ten. Subsequent to June 30, 2010, Fund Ten repaid $1,350,000, which reduced its outstanding loan balance to $0.

Pursuant to the Loan Agreement, the ICON Borrowers are required to comply with certain covenants. At June 30, 2010, the ICON Borrowers were in compliance with all covenants.

(8)	Transactions with Related Parties

The Partnership has entered into certain agreements with the General Partner, the Investment Manager and ICON Securities whereby the Partnership pays certain fees and makes certain reimbursements to these parties. ICON Securities is entitled to receive a 3% underwriting fee from the gross proceeds from sales of the Partnership’s Interests.

The Partnership pays the Investment Manager (i) an annual management fee, payable monthly, equal to 3.50% of the gross periodic payments due and paid from the Partnership’s investments and (ii) acquisition fees, through the end of the operating period, equal to 2.50% of the purchase price of each investment the Partnership makes in Capital Assets.

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ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(8)	Transactions with Related Parties - continued

In addition, the Partnership reimburses the General Partner and its affiliates for organizational and offering expenses incurred in connection with the Partnership’s organization and offering. The reimbursement of these expenses will be capped at the lesser of 1.44% of the gross offering proceeds (assuming all of the Interests are sold in the offering) and the actual costs and expenses incurred by the General Partner and its affiliates. Accordingly, the General Partner and its affiliates may ultimately be reimbursed for less than the actual costs and expenses incurred. These costs may include, but are not limited to, legal, accounting, printing, advertising, administrative, investor relations and promotional expenses for registering, offering and distributing the Partnership’s Interests to the public. The General Partner also has a 1% interest in the Partnership’s profits, losses, cash distributions and liquidation proceeds.

In addition, the General Partner and its affiliates are reimbursed for administrative expenses incurred in connection with the Partnership’s operations. Administrative expense reimbursements are costs incurred by the General Partner or its affiliates that are necessary to the Partnership’s operations. These costs include the General Partner’s and its affiliates’ legal, accounting, investor relations and operations personnel costs, as well as professional fees and other costs that are charged to the Partnership based upon the percentage of time such personnel dedicate to the Partnership. Excluded are salaries and related costs, office rent, travel expenses and other administrative costs incurred by individuals with a controlling interest in the General Partner.

Fees and other expenses paid or accrued by the Partnership to the General Partner or its affiliates were as follows:

					Period from June 19,				Period from June 19,
			Three Months Ended		2009 (Commencement of Operations) through		Six Months Ended		2009 (Commencement of Operations) through
Entity	Capacity	Description	June 30, 2010		June 30, 2009		June 30, 2010		June 30, 2009
ICON Capital Corp.	Investment Manager	Organizational and offering
		expense reimbursements (1)	$	453,374	$	1,057,232	$	656,787	$	1,057,232
ICON Securities Corp.	Dealer-Manager	Underwriting fees (2)		956,237		149,112		1,850,567		149,112
ICON Capital Corp.	Investment Manager	Acquisition fees (3)		1,735,500		-		2,480,832		-
ICON Capital Corp.	Investment Manager	Management fees (4)		129,460		-		208,071		-
ICON Capital Corp.	Investment Manager	Administrative expense
		reimbursements (4)		1,602,823		418,366		2,543,400		418,366
			$	4,877,394	$	1,624,710	$	7,739,657	$	1,624,710

(1) Amount capitalized and amortized to partners’ equity.
(2) Amount charged directly to partners’ equity.
(3) Amount capitalized and amortized to operations over the estimated service period in accordance with the Partnership’s accounting policies.
(4) Amount charged directly to operations.

At June 30, 2010, the Partnership had a net payable of $874,577 due to the General Partner and its affiliates that primarily consisted of administrative expense reimbursements in the amount of approximately $537,000 and organizational and offering expense reimbursements of approximately $218,000.

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ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

June 30, 2010

(unaudited)

(8)	Transactions with Related Parties - continued

From July 1, 2010 to August 6, 2010, the Partnership raised an additional $11,919,200 in capital contributions and has paid or accrued underwriting fees to ICON Securities in the amount of $327,249.

(9)	Fair Value Measurements

Fair value information with respect to the Partnership’s leased assets and liabilities is not separately provided since (i) the current accounting pronouncements do not require fair value disclosures of lease arrangements and (ii) the carrying value of financial assets, other than lease-related investments, and the recorded value of recourse debt approximate fair value due to their short-term maturities and variable interest rates. The estimated fair value of the Partnership’s notes receivable was based on the discounted value of future cash flows related to the loans based on recent transactions of this type.

	June 30, 2010
	Carrying Amount		Fair Value
Fixed rate notes receivable	$	9,630,431	$	10,755,588

(10)	Commitments and Contingencies

At the time the Partnership acquires or divests of its interest in a Capital Asset, the Partnership may, under very limited circumstances, agree to indemnify the seller or buyer for specific contingent liabilities. The General Partner believes that any liability that may arise as a result of any such indemnification obligations will not have a material adverse effect on the consolidated financial condition of the Partnership taken as a whole.

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Item 2. General Partner's Discussion and Analysis of Financial Condition and Results of Operations

The following is a discussion of our current financial position and results of operations. This discussion should be read together with our unaudited consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2009. This discussion should also be read in conjunction with the disclosures below regarding “Forward-Looking Statements” and the “Risk Factors” set forth in Item 1A of Part II of this Quarterly Report on Form 10-Q.

As used in this Quarterly Report on Form 10-Q, references to “we,” “us,” “our” or similar terms include ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. and its consolidated subsidiaries.

Forward-Looking Statements

Certain statements within this Quarterly Report on Form 10-Q may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”). These statements are being made pursuant to the PSLRA, with the intention of obtaining the benefits of the “safe harbor” provisions of the PSLRA, and, other than as required by law, we assume no obligation to update or supplement such statements. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. You can identify these statements by the use of words such as “may,” “will,” “could,” “anticipate,” “believe,” “estimate,” “expect,” “continue,” “further,” “plan,” “seek,” “intend,” “predict” or “project” and variations of these words or comparable words or phrases of similar meaning. These forward-looking statements reflect our current beliefs and expectations with respect to future events and are based on assumptions and are subject to risks and uncertainties and other factors outside our control that may cause actual results to differ materially from those projected. We undertake no obligation to update publicly or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Overview

We operate as an equipment leasing and finance fund in which the capital our partners invest is pooled together to make investments in Capital Assets, pay fees and establish a small reserve. We commenced operations on June 19, 2009. We will use a substantial portion of the proceeds from the sale of our Interests to invest in Capital Assets, including, but not limited to, Capital Assets that are already subject to lease, Capital Assets that we purchase and lease to domestic and global businesses, loans that are secured by Capital Assets, and ownership rights to leased Capital Assets at lease expiration. After these proceeds have been invested, it is anticipated that additional investments will be made with the cash generated from our initial investments to the extent that cash is not used for our expenses, reserves and distributions to limited partners. The investment in additional Capital Assets in this manner is called “reinvestment.” We anticipate investing and reinvesting in Capital Assets from time to time for five years from the date we complete the offering. This time frame is called the “operating period” and may be extended, at our General Partner’s discretion, for up to an additional three years. After the operating period, we will then sell our assets in the ordinary course of business, during a time frame called the “liquidation period.”

We seek to make investments in Capital Assets that we believe will provide our investors with a satisfactory rate of return on their investment from (a) current cash flow generated by the payment of rent in the case of leases and principal and/or interest in the case of secured loans, (b) deferred cash flow from the realization of the value of the Capital Assets or interests therein at the maturity of the investment or the exercise of an option to purchase Capital Assets or (c) a combination of both.

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With respect to (a) above, we seek to make investments in Capital Assets subject to lease and in secured loans with lessees and borrowers, respectively, that we believe to be creditworthy based on such lessees’ and borrowers’ financial position, business, industry, and the underlying value of the Capital Assets. In our opinion, this increases the probability that all of the scheduled rental or loan payments, as applicable, will be paid when due. In the case of leases where there is significant current cash flow generated during the primary term of the lease and the value of the Capital Assets at the end of the term will be minimal or is not considered a primary reason for making the investment, the rental payments due under the lease are expected to be, in the aggregate, sufficient to provide a return of and a return on the purchase price of the leased Capital Assets. In the case of secured loans, the principal and interest payments due under the loan are expected to provide a return of and a return on the amount we lend to borrowers.

With respect to (b) above, we seek to make investments in Capital Assets subject to operating leases and leveraged leases, interests or options to purchase interests in the residual value of Capital Assets, and other investments in Capital Assets that we expect will generate enough net proceeds from either the sale or re-lease of such Capital Assets, as applicable, to provide a satisfactory rate of return. In the case of these types of investments, we seek to make investments in Capital Assets that decline in value at a slow rate due to the long economic life of such assets. In the case of operating leases (leases where there is limited cash flow during the primary term of the lease and the value of the Capital Assets at the end of the term was the primary reason for making the investment), most, if not all, of the return of and return on that investment will generally be realized upon the sale or re-lease of the Capital Assets. In the case of leveraged leases (leases where a substantial portion of the cash flow and potentially a portion of the residual value has been pledged to a lender on a non-recourse basis and the value will be realized upon the sale or re-lease of the Capital Assets), the rental income received in cash will be less than the purchase price of the Capital Assets because we will structure these transactions to utilize some or all of the lease rental payments to reduce the amount of non-recourse indebtedness used to acquire such assets. In our Investment Manager’s experience, the residual value may provide a return of and a return on the purchase price of the equipment even if all rental payments received during the initial term were paid to a lender.

In some cases with respect to the above investments, we may acquire equity interests, as well as warrants or other rights to acquire equity interests in the borrower or lessee, which may increase our expected return on our investment.

Our General Partner manages and controls our business affairs, including, but not limited to, our investments in Capital Assets, under the terms of our Partnership Agreement. Our Investment Manager, an affiliate of our General Partner, will originate and service our investments. Our Investment Manager also sponsored and manages seven other equipment leasing and finance funds.

Recent Significant Transactions

We engaged in the following significant transactions since December 31, 2009:

On February 25, 2010, we, through our wholly-owned subsidiary, ICON GC VI, purchased and simultaneously leased back telecommunications equipment to Global Crossing. The purchase price for the equipment was approximately $4,300,000. The lease is for a period of thirty-six months and expires in February of 2013. We paid an acquisition fee to our Investment Manager of approximately $107,000 relating to this transaction.

On March 3, 2010, we, through our wholly-owned subsidiary, ICON NL III, provided a senior secured term loan in the aggregate amount of $9,857,589 to NCA XVIII, NCA XV and NCA XIV. The loan is secured by (i) an underlying pool of leases for credit card machines of NCA XVIII; (ii) an underlying pool of leases for credit card machines of NCA XV (subject only to the first priority security interest of ICON NL II), and (iii) an underlying pool of leases for credit card machines of NCA XIV (subject only to the first priority security interest of ICON Northern Leasing, LLC and second priority security interest of ICON NL II). Interest on the secured term loan accrues at a rate of 18% per year. The loan is payable monthly in arrears for a period of 48 months. The obligations of NL III are guaranteed by Northern Leasing Systems, Inc. We paid an acquisition fee to our Investment Manager of approximately $379,000 relating to this transaction.

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On March 9, 2010, we, through our wholly-owned subsidiary, ICON Coach II, executed a master lease agreement in which we agreed to purchase and lease back twenty-six 2010 MCI J4500 motor coach buses from MCI for the aggregate purchase price of approximately $10,370,000. Simultaneously with the execution of the lease, ICON Coach II purchased eleven 2010 MCI J4500 motor coach buses from MCI for the purchase price of $4,502,715 and leased the buses to DBS. DBS paid interim rent for the period from March 9, 2010 through May 31, 2010. On May 13, 2010, ICON Coach II purchased fifteen 2010 MCI J4500 motor coach buses from MCI for the purchase price of $5,865,450 and simultaneously leased the buses to Lakefront. Lakefront paid interim rent for the period from May 13, 2010 through May 31, 2010. The leases with DBS and Lakefront are for a period of sixty months and the base term for both leases commenced on June 1, 2010. The obligations of DBS and Lakefront are guaranteed by Coach America Holdings, Inc. and CUSA, LLC, their direct and indirect parent companies. We paid an acquisition fee to our Investment Manager of approximately $259,000 relating to this transaction.

On April 1, 2010, we sold to an unaffiliated third party, Hardwood: (i) a 4.805% interest in ICON Quattro for the purchase price of $450,000, (ii) a 4.467% interest in ICON Atlas for the purchase price of $450,000, (iii) a 2.384% interest in ICON ION for the purchase price of $450,000 and (iv) a 9.084% interest in ICON GC VI for the purchase price of $1,000,000. The sales of ICON Quattro, ICON Atlas and ICON ION resulted in an aggregate loss of approximately $25,000 recorded in current period earnings while the nominal loss on the sale of ICON GC VI was included in partners' equity.

On June 30, 2010, we, through our wholly-owned subsidiary, ICON Palmali 14, and Fund Twelve, through its wholly-owned subsidiary, ICON Palmali 12, entered into the Palmali Loan Agreement. Pursuant to the Palmali Loan Agreement, we and Fund Twelve participated in a $96,000,000 loan facility by making second priority secured term loans to Ocean Navigation. The proceeds of the loans will be used by Ocean Navigation to purchase the Vessels. The aggregate principal amounts of ICON Palmali 14’s and ICON Palmali 12’s loans are $14,400,000 and $9,600,000, respectively, half of which will be made available to Ocean Navigation for the purchase of each Vessel. Interest on the loans accrues at a rate of 15.25% per year and is payable quarterly in arrears for a period of six years from the delivery date of each Vessel. The entire principal amounts will be due at the maturity of the loans. On July 28, 2010, ICON Palmali 14 and ICON Palmali 12 made loans in the amounts of $7,200,000 and $4,800,000, respectively, to Ocean Navigation for the purchase of the Shah Deniz. In connection with the loans, ICON Palmali 14 and ICON Palmali 12 collected (i) arrangement fees in the amounts of $360,000 and $240,000, respectively, and (ii) unused commitment fees of 2% per year on the undrawn loan amounts. We paid an acquisition fee to our Investment Manager of $1,735,500 relating to our investment in this transaction.

Recently Adopted Accounting Pronouncements

There are no recent accounting pronouncements that are expected to have a significant impact on our consolidated financial statements as of June 30, 2010. See Note 2 to our consolidated financial statements for a discussion of accounting pronouncements that we have recently adopted.

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Results of Operations for the Three Months Ended June 30, 2010 (the “2010 Quarter”) and the Period from the Commencement of Operations through June 30, 2009 (the “2009 Period”)

We are currently in our offering period. The minimum offering of $1,200,000 was achieved on June 19, 2009, the Commencement of Operations, and from the Commencement of Operations through June 30, 2010, we raised total equity of $132,245,148. Investors from the Commonwealth of Pennsylvania and the State of Tennessee were not admitted until we raised total equity in the amount of $20,000,000, which occurred on August 27, 2009. With the net proceeds from our offering, we will invest in Capital Assets. As our investments mature, we may sell Capital Assets and reinvest the proceeds in additional Capital Assets.

Revenue for the 2010 Quarter and the 2009 Period is summarized as follows:

			Period from June 19,
			2009 (Commencement
	Three Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		Change
Rental income	$	1,368,412	$	-	$	1,368,412
Finance income		153,923		-		153,923
Income from investments in joint ventures		643,384		-		643,384
Interest and other income		510,729		-		510,729

Total revenue	$	2,676,448	$	-	$	2,676,448

Total revenue for the 2010 Quarter increased to $2,676,448, which additional revenue was primarily generated by rental income from our leases with Exopack, LLC (“Exopack”), Global Crossing, DBS and Lakefront, interest income from NL III and income from our investments in the ICON Atlas, ICON ION and ICON Quattro joint ventures. All increases were the result of the increased volume of operations and transactions in the 2010 Quarter as compared to the 2009 Period.

Expenses for the 2010 Quarter and the 2009 Period are summarized as follows:

			Period from June 19,
			2009 (Commencement
	Three Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		Change
Management fees	$	129,460	$	-	$	129,460
Administrative expense reimbursements		1,602,823		418,366		1,184,457
General and administrative		323,495		239,886		83,609
Depreciation and amortization		931,357		-		931,357

Total expenses	$	2,987,135	$	658,252	$	2,328,883

Total expenses for the 2010 Quarter increased $2,328,883 as compared to the 2009 Period and were comprised primarily of administrative expense reimbursements to our Investment Manager, depreciation and amortization expense related to Capital Assets on lease to Exopack, Global Crossing, DBS and Lakefront and general and administrative expense composed primarily of professional fees of approximately $264,000. All increases were the result of the increased volume of operations and transactions in the 2010 Quarter as compared to the 2009 Period.

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Net Loss Attributable to Fund Fourteen

As a result of the foregoing factors, the net loss attributable to us for the 2010 Quarter was $337,417. The net loss attributable to us per weighted average limited partnership interest outstanding for the 2010 Quarter was $2.84.

Results of Operations for the Six Months Ended June 30, 2010 (the “2010 Period”) and the 2009 Period

Revenue for the 2010 Period and the 2009 Period is summarized as follows:

			Period from June 19,
			2009 (Commencement
	Six Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		Change
Rental income	$	2,444,161	$	-	$	2,444,161
Finance income		218,304		-		218,304
Income from investments in joint ventures		1,310,880		-		1,310,880
Interest and other income		679,682		-		679,682

Total revenue	$	4,653,027	$	-	$	4,653,027

Total revenue for the 2010 Period increased to $4,653,027, which additional revenue was primarily generated by rental income from our leases with Exopack, Global Crossing, DBS and Lakefront, interest income from NL III and income from our investments in the ICON Atlas, ICON ION and ICON Quattro joint ventures. All increases were the result of the increased volume of operations and transactions in the 2010 Period as compared to the 2009 Period.

Expenses for the 2010 Period and the 2009 Period are summarized as follows:

			Period from June 19,
			2009 (Commencement
	Six Months Ended		of Operations) through
	June 30, 2010		June 30, 2009		Change
Management fees	$	208,071	$	-	$	208,071
Administrative expense reimbursements		2,543,400		418,366		2,125,034
General and administrative		564,502		239,886		324,616
Depreciation and amortization		1,637,200		-		1,637,200

Total expenses	$	4,953,173	$	658,252	$	4,294,921

Total expenses for the 2010 Period increased $4,294,921 as compared to the 2009 Period and were comprised primarily of administrative expense reimbursements to our Investment Manager, depreciation and amortization expense related to Capital Assets on lease to Exopack, Global Crossing, DBS and Lakefront and general and administrative expense composed primarily of professional fees of approximately $482,000. All increases were the result of the increased volume of operations and transactions in the 2010 Period as compared to the 2009 Period.

Net Loss Attributable to Fund Fourteen

As a result of the foregoing factors, the net loss attributable to us for the 2010 Period was $326,876. The net loss attributable to us per weighted average limited partnership interest outstanding for the 2010 Period was $3.20.

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Financial Condition

This section discusses the major balance sheet variances at June 30, 2010 compared to December 31, 2009.

Total Assets

Total assets increased $56,932,876 from $59,567,064 at December 31, 2009 to $116,499,940 at June 30, 2010. The increase in total assets was primarily the result of cash proceeds received from the sale of our Interests, which were then used to make investments in the NL III senior secured term loan, telecommunications equipment on lease to Global Crossing and motor coach buses on lease to DBS and Lakefront.

Total Liabilities

Total liabilities increased $2,726,017 from $952,014 at December 31, 2009 to $3,678,031 at June 30, 2010. The increase related primarily to the security deposits from DBS and Lakefront as well as additional deferred revenue generated by our leases with Global Crossing, DBS and Lakefront and our senior secured term loan to NL III.

Equity

Equity increased $54,206,859 from $58,615,050 at December 31, 2009 to $112,821,909 at June 30, 2010. The increase related to the cash proceeds received from the sale of our Interests and noncontrolling interest, which was offset by the distributions paid to our partners, the amortization of organizational and offering expenses, sales commissions paid to third parties, underwriting fees paid to ICON Securities and our net loss in the 2010 Period.

Liquidity and Capital Resources

Summary

At June 30, 2010 and December 31, 2009, we had cash and cash equivalents of $60,711,834 and $27,074,324, respectively. In addition, pursuant to the terms of our offering, we have established a reserve in the amount of 0.50% of the gross offering proceeds received from the sale of our Interests. During our offering period, our main source of cash has been from financing activities and our main use of cash has been in investing activities.

We are offering our Interests on a “best efforts” basis with the current intention of raising up to $418,000,000. As additional Interests are sold, we will experience a relative increase in liquidity as cash is received and then a relative decrease in liquidity as cash is expended to make investments. We are using the net proceeds of the offering to invest in Capital Assets located in North America, Europe and other developed markets, including those in Asia, South America and elsewhere. We seek to acquire a portfolio of Capital Assets that is comprised of both (a) transactions that provide current cash flow in the form of rental payments (in the case of leases) and payments of principal and/or interest (in the case of secured loans) and (b) transactions that generate deferred cash flow from realizing the value of the Capital Assets or interests therein at the maturity of the investment or exercise of an option to purchase Capital Assets, or (c) a combination of both.

For the period from the Commencement of Operations through June 30, 2010, we sold 132,622 Interests, representing $132,245,148 of capital contributions. We admitted 3,752 limited partners. For the period from the Commencement of Operations through June 30, 2010, we have paid or accrued sales commissions to third parties of $9,013,456 and underwriting commissions to ICON Securities of $3,876,955. In addition, organizational and offering expenses of $2,234,359 were paid or incurred by us, our General Partner or its affiliates during this period.

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Cash Flows

The following table sets forth summary cash flow data:

				Period from June 19,
				2009 (Commencement
	Six Months Ended			of Operations) through
	June 30, 2010			June 30, 2009
Net cash provided by (used in)

Operating activities	$	1,967,332		$	(342,618	)
Investing activities		(23,003,576	)		-
Financing activities		54,673,754			4,006,712

Net increase in cash and cash equivalents	$	33,637,510		$	3,664,094

Note: See the Consolidated Statements of Cash Flows included in “Item 1. Consolidated Financial Statements” of this Quarterly Report on Form 10-Q for additional information.

Operating Activities

Cash provided by operating activities of $1,967,332 in the 2010 Period primarily relates to cash collections of rental and interest income of approximately $2,245,000 and deposits received of approximately $1,555,000, partially offset by the payment of prepaid acquisition fees of approximately $1,736,000.

Investing Activities

Cash used in investing activities of $23,003,576 in the 2010 Period primarily relates to the purchase or financing of Capital Assets in the amount of approximately $15,014,000, our investment in a note receivable in the amount of approximately $10,237,000 and our additional investment in ICON Quattro in the amount of approximately $152,000. These uses of cash were partially offset by proceeds from the partial sale of three of our investments in joint ventures to Hardwood in the amount of $1,350,000, distributions from joint ventures in excess of profits in the amount of approximately $822,000, and the repayments of the note receivable of approximately $227,000.

Financing Activities

Cash provided by financing activities of $54,673,754 in the 2010 Period primarily relates to the proceeds from the sale of our Interests in the amount of approximately $63,945,000 and the proceeds from the sale of a noncontrolling interest in a subsidiary to Hardwood in the amount of $1,000,000, which was partially offset by sales and offering expenses paid in the amount of approximately $6,100,000, distributions to partners in the amount of approximately $3,635,000, deferred charges in the amount of approximately $439,000 and distributions to the noncontrolling interest of approximately $97,000.

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Sources of Liquidity

Cash generated from the sale of Interests pursuant to our offering will be our most significant source of liquidity during our offering period. We believe that cash generated from the sale of Interests pursuant to our offering and other financing activities, as well as the expected results of our operations, will be sufficient to finance our liquidity requirements for the foreseeable future, including distributions to our partners, general and administrative expenses, new investment opportunities, management fees and administrative expense reimbursements. In addition, our revolving line of credit had $28,650,000 available as of June 30, 2010 (see Note 7 to our consolidated financial statements) for additional working capital needs or new investment opportunities.

Our ability to generate cash in the future is subject to general economic, financial, competitive, regulatory and other factors that affect us and our lessees’ and borrowers’ businesses that are beyond our control.

Distributions

We, at our General Partner’s discretion, pay monthly distributions to each of our limited partners beginning with the first month after each such limited partner’s admission and expect to continue to pay such distributions until the termination of our operating period. We paid distributions to our General Partner and limited partners in the amount of $36,354 and $3,599,091, respectively, during the 2010 Period.

Commitments and Contingencies and Off-Balance Sheet Transactions

Commitments and Contingencies

At the time we acquire or divest of an interest in Capital Assets, we may, under very limited circumstances, agree to indemnify the seller or buyer for specific contingent liabilities. Our General Partner believes that any liability that may arise as a result of any such indemnification obligations will not have a material adverse effect on our consolidated financial condition taken as a whole.

Off-Balance Sheet Transactions

None.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There are no material changes to the disclosures related to this item since the filing of our Annual Report on Form 10-K for the year ended December 31, 2009.

Item 4. Controls and Procedures

Evaluation of disclosure controls and procedures

In connection with the preparation of this Quarterly Report on Form 10-Q for the three months ended June 30, 2010, as well as the financial statements for our General Partner, our General Partner carried out an evaluation, under the supervision and with the participation of the management of our General Partner, including its Co-Chief Executive Officers and the Chief Financial Officer, of the effectiveness of the design and operation of our General Partner’s disclosure controls and procedures as of the end of the period covered by this report pursuant to the Securities Exchange Act of 1934, as amended. Based on the foregoing evaluation, the Co-Chief Executive Officers and the Chief Financial Officer concluded that our General Partner’s disclosure controls and procedures were effective.

In designing and evaluating our General Partner’s disclosure controls and procedures, our General Partner recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Our General Partner’s disclosure controls and procedures have been designed to meet reasonable assurance standards. Disclosure controls and procedures cannot detect or prevent all error and fraud. Some inherent limitations in disclosure controls and procedures include costs of implementation, faulty decision-making, simple error and mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based, in part, upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all anticipated and unanticipated future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with established policies or procedures.

Evaluation of internal control over financial reporting

There have been no changes in our internal control over financial reporting during the three months ended June 30, 2010 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

In the ordinary course of conducting our business, we may be subject to certain claims, suits and complaints filed against us. In our General Partner’s opinion, the outcome of such matters, if any, will not have a material impact on our consolidated financial position, cash flows or results of operations. We are not aware of any material legal proceedings that are currently pending against us or against any of our assets.

Item 1A. Risk Factors

There have been no material changes from the risk factors disclosed in “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2009.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Our Registration Statement on Form S-1, as amended, was declared effective by the Securities and Exchange Commission on May 18, 2009 (SEC File No. 333-153849). Our offering period commenced on May 18, 2009 and is anticipated to end no later than May 2011. From May 18, 2009 through June 30, 2010, we received capital contributions in the amount of $132,245,148. For the period from the Commencement of Operations through June 30, 2010, we have paid or accrued sales commissions to unrelated third parties of $9,013,456 and underwriting commissions to ICON Securities of $3,876,955. In addition, organizational and offering expenses in the amount of $2,234,359 were paid or incurred by us, our General Partner or its affiliates during this period. Net offering proceeds to us after deducting the expenses described were $117,120,378.

From July 1, 2010 through August 6, 2010, we received additional capital contributions in the amount of $11,919,200. For the period from July 1, 2010 through August 6, 2010, we have paid or accrued sales commissions to unrelated third parties of $763,366 and underwriting commissions to ICON Securities of $327,249. In addition, organizational and offering expenses in the amount of $35,535 were paid or incurred by us, our General Partner or its affiliates during this period. Net offering proceeds to us after deducting the expenses described were $10,793,050.

See the disclosure under “Recent Significant Transactions” in Item 2 of Part I for a discussion of the investments that we have made with our net offering proceeds.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. (Removed and Reserved)

Item 5. Other Information

Not applicable.

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Item 6. Exhibits

3.1	Certificate of Limited Partnership of Registrant (Incorporated by reference to Exhibit 3.1 to Registrant’s Registration Statement on Form S-1 filed with the SEC on October 3, 2008 (File No. 333-153849)).

4.1	Limited Partnership Agreement of Registrant (Incorporated by reference to Exhibit A to Registrant’s Prospectus filed with the SEC on May 18, 2009 (File No. 333- 153849)).

10.1	Investment Management Agreement, by and between ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. and ICON Capital Corp., dated as of May 18, 2009 (Incorporated by reference to Exhibit 10.1 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, filed August 13, 2009).

10.2	Commercial Loan Agreement, dated as of August 31, 2005, by and among California Bank & Trust and ICON Income Fund Eight B L.P., ICON Income Fund Nine, LLC, ICON Income Fund Ten, LLC and ICON Leasing Fund Eleven, LLC (Incorporated by reference to Exhibit 10.2 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, filed August 13, 2009).

10.3	Loan Modification Agreement, dated as of December 26, 2006, between California Bank & Trust and ICON Income Fund Eight B L.P., ICON Income Fund Nine, LLC, ICON Income Fund Ten, LLC and ICON Leasing Fund Eleven, LLC (Incorporated by reference to Exhibit 10.3 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, filed August 13, 2009).

10.4	Loan Modification Agreement, dated as of June 20, 2007, between California Bank & Trust, ICON Income Fund Eight B L.P., ICON Income Fund Nine, LLC, ICON Income Fund Ten, LLC, ICON Leasing Fund Eleven, LLC and ICON Leasing Fund Twelve, LLC (Incorporated by reference to Exhibit 10.4 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, filed August 13, 2009).

10.5	Third Loan Modification Agreement, dated as of May 1, 2008, between California Bank & Trust, ICON Income Fund Eight B L.P., ICON Income Fund Nine, LLC, ICON Income Fund Ten, LLC, ICON Leasing Fund Eleven, LLC and ICON Leasing Fund Twelve, LLC (Incorporated by reference to Exhibit 10.5 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, filed August 13, 2009).

10.6	Fourth Loan Modification Agreement, dated as of August 12, 2009, between California Bank & Trust, ICON Income Fund Eight B L.P., ICON Income Fund Nine, LLC, ICON Income Fund Ten, LLC, ICON Leasing Fund Eleven, LLC, ICON Leasing Fund Twelve, LLC and ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. (Incorporated by reference to Exhibit 10.6 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, filed August 13, 2009).

31.1	Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.

31.2	Rule 13a-14(a)/15d-14(a) Certification of Co-Chief Executive Officer.

31.3	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.

32.1	Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


32.2	Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.3	Certification of Chief Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P.

(Registrant)

By: ICON GP 14, LLC

(General Partner of the Registrant)

August 16, 2010

By: /s/ Michael A. Reisner

Michael A. Reisner

Co-Chief Executive Officer and Co-President

(Co-Principal Executive Officer)

August 16, 2010

By: /s/ Mark Gatto

Mark Gatto

Co-Chief Executive Officer and Co-President

(Co-Principal Executive Officer)

August 16, 2010

By: /s/ Anthony J. Branca

Anthony J. Branca

Chief Financial Officer

(Principal Accounting and Financial Officer)

ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P. - FORM 10-Q - August 16, 2010

Attached files

ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P. Reports