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Exhibit 99.1

 

ICON ECI Fund Sixteen

 

PORTFOLIO OVERVIEW

 

 

THIRD QUARTER 2016

 

 

 

 

 

 

 

Table of Contents

 
   
Introduction to Portfolio Overview 1
   
Disposition During the Quarter 1
   
Portfolio Overview 2
   
Revolving Line of Credit 3
   
Performance Analysis 3
   
Transactions with Related Parties 5
   
Financial Statements 7
   
Forward Looking Statements 11
   
Additional Information 11

 

 

 

  

ICON ECI Fund Sixteen

 

As of December 1, 2016

Introduction to Portfolio Overview

 

We are pleased to present ICON ECI Fund Sixteen’s (the “Fund”) Portfolio Overview for the quarter ended September 30, 2016. References to “we,” “us,” and “our” are references to the Fund, references to the “Managing Owner” are references to the managing owner of the Fund, ICON MT 16, LLC, and references to the “Investment Manager” are references to the investment manager of the Fund, ICON Capital, LLC.

 

The Fund primarily makes investments in, or that are collateralized by, equipment and other corporate infrastructure (collectively, “Capital Assets”). The investments are in companies that utilize Capital Assets to operate their businesses. These investments are primarily structured as debt and debt-like financings such as loans, leases and other structured financing transactions in, or that are collateralized by, Capital Assets.

 

The Fund’s offering period commenced on July 1, 2013 and ended on December 31, 2014. Our Managing Owner determined to cease the offering period earlier than originally anticipated as a result of lower than expected offering proceeds being raised. As of November 12, 2013, we raised a minimum of $1,200,000 from the sale of our Class A shares and Class I shares, at which time shareholders were admitted and we commenced operations. As of June 13, 2014, we raised the $12,500,000 minimum offering amount for the Commonwealth of Pennsylvania. From the commencement of our offering on July 1, 2013 through December 31, 2014, we sold 17,189 Class A shares and 410 Class I shares, representing an aggregate of $17,469,610 of capital contributions. Our operating period commenced on January 1, 2015. During the operating period, we anticipate continuing to invest our offering proceeds and cash generated from operations in Capital Assets.  Following our operating period, we will enter our wind down period, during which time the loans and leases we own will mature or be sold in the ordinary course of business.

 

 

  

Disposition During the Quarter

 

The Fund disposed of the following investment during the quarter ended September 30, 2016:

 

   
  Premier Trailer Leasing, Inc.
Structure: Loan Collateral:   Trailers
Disposition Date: 8/8/2016    
The Fund’s Investment: $2,500,000    
Total Proceeds Received: $3,076,000    
         

 

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ICON ECI Fund Sixteen

 

Portfolio Overview

 

As of September 30, 2016, our portfolio consisted of the following investments:

 

   
  Blackhawk Mining, LLC
Structure: Lease Collateral: Mining equipment
Expiration Date: 2/28/2018 Net Carrying Value: $875,929 (1)
Current Status: Performing Credit Loss Reserve: None
         

  

   
  Fugro N.V.
Structure: Lease Collateral:   Two mini geotechnical drilling vessels
Expiration Date: 12/24/2027 Net Carrying Value: $2,494,644 (1)
Current Status: Performing Credit Loss Reserve: None
         

 

   
  Geokinetics, Inc.
Structure: Lease Collateral:   Land-based seismic testing equipment
Expiration Date: 8/31/2017 Net Carrying Value: $2,372,650 (2)
Current Status: Performing Credit Loss Reserve: None
         

 

(1) Net carrying value of our investment in joint ventures is calculated as follows: investment at cost plus/less our share of the cumulative net income/loss of the joint venture and less distributions received since the date of our initial investment.

(2)This investment is through a joint venture that we consolidated and presented on our consolidated balance sheets as net investment in finance lease. Net investment in finance lease is the sum of the remaining minimum lease payments receivable, the estimated residual value of the asset and the unamortized initial direct costs, less unearned income. Net carrying value represents our proportionate share of the investment and includes the recognition of an investment by noncontrolling interests for the share of such investment held by the joint venture’s noncontrolling interest holders.

 

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ICON ECI Fund Sixteen

 

Revolving Line of Credit

 

We have an agreement with California Bank & Trust (“CB&T”) for a revolving line of credit through May 30, 2017 of up to $5,000,000 (the “Facility”), which is secured by all of our assets not subject to a first priority lien. Amounts available under the Facility are subject to a borrowing base that is determined, subject to certain limitations, by the present value of the future receivables under certain loans and lease agreements in which the Fund has a beneficial interest.

 

The interest rate for general advances under the Facility is CB&T’s prime rate. We may elect to designate up to five advances on the outstanding principal balance of the Facility to bear interest at the London Interbank Offered Rate plus 2.5% per year. In all instances, borrowings under the Facility are subject to an interest rate floor of 4.0% per year. In addition, we are obligated to pay an annualized 0.5% fee on unused commitments under the Facility.

 

As of December 31, 2015, we had $1,500,000 outstanding under the Facility, of which we repaid $1,000,000 and $500,000 on February 9, 2016 and March 29, 2016, respectively. At September 30, 2016, there were no obligations outstanding under the Facility and we were in compliance with all covenants related to the Facility.

  

 

 

Performance Analysis

 

Capital Invested as of September 30, 2016 $20,525,515
Leverage Ratio 0.04:1*
% of Receivables Collected for the Quarter Ended September 30, 2016 100%**

* Leverage ratio is defined as total liabilities divided by total equity.

** Collections as of December 1, 2016.

 

One of our objectives is to provide cash distributions to our shareholders. In order to assess our ability to meet this objective, unaffiliated broker dealers, third party due diligence providers and other members of the investing community have requested that we report a financial measure that can be reconciled to our financial statements and can be used to assess our ability to support cash distributions from our business operations. We refer to this financial measure as cash available from our business operations, or CABO. CABO is not equivalent to our net operating income or loss as determined under GAAP. Rather, it is a measure that may be a better financial measure for an equipment fund because it measures cash generated by investments, net of management fees and expenses, during a specific period of time. We define CABO as the net change in cash during the period plus distributions to shareholders and investments made during such period, less the debt proceeds used to make such investments and the activity related to the Facility, as well as the net proceeds from equity raised through the sale of shares during such period, if any.

 

We believe that CABO may be an appropriate supplemental measure of an equipment fund’s performance because it is based on a measurement of cash during a specific period that excludes cash from non-business operations, such as distributions, investments and equity raised.

 

Presentation of this information is intended to assist unaffiliated broker dealers, third party due diligence providers and other members of the investing community in understanding the Fund’s ability to support its distributions from its business operations. It should be noted, however, that no other equipment funds calculate CABO, and therefore comparisons with other equipment funds are not meaningful. CABO should not be considered as an alternative to net income (loss) as an indication of our performance or as an indication of our liquidity. CABO should be reviewed in conjunction with other measurements as an indication of our performance.

 

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ICON ECI Fund Sixteen

 

Performance Analysis (continued)

 

Cash Available from Business Operations, or CABO, is the cash generated by investments during a specific period of time, net of fees and expenses, excluding distributions to shareholders, net equity raised and investments made.

 

Net Change in Cash per GAAP

Cash Flow Statement

 

Business Operations

Net cash flow generated by our investments, net of fees and expenses (CABO)

 

 

Non-Business Operations

Net Equity Raised

Cash expended to make investments

and Distributions to Shareholders

 

As indicated above, the total net change in cash is the aggregate of the net cash flows from Business Operations and the net cash flows from Non-Business Operations. By taking the total net change in cash and removing the cash activity related to Non-Business Operations (distributions, investments and equity raised), the amount remaining is the net cash available from Business Operations (net cash flows generated by investments, net of fees and expenses).

 

In summary, CABO is calculated as:

 

Net change in cash during the period per the GAAP cash flow statement

+ distributions to Shareholders during the period

+ investments made during the period

- debt proceeds to be specifically used to make an investment

- net proceeds from the sale of Shares during the period

= CABO

 

Cash Available From Business Operations

for the Period January 1, 2016 through September 30, 2016

 

Cash balance at January 1, 2016  $1,672,868    
Cash balance at September 30, 2016  $7,297,772      
           
Net change in cash       $5,624,904 
           
Add Back:          
Distributions paid to shareholders from January 1, 2016 through September 30, 2016       $890,128 
           
Cash Available from Business Operations (CABO)       $6,515,032(1)

 

(1)Cash available from business operations includes the collection of principal and interest from our investments in notes receivable and finance leases.

  

 

 

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ICON ECI Fund Sixteen

  

Transactions with Related Parties

 

We have entered into certain agreements with our Managing Owner, Investment Manager and CĪON Securities, LLC, formerly known as ICON Securities, LLC (“CĪON Securities”), an affiliate of our Investment Manager and the dealer-manager of our offering, whereby we paid or pay certain fees and reimbursements to these parties. We paid or pay CĪON Securities (i) a dealer-manager fee for the Class A shares sold in the offering equal to 2% of gross offering proceeds and (ii) a distribution fee equal to 0.55% of gross offering proceeds from Class I shares sold in the offering for managing the distribution of the Class I shares. During the three and nine months ended September 30, 2016, we paid distribution fees of $509 and $1,526, respectively.

 

In addition, we reimbursed our Investment Manager and its affiliates for a portion of organization and offering expenses incurred in connection with our organization and offering of our shares. The reimbursement of these expenses was capped at the lesser of 1.44% of the maximum primary offering amount of $241,000,000 and the actual costs and expenses incurred by our Investment Manager and its affiliates.

 

Through the end of our offering period, our Investment Manager and its affiliates incurred, on our behalf, organization and offering expenses of $1,759,237, of which our Investment Manager and its affiliates determined only to seek reimbursement of $239,758.

 

We pay or paid our Investment Manager (i) a management fee of up to 3.5% of the gross periodic payments due and paid from our investments and (ii) acquisition fees of 2.5% of the total purchase price (including indebtedness incurred or assumed therewith) of, or the value of the Capital Assets secured by or subject to, each of our investments.

 

Administrative expense reimbursements are costs incurred by our Investment Manager or its affiliates that are necessary to our operations. These costs include our Investment Manager’s and its affiliates’ legal, accounting, investor relations and operations personnel, as well as professional fees and other costs that are charged to us. Excluded are salaries and related costs, office rent, travel expenses and other administrative costs incurred by individuals with a controlling interest in our Investment Manager.

 

Our Managing Owner also has a 1% interest in our profits, losses, distributions and liquidation proceeds, subject to increase based on our investors achieving a preferred return. We paid distributions to our Managing Owner of $1,787 and $8,901 for the three and nine months ended September 30, 2016, respectively. We paid distributions to our Managing Owner of $3,585 and $10,636 for the three and nine months ended September 30, 2015, respectively. Additionally, our Managing Owner’s interest in the net (loss) income attributable to us was $(939) and $421 for the three and nine months ended September 30, 2016, respectively. Our Managing Owner’s interest in the net income attributable to us was $1,044 and $2,120 for the three and nine months ended September 30, 2015, respectively.

 

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ICON ECI Fund Sixteen

 

Transactions with Related Parties (continued)

 

Fees and other expenses incurred by us to our Investment Manager or its affiliates were as follows:

 

         Three Months Ended September 30,   Nine Months Ended September 30, 
Entity  Capacity  Description  2016   2015   2016   2015 
ICON Capital, LLC  Investment Manager  Management fees (1)    $61,983   $42,891   $181,313   $125,016 
ICON Capital, LLC  Investment Manager  Administrative expense reimbursements (1)     102,382    99,234    322,646    336,069 
ICON Capital, LLC  Investment Manager  Acquisition fees (2)     -    24,835    -    24,835 
         $164,365   $166,960   $503,959   $485,920 

(1)Amount charged directly to operations.
(2)Amount capitalized and amortized to operations.

 

At September 30, 2016, we had a net payable of $105,394 due to our Investment Manager and affiliates that primarily consisted of administrative expense reimbursements of $102,382. At December 31, 2015, we had a net payable of $553,021 due to our Investment Manager and affiliates that primarily consisted of acquisition fees of $399,865 and administrative expense reimbursements of $188,537.

 

Your participation in the Fund is greatly appreciated.

 

We are committed to protecting the privacy of our investors in compliance with all applicable laws. Please be advised that, unless required by a regulatory authority such as FINRA or ordered by a court of competent jurisdiction, we will not share any of your personally identifiable information with any third party.

 

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ICON ECI Fund Sixteen

 

Financial Statements (A Delaware Statutory Trust)
Consolidated Balance Sheets  

 

   September 30,   December 31, 
   2016   2015 
   (unaudited)     
Assets          
Cash  $7,297,772   $1,672,868 
Net investment in note receivable   0    2,618,465 
Net investment in finance lease   4,553,446    6,565,745 
Investment in joint ventures   3,373,840    8,164,949 
Other assets   49,769    100,162 
Total assets  $15,274,827   $19,122,189 
Liabilities and Equity          
Liabilities:          
Due to Investment Manager and affiliates, net  $105,394   $553,021 
Revolving line of credit, recourse   -    1,500,000 
Accrued expenses and other liabilities   482,190    572,469 
Total liabilities   587,584    2,625,490 
           
Equity:          
Shareholders' capital          
Class A   12,210,346    13,039,024 
Class I   293,529    312,845 
Total shareholders' capital   12,503,875    13,351,869 
Noncontrolling interests   2,183,368    3,144,830 
Total equity   14,687,243    16,496,699 
Total liabilities and equity  $15,274,827   $19,122,189 

 

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ICON ECI Fund Sixteen

  

Financial Statements (A Delaware Statutory Trust)
Consolidated Statements of Operations (unaudited)  

 

   Three Months Ended September 30,   Nine Months Ended September 30, 
   2016   2015   2016   2015 
Revenue and other income:                    
Finance income  $94,133   $259,780   $515,619   $836,906 
Income from investment in joint ventures   142,831    144,268    607,371    414,160 
Gain on sale of investment in joint ventures   -    -    19,566    - 
Other income   3,394    -    3,394    - 
Total revenue and other income   240,358    404,048    1,145,950    1,251,066 
                     
Expenses:                    
Management fees   61,983    42,891    181,313    125,016 
Administrative expense reimbursements   102,382    99,234    322,646    336,069 
General and administrative   107,040    56,261    370,199    252,084 
Interest   5,473    6,394    26,444    20,857 
Total expenses   276,878    204,780    900,602    734,026 
Net (loss) income   (36,520)   199,268    245,348    517,040 
Less: net income attributable to noncontrolling interests   57,339    94,838    203,214    305,056 
Net (loss) income attributable to Fund Sixteen  $(93,859)  $104,430   $42,134   $211,984 
                     
Net (loss) income attributable to Fund Sixteen allocable to:                    
Additional Class A shareholders and Class I shareholders  $(92,920)  $103,386   $41,713   $209,864 
Managing Owner   (939)   1,044    421    2,120 
   $(93,859)  $104,430   $42,134   $211,984 
                     
Additional Class A shares:                    
Net (loss) income attributable to Fund Sixteen allocable to additional Class A shareholders  $(90,832)  $100,881   $40,501   $204,681 
Weighted average number of additional Class A shares outstanding   17,189    17,189    17,189    17,189 
Net (loss) income attributable to Fund Sixteen per weighted average additional Class A share  $(5.28)  $5.87   $2.36   $11.91 
                     
Class I shares:                    
Net (loss) income attributable to Fund Sixteen allocable to Class I shareholders  $(2,088)  $2,505   $1,212   $5,183 
Weighted average number of Class I shares outstanding   410    410    410    410 
Net (loss) income attributable to Fund Sixteen per weighted average Class I share  $(5.09)  $6.11   $2.96   $12.64 

 

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ICON ECI Fund Sixteen

 

Financial Statements (A Delaware Statutory Trust)
Consolidated Statements of Changes in Equity  

 

   Class A   Class I             
   Managing Owner   Additional Shareholders   Total Class A   Additional Shareholders       Total 
   Shares   Amount   Shares   Amount   Shares   Amount   Shares   Amount   Noncontrolling Interests   Shares   Amount 
Balance, December 31, 2015   0.001   $(24,036)   17,189   $13,063,060    17,189   $13,039,024    410   $312,845   $3,144,830    17,599   $16,496,699 
                                                        
Net income   -    2,388    -    230,789    -    233,177    -    5,592    76,583    -    315,352 
Distributions   -    (3,539)   -    (342,218)   -    (345,757)   -    (8,162)   (288,306)   -    (642,225)
Balance, March 31, 2016 (unaudited)   0.001    (25,187)   17,189    12,951,631    17,189    12,926,444    410    310,275    2,933,107    17,599    16,169,826 
                                                        
Net (loss) income   -    (1,028)   -    (99,456)   -    (100,484)   -    (2,292)   69,292    -    (33,484)
Distributions   -    (3,575)   -    (345,654)   -    (349,229)   -    (8,244)   (449,629)   -    (807,102)
Balance, June 30, 2016 (unaudited)   0.001   $(29,790)   17,189   $12,506,521    17,189   $12,476,731    410   $299,739   $2,552,770    17,599   $15,329,240 
                                                        
Net (loss) income   -    (939)   -    (90,832)   -    (91,771)   -    (2,088)   57,339    -    (36,520)
Distributions   -    (1,787)   -    (172,827)   -    (174,614)   -    (4,122)   (426,741)   -    (605,477)
Balance, September 30, 2016 (unaudited)   0.001   $(32,516)   17,189   $12,242,862    17,189   $12,210,346    410   $293,529   $2,183,368    17,599   $14,687,243 

 

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ICON ECI Fund Sixteen

  

Financial Statements (A Delaware Statutory Trust)
Consolidated Statements of Cash Flows (unaudited)  

 

   Nine Months Ended September 30, 
   2016   2015 
Cash flows from operating activities:          
Net income  $245,348   $517,040 
Adjustments to reconcile net income to net cash used in operating activities:          
Finance income   189,446    60,978 
Income from investment in joint ventures   (605,536)   (414,160)
Gain on sale of investment in joint ventures   (19,566)   - 
Interest expense from amortization of debt financing costs   6,582    8,105 
Interest expense, other   10,480    12,752 
Changes in operating assets and liabilities:          
Other assets   43,811    (158,559)
Due to Investment Manager and affiliates, net   (446,101)   (827,500)
Accrued expenses and other liabilities   (25,817)   (17,234)
Distributions from joint ventures   492,116    414,160 
Net cash used in operating activities   (109,237)   (404,418)
Cash flows from investing activities:          
Proceeds from sale of investment in joint ventures   3,788,373    - 
Principal received on notes receivable   2,500,000    - 
Principal received on finance lease   1,941,318    1,794,842 
Investment in joint ventures   -    (1,014,355)
Distributions received from joint ventures in excess of profits   1,135,722    1,387,334 
Net cash provided by investing activities   9,365,413    2,167,821 
Cash flows from financing activities:          
Repayment of revolving line of credit, recourse   (1,500,000)   - 
Sales and offering expenses paid   (76,468)   (1,526)
Investment by noncontrolling interests   -    17,163 
Distributions to noncontrolling interests   (1,164,676)   (1,192,388)
Distributions to shareholders   (890,128)   (1,063,515)
Net cash used in financing activities   (3,631,272)   (2,240,266)
Net increase (decrease) in cash   5,624,904    (476,863)
Cash, beginning of period   1,672,868    4,249,074 
Cash, end of period  $7,297,772   $3,772,211 

 

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ICON ECI Fund Sixteen

  

Forward Looking Statements

 

Certain statements within this document 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.

 

 

 

Additional Information

 

“Total Proceeds Received,” as referenced in the section entitled Disposition During the Quarter does not include proceeds received to satisfy indebtedness incurred in connection with the investment, if any, or the payment of any fees or expenses with respect to such investment.

 

A detailed financial report on SEC Form 10-Q or 10-K (whichever is applicable) is available to you. It is typically filed either 45 or 90 days after the end of a quarter or year, respectively. Usually this means a filing will occur on or around March 31, May 15, August 14, and November 14 of each year. It contains financial statements and detailed sources and uses of cash plus explanatory notes. You are always entitled to these reports. Please access them by:

 

·Visiting www.iconinvestments.com, or

 

·Visiting www.sec.gov, or

 

·Writing us at: Angie Seenauth c/o ICON Investments, 3 Park Avenue, 36th Floor, New York, NY 10016

 

We do not distribute these reports to you directly in order to keep our expenses down as the cost of mailing this report to all investors is significant. Nevertheless, the reports are immediately available upon your request.

 

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