10-Q 1 cap410q_06-03.txt FORM 10-Q JUNE 30, 2003 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2003 ------------------------------ OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ----------------------- Commission file number 33-80849 --------------------------------------- Capital Preferred Yield Fund-IV, L.P. (Exact name of registrant as specified in its charter) Delaware 84-1331690 -------- ---------- (State of organization) (I.R.S. Employer Identification No.) 2750 South Wadsworth Blvd., C-200 Denver, Colorado 80227 ---------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (720) 963-9600 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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 . --- Exhibit Index Appears on Page 15 Page 1 of 20 Pages CAPITAL PREFERRED YIELD FUND-IV, L.P. Quarterly Report on Form 10-Q For the Quarter Ended June 30, 2003 Table of Contents ----------------- PART I. FINANCIAL INFORMATION PAGE ---- Item 1. Financial Statements (Unaudited) Balance Sheets - June 30, 2003 and December 31, 2002 3 Statements of Income - Three and Six Months Ended June 30, 2003 and 2002 4 Statements of Cash Flows - Six Months Ended June 30, 2003 and 2002 5 Notes to Financial Statements 6 - 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 - 13 Item 3. Quantitative and Qualitative Disclosures About Market Risk 13 Item 4. Controls and Procedures 13 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 6. Exhibits and Reports on Form 8-K 14 Exhibit Index 15 Signatures 16 Certifications 2 CAPITAL PREFERRED YIELD FUND-IV, L.P. BALANCE SHEETS ASSETS June 30, December 31, 2003 2002 -------- ----------- (Unaudited) Cash and cash equivalents $ 1,920,069 $ 2,100,551 Accounts receivable, net 475,808 267,087 Equipment held for sale or re-lease 230,789 168,661 Net investment in direct finance leases 6,707,070 8,353,900 Leased equipment, net 29,833,122 37,125,321 ----------- ----------- Total assets $39,166,858 $48,015,520 =========== =========== LIABILITIES AND PARTNERS' CAPITAL Liabilities: Accounts payable and accrued liabilities $ 1,220,883 $ 1,064,192 Payables to affiliates 75,928 208,798 Rents received in advance 64,156 97,418 Distributions payable to partners 1,122,754 1,425,083 Discounted lease rentals 22,977,801 28,582,334 ----------- ----------- Total liabilities 25,461,522 31,377,825 ----------- ----------- Partners' capital: General partner -- -- Limited partners: Class A 13,462,029 16,376,581 Class B 243,307 261,114 ----------- ----------- Total partners' capital 13,705,336 16,637,695 ----------- ----------- Total liabilities and partners' capital $39,166,858 $48,015,520 =========== =========== See accompanying notes to financial statements. 3 CAPITAL PREFERRED YIELD FUND-IV, L.P. STATEMENTS OF INCOME (Unaudited)

See accompanying notes to financial statements. 4 CAPITAL PREFERRED YIELD FUND-IV, L.P. STATEMENTS OF CASH FLOWS (Unaudited)

See accompanying notes to financial statements. 5 CAPITAL PREFERRED YIELD FUND-IV, L.P. NOTES TO FINANCIAL STATEMENTS (Unaudited) 1. Basis of Presentation --------------------- The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the general partner, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The balance sheet at December 31, 2002 was derived from the audited financial statements included in the Partnership's 2002 Form 10-K. For further information, refer to the financial statements of Capital Preferred Yield Fund-IV, L.P. (the "Partnership"), and the related notes, included in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2002, previously filed with the Securities and Exchange Commission. The Partnership is in its liquidation period, as defined in the Partnership Agreement. Even so, because the liquidation period extends over an undefined number of accounting periods, the accompanying financial statements have been prepared on a going concern basis that contemplates the realization of assets and payments of liabilities in the ordinary course of business, which is in accordance with accounting principles generally accepted in the United States of America. 6 CAPITAL PREFERRED YIELD FUND-IV, L.P. NOTES TO FINANCIAL STATEMENTS (Unaudited) 2. Transactions With the General Partner and Affiliates ---------------------------------------------------- Management Fees Paid to General Partner In accordance with the Partnership Agreement, the General Partner earns a management fee in connection with its management of the equipment, calculated as a percentage of the monthly gross rentals received, and paid monthly in arrears. Management fees of approximately $23,000 and $28,000 are included in payables to affiliates at June 30, 2003 and December 31, 2002, respectively. Direct Services from General Partner The General Partner and an affiliate provide accounting, investor relations, billing, collecting, asset management, and other administrative services to the Partnership. The Partnership reimburses the General Partner for these services performed on its behalf as permitted under terms of the Partnership Agreement. Direct services from the General Partner of approximately $25,000 and $30,000 are included in payables to affiliates at June 30, 2003 and December 31, 2002, respectively. General and Administrative Expenses The General Partner and an affiliate are reimbursed for the actual cost of administrative expenses incurred on behalf of the Partnership per the terms of the Partnership Agreement. General and administrative costs of approximately $28,000 and $151,000 are included in payables to affiliates at June 30, 2003 and December 31, 2002, respectively. 7 CAPITAL PREFERRED YIELD FUND-IV, L.P. Item 2. Management's Discussion and Analysis of Financial Condition and Results ----------------------------------------------------------------------- of Operations ------------- Results of Operations --------------------- Presented below are schedules (prepared solely to facilitate the discussion of results of operations that follows) showing items of income and expense and changes in those items derived from the Statements of Income:

The Partnership entered its liquidation period during 2002, as defined in the Partnership Agreement, and will not purchase equipment in future periods. Furthermore, during future periods, initial leases will expire and the equipment will be remarketed (i.e., re-leased or sold). As a result, both the size of the Partnership's leasing portfolio and the amount of total revenue will decline ("portfolio runoff"). Even so, because the liquidation period extends over an undefined number of accounting periods, the accompanying financial statements have been prepared on a going concern basis that contemplates the realization of assets and payments of liabilities in the ordinary course of business, which is in accordance with accounting principles generally accepted in the United States of America. Leasing Margin Leasing margin consists of the following:

8 CAPITAL PREFERRED YIELD FUND-IV, L.P. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations, continued Results of Operations, continued --------------------- Leasing Margin, continued Operating lease rentals and depreciation increased primarily due to an increase in remarketing activities related to the Partnership's portfolio. Remarketing revenue (primarily including leases that were earning month-to-month rentals) included in operating lease rentals was $826,802 and $1,546,797 during the three and six months ended June 30, 2003, respectively, compared to $499,108 and $942,804 during the three and six months ended June 30, 2002, respectively. Depreciation related to this activity was $666,538 and $1,212,764 during the three and six months ended June 30, 2003, respectively, compared to $285,397 and $501,840 during the three and six months ended June 30, 2002, respectively. While currently, as increases in remarketing activity offset decreases from portfolio runoff, as portfolio runoff progresses, operating lease rentals and depreciation will decrease. Direct finance lease income is directly related to the average balance of the Partnership's net investment in direct finance leases. As with operating leases discussed above, as portfolio runoff progresses, direct finance lease income will decrease. Interest expense on discounted lease rentals increased due to an increase in the average balance of discounted lease rentals outstanding. Discounted lease rentals outstanding averaged approximately $24,300,000 and $25,700,000 during the three and six months ended June 30, 2003, respectively, compared to approximately $23,600,000 and $22,400,000 during the three and six months ended June 30, 2002, respectively. Leasing margin ratio will vary due to changes in the portfolio, including, among other things, the mix of operating leases versus direct finance leases, the average maturity of leases comprising the portfolio, the average residual value of leased assets in the portfolio, and the amount of discounted lease rentals financing the portfolio. Leasing margin ratio for a direct finance lease is fixed over the term of the lease. Leasing margin ratio for an operating lease financed with discounted lease rentals increases during the term of the lease since rents and depreciation are typically fixed while interest expense declines as the related discounted lease rentals principle is repaid. Leasing margin ratio decreased primarily as a result of the increase in the average net book value of the operating lease portfolio and an increase in the average balance of discounted lease rentals outstanding, both of which are discussed above. The ultimate profitability of the Partnership's leasing transactions is dependent in part on interest rates at the time the leases are originated, future equipment values, and on-going lessee creditworthiness. Because leasing is an alternative to financing equipment purchases with debt, lease rates tend to rise and fall with interest rates (although lease rate movements generally lag interest rate changes in the capital markets). 9 CAPITAL PREFERRED YIELD FUND-IV, L.P. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations, continued Results of Operations, continued --------------------- Equipment Sales Margin Equipment sales margin consists of the following:

Equipment sales margin fluctuates based on the composition of equipment available for sale. Currently, the Partnership is in its liquidation period (as defined in the Partnership Agreement). Initial leases are expiring and the equipment is either being re-leased or sold to the lessee or a third party. Equipment sales margin varies with the number and dollar amount of equipment leases that mature in a particular period and the current market for specific equipment and residual value estimates. Interest Income Interest income varies due to (1) the amount of cash available for investment (pending distribution to partners or investment in equipment purchases) and (2) the interest rate on such invested cash. Expenses Management fees paid to the general partner are earned on gross rents received and will fluctuate due to variances in cash flow and the size of the Partnership's portfolio. Management fees paid to the general partner increased due to the increase in average portfolio size discussed above, which resulted in a corresponding increase in gross rents received. Direct services from general partner decreased for the three and six months ended June 30, 2003, primarily because the three and six months ended June 30, 2002 included increased costs related to management's efforts to collect receivables owed to the Partnership. General and administrative expenses increased for the six months ended June 30, 2003 primarily due to a) increased insurance costs of $35,509, and b) upgrades to computer equipment of $56,600 needed to effectively and efficiently manage the Partnership's assets. General and administrative expenses decreased for the three months ended June 30, 2003 primarily due to a) decreased bank charges of $9,031, b) decreased insurance costs of $12,995, and c) decreased Partnership level state taxes of $18,563. 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations, continued Results of Operations, continued --------------------- Provision for Losses The realization of greater than the carrying value of equipment (which occurs when the equipment is remarketed subsequent to initial lease termination) is reported as equipment sales margin (if the equipment is sold) or leasing margin (if the equipment is re-leased). The realization of less than the carrying value of equipment is recorded as provision for losses. Residual values are established equal to the estimated value to be received from the equipment following termination of the lease. In estimating such values, the Partnership considers all relevant facts regarding the equipment and the lessee, including, for example, the likelihood that the lessee will re-lease or purchase the equipment. The nature of the Partnership's leasing activities is such that it has credit exposure and residual value exposure and will incur losses from those exposures in the ordinary course of business. The Partnership performs quarterly assessments of the estimated residual value of its assets to identify any other-than-temporary losses in value that, if any, are also recorded as provision for losses. The provision for losses of $91,500 and $8,000 recorded during the six months ended June 30, 2003 related primarily to $208,000 for losses on equipment returned to the Partnership at lease maturity occurring because the residual realized was, or is expected to be, less than the residual value originally estimated; offset by a reversal of $200,000 of provision for losses recorded during the third quarter of 2000 for an accounts receivable allowance for losses. The General Partner reviewed the accounts receivable balances at June 30, 2003 and determined that the accounts receivable allowance was greater than the amount required because of management's efforts to collect receivables owed to the Partnership. 11 CAPITAL PREFERRED YIELD FUND-IV, L.P. Item 2. Management's Discussion and Analysis of Financial Condition and Result of Operations, continued Liquidity & Capital Resources ----------------------------- The Partnership is in its liquidation period, as defined in the Partnership Agreement. The Partnership is not purchasing additional equipment and initial leases are expiring with the equipment being remarketed (i.e., re-leased, renewed, or sold). As a result, the size of the Partnership's lease portfolio is decreasing, which results in a corresponding decrease in leasing revenue. Even so, because the liquidation period extends over an undefined number of accounting periods, the accompanying financial statements have been prepared on a going concern basis that contemplates the realization of assets and payments of liabilities in the ordinary course of business, which is in accordance with accounting principles generally accepted in the United States of America. The Partnership funds its operating activities principally with cash from rents and sales of off-lease equipment. Available cash and cash reserves of the Partnership are invested in short-term government securities pending distribution to partners. During the six months ended June 30, 2003, the Partnership declared distributions to the Class A limited partners of $3,311,455 ($1,110,345 of which was paid during July 2003). All such distributions are expected to constitute a return of capital for economic purposes. Distributions may be characterized for tax, accounting and economic purposes as a return of capital, a return on capital, or a portion of both. The portion of each cash distribution that exceeds its net income for the fiscal period may be deemed a return of capital for accounting purposes. However, the total percentage of the partnership's return on capital over its life will only be determined after all residual cash flows (which include proceeds from the re-leasing and sale of equipment) have been realized at the termination of the partnership. The General Partner believes that the Partnership will generate sufficient cash flows from operations during the remainder of 2003, to meet current operating requirements and fund cash distributions to partners in accordance with the Partnership Agreement. All distributions are expected to be a return of capital for economic and accounting purposes. Additionally, the General Partner anticipates that all equipment owned by the Partnership will be sold and the Partnership liquidated during 2004 or 2005. 12 CAPITAL PREFERRED YIELD FUND-IV, L.P. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations, continued "Safe Harbor" Statement Under the Private Securities Litigation Reform Act of ----------------------------------------------------------------------------- 1995 ---- The statements contained in this report which are not historical facts may be deemed to contain forward-looking statements with respect to events, the occurrence of which involve risks and uncertainties, and are subject to factors that could cause actual future results to differ both adversely and materially from currently anticipated results, including, without limitation, the level of lease originations, realization of residual values, the availability and cost of financing sources and the ultimate outcome of any contract disputes. Certain specific risks associated with particular aspects of the Partnership's business are discussed under Results of Operations in this report and under Results of Operations in the 2002 Form 10-K when and where applicable. Item 3. Quantitative and Qualitative Disclosures About Market Risk ---------------------------------------------------------- The Partnership's leases with equipment users are non-cancelable and have lease rates that are fixed at lease inception. The Partnership finances its leases, in part, with discounted lease rentals. Discounted lease rentals are a fixed rate debt. The Partnership's other assets and liabilities are also at fixed rates. Consequently, the Partnership has no interest rate risk or other market risk exposure. Item 4. Controls and Procedures The Partnership carried out and evaluation as of June 30, 2003, under the supervision and with the participation of the General Partner's management, including the President and Director, and the Chief Accounting Officer, of the effectiveness of the design and operation of the Partnership's disclosure controls and procedures as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934. Based upon that evaluation, the President and Director, and the Chief Accounting Officer, concluded that the Partnership's disclosure controls and procedures are effective in timely alerting them to material information relating to the Partnership required to be included in this Quarterly Report on Form 10-Q. There have been no changes in the Partnership's internal controls over financial reporting that occurred during the quarter ended June 30, 2003 that have materially affected, or are reasonably likely to materially affect, the Partnership's internal control over financial reporting. 13 CAPITAL PREFERRED YIELD FUND-IV, L.P. PART II. OTHER INFORMATION Item 1. Legal Proceedings The Partnership is involved in routine legal proceedings incidental to the conduct of its business. The General Partner believes none of these legal proceedings will have a material adverse effect on the financial condition or operations of the Partnership. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits (b) The Partnership did not file any reports on Form 8-K during the quarter ended June 30, 2003. 14 Index to Exhibits Exhibit Number Description ------ ----------- * 99.1 Certification by John F. Olmstead pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. * 99.2 Certification by Joseph F. Bukofski pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. * Filed herewith 15 CAPITAL PREFERRED YIELD FUND-IV, L.P. Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the Partnership has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CAPITAL PREFERRED YIELD FUND-IV, L.P. By: CAI Equipment Leasing V Corp. Dated: August 14, 2003 By: /s/John F. Olmstead ------------------- John F. Olmstead President and Director (Principal Executive Officer) CAPITAL PREFERRED YIELD FUND-IV, L.P. By: CAI Equipment Leasing V Corp. Dated: August 14, 2003 By: /s/Joseph F. Bukofski --------------------- Joseph F. Bukofski Chief Accounting Officer (Principal Accounting and Financial Officer) 16 SECTION 302 CERTIFICATION I, John F. Olmstead, President and Director of CAI Equipment Leasing V Corp., the General Partner of Capital Preferred Yield Fund-IV, L.P. (the "Partnership"), certify that: 1. I have reviewed this report of the Partnership on Form 10-Q for the quarterly period ended June 30, 2003; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the Partnership as of, and for, the periods presented in this report; 4. The Partnership's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Partnership and have: a. designed such disclosure controls and procedures , or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Partnership is made known to us by others within this entity, particularly during the period in which this report is being prepared; b. evaluated the effectiveness of the Partnership's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and c. disclosed in this report any change in the Partnership's internal control over financial reporting that occurred during the Partnership's most recent fiscal quarter (the Partnership's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Partnership's internal control over financial reporting; and 5. The Partnership's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Partnership's auditors: a. all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Partnership's ability to record, process, summarize and report financial information; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the Partnership's internal controls over financial reporting. /s/ John F. Olmstead ----------------------------- John F. Olmstead President and Director (Principal Executive Officer) August 14, 2003 17 SECTION 302 CERTIFICATION I, Joseph F. Bukofski, Chief Accounting Officer of CAI Equipment Leasing V Corp., the General Partner of Capital Preferred Yield Fund-IV, L.P. (the "Partnership"), certify that: 1. I have reviewed this report of the Partnership on Form 10-Q for the quarterly period ended June 30, 2003; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the Partnership as of, and for, the periods presented in this report; 4. The Partnership's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Partnership and have: a. designed such disclosure controls and procedures , or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Partnership is made known to us by others within this entity, particularly during the period in which this report is being prepared; b. evaluated the effectiveness of the Partnership's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and c. disclosed in this report any change in the Partnership's internal control over financial reporting that occurred during the Partnership's most recent fiscal quarter (the Partnership's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Partnership's internal control over financial reporting; and 5. The Partnership's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Partnership's auditors: a. all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Partnership's ability to record, process, summarize and report financial information; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the Partnership's internal controls over financial reporting. /s/ Joseph F. Bukofski -------------------------------------------- Joseph F. Bukofski Chief Accounting Officer (Principal Accounting and Financial Officer) August 14, 2003 18

CAPITAL PREFERRED YIELD FUND IV LP 10-Q