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

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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
EX-32.3 - CERTIFICATION OF PRINCIPAL ACCOUNTING AND 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-31.1 - 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-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
EXCEL - IDEA: XBRL DOCUMENT - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	Financial_Report.xls
EX-31.3 - CERTIFICATION OF PRINCIPAL ACCOUNTING AND FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 - ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.	ex31-3.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

September 30, 2011

[ ] 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.

[x] Yes [ ] 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).

[x] 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 November 7, 2011 is 258,832.

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

PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements		1

Consolidated Balance Sheets		1

Consolidated Statements of Operations		2

Consolidated Statements of Changes in Partners’ Equity		3

Consolidated Statements of Cash Flows		4

Notes to Consolidated Financial Statements		6

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		26

Item 4. Controls and Procedures		26

PART II – OTHER INFORMATION

Item 1. Legal Proceedings		27

Item 1A. Risk Factors		27

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		27

Item 3. Defaults Upon Senior Securities		27

Item 4. (Removed and Reserved)		27

Item 5. Other Information		27

Item 6. Exhibits		28

Signatures		29

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

	September 30,
	2011			December 31,
	(unaudited)			2010
Cash and cash equivalents	$	65,627,807		$	64,317,006
Net investment in finance leases		150,320,139			71,533,752
Leased equipment at cost (less accumulated depreciation of
$13,927,811 and $4,116,560, respectively)		185,484,548			20,690,799
Notes receivable		47,946,268			33,253,709
Investments in joint ventures		-			14,329,717
Other assets, net		14,782,333			5,857,750

Total Assets	$	464,161,095		$	209,982,733

Liabilities and Equity

Liabilities:
Non-recourse long-term debt	$	226,188,849		$	42,642,708
Derivative instruments		10,874,580			-
Deferred revenue		4,501,296			2,275,342
Due to General Partner and affiliates		815,903			700,073
Accrued expenses and other liabilities		9,066,467			1,899,867

Total Liabilities		251,447,095			47,517,990

Commitments and contingencies (Note 11)

Equity:
Partners’ Equity (Deficit):
Limited Partners		205,884,121			161,777,674
General Partner		(243,688	)		(100,032	)

Total Partners’ Equity		205,640,433			161,677,642

Noncontrolling Interests		7,073,567			787,101

Total Equity		212,714,000			162,464,743

Total Liabilities and Equity	$	464,161,095		$	209,982,733

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)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2011			2010		2011			2010
Revenue:
Finance income	$	6,332,777		$	906,836	$	14,575,819		$	1,740,868
Rental income		7,847,405			1,487,851		17,542,059			3,932,012
Income from investments in joint ventures		1,073,263			567,943		1,374,091			1,878,823
Other (loss) income		(75,785	)		55,025		184,171			118,979

Total revenue		15,177,660			3,017,655		33,676,140			7,670,682

Expenses:
Management fees		562,172			147,254		1,378,900			355,325
Administrative expense reimbursements		1,083,290			1,138,831		4,438,637			3,682,231
General and administrative		506,504			142,061		1,444,163			706,563
Depreciation and amortization		4,730,444			1,042,120		10,804,719			2,679,320
Interest		3,058,409			-		6,162,274			-
Loss on financial instruments		6,937,325			-		11,748,444			-

Total expenses		16,878,144			2,470,266		35,977,137			7,423,439

Net (loss) income		(1,700,484	)		547,389		(2,300,997	)		247,243

Less: Net (loss) income attributable to noncontrolling interests		(1,067,527	)		26,293		(1,885,432	)		53,023

Net (loss) income attributable to Fund Fourteen	$	(632,957	)	$	521,096	$	(415,565	)	$	194,220

Net (loss) income attributable to Fund Fourteen allocable to:
Limited Partners	$	(626,627	)	$	515,885	$	(411,409	)	$	192,278
General Partner		(6,330	)		5,211		(4,156	)		1,942

	$	(632,957	)	$	521,096	$	(415,565	)	$	194,220

Weighted average number of limited
partnership interests outstanding		258,832			147,266		238,321			116,726

Net (loss) income attributable to Fund Fourteen
per weighted average limited partnership
interest outstanding	$	(2.42	)	$	3.50	$	(1.73	)	$	1.65

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 Partners' Equity

	Partners' Equity
	Limited									Total
	Partnership			Limited			General			Partners'			Noncontrolling			Total
	Interests			Partners			Partner			Equity			Interest			Equity
Balance, December 31, 2010		192,774		$	161,777,674		$	(100,032	)	$	161,677,642		$	787,101		$	162,464,743

Net income		-			2,047,677			20,684			2,068,361			41,009			2,109,370
Repurchase of limited partnership interests		(35	)		(29,031	)		-			(29,031	)		-			(29,031	)
Proceeds from sale of limited partnership interests		33,599			33,326,751			-			33,326,751			-			33,326,751
Sales and offering expenses		-			(3,620,097	)		-			(3,620,097	)		-			(3,620,097	)
Cash distributions		-			(3,951,230	)		(39,911	)		(3,991,141	)		(97,311	)		(4,088,452	)
Investment by noncontrolling interest		-			-			-			-			12,191,868			12,191,868

Balance, March 31, 2011 (unaudited)		226,338			189,551,744			(119,259	)		189,432,485			12,922,667			202,355,152

Net loss		-			(1,832,459	)		(18,510	)		(1,850,969	)		(858,914	)		(2,709,883	)
Repurchase of limited partnership interests		(30	)		(24,467	)		-			(24,467	)		-			(24,467	)
Proceeds from sale of limited partnership interests		32,524			32,346,782			-			32,346,782			-			32,346,782
Sales and offering expenses		-			(3,671,498	)		-			(3,671,498	)		-			(3,671,498	)
Cash distributions		-			(4,682,517	)		(47,298	)		(4,729,815	)		(5,621,495	)		(10,351,310	)

Balance, June 30, 2011 (unaudited)		258,832			211,687,585			(185,067	)		211,502,518			6,442,258			217,944,776

Net loss		-			(626,627	)		(6,330	)		(632,957	)		(1,067,527	)		(1,700,484	)
Cash distributions		-			(5,176,837	)		(52,291	)		(5,229,128	)		(137,007	)		(5,366,135	)
Investment by noncontrolling interest		-			-			-			-			1,835,843			1,835,843

Balance, September 30, 2011 (unaudited)		258,832		$	205,884,121		$	(243,688	)	$	205,640,433		$	7,073,567		$	212,714,000

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)

	Nine Months Ended September 30,
	2011			2010
Cash flows from operating activities:
Net (loss) income	$	(2,300,997	)	$	247,243
Adjustments to reconcile net (loss) income to net cash
provided by operating activities:
Finance income		(8,962,648	)		(362,583	)
Income from investments in joint ventures		(1,374,091	)		(1,878,823	)
Depreciation and amortization		10,804,719			2,679,320
Interest expense from amortization of debt financing costs		463,409			-
Interest expense, other		137,733			-
Other financial gain		(31,016	)		-
Loss on financial instruments		10,836,351			-
Loss on partial sale of interests in joint ventures		-			25,045
Changes in operating assets and liabilities:
Collection of finance leases		13,589,122			942,229
Other assets, net		(10,152,192	)		(477,793	)
Accrued expenses and other liabilities		88,251			1,641,665
Deferred revenue		2,208,562			2,264,101
Due to General Partner and affiliates		115,830			650,296
Distributions from joint ventures		1,374,091			1,878,823

Net cash provided by operating activities		16,797,124			7,609,523

Cash flows from investing activities:
Purchase of equipment		(79,564,939	)		(15,013,976	)
Asset purchase deposits		-			(26,266,401	)
Investment in joint venture		-			(183,115	)
Distributions received from joint ventures in excess of profits		3,817,746			1,357,417
Investment in joint ventures by noncontrolling interest		-			1,350,000
Investment in notes receivable		(9,465,000	)		(37,032,227	)
Repayment on notes receivable		4,778,195			881,513

Net cash used in investing activities		(80,433,998	)		(74,906,789	)

Cash flows from financing activities:
Proceeds from non-recourse long-term debt		22,000,000			-
Repayments of non-recourse long-term debt		(10,453,859	)		-
Sale of limited partnership interests		65,673,533			92,093,560
Sales and offering expenses paid		(6,166,877	)		(8,682,093	)
Deferred charges		(273,438	)		(738,740	)
Investment by noncontrolling interests		14,027,711			1,000,000
Distributions to noncontrolling interests		(5,855,813	)		(194,621	)
Cash distributions to partners		(13,950,084	)		(6,423,880	)
Repurchase of limited partnership interests		(53,498	)		-

Net cash provided by financing activities		64,947,675			77,054,226

Net increase in cash and cash equivalents		1,310,801			9,756,960
Cash and cash equivalents, beginning of the period		64,317,006			27,074,324

Cash and cash equivalents, end of the period	$	65,627,807		$	36,831,284

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)

	Nine Months Ended September 30,
	2011		2010

Supplemental disclosure of cash flow information:

Cash paid during the period for interest	$	6,463,324	$	-

Supplemental disclosure of non-cash investing and financing activities:

Organizational and offering expenses due to Investment Manager	$	-	$	30,377
Sales commissions due to third parties	$	-	$	121,376
Organizational and offering expenses charged to equity	$	1,124,718	$	934,863
Equipment purchased with non-recourse long-term debt paid directly by lender	$	172,000,000	$	-
Exchange of noncontrolling interest in investment in joint ventures for notes receivable	$	10,450,296	$	-
Equipment purchased with subordinated financing provided by seller	$	9,000,000	$	-

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

September 30, 2011

(unaudited)

(1)	Basis of Presentation and Consolidation

The accompanying consolidated financial statements of ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. and consolidated subsidiaries (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, 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” or the “Investment Manager”), 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 year ended December 31, 2010. The results for the interim period are not necessarily indicative of the results for the full year.

Reclassifications

Certain reclassifications have been made to the accompanying consolidated financial statements in prior periods to conform to the current presentation. Interest income from notes receivable has been reclassified to finance income within the consolidated statements of operations.

Recent Accounting Pronouncements

In 2010, the Partnership adopted the accounting pronouncement related to the disclosures about the credit quality of financing receivables and the allowance for credit losses. The pronouncement requires entities to provide disclosures designed to facilitate financial statements users’ evaluation of (i) the nature of credit risk inherent in the entity’s portfolio of financing receivables, (ii) how that risk is analyzed and assessed in arriving at the allowance for credit losses and (iii) the changes and reasons for those changes in the allowances for credit losses. Disclosures must be disaggregated by portfolio segment, the level at which an entity develops and documents a systematic method for determining its allowance for credit losses and class of financing receivable. The required disclosures include, among other things, a rollforward of the allowance for credit losses as well as information about modified, impaired, non-accrual and past due loans and credit quality indicators. Disclosures that relate to activity during a reporting period are required for the Partnership’s consolidated financial statements effective January 1, 2011. The adoption of these additional disclosures did not have a material effect on the Partnership’s consolidated financial statements.

(2)	Notes Receivable

Effective January 1, 2011, the Partnership exchanged its 42.62% ownership interest in a joint venture for its proportionate share of notes receivable from ION Geophysical Corp. (“ION”), which notes receivable were previously owned by the joint venture. The aggregate principal balance of the notes was approximately $6,830,000 and the notes bear interest at 15% per year and mature on August 1, 2014. No gain or loss was recorded as a result of this transaction. Upon completion of the exchange, the joint venture was terminated.

Table of Contents

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(2)	Notes Receivable – continued

Prior to the exchange, the results of operations of the joint venture for three and nine months ended September 30, 2010 were as summarized below:

	Three Months Ended		Nine Months Ended
	September 30, 2010		September 30, 2010
Revenue	$	692,329	$	2,169,048
Net income	$	651,684	$	2,023,758
Partnership’s share of net income	$	277,722	$	877,887

Effective January 1, 2011, the Partnership exchanged its 40.20% ownership interest in a joint venture for an assignment of its proportionate share of the future cash flows of a loan receivable from Quattro Plant Limited (“Quattro”), which was previously owned by the joint venture. As a result of this assignment, the Partnership recorded a loan receivable of approximately £2,028,000, which bears interest at 20% per year and matures on October 1, 2012. No gain or loss was recorded as a result of this transaction. Upon completion of the exchange, the joint venture was terminated.

Prior to the exchange, the results of operations of the joint venture for the three and nine months ended September 30, 2010 were as summarized below:

	Three Months Ended		Nine Months Ended
	September 30, 2010		September 30, 2010
Revenue	$	440,368	$	1,566,176
Net income	$	338,207	$	1,243,451
Partnership’s share of net income	$	135,943	$	521,725

On July 26, 2011, the Partnership made a secured term loan in the amount of $9,465,000 to Western Drilling Inc. and Western Landholdings, LLC (collectively, “Western Drilling”). The loan bears interest at the rate of 14% per year, matures on September 1, 2016 and is secured by, among other collateral, oil and gas drilling rigs and a mortgage over real property.

Credit Quality of Notes Receivable and Allowance for Credit Losses

The Investment Manager weighs all credit decisions based on a combination of external credit ratings as well as internal credit evaluations of all potential borrowers. A potential borrower’s credit application is analyzed using those credit ratings as well as the potential borrower’s financial statements and other financial data deemed relevant.

Table of Contents

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(2)	Notes Receivable – continued

The Partnership’s notes receivable are limited in number and are spread across a wide range of industries. Accordingly, the Partnership does not aggregate notes receivable into portfolio segments or classes. Due to the limited number of notes receivable, the Partnership is able to estimate the allowance for credit losses based on a detailed analysis of each note receivable as opposed to using portfolio based metrics and allowance for credit losses. Notes are analyzed quarterly and categorized as either performing or nonperforming based on payment history. If a note becomes non-performing due to a borrower’s missed scheduled payments or failed financial covenants, the Investment Manager analyzes whether a reserve should be established or the note should be restructured. As of September 30, 2011 and December 31, 2010, the Investment Manager determined that no allowance for credit losses was required.

Interest income recognized on notes receivable is included in finance income within the consolidated statements of operations.

(3)	Net Investment in Finance Leases

Net investment in finance leases consisted of the following:

	September 30,			December 31,
	2011			2010
Minimum rents receivable	$	173,761,076		$	70,027,335
Estimated residual value		46,187,720			43,641,942
Initial direct costs, net		3,466,124			1,685,898
Unearned income		(73,094,781	)		(43,821,423	)

Net investment in finance leases	$	150,320,139		$	71,533,752

On February 28, 2011, the Partnership purchased information technology equipment for the purchase price of approximately $8,452,000 and simultaneously leased the equipment to Global Crossing Telecommunications, Inc. (“Global Crossing”). The base term of the lease schedule is for a period of thirty six months commencing March 1, 2011.

On June 9, 2011, the Partnership, through a joint venture with ICON ECI Fund Fifteen, L.P., an entity managed by the Investment Manager (“Fund Fifteen”), purchased information technology equipment for the purchase price of approximately $6,359,000 and simultaneously leased the equipment to Global Crossing. The base term of the lease schedule is for a period of thirty six months commencing July 1, 2011. As of June 9, 2011, the Partnership had a 100% ownership in the joint venture. Pursuant to the terms of the joint venture, Fund Fifteen may contribute capital on or prior to the six month anniversary of the date the joint venture acquired the equipment. On August 11, 2011, Fund Fifteen contributed capital of approximately $1,836,000 to the joint venture, inclusive of acquisition fees, after which, the Partnership’s and Fund Fifteen’s ownership interests in the joint venture were approximately 70.8% and 29.2%, respectively. On October 20, 2011, the Partnership exchanged its 70.8% ownership interest in the joint venture for its proportionate share of the lease schedules that were previously owned by the joint venture. Upon the completion of the exchange, the joint venture was terminated. No gain or loss was recorded as a result of this transaction.

Table of Contents

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(3)	Net Investment in Finance Leases – continued

On June 21, 2011, the Partnership purchased a crude oil tanker for the purchase price of $69,000,000, of which $44,000,000 was financed through non-recourse long-term debt and $9,000,000 of subordinated seller’s credit. Simultaneously, the tanker was bareboat chartered to Center Navigation Ltd., a wholly-owned subsidiary of Geden Holdings Ltd. (“Geden”), for a period of five years. The seller’s credit is recorded on a discounted basis within accrued expenses and other liabilities and is being accreted to its stated value as interest expense over its term.

Non-cancelable minimum annual amounts due on investment in finance leases over the next five years and thereafter were as follows at September 30, 2011:

For the period October 1 to December 31, 2011	$	6,110,068
For the year ending December 31, 2012		24,346,266
For the year ending December 31, 2013		22,963,753
For the year ending December 31, 2014		18,892,989
For the year ending December 31, 2015		17,155,000
Thereafter		84,293,000
	$	173,761,076

(4)	Leased Equipment at Cost

Leased equipment at cost consisted of the following:

	September 30,		December 31,
	2011		2010
Packaging equipment	$	6,535,061	$	6,535,061
Telecommunications equipment		7,644,928		7,644,928
Motor coaches		10,627,370		10,627,370
Marine - Crude oil tankers		174,605,000		-
		199,412,359		24,807,359
Less: Accumulated depreciation		13,927,811		4,116,560
	$	185,484,548	$	20,690,799

Depreciation expense was $4,336,287 and $948,344 for the three months ended September 30, 2011 and 2010, respectively. Depreciation expense was $9,811,251 and $2,518,762 for the nine months ended September 30, 2011 and 2010, respectively.

On March 29, 2011, the Partnership and ICON Leasing Fund Twelve, LLC, an entity managed by the Investment Manager (“Fund Twelve”), entered into a joint venture owned 75% by the Partnership and 25% by Fund Twelve, for the purpose of acquiring two Aframax tankers and two Very Large Crude Carriers (the “VLCCs”) (collectively, the “AET Vessels”). The Aframax tankers were each acquired for a purchase price of $13,000,000 and simultaneously bareboat chartered to AET Inc. Limited (“AET”) for a period of three years. The VLCCs were each acquired for a purchase price of $72,000,000 and simultaneously bareboat chartered to AET for a period of ten years. The aggregate purchase price of the AET Vessels was $170,000,000, of which $150,000,000 was ultimately financed through non-recourse long-term debt.

Table of Contents

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(4)	Leased Equipment at Cost – continued

Aggregate annual minimum future rentals receivable from the Partnership’s non-cancelable operating leases over the next five years and thereafter consisted of the following at September 30, 2011:

For the period October 1 to December 31, 2011	$	7,799,070
For the year ending December 31, 2012		30,515,542
For the year ending December 31, 2013		28,117,592
For the year ending December 31, 2014		22,201,708
For the year ending December 31, 2015		19,009,656
Thereafter		97,426,988
	$	205,070,556

(5)	Investments in Joint Ventures

On July 15, 2011, a joint venture owned 40.53% by the Partnership, 49.54% by Fund Twelve and 9.93% by an unaffiliated third-party amended the master lease agreement with Atlas Pipeline Mid-Continent LLC (“Atlas”). As a result, the joint venture received an amendment fee of $500,000.

On September 14, 2011, the joint venture entered into a loan agreement with Wells Fargo Equipment Finance, Inc. (“Wells Fargo”) in the amount of approximately $10,628,000. The loan bears interest at the rate of 4.08% per year and matures on September 1, 2013.

On September 29, 2011, the Partnership received a distribution of approximately $4,300,000 from the joint venture, which included the return of the Partnership’s capital. In connection with the distribution, the Partnership reduced its investment in the joint venture to zero and recorded approximately $949,000 of additional income from investments in joint ventures.

The results of operations of the joint venture are summarized below:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2011		2010		2011		2010
Revenue	$	408,686	$	613,955	$	1,636,596	$	1,841,865
Net income	$	307,733	$	380,624	$	1,049,914	$	1,140,461
Partnership’s share of net income	$	1,073,263	$	154,278	$	1,374,091	$	479,211

(6)	Non-Recourse Long-Term Debt

On March 29, 2011, the Partnership, through certain subsidiaries of its joint venture with Fund Twelve, borrowed $128,000,000 in connection with the acquisition of the AET Vessels. The $18,000,000 of debt relating to the Aframax tankers accrued interest at a rate of 3.3075% per year through June 29, 2011 and was thereafter fixed at 4.5550% per year through maturity on March 29, 2014 pursuant to a swap agreement. The $110,000,000 of debt relating to the VLCCs accrued interest at a rate of 3.3075% per year through June 29, 2011 and was thereafter fixed at 6.3430% per year through maturity on March 29, 2021 pursuant to a swap agreement. The lender has a security interest in the AET Vessels.

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(6)	Non-Recourse Long-Term Debt – continued

On April 5, 2011, the joint venture borrowed $22,000,000 of subordinated non-recourse long-term debt from an unaffiliated third-party related to the investment in the AET Vessels. The loan is for a period of sixty months and at the Partnership’s option may be extended for an additional twelve months. The loan is secured by an interest in the equity of the joint venture.

On June 21, 2011, the Partnership borrowed $44,000,000 in connection with the acquisition of a crude oil tanker. The loan is for a period of five years and bears interest at 3.500% per year through September 21, 2011 and is thereafter fixed at 5.235% per year through maturity pursuant to a swap agreement.

As of September 30, 2011, the Partnership had capitalized net debt financing costs of $4,577,156. The Partnership recognized interest expense from the amortization of debt financing costs of $273,820 and $463,409 for the three and nine months ended September 30, 2011, respectively.

The aggregate maturities of non-recourse long-term debt over the next five years and thereafter were as follows at September 30, 2011:

For the period October 1 to December 31, 2011	$	4,235,931
For the year ending December 31, 2012		22,516,662
For the year ending December 31, 2013		23,369,059
For the year ending December 31, 2014		37,823,869
For the year ending December 31, 2015		15,769,168
Thereafter		122,474,160
	$	226,188,849

(7)	Revolving Line of Credit, Recourse

On May 10, 2011, the Partnership entered into a Commercial Loan Agreement (the “Loan Agreement”) with CB&T. The Loan Agreement provides for a revolving line of credit of up to $15,000,000 pursuant to a senior secured revolving loan facility (the “Facility”), which is secured by all of the Partnership’s assets not subject to a first priority lien, as defined in the Loan Agreement. Amounts available under the Facility are subject to a borrowing base that is determined, subject to certain limitations, based on the present value of the future receivables under certain loans and lease agreements in which the Partnership has a beneficial interest. At September 30, 2011, the Partnership had $15,000,000 available under the Facility.

The Facility expires on March 31, 2013 and the Partnership 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 90-day 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. In addition, the Partnership is obligated to pay a commitment fee based on an annual rate of 0.50% on unused commitments under the Facility. At September 30, 2011, there were no obligations outstanding under the Loan Agreement.

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(7)	Revolving Line of Credit, Recourse – continued

Pursuant to the Loan Agreement, the Partnership is required to comply with certain covenants. At September 30, 2011, the Partnership was in compliance with all covenants under the Loan Agreement.

(8)	Transactions with Related Parties

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

			Three Months Ended September 30,				Nine Months Ended September 30,
Entity	Capacity	Description	2011		2010		2011		2010
ICON Capital Corp.	Investment Manager	Organizational and offering
		expense reimbursements (1)	$	-	$	112,330	$	273,438	$	769,117
ICON Securities Corp.	Dealer-Manager	Underwriting fees (2)		-		797,614		1,877,234		2,648,181
ICON Capital Corp.	Investment Manager	Acquisition fees (3)		1,069,063		3,443,151		8,610,359		5,923,983
ICON Capital Corp.	Investment Manager	Management fees (4)		562,172		147,254		1,378,900		355,325
ICON Capital Corp.	Investment Manager	Administrative expense
		reimbursements (4)		1,083,290		1,138,831		4,438,637		3,682,231
			$	2,714,525	$	5,639,180	$	16,578,568	$	13,378,837

(1) Amount capitalized and charged 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 September 30, 2011, the Partnership had a net payable of $815,903 due to the General Partner and its affiliates that primarily consisted of administrative expense reimbursements.

(9)	Derivative Financial Instruments

The Partnership may enter into derivative transactions for purposes of hedging specific financial exposures, including movements in foreign currency exchange rates and changes in interest rates on its non-recourse long-term debt. The Partnership enters into these instruments only for hedging underlying exposures. The Partnership does not hold or issue derivative financial instruments for purposes other than hedging. Certain derivatives may not meet the established criteria to be designated as qualifying accounting hedges, even though the Partnership believes that these are effective economic hedges.

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(9)	Derivative Financial Instruments – continued

The Partnership recognizes all derivatives as either assets or liabilities on the consolidated balance sheets and measures those instruments at fair value. The Partnership recognizes the fair value of all derivatives as either assets or liabilities on the consolidated balance sheets and changes in the fair value of such instruments are recognized immediately in earnings unless certain accounting criteria established by the accounting pronouncements are met. These criteria demonstrate that the derivative is expected to be highly effective at offsetting changes in the fair value or expected cash flows of the underlying exposure at both the inception of the hedging relationship and on an ongoing basis and include an evaluation of the counterparty risk and the impact, if any, on the effectiveness of the derivative. If these criteria are met, which the Partnership must document and assess at inception and on an ongoing basis, the Partnership recognizes the changes in fair value of such instruments in accumulated other comprehensive income (loss), a component of equity on the consolidated balance sheets. Changes in the fair value of the ineffective portion of all derivatives are recognized immediately in earnings.

Non-designated Derivatives

As of September 30, 2011, the Partnership had five interest rate swaps that are not designated and qualifying as cash flow hedges with an aggregate notional amount of $165,215,000. These interest rate swaps are not speculative and are used to meet the Partnership’s objectives in using interest rate derivatives to add stability to interest expense and to manage its exposure to interest rate movements. The Partnership’s strategy to accomplish this objective is to match the projected future cash flows with the underlying debt service. Each interest rate swap involves the receipt of floating rate payments from a counterparty in exchange for the Partnership making fixed rate payments over the life of the agreement without exchange of the underlying notional amount.

The table below presents the fair value of the Partnership’s derivative financial instruments as well as their classification within the Partnership’s consolidated balance sheets as of September 30, 2011 and December 31, 2010:

	Liability Derivatives
		September 30,		December 31,
		2011		2010
	Balance Sheet Location	Fair Value		Fair Value

Derivatives not designated as hedging instruments:
Interest rate swaps	Derivative instruments	$	10,874,580	$	-

The Partnership’s derivative financial instruments not designated as hedging instruments generated a loss on financial instruments on the consolidated statements of operations for the three and nine months ended September 30, 2011 of $6,937,325 and $11,748,444, respectively, related to interest rate swaps.

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(9)	Derivative Financial Instruments – continued

Derivative Risks

The Partnership manages exposure to possible defaults on derivative financial instruments by monitoring the concentration of risk that the Partnership has with any individual bank and through the use of minimum credit quality standards for all counterparties. The Partnership does not require collateral or other security in relation to derivative financial instruments. Since it is the Partnership’s policy to enter into derivative contracts with banks of internationally acknowledged standing only, the Partnership considers the counterparty risk to be remote.

As of September 30, 2011, the fair value of the derivatives in a liability position was $10,874,580. In the event that the Partnership would be required to settle its obligations under the derivative contracts as of September 30, 2011, the termination value would be $11,867,257.

(10)	Fair Value Measurements

Assets and liabilities carried at fair value are classified and disclosed in one of the following three categories:

·	Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

·	Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

·	Level 3: Pricing inputs that are generally unobservable and cannot be corroborated by market data.

Financial Assets and Liabilities Measured on a Recurring Basis

Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Investment Manager’s assessment, on the Partnership’s behalf, of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy.

The following table summarizes the valuation of the Partnership’s material financial liabilities measured at fair value on a recurring basis as of September 30, 2011:

	Level 1		Level 2		Level 3		Total

Liabilities:

Derivative instruments	$	-	$	10,874,580	$	-	$	10,874,580

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

(A Delaware Limited Partnership)

Notes to Consolidated Financial Statements

September 30, 2011

(unaudited)

(10)	Fair Value Measurements – continued

The Partnership’s derivative contracts, including interest rate swaps, are valued using models based on readily observable or unobservable market parameters for all substantial terms of the Partnership’s derivative contracts and are classified within Level 2. As permitted by the accounting pronouncements, the Partnership uses market prices and pricing models for fair value measurements of its derivative instruments. The fair value of the derivative liabilities was recorded in derivative instruments within the consolidated balance sheets.

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 fixed rate notes receivable, fixed rate non-recourse long-term debt and other liabilities was based on the discounted value of future cash flows related to the loans based on recent transactions of this type.

	September 30, 2011
	Carrying Amount		Fair Value
Fixed rate notes receivable	$	47,946,268	$	49,190,758

Fixed rate non-recourse long term debt	$	39,920,832	$	41,383,663

Other liabilities	$	7,004,742	$	7,606,238

(11)	Commitments and Contingencies

At the time the Partnership acquires or divests of its interest in a diverse pool of business essential equipment and corporate infrastructure (collectively, “Capital Assets”), 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 of the Partnership 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.

In connection with certain investments, the Partnership is required to maintain restricted cash accounts with certain banks. The aforementioned cash amounts are presented within other assets in the Partnership’s consolidated balance sheet at September 30, 2011.

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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, 2010. 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. During our offering period, from May 18, 2009 to May 18, 2011, we raised $257,646,987. Our operating period commenced on May 19, 2011. We invest a substantial portion of the proceeds from the sale of our limited partnership interests (“Interests”) 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 during our five-year operating period, which 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 our liquidation period.

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

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Recent Significant Transactions

We engaged in the following significant transactions since December 31, 2010:

New Investments

·	On February 28, 2011, we purchased information technology equipment for the purchase price of approximately $8,452,000 and simultaneously leased the equipment to Global Crossing. The base term of the lease schedule is for a period of thirty six months commencing March 1, 2011.

On March 29, 2011, we and Fund Twelve entered into a joint venture, owned 75% by us and 25% by Fund Twelve, for the purpose of acquiring the AET Vessels. The Aframax tankers were each acquired for a purchase price of $13,000,000, of which $9,000,000 of non-recourse debt was borrowed, and were simultaneously bareboat chartered to AET for a period of three years. The VLCCs were each acquired for a purchase price of $72,000,000, of which $55,000,000 of non-recourse debt was borrowed, and were simultaneously bareboat chartered to AET for a period of ten years.

On April 5, 2011, we borrowed $22,000,000 of subordinated non-recourse long-term debt from an unaffiliated third-party related to the investment in the AET Vessels. The loan is for a period of sixty months and at our option may be extended for an additional twelve months. The loan is secured by an interest in the equity of the joint venture.

On June 9, 2011, we, through a joint venture with Fund Fifteen, purchased information technology equipment for the purchase price of approximately $6,359,000 and simultaneously leased the equipment to Global Crossing. The base term of the lease schedule is for a period of thirty six months commencing July 1, 2011. As of June 9, 2011, we had a 100% ownership in the joint venture. Pursuant to the terms of the joint venture, Fund Fifteen may contribute capital on or prior to the six month anniversary of the date the joint venture acquired the equipment. On August 11, 2011, Fund Fifteen contributed capital of approximately $1,836,000 to the joint venture, inclusive of acquisition fees, after which, our and Fund Fifteen’s ownership interests in the joint venture were approximately 70.8% and 29.2%, respectively. On October 20, 2011, we exchanged our 70.8% ownership interest in the joint venture for our proportionate share of the lease schedules that were previously owned by the joint venture. Upon the completion of the exchange, the joint venture was terminated. No gain or loss was recorded as a result of this transaction.

On June 21, 2011, we purchased a crude oil tanker for the purchase price of $69,000,000, of which $44,000,000 was financed through non-recourse long-term debt and $9,000,000 of subordinated seller’s credit, and simultaneously bareboat chartered the tanker to Center Navigation Ltd., a wholly-owned subsidiary of Geden, for a period of five years.

Notes Receivable

Effective January 1, 2011, we exchanged our 42.62% ownership interest in a joint venture for our proportionate share of notes receivable from ION, which notes receivable were previously owned by the joint venture. The aggregate principal balance of the notes was approximately $6,830,000 and the notes bear interest at 15% per year and mature on August 1, 2014. No gain or loss was recorded as a result of this transaction. Upon completion of the exchange, the joint venture was terminated.

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Effective January 1, 2011, we exchanged our 40.20% ownership interest in a joint venture for an assignment of our proportionate share of the future cash flows of a loan receivable from Quattro, which was previously owned by the joint venture. As a result of this assignment, we recorded a loan receivable of approximately £2,028,000, which bears interest at 20% per year and matures on October 1, 2012. No gain or loss was recorded as a result of this transaction. Upon completion of the exchange, the joint venture was terminated.

·	On July 26, 2011, we made a secured term loan in the amount of $9,465,000 to Western Drilling. The loan bears interest at a rate 14% per year, matures on September 1, 2016 and is secured by, among other collateral, oil and gas drilling rigs and a mortgage over real property.

Investments in Joint Ventures

On July 15, 2011, a joint venture owned 40.53% by us, 49.54% by Fund Twelve and 9.93% by an unaffiliated third-party amended its master lease agreement with Atlas. The amendment requires the lessee to purchase the assets under lease upon termination. As a result, the joint venture received an amendment fee of $500,000.

On September 14, 2011, the joint venture entered into a loan agreement with Wells Fargo in the amount of approximately $10,628,000. The loan bears interest at the rate of 4.08% per year and matures on September 1, 2013.

On September 29, 2011, we received a distribution of approximately $4,300,000 from the joint venture, which included the return of our capital. In connection with the distribution, we recorded approximately $949,000 of additional income from investments in joint ventures.

Acquisition Fees

In connection with the new investments made since December 31, 2010, we paid total acquisition fees to our Investment Manager of approximately $8,600,000.

Recent Accounting Pronouncements

There are no recent accounting pronouncements that are expected to have a significant impact on our consolidated financial statements as of September 30, 2011. See Note 1 to our consolidated financial statements for a discussion of recent accounting pronouncements.

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Results of Operations for the Three Months Ended September 30, 2011 (the “2011 Quarter”) and 2010 (the “2010 Quarter”)

Financing Transactions

We provide financing in diverse industries. The following tables set forth the types of assets securing the investments in our portfolio as of September 30, 2011 and December 31, 2010:

	September 30, 2011				December 31, 2010
	Net		Percentage of Total Net Carrying Value		Net		Percentage of Total Net Carrying Value
	Carrying				Carrying
Asset Types	Value				Value
Marine - Crude oil tanker	$	82,418,574		43%	$	14,400,000		14%
Marine - Dry bulk vessels		66,096,814		33%		68,035,817		65%
Telecommunications equipment		16,204,751		8%		3,497,935		3%
Land drilling rigs		9,355,191		5%		-		-
Point of sale equipment		6,854,787		3%		8,803,709		8%
Analog seismic system equipment		5,719,604		3%		-		-
Cranes & transportation equipment		4,659,375		2%		5,250,000		5%
Metal cladding & production equipment		4,362,500		2%		4,800,000		5%
Rail support construction equipment		2,594,811		1%		-		-
	$	198,266,407		100%	$	104,787,461		100%

The net carrying value of our financing transactions includes the balances of our notes receivable and our net investment in finance leases, which are included in our consolidated balance sheets.

During the 2011 Quarter and the 2010 Quarter, certain customers generated significant portions (defined as 10% or more) of our total finance income as follows:

		Percentage of Total Finance Income
Customer	Asset Types	2011 Quarter	2010 Quarter
Geden Holdings Ltd.	Marine - Dry bulk vessels	30%	-
Geden Holdings Ltd.	Marine - Crude oil tanker	27%	-
Global Crossing Telecommunications Inc.	Telecommunications equipment	10%	16%
Ocean Navigation 5 Co. Ltd. and Ocean Navigation 6 Co. Ltd.	Marine - Crude oil tanker	9%	31%
Northern Capital Associates	Point of sale equipment	5%	44%
		81%	91%

Interest income from our notes receivable and finance income from our net investment in finance leases are included in finance income in the consolidated statements of operations.

The foregoing percentages are only as of a stated period and are not expected to be comparable in future periods. Further, these percentages are only representative of the percentage of the carrying value of such assets or finance income as of a stated period, as applicable, and as such are not indicative of the concentration of any asset type or customer by the amount of equity invested or our investment portfolio as a whole.

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Operating Lease Transactions

We have also financed a diversified portfolio of equipment pursuant to operating leases. The equipment has been leased to customers in various industries. The following tables set forth the types of equipment subject to operating leases in our investment portfolio as of September 30, 2011 and December 31, 2010:

	September 30, 2011				December 31, 2010
	Net		Percentage of Total Net Carrying Value		Net		Percentage of Total Net Carrying Value
	Carrying				Carrying
Asset Types	Value				Value
Marine - Crude oil tanker	$	167,638,783		90%	$	-		-
Motor coaches		8,972,390		5%		9,821,498		47%
Packaging equipment		5,245,913		3%		5,712,161		28%
Telecommunications equipment		3,627,462		2%		5,157,140		25%
	$	185,484,548		100%	$	20,690,799		100%

During the 2011 Quarter and the 2010 Quarter, certain customers generated significant portions (defined as 10% or more) of our total rental income as follows:

		Percentage of Total Rental Income
Customer	Asset Types	2011 Quarter	2010 Quarter
AET Inc. Limited	Marine - Crude oil tanker	81%	-
Global Crossing Telecommunications Inc.	Telecommunications equipment	9%	45%
Dillon's Bus Service, Inc. and Lakefront Lines, Inc.	Motor coaches	6%	31%
Exopack, LLC	Packaging equipment	4%	24%
		100%	100%

The foregoing percentages are only as of a stated period and are not expected to be comparable in future periods. Further, these percentages are only representative of the percentage of the carrying value of such assets or rental income as of a stated period, as applicable, and as such are not indicative of the concentration of any asset type or customer by the amount of equity invested or our investment portfolio as a whole.

Revenue for the 2011 Quarter and the 2010 Quarter is summarized as follows:

	Three Months Ended September 30,
	2011			2010		Change
Finance income	$	6,332,777		$	906,836	$	5,425,941
Rental income		7,847,405			1,487,851		6,359,554
Income from investments in joint ventures		1,073,263			567,943		505,320
Other (loss) income		(75,785	)		55,025		(130,810	)

Total revenue	$	15,177,660		$	3,017,655	$	12,160,005

Total revenue for the 2011 Quarter increased $12,160,005, or 403.0%, as compared to the 2010 Quarter. The increase in rental income was due to four operating leases that we entered into since the 2010 Quarter. The increase in finance income was primarily due to eight finance leases and five notes receivable that we entered into since the 2010 Quarter.

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Expenses for the 2011 Quarter and the 2010 Quarter are summarized as follows:

	Three Months Ended September 30,
	2011		2010		Change
Management fees	$	562,172	$	147,254	$	414,918
Administrative expense reimbursements		1,083,290		1,138,831		(55,541	)
General and administrative		506,504		142,061		364,443
Depreciation and amortization		4,730,444		1,042,120		3,688,324
Interest		3,058,409		-		3,058,409
Loss on financial instruments		6,937,325		-		6,937,325

Total expenses	$	16,878,144	$	2,470,266	$	14,407,878

Total expenses for the 2011 Quarter increased $14,407,878, or 583.3%, as compared to the 2010 Quarter. The increase in loss on financial instruments was due to five new non-designated derivative instruments that we entered into since the 2010 Quarter. Interest expense increased as a result of the debt incurred on our transactions since the 2010 Quarter. The increase in depreciation and amortization expense was primarily due to the equipment acquired under the four operating leases that we entered into during 2011. Management fees have increased due to our increased transaction volume.

Noncontrolling Interest

Net loss attributable to noncontrolling interests for the 2011 Quarter increased $1,093,820 from net income attributable to noncontrolling interests for the 2010 Quarter. The increase was primarily due to the net loss relating to Fund Twelve’s investment in the AET Vessels.

Net (Loss) Income Attributable to Fund Fourteen

As a result of the foregoing factors, net (loss) income attributable to us for the 2011 Quarter and the 2010 Quarter was $(632,957) and $521,096, respectively. The net (loss) income attributed to us per weighted average limited partnership interest outstanding for the 2011 Quarter and the 2010 Quarter was $(2.42) and $3.50, respectively.

Results of Operations for the Nine Months Ended September 30, 2011 (the “2011 Period”) and 2010 (the “2010 Period”)

Financing Transactions

During the 2011 Period and the 2010 Period, certain customers generated significant portions (defined as 10% or more) of our total finance income as follows:

		Percentage of Total Finance Income
Customer	Asset Types	2011 Period	2010 Period
Geden Holdings Ltd.	Marine - Dry bulk vessels	39%	-
Geden Holdings Ltd.	Marine - Crude oil tanker	13%	-
Ocean Navigation 5 Co. Ltd. and Ocean Navigation 6 Co. Ltd.	Marine - Crude oil tanker	12%	16%
Global Crossing Telecommunications Inc.	Telecommunications equipment	9%	21%
Northern Capital Associates	Point of sale equipment	7%	58%
		80%	95%

Interest income from our notes receivable and finance income from our net investment in finance leases are included in finance income in the consolidated statements of operations.

The foregoing percentages are only as of a stated period and are not expected to be comparable in future periods. Further, these percentages are only representative of the percentage of the finance income as of a stated period, as applicable, and as such are not indicative of the concentration of any asset type or customer by the amount of equity invested or our investment portfolio as a whole.

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Operating Lease Transactions

During the 2011 Period and the 2010 Period, certain customers generated significant portions (defined as 10% or more) of our total rental income as follows:

		Percentage of Total Rental Income
Customer	Asset Types	2011 Period	2010 Period
AET Inc. Limited	Marine - Crude oil tanker	74%	-
Global Crossing Telecommunications Inc.	Telecommunications equipment	11%	51%
Dillon's Bus Service, Inc. and Lakefront Lines, Inc.	Motor coaches	8%	22%
Exopack, LLC	Packaging equipment	7%	27%
		100%	100%

The foregoing percentages are only as of a stated period and are not expected to be comparable in future periods. Further, these percentages are only representative of the percentage of rental income as of a stated period, as applicable, and as such are not indicative of the concentration of any asset type or customer by the amount of equity invested or our investment portfolio as a whole.

Revenue for the 2011 Period and the 2010 Period is summarized as follows:

	Nine Months Ended September 30,
	2011		2010		Change
Finance income	$	14,575,819	$	1,740,868	$	12,834,951
Rental income		17,542,059		3,932,012		13,610,047
Income from investments in joint ventures		1,374,091		1,878,823		(504,732	)
Other income		184,171		118,979		65,192

Total revenue	$	33,676,140	$	7,670,682	$	26,005,458

Total revenue for the 2011 Period increased $26,005,458, or 339.0%, as compared to the 2010 Period. The increase in rental income was due to four operating leases that we entered into since the 2010 Period. The increase in finance income was primarily due to eight finance leases and five notes receivable that we entered into since the 2010 Period. The decrease in income from investments in joint ventures is due to the exchange of our interests in two joint ventures for notes receivable.

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Expenses for the 2011 Period and the 2010 Period are summarized as follows:

	Nine Months Ended September 30,
	2011		2010		Change
Management fees	$	1,378,900	$	355,325	$	1,023,575
Administrative expense reimbursements		4,438,637		3,682,231		756,406
General and administrative		1,444,163		706,563		737,600
Depreciation and amortization		10,804,719		2,679,320		8,125,399
Interest		6,162,274		-		6,162,274
Loss on financial instruments		11,748,444		-		11,748,444

Total expenses	$	35,977,137	$	7,423,439	$	28,553,698

Total expenses for the 2011 Period increased $28,553,698, or 384.6%, as compared to the 2010 Period. The increase in loss on financial instruments relates to the five new non-designated derivative instruments that we entered into during the 2011 Period. The increase in depreciation and amortization expense primarily relates to the equipment acquired under the four operating leases that we entered during the 2011 Period. Interest expense increased as a result of the debt incurred on our transactions since the 2010 Period and management fees, administrative expense reimbursements and general and administrative expenses have increased due to the increase in the size of our investment portfolio.

Noncontrolling Interest

Net loss attributable to noncontrolling interests for the 2011 Period increased $1,938,455 from net income attributable to noncontrolling interests for the 2010 Period. The increase was primarily due to the net loss relating to Fund Twelve’s investment in the AET Vessels.

Net (Loss) Income Attributable to Fund Fourteen

As a result of the foregoing factors, net (loss) income attributable to us for the 2011 Period and the 2010 Period was $(415,565) and $194,220, respectively. The net (loss) income attributed to us per weighted average limited partnership interest outstanding for the 2011 Period and the 2010 Period was $(1.73) and $1.65, respectively.

Financial Condition

This section discusses the major balance sheet variances at September 30, 2011 compared to December 31, 2010.

Total Assets

Total assets increased $254,178,362, from $209,982,733 at December 31, 2010 to $464,161,095 at September 30, 2011. The increase in total assets was the result of cash proceeds received from the sale of our Interests, which were then used to make investments in four debt financed operating leases, a note receivable, and six finance leases, one of which was debt financed.

Total Liabilities

Total liabilities increased $203,929,105, from $47,517,990 at December 31, 2010 to $251,447,095 at September 30, 2011. The increase primarily related to the non-recourse long-term debt incurred and derivative instruments entered into relating to the purchase of the AET Vessels and a crude oil tanker.

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Equity

Equity increased $50,249,257, from $162,464,743 at December 31, 2010 to $212,714,000 at September 30, 2011. The increase primarily related to the net cash proceeds received from the sale of our Interests and investments by noncontrolling interests, which were offset by distributions paid to our partners.

Liquidity and Capital Resources

Summary

At September 30, 2011 and December 31, 2010, we had cash and cash equivalents of $65,627,807 and $64,317,006, respectively. Pursuant to the terms of our offering, we have established a reserve in the amount of 0.50% of the gross offering proceeds from the sale of our Interests. As of September 30, 2011, the cash reserve was $1,288,235. Since the commencement of our offering period, our main source of cash has been from financing activities and our main use of cash has been in investing activities. During our operating period, our main source of cash will be from operating activities and our main use of cash will be in investing and financing activities. Our liquidity will vary in the future, increasing to the extent cash flows from investments and proceeds from the sale of our investments exceed expenses and decreasing as we make new investments, pay distributions to our partners and to the extent that expenses exceed cash flows from operations and the proceeds from the sale of our investments.

We believe that cash generated from 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, a revolving line of credit of $15,000,000 is available to fund our short-term liquidity needs.

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.

We are using the net proceeds of our 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 June 19, 2009, the “Commencement of Operations,” through May 18, 2011, we sold 258,897 Interests, representing $257,646,987 of capital contributions. We admitted 7,010 limited partners. For the period from the Commencement of Operations through May 18, 2011, we have paid or accrued sales commissions to third parties of $17,201,964 and underwriting commissions to ICON Securities Corp. d/b/a ICON Investments of $7,445,754. In addition, organization and offering expenses of $2,926,110 were paid or incurred by us, our General Partner or its affiliates during this period.

Operating Activities

Cash provided by operating activities increased $9,187,601, from $7,609,523 in the 2010 Period to $16,797,124 in the 2011 Period. The increase was primarily due to the receipt of cash from finance and rental income on a larger base of investments offset by increased payments of management fees and administrative expense reimbursements related to our increased activity during the 2011 Period.

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Investing Activities

Cash used in investing activities increased $5,527,209, from $74,906,789 in the 2010 Period to $80,433,998 in the 2011 Period. The increase was primarily due to the increased volume of investments offset by repayments of notes receivable and distributions received from joint ventures in excess of profits during the 2011 Period.

Financing Activities

Cash provided by financing activities decreased $12,106,551, from $77,054,226 in the 2010 Period to $64,947,675 in the 2011 Period. The decrease was primarily due to the decrease in net cash proceeds received from the sale of our Interests as a result of the completion of our offering period during the 2011 Period. There was also an increase in distributions to partners and noncontrolling interests and repayments of non-recourse long-term debt offset by proceeds from non-recourse long-term debt and investments by noncontrolling interests.

Non-Recourse Long-Term Debt

We had non-recourse long-term debt obligations at September 30, 2011 of $226,188,849. Most of our non-recourse long-term debt obligations consist of notes payable in which the lender has a security interest in the equipment. If the lessee were to default on the non-recourse long-term debt, the equipment would be returned to the lender in extinguishment of that debt.

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 of $139,500, $13,810,584 and $5,855,813 to our General Partner, limited partners and noncontrolling interests, respectively, during the 2011 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.

In connection with certain investments, we are required to maintain restricted cash accounts with certain banks. The aforementioned cash amounts are presented within our other assets in our consolidated balance sheet at September 30, 2011.

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, 2010.

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 quarter ended September 30, 2011, 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 Principal Accounting and 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 Principal Accounting and 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 September 30, 2011 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, 2010.

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

We did not sell or repurchase any Interests during the three months ended September 30, 2011.

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).

10.7	Termination of Commercial Loan Agreement, by and among California Bank & Trust and 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., dated as of May 10, 2011. (Incorporated by reference to Exhibit 10.7 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2011, filed May 16, 2011).

10.8	Commercial Loan Agreement, by and between California Bank & Trust and ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P., dated as of May 10, 2011. (Incorporated by reference to Exhibit 10.8 to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2011, filed on May 16, 2011).

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 Principal Accounting and 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 Principal Accounting and Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*	XBRL Instance Document.

101.SCH*	XBRL Taxonomy Extension Schema Document.

101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.

101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.

*	XBRL (eXtensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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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)

November 9, 2011

By: /s/ Michael A. Reisner

Michael A. Reisner

Co-Chief Executive Officer and Co-President

(Co-Principal Executive Officer)

By: /s/ Mark Gatto

Mark Gatto

Co-Chief Executive Officer and Co-President

(Co-Principal Executive Officer)

By: /s/ Keith S. Franz

Keith S. Franz

Senior Vice President - Finance

(Principal Accounting and Financial Officer)

ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P. - FORM 10-Q - November 9, 2011

Attached files

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