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8-K - FORM 8-K - ICON ECI FUND FIFTEEN, L.P.v456851_8k.htm

 

Exhibit 99.1

 

ICON ECI Fund Fifteen, L.P.

 

PORTFOLIO OVERVIEW
THIRD QUARTER 2016
 
 

    

 

 

 

Table of Contents  
   
Introduction to Portfolio Overview 1
   
Disposition During the Quarter 1
   
Disposition Following the Quarter 1
   
Portfolio Overview 2
   
Discussion 4
   
Revolving Line of Credit 5
   
Performance Analysis 6
   
Transactions with Related Parties 7
   
Financial Statements 9
   
Forward Looking Statements 14
   
Additional Information 14
   

 

 

 

 

ICON ECI Fund Fifteen, L.P.

 

As of December 1, 2016

Introduction to Portfolio Overview

 

We are pleased to present ICON ECI Fund Fifteen, L.P.’s (the “Fund”) Portfolio Overview for the quarter ended September 30, 2016. References to “we,” “us,” and “our” are references to the Fund, references to the “General Partner” are references to the general partner of the Fund, ICON GP 15, LLC, and references to the “Investment Manager” are references to the investment manager of the Fund, ICON Capital, LLC.

 

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

 

The Fund raised $196,688,918 commencing with its initial offering on June 6, 2011 through the closing of the offering on June 6, 2013. During the operating period, we anticipate continuing to invest in Capital Assets. Following our operating period, we will enter our liquidation period, during which time the loans and leases we own will mature or be sold in the ordinary course of business.

 

 

 

Disposition During the Quarter

 

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

 

   
 

Premier Trailer Leasing, Inc.

Structure:

Disposition Date:

The Fund’s Investment:

Total Proceeds Received:

 

Loan

8/8/2016

$5,000,000

$6,151,000

 

Collateral:

 

Trailers.

         

 

 

 

Disposition Following the Quarter

 

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

 

   
 

Inotera Memories, Inc.

Structure:

Disposition Date:

The Fund’s Investment:

Total Proceeds Received:

 

Lease

11/30/2016

$15,263,000

$20,172,000

 

Collateral:

 

An ASML Twinscan NXT 1970ci photolithograph immersion scanner used in semiconductor manufacturing.

 

 

Page 1

 

 

ICON ECI Fund Fifteen, L.P.

 

Portfolio Overview

 

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

  

 

 

Kyla Shipping Company

Structure: Loan Collateral: A dry bulk carrier
Maturity Date: 11/22/2016    
Current Status: See Discussion Net Carrying Value: $0(1)
         

 

 Description: Z:\Vineyard\2017\01 Jan\12 Jan\Shift III\v456851_ICON ECI Fund Fifteen, L.P. 8-K\Draft\03-Production\pg04img02_ex99-1.jpg

 

Lubricating Specialties Company

Structure:

Maturity Date:

Loan

8/1/2018

Collateral:

 

Liquid storage tanks, blending lines and packaging equipment
Current Status: See Discussion Net Carrying Value: $9,172,323 (1)
         

 

         
Description: Z:\Vineyard\2017\01 Jan\12 Jan\Shift III\v456851_ICON ECI Fund Fifteen, L.P. 8-K\Draft\03-Production\pg04img03_ex99-1.jpg Bergshav Product Tankers  

Structure:

Maturity Date:

Loan

10/4/2017

Collateral:

 

Three product tanker vessels
Current Status: Performing Net Carrying Value: $7,164,250 (1)
         

 

         
  Sargeant Marine, Inc.  
Structure: Loan Collateral: Asphalt carrier vessel
Maturity Date: 12/31/2018    
Current Status: Performing Net Carrying Value: $1,432,804 (1)
         

 

         
Técnicas Maritimas Avanzadas, S.A. de C.V.  
Structure: Loan Collateral: Four platform supply vessels
Maturity Date: 8/27/2019  
Current Status: See Discussion Net Carrying Value: $3,500,489 (1)
         

 

         
  Inotera Memories, Inc.  

Structure:

Expiration Date:

Lease

11/30/2016

Collateral:  

 

An ASML Twinscan NXT 1970ci photolithograph immersion scanner used in semiconductor manufacturing

Current Status: Performing Net Carrying Value: $18,876,626 (2)
         

 

Page 2

 

 

ICON ECI Fund Fifteen, L.P.

 

Portfolio Overview (Continued)

 

   
  Challenge Mfg. Company, LLC

Structure:

Expiration Dates:

Lease

10/9/2020

Collateral: Auxiliary support equipment and robots
Current Status: Performing Net Carrying Value: $2,396,623 (3)
         

 

   
  Fugro N.V.

Structure:

Expiration Date:

Lease

12/24/2027

Collateral: Two mini geotechnical drilling vessels
Current Status: Performing Net Carrying Value: $18,709,827 (4)
         

  

   
  Ezra Holdings Limited

Structure:

Expiration Date:

Lease

6/3/2021

Collateral: Offshore support vessel
Current Status: Performing Net Carrying Value: $2,179,651 (4)
         

 

   
  SIVA Global Ships Limited

Structure:

Expiration Dates:

Lease

3/28/2022

4/8/2022

Collateral: Two liquefied petroleum gas tanker vessels
Current Status: Performing Net Carrying Value: $1,490,408 (5)
         

 

   
  Blackhawk Mining, LLC

Structure:

Expiration Date:

Lease

2/28/2018

Collateral: Mining equipment
Current Status: Performing Net Carrying Value: $1,313,894 (5)
         

 

   
  Pacific Radiance Ltd.

Structure:

Expiration Date:

Lease

6/12/2024

Collateral: Offshore supply vessel
Current Status: Performing Net Carrying Value: $1,669,962 (5)
         

 

Page 3

 

 

ICON ECI Fund Fifteen, L.P.

 

Portfolio Overview (Continued)

 

 

 

Jurong Aromatics Corporation Pte. Ltd.

Structure:

Maturity Date:

 

Loan

1/16/2021

 

Collateral: Equipment, plant, and machinery associated with the condensate splitter and aromatics complex located on Jurong Island, Singapore
  Current Status: See Discussion Net Carrying Value: $0 (6)
         

 

(1) Net carrying value of our investment in note receivable is the sum of the remaining principal outstanding and the unamortized initial direct costs, less deferred fees and the credit loss reserve.

(2) Leased equipment at cost is the cost of the equipment and initial direct costs, less accumulated depreciation and accumulated amortization. Net carrying value of our investment in leased equipment at cost is leased equipment at cost less any outstanding indebtedness associated with the investment.

(3) Investment in finance lease is the sum of the remaining minimum lease payments receivable, the estimated residual value of the asset and the unamortized initial direct costs, less unearned income. Net carrying value is our investment in finance lease less any outstanding indebtedness associated with the investment.

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

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

(6) Net carrying value of our investment in joint ventures is calculated as follows: investment at cost plus/less our share of the cumulative net income/loss of the joint venture and less distributions received since the date of our initial investment. Our Investment Manager determined to fully reserve the outstanding balance of the loan as of June 30, 2016.

 

 

 

Discussion

 

Jurong Aromatics Corporation Pte. Ltd.

Jurong Aromatics Corporation Pte. Ltd. (“Jurong”) owns and operates a $2 billion state-of-the-art aromatics plant. We participated in a subordinated loan in April 2011 alongside Standard Chartered Bank and BP Singapore Pte. Ltd., which was part of a $2 billion financing package that included over $500 million in equity from strategic investors. While the plant was completed on time, a combination of industry headwinds, the price decline of energy and other commodities and an economic slowdown in China and India forced Jurong into receivership, as the company did not have the liquidity to continue operations. In July 2016, a tolling arrangement with Jurong’s suppliers was implemented and the plant resumed operations. As part of the receivership process, we are hoping that there will be a restructuring involving the senior lenders, shareholders and trade creditors that will allow us a chance to recover some of our investment.

 

Kyla Shipping Company

Kyla Shipping Company (“Kyla”) is a Greece-based ship management company. In 2011, we made a second lien loan secured by one of Kyla's dry bulk vessels. Currently, there are extreme headwinds facing the dry bulk market, mostly as a result of weak economic growth leading to low dry bulk ton-mile demand in relation to the size of the fleet. The loan matured on November 22, 2016 and Kyla has failed to repay the outstanding balance. Given the depressed market and Kyla’s impaired ability to service its debt, we have fully reserved the outstanding balance. Kyla is currently maintaining the vessel and operating it in the spot market. We believe that, for the foreseeable future, allowing Kyla to continue to maintain the vessel while we work to restructure the loan and hope for a market recovery is the best option.

 

Page 4

 

 

ICON ECI Fund Fifteen, L.P.

 

Discussion (Continued)

 

Técnicas Maritimas Avanzadas, S.A. de C.V.

On August 27, 2014, we, ICON Leasing Fund Twelve, LLC and ICON Equipment and Corporate Infrastructure Fund Fourteen, L.P. (“Fund Fourteen”), affiliates of our Investment Manager (collectively, “ICON”), advanced Técnicas Maritimas Avanzadas, S.A. de C.V. (“TMA”) a senior secured facility of $29,000,000 secured by two offshore supply vessels.  On November 24, 2014, such facility agreement was amended to allow for a senior secured first lien and second lien structure and to include an additional two offshore supply vessels as security for the facility. A senior secured first lien tranche of $66,000,000 was funded by an unrelated third party and ICON’s original loan of $29,000,000 was converted to the senior secured second lien tranche. As a condition to the amendment and increased facility size, TMA was required to have all four vessels under contract by March 31, 2015.

 

On March 31, 2015, TMA defaulted on the facility because only two of the four vessels had commenced employment.  As a result of such default, the senior lender is, among other things, entitled to receive all cash flow from the existing employed vessels to pay interest and reduce its principal balance. Interest on ICON's tranche is currently being capitalized. While our loan has not been paid in accordance with the facility agreement, our collateral position continues to improve as the principal balance of the senior secured first lien tranche is paid down at a faster rate. In January 2016, the remaining two previously unchartered vessels had commenced employment. Our Investment Manager is currently engaged in discussions with the senior lender and TMA to amend the facility.

 

Lubricating Specialties Company

On April 5, 2013, we made a secured term loan in the amount of $13,500,000 to Lubricating Specialties Company (“LSC”) as part of an $18,000,000 facility. Our Investment Manager engaged in discussions with LSC management during which it was advised that the liquidity constraints being experienced by LSC is temporary.  In addition, LSC management acknowledged its outstanding debt obligations under the loan and the commencement of default interest accruing on such outstanding debt pursuant to the loan agreement. Based on, among other things, the value of the collateral, our Investment Manager continues to believe that all contractual interest and outstanding principal payments are collectible. Our Investment Manager is currently engaged in discussions with LSC regarding a refinancing transaction related to its outstanding debt obligations under the secured term loan.

 

 

 

Revolving Line of Credit

 

We have an agreement with California Bank & Trust (“CB&T”) for a revolving line of credit through May 30, 2017 of up to to $12,500,000 (the “Facility”), which is secured by all of our assets not subject to a first priority lien. Amounts available under the Facility are subject to a borrowing base that is determined, subject to certain limitations, by the present value of the future receivables under certain loans and lease agreements in which we have a beneficial interest.

 

The interest rate for general advances under the Facility is CB&T’s prime rate. We may elect to designate up to five advances on the outstanding principal balance of the Facility to bear interest at the London Interbank Offered Rate plus 2.5% per year. In all instances, borrowings under the Facility are subject to an interest rate floor of 4.0% per year. In addition, we are obligated to pay an annualized 0.5% fee on unused commitments under the Facility. At September 30, 2016, there were no obligations outstanding under the Facility and we were in compliance with all covenants related to the Facility.

 

 

 

Page 5

 

 

ICON ECI Fund Fifteen, L.P.

 

Performance Analysis

 

Capital Invested as of September 30, 2016 $249,856,406
Leverage Ratio 1.04:1*
% of Receivables Collected for the Quarter Ended September 30, 2016 81.12%**

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

** Collections as of December 1, 2016. The uncollected receivables relate to our investment with LSC, Jurong, TMA and Kyla.

 

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

 

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

 

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

 

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

 

Net Change in Cash per GAAP Cash

Flow Statement 

 

Business Operations

Net cash flow generated by our

investments, net of fees and expenses

(CABO)

 

Non-Business Operations

Net Equity Raised

Cash expended to make investments

and Distributions to Partners

 

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

 

Page 6

 

 

ICON ECI Fund Fifteen, L.P.

 

Performance Analysis (Continued)

 

In summary, CABO is calculated as:

 

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

+ distributions to Partners during the period

+ investments made during the period

- debt proceeds to be specifically used to make an investment

- net proceeds from the sale of Interests during the period

= CABO

 

Cash Available From Business Operations

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

 

Cash balance at January 1, 2016  $18,067,904     
Cash balance at September 30, 2016  $45,408,856      
           
Net change in cash       $27,340,952 
           
Add Back:          
Distributions paid to partners from January 1, 2016 through September 30, 2016       $9,983,593 
           
Investments made during the period          
Investment in joint ventures  $11,145      
Purchase of equipment  $9,875,000      
Payment of debt financing costs  $1,706,250      
        $11,592,395 
           
Cash Available from Business Operations (CABO)       48,916,940(1)

 

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

 

 

 

Transactions with Related Parties

 

We have entered into certain agreements with our General Partner, our Investment Manager, and CĪON Securities, LLC, formerly known as ICON Securities, LLC (“CĪON Securities”), an affiliate of our Investment Manager and the dealer-manager of our offering, whereby we pay or paid certain fees and reimbursements to these parties. CĪON Securities was entitled to receive a 3% underwriting fee from the gross proceeds from sales of our limited partnership interests, of which up to 1% were paid to unaffiliated broker-dealers as a fee for their assistance in marketing the Fund and coordinating sales efforts.

 

In addition, we reimbursed our General Partner and its affiliates for organizational and offering expenses incurred in connection with our organization and offering. The reimbursement of these expenses was capped at the lesser of 1.44% of the gross offering proceeds (assuming all of our limited partnership interests were sold in the offering) and the actual costs and expenses incurred by our General Partner and its affiliates.

 

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

 

Page 7

 

 

ICON ECI Fund Fifteen, L.P.

 

Transactions with Related Parties (Continued)

 

Our General Partner and its affiliates also perform certain services relating to the management of our portfolio. Such services include, but are not limited to, credit analysis and underwriting, receivables management, portfolio management, accounting, financial and tax reporting, and remarketing and marketing services.

 

In addition, our General Partner and its affiliates are reimbursed for administrative expenses incurred in connection with our operations. Administrative expense reimbursements are costs incurred by our General Partner or its affiliates that are necessary to our operations.

 

Our General Partner also has a 1% interest in our profits, losses, distributions and liquidation proceeds. We paid distributions to our General Partner of $20,047 and $99,836 for the three and nine months ended September 30, 2016, respectively. We paid distributions to our General Partner of $40,204 and $119,738 for the three and nine months ended September 30, 2015, respectively. Additionally, our General Partner’s interest in the net income attributable to us was $15,067 and $34,105 for the three and nine months ended September 30, 2016, respectively. Our General Partner’s interest in the net loss attributable to us was $40,566 and $61,450 for the three and nine months ended September 30, 2015, respectively.

 

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

 

         Three Months Ended September 30,   Nine Months Ended September 30, 
Entity  Capacity  Description  2016   2015   2016   2015 
ICON Capital, LLC  Investment Manager  Management fees (1)  $166,269   $898,498   $899,044   $1,575,686 
ICON Capital, LLC  Investment Manager  Administrative expense reimbursements (1)   372,146    375,157    1,079,240    1,171,572 
ICON Capital, LLC  Investment Manager  Acquisition fees (2)   -    191,467    -    191,467 
Fund Fourteen  Noncontrolling interest  Interest expense (1)   103,295    104,008    307,885    307,728 
         $641,710   $1,569,130   $2,286,169   $3,246,453 

 

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

 

At September 30, 2016, we had a net payable of $3,015,547 due to our General Partner and affiliates that primarily consisted of a note payable of $2,597,675 and accrued interest of $246,307 due to Fund Fourteen related to its noncontrolling interest in a vessel, the Lewek Ambassador, and administrative expense reimbursements of $172,146 due to our Investment Manager.

 

At December 31, 2015, we had a net payable of $5,682,643 due to our General Partner and affiliates that primarily consisted of a note payable of $2,614,691 and accrued interest of $30,396 due to Fund Fourteen related to its noncontrolling interest in the Lewek Ambassador, and administrative expense reimbursements of $519,380 and acquisition fees of $2,437,500 due to our Investment Manager.

 

Your participation in the Fund is greatly appreciated.

 

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

 

Page 8

 

 

ICON ECI Fund Fifteen, L.P.

 

Financial Statements (A Delaware Limited Partnership)
Consolidated Balance Sheets  

   September 30,   December 31, 
   2016   2015 
   (unaudited)     
Assets          
Cash  $45,408,856   $18,067,904 
Net investment in notes receivable   21,269,867    30,013,756 
Leased equipment at cost (less accumulated depreciation of $46,861,493 and $40,253,258, respectively)   157,616,770    183,584,053 
Net investment in finance leases   18,425,342    59,683,406 
Investment in joint ventures   4,483,761    13,209,019 
Other assets   5,769,309    7,332,096 
Total assets  $252,973,905   $311,890,234 
           
Liabilities and Equity          
Liabilities:          
Non-recourse long-term debt  $109,536,579   $148,023,063 
Derivative financial instruments   168,380    - 
Due to General Partner and affiliates, net   3,015,547    5,682,643 
Seller's credits   14,201,748    13,437,087 
Deferred tax liabilities, net   276,454    - 
Accrued expenses and other liablities   1,740,980    3,047,361 
Total liabilities   128,939,688    170,190,154 
           
Equity:          
Partners' equity:          
Limited partners   116,938,226    123,445,636 
General Partner   (585,983)   (520,252)
Total partners' equity   116,352,243    122,925,384 
Noncontrolling interests   7,681,974    18,774,696 
Total equity   124,034,217    141,700,080 
Total liabilities and equity  $252,973,905   $311,890,234 

 

Page 9

 

 

ICON ECI Fund Fifteen, L.P.

 

Financial Statements (A Delaware Limited Partnership)
Consolidated Statements of Operations (unaudited)

 

   Three Months Ended September 30,   Nine Months Ended September 30, 
   2016   2015   2016   2015 
Revenue and other income:                    
Finance income  $1,265,896   $1,619,614   $5,094,697   $7,561,485 
Rental income   9,881,522    10,556,802    33,850,742    34,553,671 
Income (loss) from investment in joint ventures   109,866    (3,239,186)   (1,154,007)   (9,504,736)
Gain on sale of assets, net   -    -    -    983,474 
Gain on sale of susidiaries   -    -    1,492,965    - 
Gain on sale of investment in joint venture   -    -    9,427    - 
Other income (loss)   36,520    (145,059)   (56,597)   (160,815)
Total revenue and other income   11,293,804    8,792,171    39,237,227    33,433,079 
                     
Expenses:                    
Management fees   166,269    898,498    899,044    1,575,686 
Administrative expense reimbursements   372,146    375,157    1,079,240    1,171,572 
General and administrative   466,027    356,687    1,443,674    1,602,549 
Interest   1,621,621    1,549,116    6,250,677    4,854,748 
Depreciation   7,347,554    8,419,497    24,233,604    24,917,352 
(Gain) loss on derivative financial instruments   (518,437)   -    480,448    - 
Impairment loss   -    -    -    1,180,260 
Credit loss   -    946,879    -    2,439,108 
Total expenses   9,455,180    12,545,834    34,386,687    37,741,275 
Income (loss) before income taxes   1,838,624    (3,753,663)   4,850,540    (4,308,196)
Income tax expense   15,942    -    276,454    - 
Net income (loss)   1,822,682    (3,753,663)   4,574,086    (4,308,196)
Less: net income attributable to noncontrolling interests   316,014    302,936    1,163,634    1,836,774 
Net income (loss) attributable to Fund Fifteen  $1,506,668   $(4,056,599)  $3,410,452   $(6,144,970)
                     
Net income (loss) attributable to Fund Fifteen allocable to:                    
Limited partners  $1,491,601   $(4,016,033)  $3,376,347   $(6,083,520)
General Partner   15,067    (40,566)   34,105    (61,450)
   $1,506,668   $(4,056,599)  $3,410,452   $(6,144,970)
                     
Weighted average number of limited partnership interests outstanding   197,385    197,385    197,385    197,385 
Net income (loss) attributable to Fund Fifteen per weighted average limited partnership interest outstanding  $7.56   $(20.35)  $17.11   $(30.82)

 

Page 10

 

 

ICON ECI Fund Fifteen, L.P.

 

Financial Statements (A Delaware Limited Partnership)
Consolidated Statements of Changes in Equity

 

   Partners' Equity         
   Limited           Total         
   Partnership   Limited   General   Partners'   Noncontrolling   Total 
   Interests   Partners   Partner   Equity   Interests   Equity 
Balance, December 31, 2015   197,385   $123,445,636   $(520,252)  $122,925,384   $18,774,696   $141,700,080 
                               
Net income   -    2,224,098    22,466    2,246,564    429,032    2,675,596 
Distributions   -    (3,929,829)   (39,695)   (3,969,524)   (370,578)   (4,340,102)
Balance, March 31, 2016 (unaudited)   197,385    121,739,905    (537,481)   121,202,424    18,833,150    140,035,574 
                               
Net (loss) income   -    (339,352)   (3,428)   (342,780)   418,588    75,808 
Distributions   -    (3,969,288)   (40,094)   (4,009,382)   (11,885,778)   (15,895,160)
Balance, June 30, 2016 (unaudited)   197,385    117,431,265    (581,003)   116,850,262    7,365,960    124,216,222 
                               
Net income   -    1,491,601    15,067    1,506,668    316,014    1,822,682 
Distributions   -    (1,984,640)   (20,047)   (2,004,687)   -    (2,004,687)
Balance, September 30, 2016 (unaudited)   197,385   $116,938,226   $(585,983)  $116,352,243   $7,681,974   $124,034,217 

 

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ICON ECI Fund Fifteen, L.P.

 

Financial Statements (A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (unaudited)

 

   Nine Months Ended September 30, 
   2016   2015 
Cash flows from operating activities:          
Net income (loss)  $4,574,086   $(4,308,196)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:          
Finance income   779,500    1,545,751 
Credit loss   -    2,439,108 
Rental income paid directly to lenders by lessees   -    (2,652,753)
Rental income recovered from forfeited security deposit   -    (2,638,850)
Loss from investment in joint ventures   1,154,007    9,504,736 
Depreciation   24,233,604    24,917,352 
Impairment loss   -    1,180,260 
Interest expense on non-recourse financing paid directly to lenders by lessees   -    206,644 
Interest expense from amortization of debt financing costs   609,796    289,960 
Interest expense from amortization of seller's credit   506,211    224,006 
Other financial loss   224,620    199,743 
Deferred income taxes   276,454    - 
Gain on sale of assets, net   -    (983,474)
Paid-in-kind interest   3,128    17,931 
Gain on sale of subsidiaries   (1,492,965)   - 
Gain on sale of investment in joint venture   (9,427)   - 
Changes in operating assets and liabilities:          
Other assets   1,522,085    2,078,982 
Deferred revenue   990,866    (367,279)
Due to General Partner and affiliates, net   (2,670,224)   (73,608)
Distributions from joint ventures   852,962    735,410 
Accrued expenses and other liabilities   (1,020,822)   (1,899,577)
Net cash provided by operating activities   30,533,881    30,416,146 
Cash flows from investing activities:          
Proceeds from sale of leased equipment   -    710,434 
Investment in joint ventures   (11,145)   (5,035,761)
Purchase of equipment   (9,875,000)   (2,705,087)
Principal received on finance leases   29,574,370    3,258,950 
Principal received on notes receivable   8,117,936    21,468,964 
Proceeds from sale of subsidiaries   32,559,221    - 
Proceeds from sale of investment in joint venture   4,502,107    - 
Change in restricted cash   17,185    - 
Distributions received from joint ventures in excess of profits   2,236,754    812,022 
Net cash provided by investing activities   67,121,428    18,509,522 
Cash flows from financing activities:          
Repayment of non-recourse long-term debt   (46,368,158)   (26,561,823)
Payment of debt financing costs   (1,706,250)   (381,394)
Investments by noncontrolling interests   -    7,501 
Distributions to noncontrolling interests   (12,256,356)   (1,423,405)
Repurchase of limited partnership interests   -    (59,139)
Distributions to partners   (9,983,593)   (11,973,907)
Net cash used in financing activities   (70,314,357)   (40,392,167)
Net increase in cash   27,340,952    8,533,501 
Cash, beginning of period   18,067,904    20,340,317 
Cash, end of period  $45,408,856   $28,873,818 

 

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ICON ECI Fund Fifteen, L.P.

 

Financial Statements (A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (unaudited) (Continued)

 

   Nine Months Ended September 30, 
   2016   2015 
Supplemental disclosure of cash flow information:        
Cash paid for interest  $5,276,832   $2,081,045 
           
Supplemental disclosure of non-cash investing and financing activities:          
Vessel purchased with non-recourse long-term debt paid directly to seller  $45,500,000   $- 
Vessel purchased with subordinated non-recourse financing provided by seller  $6,917,883   $- 
Proceeds from sale of equipment paid directly to lender in settlement of non-recourse long-term debt and interest  $-   $4,292,780 
Principal and interest on non-recourse long-term debt paid directly to lenders by lessees  $-   $2,652,753 

 

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ICON ECI Fund Fifteen, L.P.

 

Forward Looking Statements

 

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

 

 

 

Additional Information

 

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

 

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

 

·Visiting www.iconinvestments.com, or

·Visiting www.sec.gov, or

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

 

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

 

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