10-Q 1 v351684_atel10-10q.htm 10-Q

 

 

 

Form 10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
x   Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934.

For the quarterly period ended June 30, 2013

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

For the transition period from             to            

Commission File number 000-50687

ATEL Capital Equipment Fund X, LLC

(Exact name of registrant as specified in its charter)

 
California   68-0517690
(State or other jurisdiction of
Incorporation or organization)
  (I. R. S. Employer
Identification No.)

The Transamerica Pyramid, 600 Montgomery Street, 9th Floor, San Francisco, California 94111
(Address of principal executive offices)

Registrant’s telephone number, including area code (415) 989-8800

Securities registered pursuant to section 12(b) of the Act: None

Securities registered pursuant to section 12(g) of the Act: Limited Liability Company Units

Indicate by a check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes x No o

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 definition of “accelerated filer, large accelerated filer and smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o     Accelerated filer o     Non-accelerated filer o     Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes o No x

The number of Limited Liability Company Units outstanding as of July 31, 2013 was 13,971,486.

DOCUMENTS INCORPORATED BY REFERENCE

None.

 


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
Index

 

Part I.

Financial Information

    3  

Item 1.

Financial Statements (Unaudited)

    3  
Balance Sheets, June 30, 2013 and December 31, 2012     3  
Statements of Income for the three and six months ended June 30, 2013 and 2012     4  
Statements of Changes in Members’ Capital for the year ended December 31, 2012 and for the six months ended June 30, 2013     5  
Statements of Cash Flows for the three and six months ended June 30, 2013 and 2012     6  
Notes to the Financial Statements     7  

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

    25  

Item 4.

Controls and Procedures

    29  

Part II.

Other Information

    30  

Item 1.

Legal Proceedings

    30  

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

    30  

Item 3.

Defaults Upon Senior Securities

    30  

Item 4.

Mine Safety Disclosures

    30  

Item 5.

Other Information

    30  

Item 6.

Exhibits

    30  

2


 
 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

ATEL CAPITAL EQUIPMENT FUND X, LLC
 
BALANCE SHEETS
 
JUNE 30, 2013 AND DECEMBER 31, 2012
(in thousands)

   
  June 30,
2013
  December 31, 2012
     (Unaudited)
ASSETS
                 
Cash and cash equivalents   $ 8,110     $ 8,635  
Accounts receivable, net of allowance for doubtful accounts of $2 at June 30, 2013 and $27 at December 31, 2012     735       749  
Notes receivable, net of unearned interest income of $81 and allowance for credit losses of $12 as of June 30, 2013 and unearned interest income of $114 and allowance for credit losses of $39 as of December 31, 2012     642       819  
Prepaid expenses and other assets     97       126  
Investment in securities     72       65  
Investments in equipment and leases, net of accumulated depreciation of $55,007 at June 30, 2013 and $64,713 at December 31, 2012     39,080       46,057  
Total assets   $ 48,736     $ 56,451  
LIABILITIES AND MEMBERS’ CAPITAL
                 
Accounts payable and accrued liabilities:
                 
Managing Member   $ 771     $ 947  
Accrued distributions to Other Members     5,589       6,986  
Other     595       846  
Accrued interest payable     76       91  
Interest rate swap contracts           76  
Deposits due lessees     52       52  
Non-recourse debt     16,891       16,831  
Receivables funding program obligation           3,308  
Unearned operating lease income     466       618  
Total liabilities     24,440       29,755  
Commitments and contingencies
                 
Members’ capital:
                 
Managing Member            
Other Members     24,296       26,696  
Total Members’ capital     24,296       26,696  
Total liabilities and Members’ capital   $     48,736     $     56,451  

See accompanying notes.

3


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
 
STATEMENTS OF INCOME
 
FOR THE THREE AND SIX MONTHS ENDED
JUNE 30, 2013 AND 2012
(in thousands, except per unit data)
(Unaudited)

       
  Three Months Ended
June 30,
  Six Months Ended
June 30,
     2013   2012   2013   2012
Revenues:
                                   
Leasing and lending activities:
                                   
Operating leases   $ 3,107     $ 4,144     $ 6,271     $ 8,589  
Direct financing leases     788       860       1,585       1,740  
Interest on notes receivable     14       20       30       46  
Gain on sales of lease assets and early termination of notes     1,167       45       1,592       432  
Gain on sales or dispositions of securities           1             1  
Unrealized gain on net exercise of
warrants
          17             31  
Other     42       37       162       95  
Total revenues     5,118       5,124       9,640       10,934  
Expenses:
                                   
Depreciation of operating lease assets     1,613       2,533       3,336       5,076  
Asset management fees to
Managing Member
    357       310       481       474  
Cost reimbursements to
Managing Member
    274       344       925       923  
Amortization of initial direct costs     15       29       32       64  
Interest expense     252       401       558       843  
Impairment losses on equipment     88       92       108       92  
Reversal of provision for credit losses     (4 )      (24 )      (25 )      (21 ) 
Provision for losses on investment
in securities
          2             29  
Professional fees     19       40       95       117  
Franchise fees and taxes     46       35       91       56  
Outside services     19       14       42       32  
Other     195       168       463       335  
Total operating expenses     2,874       3,944       6,106       8,020  
Other income, net     73       54       108       88  
Net income   $ 2,317     $ 1,234     $ 3,642     $ 3,002  
Net income:
                                   
Managing Member   $ 453     $ 283     $ 453     $ 283  
Other Members     1,864       951       3,189       2,719  
     $ 2,317     $ 1,234     $ 3,642     $ 3,002  
Net income per Limited Liability Company Unit (Other Members)   $ 0.13     $ 0.07     $ 0.23     $ 0.19  
Weighted average number of Units outstanding     13,971,486       13,971,486       13,971,486       13,971,486  

See accompanying notes.

4


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
 
STATEMENTS OF CHANGES IN MEMBERS’ CAPITAL
 
FOR THE YEAR ENDED DECEMBER 31, 2012
AND FOR THE SIX MONTHS ENDED JUNE 30, 2013
(in thousands, except per unit data)

       
  Other Members   Managing Member   Total
     Units   Amount
Balance December 31, 2011     13,971,486     $ 31,134     $     $ 31,134  
Distributions to Other Members ($0.75 per Unit)           (10,479 )            (10,479 ) 
Distributions to Managing Member                 (850 )      (850 ) 
Net income           6,041       850       6,891  
Balance December 31, 2012     13,971,486       26,696             26,696  
Distributions to Other Members ($0.40 per Unit)           (5,589 )            (5,589 ) 
Distributions to Managing Member                 (453 )      (453 ) 
Net income           3,189       453       3,642  
Balance June 30, 2013 (Unaudited)     13,971,486     $    24,296     $       —     $    24,296  

See accompanying notes.

5


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
 
STATEMENTS OF CASH FLOWS
 
FOR THE THREE AND SIX MONTHS ENDED
JUNE 30, 2013 AND 2012
(in thousands)
(Unaudited)

       
  Three Months Ended
June 30,
  Six Months Ended
June 30,
     2013   2012   2013   2012
Operating activities:
                                   
Net income   $ 2,317     $ 1,234     $ 3,642     $ 3,002  
Adjustments to reconcile net income to cash provided by operating activities:
                                   
Gain on sales of lease assets and early termination of notes     (1,167 )      (45 )      (1,592 )      (432 ) 
Depreciation of operating lease assets     1,613       2,533       3,336       5,076  
Amortization of initial direct costs     15       29       32       64  
Impairment losses on equipment     88       92       108       92  
Reversal of provision for credit losses     (4 )      (24 )      (25 )      (21 ) 
Provision for losses on investment in securities           2             29  
Change in fair value of interest rate swap
contracts
    (50 )      (49 )      (76 )      (100 ) 
Gain on sales or dispositions of securities           (1 )            (1 ) 
Unrealized gain on net exercise of warrants           (17 )            (31 ) 
Changes in operating assets and liabilities:
                                   
Accounts receivable     35       (227 )      39       (62 ) 
Prepaid expenses and other assets     9       (98 )      29       (87 ) 
Accounts payable, Managing Member     175       40       (63 )      251  
Accounts payable, other     (126 )      (53 )      (251 )      (45 ) 
Accrued interest payable     (7 )      2       (15 )      (20 ) 
Unearned operating lease income     (77 )      260       (152 )      176  
Net cash provided by operating activities     2,821       3,678       5,012       7,891  
Investing activities:
                                   
Purchase of securities                 (7 )       
Proceeds from sales of lease assets and early termination of notes     3,148       318       4,171       1,312  
Principal payments received on direct financing
leases
    467       462       966       961  
Principal payments received on notes receivable     60       105       133       204  
Net cash provided by investing activities     3,675       885       5,263       2,477  
Financing activities:
                                   
Repayments under acquisition facility                       (500 ) 
Borrowings under non-recourse debt     2,611             2,611       500  
Repayments under non-recourse debt     (1,375 )      (1,144 )      (2,551 )      (2,446 ) 
Repayments under receivables funding program     (2,549 )      (1,160 )      (3,308 )      (2,510 ) 
Settlement of amount due from affiliate (transfer of lease asset)           8             8  
Distributions to Other Members                 (6,986 )      (1,313 ) 
Distributions to Managing Member                 (566 )      (106 ) 
Net cash used in financing activities       (1,313 )        (2,296 )       (10,800 )        (6,367 ) 
Net increase (decrease) in cash and cash equivalents     5,183       2,267       (525 )      4,001  
Cash and cash equivalents at beginning of period     2,927       2,816       8,635       1,082  
Cash and cash equivalents at end of period   $ 8,110     $ 5,083     $ 8,110     $ 5,083  
Supplemental disclosures of cash flow information:
                                   
Cash paid during the period for interest   $ 259     $ 425     $ 573     $ 917  
Cash paid during the period for taxes   $ 117     $ 94     $ 118     $ 94  
Schedule of non-cash transactions:
                                   
Distributions declared and payable to Managing Members at
period-end
  $ 453     $ 283     $ 453     $ 283  
Distributions declared and payable to Other Members at period-end   $ 5,589     $ 3,493     $ 5,589     $ 3,493  
Securities acquired through conversion of warrants   $     $ 17     $     $ 31  

See accompanying notes.

6


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

1. Organization and Limited Liability Company matters:

ATEL Capital Equipment Fund X, LLC (the “Company” or the “Fund”) was formed under the laws of the State of California on August 12, 2002 for the purpose of engaging in the sale of limited liability company investment units and acquiring equipment to engage in equipment leasing, lending and sales activities, primarily in the United States. The Managing Member or Manager of the Company is ATEL Financial Services, LLC (“AFS”), a California limited liability company. The Company may continue until December 31, 2022.

The Company conducted a public offering of 15,000,000 Limited Liability Company Units (“Units”), at a price of $10 per Unit. On April 9, 2003, subscriptions for the minimum number of Units (120,000, representing $1.2 million) had been received (excluding subscriptions from Pennsylvania investors) and AFS requested that the subscriptions be released to the Company. On that date, the Company commenced operations in its primary business. As of March 11, 2005, the offering was terminated. As of that date, subscriptions for 14,059,136 Units ($140.6 million) had been received, of which 87,650 Units ($720 thousand) were subsequently rescinded or repurchased (net of distributions paid and allocated syndication costs, as applicable) by the Company through June 30, 2013. As of June 30, 2013, 13,971,486 Units remain issued and outstanding.

The Company’s principal objectives are to invest in a diversified portfolio of equipment that (i) preserves, protects and returns the Company’s invested capital; (ii) generates regular distributions to the members of cash from operations and cash from sales or refinancing, with any balance remaining after certain minimum distributions to be used to purchase additional equipment during the reinvestment period (“Reinvestment Period”) (defined as six full years following the year the offering was terminated) which ended on December 31, 2011 and (iii) provides additional distributions following the Reinvestment Period and until all equipment has been sold. The Company is governed by the Limited Liability Company Operating Agreement (“Operating Agreement”), as amended. On January 1, 2012, the Company commenced liquidation phase activities pursuant to the guidelines of the Operating Agreement.

Pursuant to the terms of the Operating Agreement, AFS receives compensation for services rendered and reimbursements for costs incurred on behalf of the Company (See Note 6). The Company is required to maintain reasonable cash reserves for working capital, the repurchase of Units and contingencies. The repurchase of Units is solely at the discretion of AFS.

These unaudited interim financial statements should be read in conjunction with the financial statements and notes thereto contained in the report on Form 10-K for the year ended December 31, 2012, filed with the Securities and Exchange Commission.

2. Summary of significant accounting policies:

Basis of presentation:

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q as mandated by the Securities and Exchange Commission. The unaudited interim financial statements reflect all adjustments which are, in the opinion of the Managing Member, necessary for a fair statement of financial position and results of operations for the interim periods presented. All such adjustments are of a normal recurring nature. Operating results for the three and six months ended June 30, 2013 are not necessarily indicative of the results to be expected for the full year.

Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no significant effect on the reported financial position or results of operations.

Footnote and tabular amounts are presented in thousands, except as to Units and per Unit data.

7


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

2. Summary of significant accounting policies: - (continued)

In preparing the accompanying unaudited financial statements, the Managing Member has reviewed events that have occurred after June 30, 2013, up until the issuance of the financial statements. No events were noted which would require disclosure in the footnotes to the financial statements, and adjustments thereto.

Use of estimates:

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Such estimates primarily relate to the determination of residual values at the end of the lease term and expected future cash flows used for impairment analysis purposes and determination of the allowances for doubtful accounts and notes receivable.

Segment reporting:

The Company is not organized by multiple operating segments for the purpose of making operating decisions or assessing performance. Accordingly, the Company operates in one reportable operating segment in the United States.

The primary geographic regions in which the Company seeks leasing opportunities are North America and Europe. The table below summarizes geographic information relating to the sources, by nation, of the Company’s total revenues for the six months ended June 30, 2013 and 2012 and long-lived tangible assets as of June 30, 2013 and December 31, 2012 (dollars in thousands):

       
  Six Months Ended June 30,
     2013   % of Total   2012   % of Total
Revenue
                                   
United States   $     8,870              92 %    $     10,048             92 % 
Canada     415       4 %      427       4 % 
United Kingdom     355       4 %      459       4 % 
Total International     770       8 %      886       8 % 
Total   $ 9,640       100 %    $ 10,934       100 % 

       
  As of June 30,   As of December 31,
     2013   % of Total   2012   % of Total
Long-lived assets
                                   
United States   $    36,786             94 %    $    43,068             94 % 
Canada     2,257       6 %      2,581       5 % 
United Kingdom     37       0 %      408       1 % 
Total International     2,294       6 %      2,989       6 % 
Total   $ 39,080       100 %    $ 46,057       100 % 

Investment in securities:

From time to time, the Company may purchase securities of its borrowers or receive warrants to purchase securities in connection with its lending arrangements.

Purchased securities

Purchased securities are generally not registered for public sale and are carried at cost. Such securities are adjusted to fair value if the fair value is less than the carrying value and such impairment is deemed by the Managing Member to be other than temporary. Factors considered by the Managing Member in determining fair value include, but are not limited to, available financial information, the issuer’s ability

8


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

2. Summary of significant accounting policies: - (continued)

to meet its current obligations and indications of the issuer’s subsequent ability to raise capital. Based upon the Company’s review of its portfolio, no fair value adjustment was deemed necessary for the three and six months ended June 30, 2013. During the three and six months ended June 30, 2012, the Company recorded fair value adjustments totaling $2 thousand and $29 thousand, respectively, which reduced the cost basis of certain investments deemed impaired.

Warrants

Warrants owned by the Company are not registered for public sale, but are considered derivatives and are carried at an estimated fair value on the balance sheet at the end of the period, as determined by the Managing Member. At June 30, 2013 and December 31, 2012, the Managing Member estimated the fair value of the warrants to be nominal in amount. During the three and six months ended June 30, 2012, the Company recorded unrealized gains of $17 thousand and $31 thousand, respectively, relative to the conversion of warrants associated with shares of a venture company. There were no unrealized gains recorded, or net exercises of warrants, during the three and six months ended June 30, 2013. Gains and/or losses recognized on the net exercise of certain warrants were nominal for the three and six months ended June 30, 2012.

Other income, net:

Other income, net consists of fair value changes on interest rate swap contracts and gains and losses on foreign exchange transactions. The table below details the Company’s other income, net for the three and six months ended June 30, 2013 and 2012 (in thousands):

       
  Three Months Ended
June 30,
  Six Months Ended
June 30,
     2013   2012   2013   2012
Foreign currency gain (loss)   $       23     $       5     $       32     $       (12 ) 
Change in fair value of interest rate swap
contracts
    50       49       76       100  
Total   $ 73     $ 54     $ 108     $ 88  

Per Unit data:

Net income and distributions per Unit are based upon the weighted average number of Other Members’ Units outstanding during the period.

Recent accounting pronouncements:

Recent accounting standards updates as issued by the Financial Accounting Standards Board (FASB) were evaluated and determined to be not applicable to the Company.

3. Notes receivable, net:

The Company has various notes receivable from borrowers who have financed the purchase of equipment through the Company. The terms of the notes receivable are 17 to 120 months and bear interest at rates ranging from 8.51% to 11.78%. The notes are secured by the equipment financed. The notes mature from 2013 through 2016.

The Company had no notes in non-accrual status at both June 30, 2013 and December 31, 2012. As of December 31, 2012, the Company did, however, have two notes receivable that were deemed impaired, one of which remained outstanding as of June 30, 2013.

9


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

3. Notes receivable, net: - (continued)

One of the two impaired notes at December 31, 2012 was placed in non-accrual status in 2010, at which time, its terms was modified to defer the repayment of principal until April 2012 while maintaining interest-only payments at the original rate of 11.78%. During 2011, the note was deemed impaired relative to its original payment terms. From April 1, 2012 well into the third quarter, the interest only payment arrangement was continued pending a final resolution of the terms of repayment. Prior to the end of the third quarter of 2012, a large dollar amount was received to significantly reduce the then outstanding principal balance. During the previous periods when interest only was being paid, all such payments were made in accordance with the then applicable note modification agreements. The note was returned to accrual status effective October 1, 2012. As of June 30, 2013, $12 thousand of the aforementioned note remains outstanding. As of the same date, the fair value of the impaired note is $0, reflecting previous valuation adjustments of $12 thousand.

During the second quarter of 2012, an additional note was deemed to be impaired and placed in non-accrual status. As such, the Company recorded a fair value adjustment of $27 thousand which reduced the cost basis of the impaired note. As of December 31, 2012, the estimated impairment remained unchanged. As of the same date, the note reflected a principal balance outstanding of $86 thousand. During the third quarter, all past due amounts on this note were received bringing it current at September 30, 2012; and, the note was returned to accrual status effective October 1, 2012. The note was fully settled during the first quarter of 2013 prior to its scheduled maturity resulting in a gain of $27 thousand.

As of June 30, 2013, the minimum future payments receivable are as follows (in thousands):

 
Six months ending December 31, 2013   $     159  
Year ending December 31, 2014     221  
2015     166  
2016     188  
       734  
Less: portion representing unearned interest income     (81 ) 
       653  
Unamortized initial direct costs     1  
Less: Reserve for impairment     (12 ) 
Notes receivable, net   $ 642  

Initial direct costs (“IDC”) amortization expense related to notes receivable and the Company’s operating and direct financing leases for the three and six months ended June 30, 2013 and 2012 are as follows (in thousands):

       
  Three Months Ended
June 30,
  Six Months Ended
June 30,
     2013   2012   2013   2012
IDC amortization – notes receivable   $     $     $     $ 1  
IDC amortization – lease assets     15       29       32       63  
Total   $       15     $       29     $       32     $       64  

10


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

4. Allowance for credit losses:

The Company’s allowance for credit losses are as follows (in thousands):

           
  Accounts Receivable Allowance
for Doubtful Accounts
  Valuation Adjustments on
Financing Receivables
  Total
Allowance for
Credit Losses
     Notes Receivable   Finance Leases   Operating Leases   Notes Receivable   Finance Leases
Balance December 31, 2011   $     —     $     10     $    102     $      3     $     —     $      115  
(Reversal of provision)
Provision
                (85 )      36             (49 ) 
Balance December 31, 2012           10       17       39             66  
Reversal of provision           (9 )      (16 )                  (25 ) 
Asset disposal                       (27 )            (27 ) 
Balance June 30, 2013   $     $ 1     $ 1     $ 12     $     $ 14  

Accounts receivable

Accounts receivable represent the amounts billed under operating and direct financing lease contracts, and notes receivable which are currently due to the Company.

Allowances for doubtful accounts are typically established based upon their aging and historical charge off and collection experience and the creditworthiness of specifically identified lessees and borrowers, and invoiced amounts. Accounts receivable deemed uncollectible are generally charged off against the allowance on a specific identification basis. Recoveries of amounts that were previously written-off are recorded as other income in the period received.

Accounts receivable are generally placed in a non-accrual status (i.e., no revenue is recognized) when payments are more than 90 days past due. Additionally, management periodically reviews the creditworthiness of companies with lease or note payments outstanding less than 90 days. Based upon management’s judgment, such leases or notes may be placed in non-accrual status. Leases or notes placed on non-accrual status are only returned to an accrual status when the account has been brought current and management believes recovery of the remaining unpaid receivable is probable. Until such time, revenues on operating leases are recognized on a cash basis. All payments received on amounts billed under direct financing leases and notes receivable are applied only against outstanding principal balances.

Financing receivables

In addition to the allowance established for delinquent accounts receivable, the total allowance related solely to financing receivables also includes anticipated impairment charges on notes receivable and direct financing leases.

Notes are considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payments of principal and/or interest when due according to the contractual terms of the note agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest when due. If it is determined that a loan is impaired with regard to scheduled payments, the Company will perform an analysis of the note to determine if an impairment valuation reserve is necessary. This analysis considers the estimated cash flows from the note, or the collateral value of the property underlying the note when note repayment is collateral dependent. Any required valuation reserve is charged to earnings when determined; and notes are charged off to the allowance as they are deemed uncollectible.

The asset underlying a direct financing lease contract is considered impaired if the estimated undiscounted future cash flows of the asset are less than its net book value. The estimated undiscounted future cash flows

11


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

4. Allowance for credit losses: - (continued)

are the sum of the estimated residual value of the asset at the end of the asset’s expected holding period and estimates of undiscounted future rents. The residual value assumes, among other things, that the asset is utilized normally in an open, unrestricted and stable market. Short-term fluctuations in the marketplace are disregarded and it is assumed that there is no necessity either to dispose of a significant number of the assets, if held in quantity, simultaneously or to dispose of the asset quickly.

As of June 30, 2013 and December 31, 2012, the Company’s allowance for credit losses (related solely to financing receivables) and its recorded investment in financing receivables were as follows (in thousands):

     
June 30, 2013   Notes Receivable   Finance Leases   Total
Allowance for credit losses:
                          
Ending balance   $        12     $       —     $       12  
Ending balance: individually evaluated for impairment   $ 12     $     $ 12  
Ending balance: collectively evaluated for impairment   $     $     $  
Ending balance: loans acquired with deteriorated credit quality   $     $     $  
Financing receivables:
                          
Ending balance   $ 6541     $ 12,1132     $ 12,767  
Ending balance: individually evaluated for impairment   $ 654     $ 12,113     $ 12,767  
Ending balance: collectively evaluated for impairment   $     $     $  
Ending balance: loans acquired with deteriorated credit quality   $     $     $  
1 Includes $1 of unamortized initial direct costs.
2 Includes $18 of unamortized initial direct costs.

     
December 31, 2012   Notes Receivable   Finance Leases   Total
Allowance for credit losses:
                          
Ending balance   $       39     $       —     $       39  
Ending balance: individually evaluated for impairment   $ 39     $     $ 39  
Ending balance: collectively evaluated for impairment   $     $     $  
Ending balance: loans acquired with deteriorated credit quality   $     $     $  
Financing receivables:
                          
Ending balance   $ 8583     $ 13,0914     $ 13,949  
Ending balance: individually evaluated for impairment   $ 858     $ 13,091     $ 13,949  
Ending balance: collectively evaluated for impairment   $     $     $  
Ending balance: loans acquired with deteriorated credit quality   $     $     $  
3 Includes $1 of unamortized initial direct costs.
4 Includes $24 of unamortized initial direct costs.

The Company evaluates the credit quality of its financing receivables on a scale equivalent to the following quality indicators related to corporate risk profiles:

Pass – Any account whose lessee/debtor, co-lessee/debtor or any guarantor has a credit rating on publicly traded or privately placed debt issues as rated by Moody’s or S&P for either Senior Unsecured debt, Long Term Issuer rating or Issuer rating that are in the tiers of ratings generally recognized by the investment

12


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

4. Allowance for credit losses: - (continued)

community as constituting an Investment Grade credit rating; or, has been determined by the Manager to be an Investment Grade Equivalent or High Quality Corporate Credit per its Credit Policy or has a Not Rated internal rating by the Manager and the account is not considered by the Chief Credit Officer of the Manager to fall into one of the three risk profiles below.

Special Mention – Any traditional corporate type account with potential weaknesses (e.g. large net losses or major industry downturns) or, any growth capital account that has less than three months of cash as of the end of the calendar quarter to fund their continuing operations. These accounts deserve management’s close attention. If left uncorrected, those potential weaknesses may result in deterioration of the Fund’s receivable at some future date.

Substandard – Any account that is inadequately protected by the current worth and paying capacity of the borrower or of the collateral pledged, if any. Accounts that are so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Fund will sustain some loss as the likelihood of fully collecting all receivables may be questionable if the deficiencies are not corrected. Such accounts are on the Manager’s Credit Watch List.

Doubtful – Any account where the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Accordingly, an account that is so classified is on the Manager’s Credit Watch List, and has been declared in default and the Manager has repossessed, or is attempting to repossess, the equipment it financed. This category includes impaired notes and leases as applicable.

At June 30, 2013 and December 31, 2012, the Company’s financing receivables by credit quality indicator and by class of financing receivables are as follows (excludes initial direct costs) (in thousands):

       
  Notes Receivable   Finance Leases
     June 30,
2013
  December 31, 2012   June 30,
2013
  December 31, 2012
Pass   $      641     $      85     $   12,095     $    13,046  
Special mention           772             21  
Substandard                        
Doubtful     12                    
Total   $ 653     $ 857     $ 12,095     $ 13,067  

13


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

4. Allowance for credit losses: - (continued)

As of June 30, 2013 and December 31, 2012, the Company’s impaired loans were as follows (in thousands):

         
  Impaired Loans
At June 30, 2013   Recorded Investment   Unpaid Principal Balance   Related Allowance   Average Recorded Investment   Interest Income Recognized
With no related allowance recorded
                                            
Notes receivable   $       —     $       —     $       —     $       —     $       —  
With an allowance recorded
                                            
Notes receivable     12       12       12       12        
Total   $ 12     $ 12     $ 12     $ 12     $  

         
  Impaired Loans
At December 31, 2012   Recorded Investment   Unpaid Principal Balance   Related Allowance   Average Recorded Investment   Interest Income Recognized
With no related allowance recorded                                             
Notes receivable   $       —     $       —     $       —     $       —     $       —  
With an allowance recorded
                                            
Notes receivable     98       98       39       132       14  
Total   $ 98     $ 98     $ 39     $ 132     $ 14  

At June 30, 2013 and December 31, 2012, the investment in financing receivables is aged as follows (in thousands):

             
June 30, 2013   31 – 60 Days Past Due   61 – 90 Days Past Due   Greater Than
90 Days
  Total Past Due   Current   Total
Financing Receivables
  Recorded Investment
> 90 Days and Accruing
Notes receivable   $       —     $       —     $       —     $       —     $ 653     $ 653     $       —  
Finance leases           29       1       30       12,065       12,095       1  
Total   $     $ 29     $ 1     $ 30     $ 12,718     $ 12,748     $ 1  

             
December 31, 2012   31 – 60 Days Past Due   61 – 90 Days Past Due   Greater Than
90 Days
  Total Past Due   Current   Total
Financing Receivables
  Recorded Investment
> 90 Days and Accruing
Notes receivable   $       —     $       —     $       —     $       —     $ 857     $ 857     $       —  
Finance leases                               13,067         13,067        
Total   $     $     $     $     $ 13,924     $ 13,924     $  

The Company had no investment in financing receivables in non-accrual status at both June 30, 2013 and December 31, 2012. As of December 31, 2012, the Company did, however, have two notes receivable that were deemed impaired, one of which remained outstanding as of June 30, 2013. See Note 3 for further discussion.

As of June 30, 2013, certain investments in financing receivables with related accounts receivable past due more than 90 days were still on an accrual basis based on management’s assessment of the collectability of such receivables. However, these accounts receivable were fully reserved and included in the allowance for doubtful accounts presented above. As of December 31, 2012, there were no investments in financing receivables with related accounts receivable past due more than 90 days which were still on an accrual basis.

14


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

5. Investment in equipment and leases, net:

The Company’s investment in equipment leases consists of the following (in thousands):

       
  Balance December 31, 2012   Reclassifications, Additions/ Dispositions and Impairment Losses   Depreciation/Amortization Expense or Amortization of Leases   Balance
June 30,
2013
Net investment in operating leases   $       30,988     $      (2,671 )    $      (3,336 )    $      24,981  
Net investment in direct financing
leases
    13,067       (6 )      (966 )      12,095  
Assets held for sale or lease, net     1,891       34             1,925  
Initial direct costs, net of accumulated amortization of $319 at June 30, 2013 and $339 at December 31, 2012     111             (32 )      79  
Total   $ 46,057     $ (2,643 )    $ (4,334 )    $ 39,080  

Additions to net investment in operating leases are stated at cost. IDC amortization expense related to operating leases and direct financing leases totaled $15 thousand and $29 thousand for the respective three months ended June 30, 2013 and 2012, and $32 thousand and $63 thousand for the respective six months ended June 30, 2013 and 2012 (See Note 3).

Impairment of investments in leases and assets held for sale or lease:

Management periodically reviews the carrying values of its assets on leases and assets held for lease or sale for impairment. Impairment losses are recorded as an adjustment to the net investment in operating leases. During the respective three and six months ended June 30, 2013, the Company deemed certain lease equipment to be impaired and, accordingly, recorded fair value adjustments of $88 thousand and $108 thousand which reduced the cost basis of the impaired equipment. By comparison, the Company recorded fair value adjustments totaling $92 thousand for both the three and six month-periods ended June 30, 2012.

The Company utilizes a straight line depreciation method for equipment in all of the categories currently in its portfolio of operating lease transactions. Depreciation expense on the Company’s equipment was approximately $1.6 million and $2.5 million for the respective three months ended June 30, 2013 and 2012, and was approximately $3.3 million and $5.1 million for the respective six months ended June 30, 2013 and 2012.

All of the leased property was acquired in the years beginning with 2003 through 2011.

As of June 30, 2013 and December 31, 2012, there were no lease contracts placed in non-accrual status. As of the same dates, the Company has certain leases that have related accounts receivables aged 90 days or more that have not been placed on non-accrual status. In accordance with Company policy, such receivables are fully reserved. Management continues to closely monitor these leases, and all other lease contracts, for any actual change in collectability status and indication of necessary valuation adjustments.

15


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

5. Investment in equipment and leases, net: - (continued)

Operating leases:

Property on operating leases consists of the following (in thousands):

       
  Balance December 31, 2012   Additions   Reclassifications, Dispositions and Impairment Losses   Balance
June 30,
2013
Transportation, rail   $     28,292     $         —     $       (2,925 )    $      25,367  
Transportation, other     22,995             (2,434 )      20,561  
Materials handling     14,503             (4,778 )      9,725  
Manufacturing     8,302                   8,302  
Aircraft     4,391                   4,391  
Construction     3,211             (969 )      2,242  
Petro/natural gas     2,446                   2,446  
Agriculture     1,140             (96 )      1,044  
Logging & lumber     248                   248  
Research     202                   202  
Data processing     113                   113  
       85,843             (11,202 )      74,641  
Less accumulated depreciation     (54,855 )      (3,336 )      8,531       (49,660 ) 
Total   $ 30,988     $ (3,336 )    $ (2,671 )    $ 24,981  

The average estimated residual value for assets on operating leases was 23% and 22% of the assets’ original cost at June 30, 2013 and December 31, 2012, respectively. There were no operating leases placed in non-accrual status as of June 30, 2013 and December 31, 2012.

Direct financing leases:

As of June 30, 2013 and December 31, 2012, investment in direct financing leases generally consists of manufacturing, mining, materials handling, construction and cleaning and maintenance equipment. The components of the Company’s investment in direct financing leases as of June 30, 2013 and December 31, 2012 are as follows (in thousands):

   
  June 30,
2013
  December 31, 2012
Total minimum lease payments receivable   $    15,367     $    17,667  
Estimated residual values of leased equipment (unguaranteed)     3,618       3,755  
Investment in direct financing leases     18,985       21,422  
Less unearned income     (6,890 )      (8,355 ) 
Net investment in direct financing leases   $ 12,095     $ 13,067  

There were no direct financing leases placed in non-accrual status as of June 30, 2013 and December 31, 2012.

16


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

5. Investment in equipment and leases, net: - (continued)

At June 30, 2013, the aggregate amounts of future minimum lease payments receivable are as follows (in thousands):

     
  Operating
Leases
  Direct
Financing Leases
  Total
Six months ending December 31, 2013   $      3,517     $       2,466     $       5,983  
Year ending December 31, 2014     4,708       4,710       9,418  
2015     1,996       4,486       6,482  
2016     553       3,703       4,256  
2017     505       2       507  
2018     141             141  
     $ 11,420     $ 15,367     $ 26,787  

6. Related party transactions:

The terms of the Operating Agreement provide that AFS and/or affiliates are entitled to receive certain fees for equipment management and resale and for management of the Company.

The Operating Agreement allows for the reimbursement of costs incurred by AFS in providing administrative services to the Company. Administrative services provided include Company accounting, finance/treasury, investor relations, legal counsel and lease and equipment documentation. AFS is not reimbursed for services whereby it is entitled to receive a separate fee as compensation for such services, such as management of equipment. The Company would be liable for certain future costs to be incurred by AFS to manage the administrative services provided to the Company.

Each of ATEL Leasing Corporation (“ALC”) and AFS is a wholly-owned subsidiary of ATEL Capital Group and performs services for the Company. Acquisition services, equipment management, lease administration and asset disposition services are performed by ALC; investor relations, communications services and general administrative services for the Company are performed by AFS.

Cost reimbursements to the Managing Member are based on its costs incurred in performing administrative services for the Company. These costs are allocated to each managed entity based on certain criteria such as managed assets, number of investors or contributed capital based upon the type of cost incurred. The Operating Agreement places an annual limit and a cumulative limit for cost reimbursements to AFS and/or affiliates. Any reimbursable costs incurred by AFS and/or affiliates during the year exceeding the annual and/or cumulative limits cannot be reimbursed in the current year, though such costs may be recovered in future years to the extent of the cumulative limit. As of June 30, 2013, the Company has not exceeded the annual and/or cumulative limitations discussed above.

During the three and six months ended June 30, 2013 and 2012, AFS and/or affiliates earned fees and commissions, and billed for reimbursements, pursuant to the Operating Agreement as follows (in thousands):

       
  Three Months
Ended June 30,
  Six Months
Ended June 30,
     2013   2012   2013   2012
Costs reimbursed to Managing Member and/or affiliates   $ 274     $ 344     $ 925     $ 923  
Asset management fees to Managing Member and/or affiliates     357       310       481       474  
     $   631     $   654     $  1,406     $  1,397  

17


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

7. Non-recourse debt:

At June 30, 2013, non-recourse debt consists of notes payable to financial institutions. The notes are due in monthly installments. Interest on the notes is at fixed rates ranging from 1.41% to 6.66%. The notes are secured by assignments of lease payments and pledges of assets. At June 30, 2013, gross operating lease rentals and future payments on direct financing leases totaled approximately $18.1 million over the remaining lease terms; and the carrying value of the pledged assets is $17.3 million. The notes mature at various dates from 2013 through 2018.

The non-recourse debt does not contain any material financial covenants. The debt is secured by liens granted by the Company to the non-recourse lenders on (and only on) the discounted lease transactions. The lenders have recourse only to the following collateral: the specific leased equipment; the related lease chattel paper; the lease receivables; and proceeds of the foregoing items. The non-recourse obligation is payable solely out of the respective specific security and the Company does not guarantee (nor is the Company otherwise contractually responsible for) the payment of the non-recourse debt as a general obligation or liability of the Company. Although the Company does not have any direct or general liability in connection with the non-recourse debt apart from the security granted, the Company is directly and generally liable and responsible for certain representations, warranties, and covenants made to the lenders, such as warranties as to genuineness of the transaction parties' signatures, as to the genuineness of the respective lease chattel paper or the transaction as a whole, or as to the Company's good title to or perfected interest in the secured collateral, as well as similar representations, warranties and covenants typically provided by non-recourse borrowers and customary in the equipment finance industry, and are viewed by such industry as being consistent with non-recourse discount financing obligations. Accordingly, as there are no financial covenants or ratios imposed on the Company in connection with the non-recourse debt, the Company has determined that there are no material covenants with respect to the non-recourse debt that warrant footnote disclosure.

Future minimum payments of non-recourse debt are as follows (in thousands):

     
  Principal   Interest   Total
Six months ending December 31, 2013   $       2,803     $       461     $       3,264  
Year ending December 31, 2014     5,022       705       5,727  
2015     4,527       425       4,952  
2016     4,004       143       4,147  
2017     445       6       451  
2018     90             90  
     $ 16,891     $ 1,740     $ 18,631  

8. Borrowing facilities:

Effective as of December 31, 2012, the Company’s participation in a revolving credit facility (the “Credit Facility”) with AFS and certain of its affiliates was terminated. The Company had no related balances outstanding at the time.

Prior to December 31, 2012, the Company participated with AFS and certain of its affiliates in the Credit Facility comprised of a working capital facility to AFS, an acquisition facility (the “Acquisition Facility”) and a warehouse facility (the “Warehouse Facility”) to AFS, the Company and affiliates, and a venture facility available to an affiliate, with a syndicate of financial institutions as lenders. The Credit Facility was for an amount up to $60 million and included certain financial covenants. The interest rate on the Credit Facility was based on either the LIBOR/Eurocurrency rate of 1-, 2-, 3- or 6-month maturity plus a lender designated spread, or the bank’s Prime rate, which re-priced daily. Principal amounts of loans made under the Credit Facility that were prepaid may be re-borrowed on the terms and subject to the conditions set forth under the Credit Facility.

18


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

9. Receivables funding program:

Prior to April 2013, the Company had an $80 million receivables funding program (the “RF Program”) with a receivables financing company that issued commercial paper rated A1 from Standard and Poor’s and P1 from Moody’s Investors Service. Under the RF Program, the lender held liens against the Company’s assets. The lender was in a first position against certain specified assets and was in either a subordinated or shared position against the remaining assets. The RF Program provided for borrowing at a variable interest rate; and, for the Company to enter into interest rate swap agreements with certain hedge counterparties (also rated A1/P1) to mitigate the interest rate risk associated with a variable interest rate note. The RF Program did not contain any credit risk related default contingencies. As of April 4, 2013, all advances under the RF Program were repaid in full and the program was terminated. At December 31, 2012, the Company had $3.3 million outstanding under the RF Program.

The Company previously had interest rate swap agreements that effectively fixed the variable interest rates on its borrowings. As of April 4, 2013, all such agreements have terminated. As of December 31, 2012, the Company had interest rate swap agreements to receive or pay interest on a notional principal of $3.3 million based on the difference between nominal rates ranging from 3.21% to 5.39% and a variable rate of 0.24%. No actual borrowing or lending is involved. The termination of the swaps was to coincide with the maturity of the debt. Through the swap agreements, the interest rates have been effectively fixed. The differential to be paid or received was accrued as interest rates change and was recognized as an adjustment to interest expense related to the debt. The interest rate swaps were not designated as hedging instruments and were carried at fair value on the balance sheet with unrealized gain/loss included in the statements of income in other (expense) income, net. The interest paid or received on the swap contracts were accrued as interest rates changed.

Interest paid on the RF Program was nominal during the three months ended June 30, 2013. During the three months ended June 30, 2012, the weighted average interest rate on the RF Program, including interest on the swap contracts, was 5.41%. Such weighted average interest rates were 4.60% and 5.48% during the six months ended June 30, 2013 and 2012, respectively. The RF Program discussed above included certain financial and non-financial covenants applicable to the Company as borrower. The Company was in compliance with all covenants during 2012 through the date of program termination.

10. Commitments:

At June 30, 2013, there were no commitments to purchase lease assets or fund investments in notes receivable.

11. Guarantees:

The Company enters into contracts that contain a variety of indemnifications. The Company’s maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

The Managing Member knows of no facts or circumstances that would make the Company’s contractual commitments outside standard mutual covenants applicable to commercial transactions between businesses. Accordingly, the Company believes that these indemnification obligations are made in the ordinary course of business as part of standard commercial and industry practice, and that any potential liability under the Company’s similar commitments is remote. Should any such indemnification obligation become payable, the Company would separately record and/or disclose such liability in accordance with GAAP.

19


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

12. Members’ capital:

Units issued and outstanding were 13,971,486 at both June 30, 2013 and December 31, 2012. The Company was authorized to issue up to 15,000,000 Units in addition to the Units issued to the initial Members (50 Units). The Company ceased offering Units on March 11, 2005.

The Company has the right, exercisable in the Manager’s discretion, but not the obligation, to repurchase Units of a Unitholder who ceases to be a U.S. Citizen, for a price equal to 100% of the holder’s capital account. The Company is otherwise permitted, but not required, to repurchase Units upon a holder’s request. The repurchase of Fund units is made in accordance with Section 13 of the Amended and Restated Limited Liability Company Operating Agreement. The repurchase would be at the discretion of the Manager on terms it determines to be appropriate under given circumstances, in the event that the Manager deems such repurchase to be in the best interest of the Company; provided, the Company is never required to repurchase any Units. Upon the repurchase of any Units by the Fund, the tendered Units are cancelled. Units repurchased in prior periods were repurchased at amounts representing the original investment less cumulative distributions made to the Unitholder with respect to the Units. All Units repurchased during a quarter are deemed to be repurchased effective the last day of the preceding quarter, and are not deemed to be outstanding during, or entitled to allocations of net income, net loss or distributions for the quarter in which such repurchase occurs.

As defined in the Operating Agreement, the Company’s net income, net losses, and distributions, are to be allocated 92.5% to the Other Members and 7.5% to AFS.

Distributions to the Other Members were as follows (in thousands, except as to Units and per Unit data):

       
  Three Months
Ended June 30,
  Six Months
Ended June 30,
     2013   2012   2013   2012
Distributions declared   $ 5,589     $ 3,493     $ 5,589     $ 3,493  
Weighted average number of Units outstanding     13,971,486       13,971,486       13,971,486       13,971,486  
Weighted average distributions per Unit   $ 0.40     $ 0.25     $ 0.40     $ 0.25  

13. Fair value measurements:

Fair value measurements and disclosures are based on a fair value hierarchy as determined by significant inputs used to measure fair value. The three levels of inputs within the fair value hierarchy are defined as follows:

Level 1 – Quoted prices in active markets for identical assets or liabilities. An active market for the asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, generally on a national exchange.

Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuations in which all significant inputs are observable in the market.

Level 3 – Valuation is modeled using significant inputs that are unobservable in the market. These unobservable inputs reflect the Company's own estimates of assumptions that market participants would use in pricing the asset or liability.

The Company had no assets or liabilities requiring measurement at fair value on a recurring basis as of June 30, 2013. By comparison, the fair value of the Company’s interest rate swap contracts was measured on a recurring basis as of December 31, 2012. In addition, the Company recorded non-recurring adjustments to

20


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

13. Fair value measurements: - (continued)

reflect the fair values of certain impaired off-lease assets during the first six months of 2013, and those of impaired off-lease assets, notes receivable and investment securities during the first six months of 2012. Balances shown at June 30, 2013 and December 31, 2012 reflect the fair value of the then existing impaired assets.

The Company’s valuation policy is determined by members of the Asset Management, Credit and Accounting departments. Whenever possible, the policy is to obtain quoted market prices in active markets to estimate fair values for recognition and disclosure purposes. Where quoted market prices in active markets are not available, fair values are estimated using discounted cash flow analyses, broker quotes, information from third party remarketing agents, third party appraisals of collateral and/or other valuation techniques. These techniques are significantly affected by certain of the Company’s assumptions, including discount rates and estimates of future cash flows. Potential taxes and other transaction costs are not considered in estimating fair values. As the Company is responsible for determining fair value, an analysis is performed on prices obtained from third parties. Such analysis is performed by asset management and credit department personnel who are familiar with the Company’s investments in equipment, notes receivable and equity securities of venture companies. The analysis may include a periodic review of price fluctuations and validation of numbers obtained from a specific third party by reference to multiple representative sources.

Such fair value adjustments utilized the following methodology:

Interest rate swaps

The fair value of interest rate swaps is estimated using a valuation method (discounted cash flow) with inputs that are defined or that can be corroborated by observable market data. The discounted cash flow approach utilizes each swap’s notional amount, payment and termination dates, swap coupon, and the prevailing market rate and pricing data to determine the present value of the future swap payments. Accordingly, such swap contracts are classified within Level 2 of the valuation hierarchy.

Impaired lease and/or off-lease equipment

During the second quarter of 2013, the Company deemed certain lease equipment (assets) to be impaired and recorded fair value adjustments of $88 thousand to reduce the cost basis of the equipment. This is in addition to a $20 thousand fair value adjustment recorded on impaired off-lease assets during the first quarter of 2013. By comparison, the Company recorded $92 thousand of fair value adjustments relative to impaired off-lease assets during the three and six months ended June 30, 2012. During the remaining six months of 2012, the Company recorded additional fair value adjustments totaling $338 thousand relative to impaired lease and off-lease assets.

All of the aforementioned adjustments were non-recurring. Under the Fair Value Measurements Topic of the FASB Accounting Standards Codification, the fair value of impaired lease assets were classified within Level 3 of the valuation hierarchy as the data sources utilized for the valuation of such assets reflect significant inputs that are unobservable in the market. Such valuation utilizes a market approach technique and uses inputs that reflect the sales price of similar assets sold by affiliates and/or information from third party remarketing agents not readily available in the market.

Impaired notes receivable

The fair value of the Company’s notes receivable, when impairment adjustments are required, is estimated using either third party appraisals or estimations of the value of collateral (for collateral dependent loans) or discounted cash flow analyses (by discounting estimated future cash flows) using the effective interest rate contained in the terms of the original loan. The Company had no fair value adjustments relative to impaired notes receivable during the three and six months ended June 30, 2013.

21


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

13. Fair value measurements: - (continued)

During the three and six months ended June 30, 2012, the Company recorded $27 thousand and $36 thousand of fair value adjustments relative to two impaired notes. The Company originally deemed one of the notes impaired in 2011 and had previously recorded $3 thousand of adjustments through December 2011. All of the fair value adjustments recorded in 2012 were non-recurring and were based upon an estimated valuation of underlying collateral. Under the Fair Value Measurements Topic of the FASB Accounting Standards Codification, the fair value of the impaired notes receivable is classified within Level 3 of the valuation hierarchy. The valuation utilizes a market approach technique and uses inputs from third party appraisers that utilize current market transactions as adjusted for certain factors specific to the underlying collateral.

During the first quarter of 2013, one of the impaired notes receivable was fully settled prior to its scheduled maturity.

Impaired investment securities

The Company’s investment securities are not registered for public sale and are carried at cost. The investment securities are adjusted for impairment, if any, based upon factors which include, but are not limited to, available financial information, the issuer’s ability to meet its current obligations and indications of the issuer’s subsequent ability to raise capital. There were no fair value adjustments during the three and six months ended June 30, 2013.

During the three and six months ended June 30, 2012, the Company recorded fair value adjustments totaling $2 thousand and $29 thousand, respectively, which reduced the cost basis of two impaired investment securities. The adjustments reflected an approximate 66% reduction in valuation for one investment as determined by investee cash burn and potential necessity for additional venture investors, and a 78% decrease in valuation of the second investment based on subsequent price of unit sale. Under the Fair Value Measurements Topic of the FASB Accounting Standards Codification, the fair value of the aforementioned impaired investment securities were classified within Level 3 of the valuation hierarchy for all measurement periods due to the significant inputs that are unobservable in the market.

The following table presents the fair value measurement of assets and liabilities measured at fair value on a recurring and non-recurring basis and the level within the hierarchy in which the fair value measurements fall at June 30, 2013 and December 31, 2012 (in thousands):

       
  June 30, 2013   Level 1 Estimated Fair Value   Level 2 Estimated Fair Value   Level 3 Estimated Fair Value
Assets measured at fair value on a non-recurring basis:
                                   
Impaired off-lease assets   $    20     $    —     $    —     $    20  

       
  December 31, 2012   Level 1 Estimated Fair Value   Level 2 Estimated Fair Value   Level 3 Estimated Fair Value
Assets measured at fair value on a non-recurring basis:
                                   
Impaired off-lease assets   $    13     $    —     $    —     $    13  
Impaired notes receivable, net     59                   59  
Impaired investment securities     10                   10  
Liabilities measured at fair value on a recurring basis:
                                   
Interest rate swaps     76             76        

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ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

13. Fair value measurements: - (continued)

The following table summarizes the valuation techniques and significant unobservable inputs used for the Company’s non-recurring fair value adjustments categorized as Level 3 in the fair value hierarchy at June 30, 2013:

       
Name   Valuation
Frequency
  Valuation
Technique
  Unobservable Inputs   Range of
Input Values
Lease Equipment   Non-recurring   Market Approach
  Third Party Agents' Pricing
  Quotes – per equipment
  $400 – $4,600
(total of $20,000)
               Equipment Condition   Poor to Average

The following disclosure of the estimated fair value of financial instruments is made in accordance with the guidance provided by the Financial Instruments Topic of the FASB Accounting Standards Codification. Fair value estimates, methods and assumptions, set forth below for the Company’s financial instruments, are made solely to comply with the requirements of the Financial Instruments Topic and should be read in conjunction with the Company’s financial statements and related notes.

The Company has determined the estimated fair value amounts by using market information and valuation methodologies that it considers appropriate and consistent with the fair value accounting guidance. Considerable judgment is required to interpret market data to develop the estimates of fair value. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

Cash and cash equivalents

The recorded amounts of the Company’s cash and cash equivalents approximate fair value because of the liquidity and short-term maturity of these instruments.

Notes receivable

The fair value of the Company’s notes receivable is estimated using either third party appraisals of collateral or discounted cash flow analyses based upon current market rates for similar types of lending arrangements, with adjustments for impaired loans as deemed necessary.

Investment in securities

The Company’s investment securities are not registered for public sale and are carried at cost which management believes approximates fair value, as appropriately adjusted for impairment.

Non-recourse debt

The fair value of the Company’s non-recourse debt is estimated using discounted cash flow analyses, based upon current market borrowing rates for similar types of borrowing arrangements.

Borrowings

Borrowings include the outstanding amounts on the Company’s acquisition facility and the RF Program. The carrying amount of these variable rate obligations approximate fair value based on current borrowing rates for similar types of borrowings.

Commitments and Contingencies

Management has determined that no recognition for the fair value of the Company’s loan commitments is necessary because their terms are made on a market rate basis and require borrowers to be in compliance with the Company’s credit requirements at the time of funding.

23


 
 

ATEL CAPITAL EQUIPMENT FUND X, LLC
  
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

13. Fair value measurements: - (continued)

The fair value of contingent liabilities (or guarantees) is not considered material because management believes there has been no event that has occurred wherein a guarantee liability has been incurred or will likely be incurred.

The following table presents a summary of the carrying value and fair value by level of financial instruments on the Company’s balance sheet at June 30, 2013 and December 31, 2012 (in thousands):

         
  Fair Value Measurements at June 30, 2013
     Carrying Value   Level 1   Level 2   Level 3   Total
Financial assets:
                                            
Cash and cash equivalents   $    8,110     $    8,110     $       —     $       —     $    8,110  
Notes receivable, net     642                   642       642  
Investment in securities     72                   72       72
 
Financial liabilities:
                                            
Non-recourse debt     16,891                   17,409       17,409  

         
  Fair Value Measurements at December 31, 2012
     Carrying Value   Level 1   Level 2   Level 3   Total
Financial assets:
                                            
Cash and cash equivalents   $    8,635     $    8,635     $     —     $    —     $    8,635  
Notes receivable, net     819                   819       819  
Investment in securities     65                   65       65  
Financial liabilities:
                                            
Non-recourse debt     16,831                   17,642       17,642  
Borrowings     3,308                   3,308       3,308  
Interest rate swap contracts     76             76             76  

24


 
 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Statements contained in this Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in this Form 10-Q, which are not historical facts, may be forward-looking statements. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. In particular, economic recession and changes in general economic conditions, including, fluctuations in demand for equipment, lease rates, and interest rates, may result in delays in investment and reinvestment, delays in leasing, re-leasing, and disposition of equipment, and reduced returns on invested capital. The Company’s performance is subject to risks relating to lessee defaults and the creditworthiness of its lessees. The Company’s performance is also subject to risks relating to the value of its equipment at the end of its leases, which may be affected by the condition of the equipment, technological obsolescence and the market for new and used equipment at the end of lease terms. Investors are cautioned not to attribute undue certainty to these forward-looking statements, which speak only as of the date of this Form 10-Q. We undertake no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this Form 10-Q or to reflect the occurrence of unanticipated events, other than as required by law.

Overview

ATEL Capital Equipment Fund X, LLC (the “Company” or the “Fund”) is a California limited liability company that was formed in August 2002 for the purpose of engaging in the sale of limited liability company investment units and acquiring equipment to generate revenues from equipment leasing and sales activities, primarily in the United States. The Managing Member of the Company is ATEL Financial Services, LLC (“AFS”), a California limited liability company.

The Company conducted a public offering of 15,000,000 Limited Liability Company Units (“Units”), at a price of $10 per Unit. The offering was terminated in March 2005. During 2005, the Company completed its initial acquisition stage with the investment of the net proceeds from the public offering of Units. Subsequently, during the reinvestment period (“Reinvestment Period”) (defined as six full years following the year the offering was terminated), the Company has utilized its credit facilities and reinvested cash flow in excess of certain amounts required to be distributed to the Other Members to acquire additional equipment.

The Company may continue until December 31, 2022. However, pursuant to the guidelines of the Limited Liability Company Operating Agreement (“Operating Agreement”), the Company commenced liquidation phase activities subsequent to the end of the Reinvestment Period which ended on December 31, 2011. Periodic distributions will be paid at the discretion of the Managing Member.

Results of Operations

The three months ended June 30, 2013 versus the three months ended June 30, 2012

The Company had net income of $2.3 million and $1.2 million for the three months ended June 30, 2013 and 2012, respectively. The results for the second quarter of 2013 primarily reflect a decrease in total operating expenses when compared to the prior year period.

Revenues

Total revenues for the second quarters of 2013 and 2012 were virtually unchanged at $5.1 million. At a detail level, second quarter 2013 results reflected decreases in both operating and direct financing lease revenues offset by an increase in gains on sales of lease assets and early termination of notes when compared to the prior year period.

The decrease in operating lease revenues totaled $1.0 million and was largely a result of continued run-off and disposition of lease assets. Likewise, direct financing lease revenues decreased by $72 thousand primarily due to run-off of the portfolio.

Partially offsetting the aforementioned decreases in revenue was a $1.1 million increase in gains on sales of lease assets and early termination of notes. The increase in gains on sales of lease assets and early termination of notes was primarily due to the increase in volume and the change in the mix of assets sold.

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Expenses

Total expenses for the second quarter of 2013 decreased by $1.1 million, or 27%, as compared to the prior year period. The net decline in expenses was primarily due to decreases in depreciation expense, interest expense and costs reimbursed to AFS.

The decrease in depreciation expense totaled $920 thousand and was primarily a result of run-off and sales of lease assets. Interest expense was reduced by $149 thousand as a result of decreasing outstanding debt primarily due to continued scheduled payments until the end of the second quarter of 2013, when the Fund utilized non-recourse debt totaling $2.6 million. Such debt was primarily used to settle the remaining balances outstanding under its Receivables Funding Program. Moreover, costs reimbursed to AFS was reduced by $70 thousand largely due to lower costs allocated by the Manager based on the Company’s declining asset base, and operations, consistent with a Fund in liquidation.

Other income, net

The Company recognized other income, net totaling $73 thousand and $54 thousand for the three months ended June 30, 2013 and 2012, respectively. The $19 thousand increase in other income, net was primarily a result of an $18 thousand favorable change in foreign currency translation transactions.

The favorable change in foreign currency translation transactions was primarily due to the period over period weakness of the U.S. currency against the British pound at the time of the transactions. The Company’s foreign currency transactions are primarily denominated in British pounds.

The six months ended June 30, 2013 versus the six months ended June 30, 2012

The Company had net income of $3.6 million and $3.0 million for the six months ended June 30, 2013 and 2012, respectively. The results for the first half of 2013 reflect decreases in both total operating expenses and total revenues when compared to the prior year period.

Revenues

Total revenues for the first half of 2013 decreased by $1.3 million, or 12%, as compared to the prior year period. The net decline in total revenues was primarily attributable to decreases in both operating and direct financing lease revenues offset, in part, by increases in gains on sales of lease assets and early termination of notes, and in other revenue.

The decrease in operating lease revenues totaled $2.3 million and was largely a result of continued run-off and disposition of lease assets since June 30, 2012. Likewise, direct financing lease revenues decreased by $155 thousand primarily due to run-off of the portfolio.

Partially offsetting the aforementioned decreases in revenue was a $1.2 million increase in gains recognized on sales of lease assets and early termination of notes, and a $66 thousand increase in other revenue. The increase in gains on sales of lease assets and early termination of notes was primarily due to the increase in volume and the change in the mix of assets sold; and, the increase in other revenue was largely due to deferred maintenance fees collected during the current year period.

Expenses

Total expenses for the first half of 2013 decreased by $1.9 million, or 24%, as compared to the prior year period. The net decline in expenses was primarily due to decreases in depreciation expense and interest expense offset, in part, by an increase in other expense.

The decrease in depreciation expense totaled $1.7 million and was primarily due to run-off and sales of lease assets since June 30, 2012. Interest expense was reduced by $285 thousand as a result of decreasing outstanding debt primarily due to continued scheduled payments until the second quarter of 2013, when the Fund utilized non-recourse debt totaling $2.6 million. Such debt was primarily used to settle the remaining balances outstanding under its Receivables Funding Program.

Partially offsetting the aforementioned decreases in expenses was a $128 thousand increase in other expense. Such increase in other expense was primarily a result of higher maintenance costs associated with the Fund’s railcars.

26


 
 

Other income, net

The Company recognized other income, net totaling $108 thousand and $88 thousand for the six months ended June 30, 2013 and 2012, respectively. The $20 thousand increase in other income, net was a result of a $44 thousand favorable change in foreign currency translation transactions offset by a $24 thousand unfavorable change in the fair value of the Company’s interest rate swap contracts.

The favorable change in foreign currency translation transactions was primarily due to the period over period weakness of the U.S. currency against the British pound at the time of the transactions. The Company’s foreign currency transactions are primarily denominated in British pounds.

The decrease in the value of the interest rate swaps was mostly driven by the continued lower interest rate environment which unfavorably impacts the Company as the fixed rate payer in the swap contracts.

Capital Resources and Liquidity

At June 30, 2013 and December 31, 2012, the Company’s cash and cash equivalents totaled $8.1 million and $8.6 million, respectively. The liquidity of the Company varies, increasing to the extent cash flows from leases and proceeds of asset sales exceed expenses and decreasing as lease assets are acquired, as distributions are made to the Other Members and to the extent expenses exceed cash flows from leases and proceeds from asset sales.

The primary source of liquidity for the Company is its cash flow from leasing activities. As the lease terms expire, the Company will re-lease or sell the equipment. The future liquidity beyond the contractual minimum rentals will depend on AFS’s success in remarketing or selling the equipment as it comes off rental.

If inflation in the general economy becomes significant, it may affect the Company in as much as the residual (resale) values and rates on re-leases of the Company’s leased assets may increase as the costs of similar assets increase. However, the Company’s revenues from existing leases would not increase; as such rates are generally fixed for the terms of the leases without adjustment for inflation. In addition, if interest rates increase significantly under such circumstances, the lease rates that the Company can obtain on future leases will be expected to increase as the cost of capital is a significant factor in the pricing of lease financing. Leases already in place, for the most part, would not be affected by changes in interest rates.

The Company currently believes it has adequate reserves available to meet its immediate cash requirements and those of the next twelve months, but in the event those reserves were found to be inadequate, the Company would likely be in a position to borrow against its current portfolio to meet such requirements. AFS envisions no such requirements for operating purposes.

Cash Flows

The following table sets forth summary cash flow data (in thousands):

       
  Three Months Ended June 30,   Six Months Ended June 30,
     2013   2012   2013   2012
Net cash provided by (used in):
                                   
Operating activities   $     2,821     $     3,678     $     5,012     $     7,891  
Investing activities     3,675       885       5,263       2,477  
Financing activities     (1,313 )      (2,296 )      (10,800 )      (6,367 ) 
Net increase (decrease) in cash and cash equivalents   $ 5,183     $ 2,267     $ (525 )    $ 4,001  

The three months ended June 30, 2013 versus the three months ended June 30, 2012

During the three months ended June 30, 2013 and 2012, the Company’s primary sources of liquidity were cash flows from its portfolio of operating and direct financing lease contracts, and its investments in notes receivable. In addition, the Company realized approximately $3.1 million and $318 thousand of proceeds from the sale or disposition of equipment and early termination of certain notes during each of the respective three-month periods ended June 30, 2013 and 2012, and utilized borrowings totaling $2.6 million during the current year period.

27


 
 

During the same comparative periods, cash was used to pay down $3.9 million and $2.3 million of debt; and, to pay invoices related to management fees and expenses, and other payables.

The six months ended June 30, 2013 versus the six months ended June 30, 2012

During the six months ended June 30, 2013 and 2012, the Company’s primary sources of liquidity were cash flows from its portfolio of operating and direct financing lease contracts, and its investments in notes receivable. In addition, the Company realized approximately $4.2 million and $1.3 million of proceeds from the sale or disposition of equipment and early termination of certain notes during the respective six-month periods ended June 30, 2013 and 2012, and utilized borrowings totaling $2.6 million and $500 thousand during the same respective periods.

Cash was primarily used to pay distributions to both the Other Members and the Managing Member, totaling $7.6 million and $1.4 million for the six months ended June 30, 2013 and 2012, respectively. Cash was also used to pay down $5.9 million and $5.5 million of debt during the same respective periods; and, to pay invoices related to management fees and expenses, and other payables.

Revolving credit facility

Effective as of December 31, 2012, the Company’s participation in a revolving credit facility with AFS and certain of its affiliates was terminated. The Company had no related balances outstanding at the time.

Prior to December 31, 2012, the Company participated with AFS and certain of its affiliates in a revolving credit facility comprised of a working capital facility to AFS, an acquisition facility and a warehouse facility to AFS, the Company and affiliates, and a venture facility available to an affiliate, with a syndicate of financial institutions as lenders.

Receivable funding program

Prior to April 2013, the Company had an $80 million receivables funding program (the “RF Program”) with a receivables financing company that issued commercial paper rated A1 from Standard and Poor’s and P1 from Moody’s Investors Service. Under the RF Program, the lender held liens against the Company’s assets. The lender was in a first position against certain specified assets and was in either a subordinated or shared position against the remaining assets. The ability to draw down on the RF Program terminated on July 31, 2008, and the RF Program matures in July 2014 upon repayment in full of all outstanding amounts due under the Program. However, as of April 4, 2013, all advances under the RF Program were repaid in full and the program was terminated.

The Company previously had interest rate swap agreements that effectively fixed the variable interest rates on its borrowings. As of April 4, 2013, all such agreements also have terminated. The RF Program discussed above included certain financial and non-financial covenants applicable to the Company as borrower. The Company was in compliance with all covenants during 2012 through the date of program termination.

Non-Recourse Long-Term Debt

As of June 30, 2013 and December 31, 2012, the Company had non-recourse long-term debt totaling $16.9 million and $16.8 million, respectively. Such non-recourse notes payable do not contain any material financial covenants. The notes are secured by a lien granted by the Company to the non-recourse lenders on (and only on) the discounted lease transactions. The lenders have recourse only to the following collateral: the specific leased equipment; the related lease chattel paper; the lease receivables; and proceeds of the foregoing items.

The Operating Agreement limits aggregate borrowings to 50% of the total cost of equipment. For detailed information on the Company’s debt obligations, see Notes 7 through 9 in Item 1. Financial Statements (Unaudited).

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Distributions

The Company commenced periodic distributions, based on cash flows from operations, beginning with the month of April 2003. The monthly distributions were discontinued in 2012 as the Company entered its liquidation phase. The rates and frequency of periodic distributions paid by the Fund during its liquidation phase are solely at the discretion of the Manager.

Commitments and Contingencies and Off-Balance Sheet Transactions

Commitments and Contingencies

At June 30, 2013, there were no commitments to purchase lease assets or fund investments in notes receivable.

Off-Balance Sheet Transactions

None.

Recent Accounting Pronouncements

Recent accounting standards updates as issued by the Financial Accounting Standards Board (FASB) were evaluated and determined to be not applicable to the Company.

Critical Accounting Policies and Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, the Company evaluates its estimates, which are based upon historical experiences, market trends and financial forecasts, and upon various other assumptions that management believes to be reasonable under the circumstances and at that certain point in time. Actual results may differ, significantly at times, from these estimates under different assumptions or conditions.

The Company’s critical accounting policies are described in its Annual Report on Form 10-K for the year ended December 31, 2012. There have been no material changes to the Company’s critical accounting policies since December 31, 2012.

Item 4. Controls and Procedures.

Evaluation of disclosure controls and procedures

The Company’s Managing Member’s President and Chief Executive Officer, and Executive Vice President and Chief Financial Officer and Chief Operating Officer (“Management”), evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this report. Based on the evaluation of the Company’s disclosure controls and procedures, Management concluded that as of the end of the period covered by this report, the design and operation of these disclosure controls and procedures were effective.

The Company does not control the financial reporting process, and is solely dependent on the Management of the Managing Member, which is responsible for providing the Company with financial statements in accordance with generally accepted accounting principles in the United States. The Managing Member’s disclosure controls and procedures, as it is applicable to the Company, were effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

Changes in internal control

There were no changes in the Managing Member’s internal control over financial reporting, as it is applicable to the Company, during the quarter ended June 30, 2013 that have materially affected, or are reasonably likely to materially affect, the Managing Member’s internal control over financial reporting, as it is applicable to the Company.

29


 
 

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

In the ordinary course of conducting business, there may be certain claims, suits, and complaints filed against the Company. In the opinion of management, the outcome of such matters, if any, will not have a material impact on the Company’s financial position or results of operations. No material legal proceedings are currently pending against the Company or against any of its assets.

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

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not Applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

Documents filed as a part of this report:

1. Financial Statement Schedules

All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted.

2. Other Exhibits

 
31.1   Certification of Dean L. Cash
31.2   Certification of Paritosh K. Choksi
32.1   Certification Pursuant to 18 U.S.C. section 1350 of Dean L. Cash
32.2   Certification Pursuant to 18 U.S.C. section 1350 of Paritosh K. Choksi
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 Label Linkbase Document
101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF   XBRL Taxonomy Extension Definition Linkbase Document

30


 
 

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.

Date: August 13, 2013

ATEL CAPITAL EQUIPMENT FUND X, LLC
(Registrant)

By: ATEL Financial Services, LLC
Managing Member of Registrant
By: /s/ Dean L. Cash

Dean L. Cash
President and Chief Executive Officer of
ATEL Financial Services, LLC (Managing Member)
By: /s/ Paritosh K. Choksi

Paritosh K. Choksi
Executive Vice President and Chief Financial
Officer and Chief Operating Officer of
ATEL Financial Services, LLC (Managing Member)
By: /s/ Samuel Schussler

Samuel Schussler
Vice President and Chief Accounting Officer of
ATEL Financial Services, LLC (Managing Member)