Pennsylvania
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65-1189593
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification Number)
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Large accelerated filer ¨
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Accelerated filer ¨
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Non-accelerated filer ¨
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Smaller reporting company T
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(Do not check if a smaller reporting company.)
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PART I
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Item 1.
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Financial Statements
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3 |
Item 2.
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Management's Discussion and Analysis of Financial Condition and Results of Operations
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12 |
Item 3.
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Quantitative and Qualitative Disclosures About Market Risk
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16 |
Item 4.
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Controls and Procedures
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16 |
PART II
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Item 1.
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Legal Proceedings
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16 |
Item 1A.
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Risk Factors
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16 |
Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds
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16 |
Item 3.
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Defaults Upon Senior Securities
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16 |
Item 5.
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Other Information
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16 |
Item 6.
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Exhibits
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16 |
Commonwealth Income & Growth Fund V
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||||||||
Condensed Balance Sheets
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||||||||
June 30,
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December 31,
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|||||||
2011
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2010
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|||||||
(unaudited)
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||||||||
ASSETS
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||||||||
Cash and cash equivalents
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$ | 465,575 | $ | 79,118 | ||||
Lease income receivable, net of reserve of $141,000 at June 30, 2011 and December 31, 2010
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192,383 | 287,131 | ||||||
Accounts receivable, Commonwealth Capital Corp.
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- | 75,079 | ||||||
Accounts receivable, affiliated limited partnerships
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9,914 | - | ||||||
Other receivables
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- | 11,973 | ||||||
Prepaid expenses
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2,820 | 4,202 | ||||||
670,692 | 457,503 | |||||||
Technology equipment, at cost
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12,986,163 | 17,888,633 | ||||||
Accumulated depreciation
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(10,946,506 | ) | (14,834,770 | ) | ||||
2,039,657 | 3,053,863 | |||||||
Equipment acquisition costs and deferred expenses, net of accumulated amortization
of approximately $146,000 and $145,000 at June 30, 2011 and December 31, 2010, respectively
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59,712 | 92,705 | ||||||
Prepaid acquisition fees
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38,200 | 41,308 | ||||||
97,912 | 134,013 | |||||||
Total Assets
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$ | 2,808,261 | $ | 3,645,379 | ||||
LIABILITIES AND PARTNERS' CAPITAL
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||||||||
LIABILITIES
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||||||||
Accounts payable
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$ | 221,956 | $ | 216,721 | ||||
Accounts payable, General Partner
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384,521 | 260,693 | ||||||
Accounts payable, Commonwealth Capital Corp.
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239,102 | - | ||||||
Other accrued expenses
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299,389 | 24,030 | ||||||
Unearned lease income
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72,594 | 187,239 | ||||||
Notes payable
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260,258 | 356,976 | ||||||
Total Liabilities
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1,477,820 | 1,045,659 | ||||||
PARTNERS' CAPITAL
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||||||||
General Partner
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1,000 | 1,000 | ||||||
Limited Partners
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1,329,441 | 2,598,720 | ||||||
Total Partners' Capital
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1,330,441 | 2,599,720 | ||||||
Total Liabilities and Partners' Capital
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$ | 2,808,261 | $ | 3,645,379 | ||||
see accompanying notes to condensed financial statements
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Commonwealth Income & Growth Fund V
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||||||||||||||||
Condensed Statements of Operations
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||||||||||||||||
(unaudited)
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||||||||||||||||
Three Months Ended
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Six Months Ended
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|||||||||||||||
June 30,
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June 30,
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2011
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2010
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2011
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2010
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Revenue
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||||||||||||||||
Lease
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$ | 365,954 | $ | 777,235 | $ | 775,668 | $ | 1,714,415 | ||||||||
Interest and other
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335 | 5,239 | 4,175 | 31,633 | ||||||||||||
Gain on sale of computer equipment
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5,262 | 9,043 | 50,570 | 91,139 | ||||||||||||
Total revenue
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371,551 | 791,517 | 830,413 | 1,837,187 | ||||||||||||
Expenses
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||||||||||||||||
Operating, excluding legal, depreciation
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151,419 | 182,286 | 349,165 | 444,497 | ||||||||||||
Legal Fees
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196,889 | 137 | 209,028 | 6,487 | ||||||||||||
Contingency loss
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176,000 | - | 176,000 | - | ||||||||||||
Equipment management fee, General Partner
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9,139 | 38,862 | 19,382 | 85,721 | ||||||||||||
Interest
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4,841 | 5,237 | 9,757 | 8,939 | ||||||||||||
Depreciation
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342,899 | 1,006,959 | 846,711 | 2,081,098 | ||||||||||||
Amortization of equipment acquisition costs and deferred expenses
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17,565 | 20,694 | 36,101 | 54,817 | ||||||||||||
Bad debt expense
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- | 23,609 | - | 23,609 | ||||||||||||
Total expenses
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898,752 | 1,277,784 | 1,646,144 | 2,705,168 | ||||||||||||
Net (loss)
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$ | (527,201 | ) | $ | (486,267 | ) | $ | (815,731 | ) | $ | (867,981 | ) | ||||
Net (loss) allocated to Limited Partners
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$ | (527,201 | ) | $ | (492,460 | ) | $ | (817,153 | ) | $ | (880,368 | ) | ||||
Net (loss) per equivalent Limited Partnership unit
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$ | (0.43 | ) | $ | (0.40 | ) | $ | (0.66 | ) | $ | (0.71 | ) | ||||
Weighted average number of equivalent limited partnership units
outstanding during the period
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1,236,608 | 1,238,571 | 1,236,973 | 1,240,247 | ||||||||||||
see accompanying notes to condensed financial statements
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Commonwealth Income & Growth Fund V
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Condensed Statements of Partners' Capital
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For the six months ended June 30, 2011
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(unaudited)
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||||||||||||||||||||
General
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Limited
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|||||||||||||||||||
Partner
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Partner
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General
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Limited
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Units
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Units
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Partner
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Partners
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Total
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Balance, January 1, 2011
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50 | 1,237,440 | $ | 1,000 | $ | 2,598,720 | $ | 2,599,720 | ||||||||||||
Net income (loss)
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- | - | 1,422 | (817,153 | ) | (815,731 | ) | |||||||||||||
Redemptions
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- | (832 | ) | - | (5,299 | ) | (5,299 | ) | ||||||||||||
Distributions
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- | - | (1,422 | ) | (446,827 | ) | (448,249 | ) | ||||||||||||
Balance, June 30, 2011
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50 | 1,236,608 | $ | 1,000 | $ | 1,329,441 | $ | 1,330,441 | ||||||||||||
see accompanying notes to condensed financial statements
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Commonwealth Income & Growth Fund V
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Condensed Statements of Cash Flow
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(unaudited)
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Six Months ended
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Six Months ended
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June 30, 2011
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June 30, 2011
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Net cash provided by operating activities
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$ | 621,940 | $ | 889,584 | ||||
Investing activities:
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Capital Expenditures
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(77,706 | ) | (163,638 | ) | ||||
Equipment acquisition fees paid to General Partner
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- | (10,017 | ) | |||||
Net proceeds from the sale of computer equipment
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295,771 | 136,746 | ||||||
Net cash provided by (used in) investing activities
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218,065 | (36,909 | ) | |||||
Financing activities:
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Redemptions
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(5,299 | ) | (33,920 | ) | ||||
Distributions to partners
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(448,249 | ) | (1,238,575 | ) | ||||
Debt placement fee paid to General Partner
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- | (2,143 | ) | |||||
Net cash (used in) financing activities
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(453,548 | ) | (1,274,638 | ) | ||||
Net increase (decrease) in cash and cash equivalents
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386,457 | (421,963 | ) | |||||
Cash and cash equivalents beginning of period
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79,118 | 556,766 | ||||||
Cash and cash equivalents end of period
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$ | 465,575 | $ | 134,803 | ||||
see accompanying notes to condensed financial statements
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At June 30, 2011
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Amount
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|||
Total bank balance
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$
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467,000
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FDIC insured
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(331,000
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)
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Uninsured amount
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$
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136,000
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Amount
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Six Months ended December 31, 2011
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$ | 647,000 | ||
Year ended December 31, 2012
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366,000 | |||
Year ended December 31, 2013
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87,000 | |||
Year ended December 31, 2014
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7,000 | |||
$ | 1,107,000 |
Six months ended June 30,
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2011
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2010
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Reimbursable expenses
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||||||||
Reimbursable expenses, which are charged to the Partnership by CCC in connection with the administration and operation of the Partnership, are allocated to the Partnership based upon several factors including, but not limited to, the number of investors, compliance issues, and the number of existing leases. See "Summary of Significant Accounting Policies - Reimbursable Expenses," above.
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$ | 400,000 | $ | 391,000 |
Equipment acquisition fee
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The General Partner earns an equipment acquisition fee of 4% of the purchase price of each item of equipment purchased, as compensation for the negotiation of the acquisition of the equipment and lease thereof, or sale under a conditional sales contract. At June 30, 2011, the remaining balance of prepaid acquisition fees was approximately $38,000, which is expected to be earned in future periods.
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$ | 3,000 | $ | 15,000 | ||||
Debt placement fee
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As compensation for arranging term debt to finance the acquisition of equipment by the Partnership, the General Partner is paid a fee equal to 1% of such indebtedness, provided, however, that such fee shall be reduced to the extent the Partnership incurs such fees to third parties, unaffiliated with the General Partner or the lender, with respect to such indebtedness and no such fee will be paid with respect to borrowings from the General Partner or its affiliates.
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$ | - | $ | 2,000 |
Equipment management fee
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The General Partner is entitled to be paid for managing the equipment portfolio a monthly fee equal to the lesser of (i) the fees which would be charged by an independent third party for similar services for similar equipment or (ii) the sum of (a) two percent of (1) the gross lease revenues attributable to equipment which is subject to full payout net leases which contain net lease provisions plus (2) the purchase price paid on conditional sales contracts as received by the Partnership and (b) 2.5% of the gross lease revenues attributable to equipment which is subject to operating leases. In an effort to increase future cash flow for the fund our General Partner had elected to reduce the percentage of equipment management fees paid to it from 5% to 2.5% of the gross lease revenues attributable to equipment which is subject to operating leases. The reduction was effective beginning in July 2010..
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$ | 19,000 | $ | 86,000 |
Equipment liquidation fee
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With respect to each item of equipment sold by the General Partner (other than in connection with a conditional sales contract), a fee equal to the lesser of (i) 50% of the competitive equipment sale commission or (ii) three percent of the sales price for such equipment is payable to the General Partner. The payment of such fee is subordinated to the receipt by the limited partners of (i) a return of their net capital contributions and a 10% per annum cumulative return, compounded daily, on adjusted capital contributions and (ii) the net disposition proceeds from such sale in accordance with the Partnership Agreement. Such fee will be reduced to the extent any liquidation or resale fees are paid to unaffiliated parties.
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$ | 5,000 | $ | 4,000 |
June 30, 2011
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December 31, 2010
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|||||||
Installment note payable to bank; interest at 5.75% due in quarterly installments of $22,756 including interest, with final payment in January 2011
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$
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-
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$
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22,000
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||||
Installment note payable to bank; interest at 6.21%, due in monthly installments of $1,368, including interest, with final payment in May 2012
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15,000
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22,000
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Installment note payable to bank; interest ranging from 5.89% to 7.50%, due in monthly installments of $7,104 and $6,666, including interest, with final payment in April 2013
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245,000
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313,000
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||||||
$
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260,000
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$
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357,000
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Amount
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||||
Six months ending December 31, 2011
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$ | 90,000 | ||
Year ended December 31, 2012
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144,000 | |||
Year ended December 31, 2013
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26,000 | |||
$ | 260,000 |
Six months ended June 30,
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2011
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2010
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||||||
Lease revenue net of interest expense on notes payable realized as a result of direct payment of principal by lessee to bank
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$ | 97,000 | $ | 145,000 |
Six months ended June 30,
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2011
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2010
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||||||
Debt assumed in connection with purchase of technology equipment
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$ | - | $ | 215,000 | ||||
Equipment acquisition fees earned by General Partner, upon purchase of equipment
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$ | 3,000 | $ | 15,000 |
At June 30, 2011
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Amount
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Total bank balance
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$
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467,000
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FDIC insured
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(331,000
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)
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Uninsured amount
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$
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136,000
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Item 1A.
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Risk Factors
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Changes in economic conditions could materially and negatively affect our business.
Our business is directly impacted by factors such as economic, political, and market conditions, broad trends in industry and finance, legislative and regulatory changes, changes in government monetary and fiscal policies, and inflation, all of which are beyond our control. Although we are experiencing a modest improvement in the global economy in 2011, the economic recovery continues to remain somewhat weak, and a prolonged period of economic weakness could result in the following consequences, any of which could materially affect our business: lease delinquencies may increase; problem leases and defaults could increase; and demand for information technology products generally may decrease as businesses attempt to reduce expenses.
Contingencies
There is a possible risk that the Partnership may be unsuccessful in its appeal or negotiating a satisfactory settlement in the City of Tempe case and will be liable to pay approximately $866,000.
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds
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N/A
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Item 3.
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Defaults Upon Senior Securities
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N/A
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Item 5.
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Other Information
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N/A
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Item 6.
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Exhibits
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COMMONWEALTH INCOME & GROWTH FUND V
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BY: COMMONWEALTH INCOME & GROWTH FUND, INC., General Partner
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August 15, 2011
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By: /s/ Kimberly A. Springsteen-Abbott
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Date
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Kimberly A. Springsteen-Abbott
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Chief Executive Officer
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August 15, 2011
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By: /s/ Lynn A. Franceschina
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Date
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Lynn A. Franceschina
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Executive Vice President, Chief Operating Officer
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1.
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I have reviewed this quarterly report on Form 10-Q of Commonwealth Income & Growth Fund V (the Registrant);
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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/s/ Kimberly A. Springsteen-Abbott
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Kimberly A. Springsteen-Abbott
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Chief Executive Officer
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August 15, 2011
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1.
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I have reviewed this quarterly report on Form 10-Q of Commonwealth Income & Growth Fund V (the Registrant);
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the
registrant's ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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/s/ Kimberly A. Springsteen-Abbott
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Kimberly A. Springsteen-Abbott
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Principal Financial Officer
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August 15, 2011
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/s/ Kimberly A. Springsteen-Abbott
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Kimberly A. Springsteen-Abbott
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Chief Executive Officer
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August 15, 2011
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/s/ Kimberly A. Springsteen-Abbott
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Kimberly A. Springsteen-Abbott
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Principal Financial Officer
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August 15, 2011
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Commonwealth Income & Growth Fund V - Condensed Statement of Cash Flow (USD $)
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6 Months Ended | |
---|---|---|
Jun. 30, 2011
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Jun. 30, 2010
|
|
Net cash provided by operating activities | $ 621,940 | $ 889,584 |
Capital Expenditures | (77,706) | (163,638) |
Equipment acquisition fees paid to General Partner | Â | (10,017) |
Net proceeds from the sale of computer equipment | 295,771 | 136,746 |
Net cash provided by (used in) investing activities | 218,065 | (36,909) |
Redemptions | (5,299) | (33,920) |
Distributions to partners | (448,249) | (1,238,575) |
Debt placement fee paid to General Partner | Â | (2,143) |
Net cash (used in) financing activities | (453,548) | (1,274,638) |
Net increase (decrease) in cash and cash equivalents | 386,457 | (421,963) |
Cash and cash equivalents beginning of period | 79,118 | 556,766 |
Cash and cash equivalents end of period | $ 465,575 | $ 134,803 |
Commonwealth Income & Growth Fund V - Condensed Statement of Shareholders' Equity (USD $)
|
Total
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General Partners
|
Limited Partners
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---|---|---|---|
Partners' Capital at Dec. 31, 2010 | $ 2,599,720 | $ 1,000 | $ 2,598,720 |
Limited & General Partner Units at Dec. 31, 2010 | 1,237,490 | 50 | 1,237,440 |
Redemptions, Partners' Capital | (5,299) | Â | (5,299) |
Redemptions, Units | (832) | Â | (832) |
Net Income (loss) | (815,731) | 1,422 | (817,153) |
Distributions | (448,249) | (1,422) | (446,827) |
Partners' Capital at Jun. 30, 2011 | $ 1,330,441 | $ 1,000 | $ 1,329,441 |
Limited & General Partner Units at Jun. 30, 2011 | 1,236,658 | 50 | 1,236,608 |
Document and Entity Information (USD $)
|
3 Months Ended |
---|---|
Jun. 30, 2011
|
|
Document and Entity Information | Â |
Entity Registrant Name | Commonwealth Income & Growth Fund V |
Document Type | 10-Q |
Document Period End Date | Jun. 30, 2011 |
Amendment Flag | false |
Entity Central Index Key | 0001253347 |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 1,236,608 |
Entity Public Float | $ 0 |
Entity Filer Category | Non-accelerated Filer |
Entity Current Reporting Status | No |
Entity Voluntary Filers | No |
Entity Well-known Seasoned Issuer | No |
Document Fiscal Year Focus | 2011 |
Document Fiscal Period Focus | Q2 |
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Commitment and Contingencies
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3 Months Ended |
---|---|
Jun. 30, 2011
|
|
Commitment and Contingencies | Â |
Commitments and Contingencies Disclosure [Text Block] | 7. Commitments and Contingencies
Allied Health Care Services
On June 18, 2010, Commonwealth Capital Corp. (Commonwealth) (the parent of our general partner) filed suit on our behalf against Allied Health Care Services Inc. (Allied). Allied is a lessee of medical equipment, and has failed to make its monthly lease payments since March 2010. Our suit for breach of contract against Allied and its owner, Charles K. Schwartz, pursuant to a partial personal guaranty, was filed in the U.S. District Court for the District of New Jersey (Case No 2:10-cv-03135), seeking payment of all outstanding rents, the value of leased equipment, and all costs of collection, including attorneys fees.
On August 19, 2010 our suit was automatically stayed when an involuntary petition for relief under Chapter 7 of the Bankruptcy Code was filed against Allied in the U.S. Bankruptcy Court for the District of New Jersey. On September 3, 2010, Charles Schwartz, the owner of Allied, was arrested by the FBI for alleged mail fraud in connection with his medical equipment leasing business, a charge to which he later pled guilty. Additionally, Commonwealth was one of the petitioning creditors in an involuntary Chapter 7 bankruptcy petition filed against Mr. Schwartz personally on September 17, 2010, in the same court.
We ceased booking revenues on the Allied leases completely in July 2010, thereby eliminating future equipment management fees payable to our general partner on the Allied leases.
Due to the bankruptcy proceedings, management can not determine, at this time, the status of the equipment leased to Allied or the amounts that may ultimately be paid to us from the bankruptcy estates. The timeline for identifying and recovering assets is uncertain, with resolution depending in large part upon the Trustees resolution of certain legal disputes and the cooperation of the various parties involved. Due to the complexity of the alleged fraud and the number of parties involved, we expect that completion of asset recovery by the trustee, and distribution to creditors will take in excess of twelve months from the bankruptcy petition date.
Our share of exposure related to the Allied default (if no rent is collected, the equipment is not paid for and/or we are unable to obtain performance under partial personal guaranty) is approximately $556,000 as of June 30, 2011 net of a reserve taken against substantially all the Allied receivables.
City of Tempe
As previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2010, Commonwealth Capital Corp. ("Commonwealth") has been involved in litigation on the Partnership's behalf with the City of Tempe, Arizona related to a default by a lessee, MobilePro Corp. A jury trial of Case No. CV09-00274 was held in U.S. District Court for the District of Arizona on May 16-18 and May 24-25, 2011. On May 25, 2011, judgment was entered in accordance with the jurys verdict in favor of the City of Tempe and against Commonwealth Capital Corp. in the amount of $1,808,904. The Partnerships share of the judgment, based upon its proportionate participation in the MobilePro lease transaction, is $866,217. Commonwealth Capital Corp. plans to file an appeal to the U.S. Court of Appeals for the Ninth Circuit, and believes that multiple grounds are available for an appeal that will either set aside or reduce the amount of the judgment. In connection therewith, Commonwealth has posted a bond in the full amount of the judgment with the court as security during the appeal in July 2011. The Partnership provided its proportionate share of the cash collateral needed to issue the bond. Management has determined a range of probable loss associated with this litigation, in light of the uncertain nature of the appeal, and has accrued a loss contingency in the amount of $176,000 as of June 30, 2011. It remains reasonably possible that the loss exposure could ultimately remain at approximately $866,000 if we are wholly unsuccessful upon appeal. |
Statement of Cash Flows, Supplemental Disclosures
|
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2011
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Statement of Cash Flows, Supplemental Disclosures | Â | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash Flow, Supplemental Disclosures [Text Block] | 6. Supplemental Cash Flow Information
Other noncash activities included in the determination of net loss are as follows:
No interest or principal on notes payable was paid by the Partnership because direct payment was made by lessee to the bank in lieu of collection of lease income and payment of interest and principal by the Partnership.
Noncash investing and financing activities include the following:
At June 30, 2011, the Partnership wrote-off fully amortized acquisition and finance fees of approximately $35,000
Additionally, at June 30, 2011, the Partnership wrote-off fully depreciated equipment of approximately $937,000, which represented fixed assets located in the city of Tempe, Arizona which will not be recovered as a result of the litigation described below. |
Debt
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Jun. 30, 2011
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Debt Disclosure [Text Block] | 5. Notes Payable
Notes payable consisted of the following amounts:
These notes are secured by specific technology equipment and are nonrecourse liabilities of the Partnership. As such, the notes do not contain any debt covenants with which we must comply on either an annual or quarterly basis. Aggregate maturities of notes payable for each of the periods subsequent to June 30, 2011 are as follows:
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M]$/!,SSY\N,PA#?-I7Y(9V\`23SC5%ZF 4. Related Party Transactions As of June 30, 2011, the Partnerships related party receivables and payables are short term, unsecured, and non-interest bearing. Six months ended June 30, 2011 2010 Reimbursable expenses Reimbursable expenses, which are charged to the Partnership by CCC in connection with the administration and operation of the Partnership, are allocated to the Partnership based upon several factors including, but not limited to, the number of investors, compliance issues, and the number of existing leases. See "Summary of Significant Accounting Policies - Reimbursable Expenses," above. $ 400,000 $ 391,000 Equipment acquisition fee The General Partner earns an equipment acquisition fee of 4% of the purchase price of each item of equipment purchased, as compensation for the negotiation of the acquisition of the equipment and lease thereof, or sale under a conditional sales contract. At June 30, 2011, the remaining balance of prepaid acquisition fees was approximately $38,000, which is expected to be earned in future periods. $ 3,000 $ 15,000 Debt placement fee As compensation for arranging term debt to finance the acquisition of equipment by the Partnership, the General Partner is paid a fee equal to 1% of such indebtedness, provided, however, that such fee shall be reduced to the extent the Partnership incurs such fees to third parties, unaffiliated with the General Partner or the lender, with respect to such indebtedness and no such fee will be paid with respect to borrowings from the General Partner or its affiliates. $ - $ 2,000 Equipment management fee The General Partner is entitled to be paid for managing the equipment portfolio a monthly fee equal to the lesser of (i) the fees which would be charged by an independent third party for similar services for similar equipment or (ii) the sum of (a) two percent of (1) the gross lease revenues attributable to equipment which is subject to full payout net leases which contain net lease provisions plus (2) the purchase price paid on conditional sales contracts as received by the Partnership and (b) 2.5% of the gross lease revenues attributable to equipment which is subject to operating leases. In an effort to increase future cash flow for the fund our General Partner had elected to reduce the percentage of equipment management fees paid to it from 5% to 2.5% of the gross lease revenues attributable to equipment which is subject to operating leases. The reduction was effective beginning in July 2010.. $ 19,000 $ 86,000 Equipment liquidation fee With respect to each item of equipment sold by the General Partner (other than in connection with a conditional sales contract), a fee equal to the lesser of (i) 50% of the competitive equipment sale commission or (ii) three percent of the sales price for such equipment is payable to the General Partner. The payment of such fee is subordinated to the receipt by the limited partners of (i) a return of their net capital contributions and a 10% per annum cumulative return, compounded daily, on adjusted capital contributions and (ii) the net disposition proceeds from such sale in accordance with the Partnership Agreement. Such fee will be reduced to the extent any liquidation or resale fees are paid to unaffiliated parties. $ 5,000 $ 4,000 1. Business Commonwealth Income & Growth Fund V (the Partnership) is a limited partnership organized in the Commonwealth of Pennsylvania in May 2003. The Partnership offered for sale up to 1,250,000 units of the limited partnership at the purchase price of $20 per unit (the offering). The Partnership reached the minimum amount in escrow and commenced operations on March 14, 2005. As of February 24, 2006, the Partnership was fully subscribed. During the six months ended June 30, 2011 limited partners redeemed 832 units of the partnership for a total redemption price of approximately $5,000 in accordance with the terms of the limited partnership agreement. The Partnership used the proceeds of the offering to acquire, own and lease various types of information technology equipment and other similar capital equipment, which is leased primarily to U.S. corporations and institutions. Commonwealth Capital Corp. (CCC), on behalf of the Partnership and other affiliated partnerships, acquires technology equipment subject to associated debt obligations and lease agreements and allocate a participation in the cost, debt and lease revenue to the various partnerships that it manages based on certain risk factors. The Partnerships General Partner is Commonwealth Income & Growth Fund, Inc. (the General Partner), a Pennsylvania corporation which is an indirect wholly-owned subsidiary of CCC. Approximately ten years after the commencement of operations, the Partnership intends to sell or otherwise dispose of all of its equipment, make final distributions to partners, and to dissolve. Unless sooner terminated, the Partnership will continue until December 31, 2015. As a result of a jurys verdict in favor of the City of Tempe, (see Note 7), the Partnership is temporarily suspending distributions, beginning with the second quarter of 2011 through year end 2011. The General Partner will continue to reassess the funding of limited partner distributions throughout 2011. If available cash flow or net disposition proceeds are insufficient to cover the Partnership expenses and liabilities on a short and long term basis, the Partnership will attempt to obtain additional funds by refinancing equipment, or by borrowing within its permissible limits. 2. Summary of Significant Accounting Policies Basis of Presentation The financial information presented as of any date other than December 31, 2010 has been prepared from the books and records without audit. Financial information as of December 31, 2010 has been derived from the audited financial statements of the Partnership, but does not include all disclosures required by generally accepted accounting principles to be included in audited financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial information for the periods indicated, have been included. For further information regarding the Partnerships accounting policies, refer to the financial statements and related notes included in the Partnerships annual report on Form 10-K for the year ended December 31, 2010. Operating results for the six months ended June 30, 2011 are not necessarily indicative of financial results that may be expected for the full year ended December 31, 2011. Disclosure of Fair Value of Financial Instruments Estimated fair value was determined by management using available market information and appropriate valuation methodologies. However, judgment was necessary to interpret market data and develop estimated fair value. Cash, receivables, accounts payable and accrued expenses and other liabilities are carried at amounts which reasonably approximate their fair values as of June 30, 2011 and December 31, 2010. The Partnerships long-term debt consists of notes payable, which are secured by specific technology equipment and are nonrecourse liabilities of the Partnership. The estimated fair value of this debt at June 30, 2011 and December 31, 2010 approximates the carrying value of these instruments, due to the interest rates approximating current market values. Disclosure about fair value of financial instruments is based on pertinent information available to management as of June 30, 2011 and December 31, 2010. Cash and cash equivalents At June 30, 2011 cash was held in three accounts maintained at one financial institution with an aggregate balance of approximately $467,000. Bank accounts are federally insured up to $250,000, while pursuant to the Dodd/Frank Act of 2010, some accounts are fully insured by the FDIC. At June 30, 2011, the total cash bank balance was as follows: At June 30, 2011 Amount Total bank balance $ 467,000 FDIC insured (331,000 ) Uninsured amount $ 136,000 The Partnership mitigates the risk of holding uninsured deposits by only depositing funds with major a financial institution. The Partnership deposits its funds with a Moody's Aaa-Rated banking institution which is one of only three Aaa-Rated banks listed on the New York Stock Exchange. The Partnership has not experienced any losses in such accounts, and believes it is not exposed to any significant credit risk. The amount in such accounts will fluctuate throughout 2011 due to many factors, including the pace of additional cash receipts, equipment acquisitions, payment of operating expenses and other liabilities, and distributions to investors. Reclassifications Certain amounts from the prior year have been reclassified to conform to the current year presentation. Recent Accounting Pronouncements In May of 2011, the FASB issued ASU No. 2011-04 (ASC Update 2011-04), Common Fair Value Measurements and Disclosure Requirements in U.S. GAAP and IFRS. This ASU is intended to update the fair value measurement and disclosure requirements in US GAAP for measuring fair value and for disclosing information about fair value measurements. Some of the amendments clarify the Boards intent about application of existing fair value measurement requirements, while others change a particular principle or requirement for measuring or disclosing fair value measurement information. The amendments in this update are for interim and annual periods beginning after December 15, 2011. The Partnership is currently evaluating the effect this ASU will have on its financial statements. In April of 2011, the FASB issued ASU No. 2011-03 (ASC Update 2011-03), Reconsideration of Effective Control for Repurchase Agreements. This ASU is intended to improve financial reporting of repurchase agreements (repos) and other agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity. The amendments in this Update are effective for the fiscal quarters and years that start on or after December 15, 2011. Early adoption is not permitted. The Partnership is currently evaluating the effect this ASU will have on its financial statements. In April 2011, the FASB issued ASU No. 2011-02 (ASC Update 2011-02) A Creditors Determination of Whether a Restructuring Is a Troubled Debt Restructuring. This ASU provides additional guidance on a creditors evaluation of whether it has granted a concession and whether a debtor is experiencing financial difficulties. The additional guidance is intended to create additional consistency in the application of generally accepted accounting principles (GAAP) for debt restructuring. The amendments in this Update are effective for the first interim or annual period beginning on or after June 15, 2011, and should be applied retrospectively to the beginning of the annual period of adoption. The Partnership is currently evaluating the effect this ASU will have on its financial statements. In January 2011, the FASB issued ASU No. 2011-01 (ASC Update 2011-01), Deferral of the Effective Date of Disclosures about Troubled Debt Restructurings in Update No. 2010-20. This ASU temporarily delays the effective date for public entities of the disclosures about troubled debt restructurings (TDRs) in ASU No. 2010-20, Disclosures about the Credit Quality of Financing Receivables and the Allowance for Credit Losses. This guidance was effective for interim and annual periods ending after June 15, 2011. The Partnership adopted this ASU during the second quarter of 2011 and it did not have a material effect on its financial statements. 3. Information Technology Equipment The Partnership is the lessor of equipment under leases with periods that generally will range from 12 to 48 months. In general, associated costs such as repairs and maintenance, insurance and property taxes are paid by the lessee. The Partnerships leases do not contain any step-rent provisions or escalation clauses nor are lease revenues adjusted based on any index. Remarketing fees will be paid to the leasing companies from which the Partnership purchases leases. These are fees that are earned by the leasing companies when the initial terms of the lease have been met and the lessee extends or renews the lease, or the equipment is sold. The General Partner believes that this strategy adds value since it entices the leasing company to remain actively involved with the lessee and encourages potential extensions, remarketing or sale of equipment. This strategy is designed to minimize any conflicts the leasing company may have with a new lessee and may assist in maximizing overall portfolio performance. The remarketing fee is tied into lease performance thresholds and is a factor in the negotiation of the up-front fee paid to the leasing company. Remarketing fees incurred in connection with lease extensions are accounted for as operating costs. Remarketing fees incurred in connection with the sale of technology equipment are included in our gain or loss calculations. For the six months ended June 30, 2011 and 2010, the Partnership incurred remarketing fees of approximately $45,000 and $43,000, respectively. For the six months ended June 30, 2011 and 2010 the Partnership paid approximately $30,000 and $23,000, respectively, in such fees. CCC, on behalf of the Partnership and on behalf of other affiliated partnerships, acquires technology equipment subject to associated debt obligations and lease agreements and allocates a participation in the cost, debt and lease revenue to the various partnerships based on certain risk factors. The Partnerships share of the equipment in which it participates with other partnerships at June 30, 2011 was approximately $11,942,000 and is included in the Partnerships fixed assets on its balance sheet. The Partnerships share of the outstanding debt associated with this equipment at June 30, 2011 was approximately $246,000. The total cost of the equipment shared by the Partnership with other partnerships at June 30, 2011 was approximately $37,429,000. The total outstanding debt related to the equipment shared by the Partnership at June 30, 2011 was approximately $983,000. The Partnerships share of the equipment in which it participates with other partnerships at December 31, 2010 was approximately $12,017,000 and is included in the Partnerships fixed assets on its balance sheet. The total cost of the equipment shared by the Partnership with other partnerships at December 31, 2010 was approximately $37,219,000. The Partnerships share of the outstanding debt associated with this equipment at December 31, 2010 was approximately $335,000. The total outstanding debt related to the equipment shared by the Partnership at December 31, 2010 was approximately $1,374,000. As the Partnership and the other programs managed by the General Partner increase their overall portfolio size, opportunities for shared participation are expected to continue. Sharing in the acquisition of a lease portfolio gives the fund an opportunity to acquire additional assets and revenue streams, while allowing the fund to remain diversified and reducing its overall risk with respect to one portfolio. Thus, total shared equipment and related debt should continue to trend higher for the remainder of 2011 as the Partnership continues to build its portfolio. The following is a schedule of future minimum rentals on non-cancellable operating leases at June 30, 2011: Amount Six Months ended December 31, 2011 $ 647,000 Year ended December 31, 2012 366,000 Year ended December 31, 2013 87,000 Year ended December 31, 2014 7,000 $ 1,107,000 _D(/?OCQ\P6ME49,J"6$4RB19:5;)
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3 Months Ended
Related Party Disclosures
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Related Party Transactions Disclosure [Text Block]
3 Months Ended
Accounting Policies
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Business Description and Accounting Policies [Text Block]
3 Months Ended
6 Months Ended
Lease
$ 365,954
$ 777,235
$ 775,668
$ 1,714,415
Interest and other
335
5,239
4,175
31,633
Gain on sale of computer equipment
5,262
9,043
50,570
91,139
Total revenue
371,551
791,517
830,413
1,837,187
Operating, excluding legal, depreciation
151,419
182,286
349,165
444,497
Legal Fees
196,889
137
209,028
6,487
Contingency loss
176,000
Â
176,000
Â
Equipment management fee, General Partner
9,139
38,862
19,382
85,721
Interest
4,841
5,237
9,757
8,939
Depreciation
342,899
1,006,959
846,711
2,081,098
Amortization of equipment acquisition costs and deferred expenses
17,565
20,694
36,101
54,817
Bad debt expense
Â
23,609
Â
23,609
Total expenses
898,752
1,277,784
1,646,144
2,705,168
Net (loss)
(527,201)
(486,267)
(815,731)
(867,981)
Net (loss) allocated to Limited Partners
$ (527,201)
$ (492,460)
$ (817,153)
$ (880,368)
Net (loss) per equivalent Limited Partnership unit
$ (0.43)
$ (0.40)
$ (0.66)
$ (0.71)
Weighted average number of equivalent limited partnership units outstanding during the period
1,236,608
1,238,571
1,236,973
1,240,247