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1 Macquarie Equipment Leasing Fund, LLC 225 Franklin Street 17th Floor, Suite 1700 Boston MA UNITED STATES Telephone Fax Internet March 28, 2014 To: The Investors Macquarie Equipment Leasing Fund, LLC Dear Investor 2013 ANNUAL PORTFOLIO REVIEW We are pleased to provide you with this summary report of Macquarie Equipment Leasing Fund, LLC s (the Company or Fund ) portfolio activities during For a more detailed description of the Company s operations during 2013, we encourage you to read the Company s 2013 Annual Report on Form 10-K. The Company s 2013 Annual Report can be found on the Fund s website The Annual Report contains: - the Company s financial statements for 2013; - Management s discussion and analysis of the Company s financial condition and results of operations; and - a report of the fees, costs, expenses and other compensation which was paid or reimbursed by the Company to its manager, Macquarie Asset Management Inc., and its affiliates during Should you have any queries regarding this Annual Portfolio Review, the Company s 2013 Annual Report, or any other matter, please to not hesitate to contact our Investor Relations department on (866) Yours faithfully, Macquarie Asset Management Inc., Manager of the Macquarie Equipment Leasing Fund, LLC
2 Macquarie Equipment Leasing Fund, LLC ANNUAL PORTFOLIO REVIEW Background The Company is a Delaware Limited Liability Company formed on August 21, The Company pooled the capital invested by its members with borrowings, if any, to acquire a diversified portfolio of equipment and equipment leases and loans. The Company can also make investments in other equipment-related transactions which allow it to participate in the benefits and risks of equipment ownership or usage, such as trading transactions, residual value guarantees, forward purchase agreements, total lease return swaps, participation agreements, equipment purchase options, joint ventures, and loans. The pooled capital contributions are also used to pay fees and expenses associated with the Company s offering and its operations and to create reserves. The majority of equipment that the Company purchases will be accompanied by a lease of that equipment to third parties, though the Company may also invest in other types of equipment-related transactions. As of December, 31, 2013, the Company had no debt. The Company anticipates that its operations will continue for at least eight years from June 19, The Company s operations are divided into three phases. The first phase, called the offering period, lasted two years and nine months. During this period, member s capital was raised and investments were made by the Company. The offering period commenced on June 19, 2009 and ended on March 19, The second phase, called the operating period, is anticipated to last four years and three months from the end of the offering period. The Company is currently in this phase. During this period, the Company will invest and re-invest in equipment, equipment leases and other equipment-related transactions. The third phase, called the liquidation period, is anticipated to last one year from the end of the operating period, but not more than three years from the end of the operating period. During this period, the Company will dispose of the remainder of its portfolio and make final distributions to its members. The Company is managed by its manager, Macquarie Asset Management Inc. (the Manager ), a member of the Macquarie Group of companies. Investment Report The Company engaged in the following transactions during 2013: Purchase of additional smart safe equipment In March and July 2013, as part of a master lease program, the Fund purchased additional new smart safes for $407,037 and $620,905 respectively, including initial direct costs, from a U.S. safe manufacturer. These safes are on lease for a period of 60 months to a company that owns, operates or franchises restaurants. The safes are deployed in restaurants throughout the U.S. No leverage was used to finance this acquisition. Rentals of $6,936 and $12,346 are received monthly for the safes purchased in March and July 2013, respectively. At the end of the lease term, the lessee may return the equipment or continue to rent the equipment under a renewed lease agreement. The Fund has also entered into a Service and Remarketing agreement with a major U.S. cash logistics company who has been appointed as the service provider for the Fund and is responsible for billing, collecting and servicing the safes. In certain circumstances, the service provider has an option to request the purchase of the safes from the Fund at fair market value at the end of the lease term of 60 months. Fair market value in this case cannot exceed 29% of the asset s cost. On July 31, 2013, the Fund sold 10 smart safes to the lessee for $104,323 and realized a gain on sale of $38,829.
3 Macquarie Equipment Leasing Fund, LLC 3 Purchase of machine tool equipment In March 2013, the Fund entered into a sale and leaseback arrangement and purchased a machine tool equipment line for $5,768,966. The equipment is used in the manufacture of aluminum wheels and consists of seventeen individual high volume automated precision machine tool items including a Mori Seiki 5 Axis Milling Center and an Okuma Vertical Turning Center. The equipment is on lease to a U.S. manufacturer and supplier of steel and aluminum wheels for a period of 55 months. No leverage was used to finance this acquisition. Rentals of $118,215 are received monthly. At the end of the lease term, the lessee may continue to rent the equipment under a renewed lease agreement or purchase the equipment. No leverage was used to finance this acquisition. Purchase of Airbus A aircraft The Fund acquired an Airbus A aircraft for $19,551,352 on May 5, The aircraft is a 2003 vintage Airbus model A aircraft equipped with two engines. The aircraft is on lease to an airline based in Oceania that operates internationally. Rentals of $705,000 are received quarterly in advance until the end of the lease in September 2015, at which time the airline may return the aircraft or continue to rent it under a renewed lease agreement. No leverage was used to finance this acquisition. Sale of furniture and fixtures equipment In November 2013, the Fund entered into a sale agreement with the existing lessee to sell part of furniture and fixtures equipment for $297,626. The Fund received the sales proceeds in December 2013 and realized a gain of $225,272. Renewal of railcar portfolio In October 2013, the Fund renewed the leases for its railcar portfolio consisting of 300 flat bed railcars which was initially acquired in April These railcars are on lease to the U.S. subsidiary of a leading global manufacturer of wind turbines. The lease was extended for a period of five years with monthly rentals of $108,000. At the end of the lease term, the lessee may return the equipment or continue to rent the equipment. As of December 31, 2013, the Company had approximately $9,090,632 of cash and cash equivalents available uncommitted to pending investments, a portion of which was subsequently deployed in Q Status Report As of December 31, 2013, the status of each investment held by the Company, which represents at least 10% of the aggregate purchase price of the Fund s investments, was as follows:
4 Macquarie Equipment Leasing Fund, LLC 4 Two CFM56-7B Jet Aircraft Engines Condition: Equipment Utilization: Remaining Lease Term: Method Utilized to Determine Value: Projected Use During 2014: To the best of the Manager s knowledge, the Equipment is in good working order and condition. As of December 31, 2013, the Equipment was on lease by the Company to a major Dubai Commercial Airline. The Equipment, which was initially acquired by the Dubai airline in 2011 as spare engines for its existing aircraft fleet started being utilized by the airline in mid 2013 on its fleet of Boeing aircraft. As of December 31, 2013, the Equipment was subject to remaining lease term of 82 months for Engine 1 and 84 months for Engine 2. See December 31, 2013 Annual Report Notes to Financial Statements Section 2 Summary of Significant Account Policies Leased Equipment at Cost. The Equipment is projected to remain on lease to the existing lessee during Bombardier CRJ 700 ER Commercial Aircraft Condition: Equipment Utilization: Remaining Lease Term: Method Utilized to Determine Value: Projected Use During 2014: To the best of the Manager s knowledge, the Equipment is in good working order and condition. During 2013, one of the two CF 34 8C1 engines from the Bombardier CRJ 700 ER aircraft completed a maintenance shop visit and as of December 31, 2013, the second engine was undergoing a maintenance shop visit in the USA. The aircraft is scheduled to undergo a C check during As of December 31, 2013, the Equipment was on lease by the Company to a major Indian Airline. As at December 31, 2013, the Equipment was subject to remaining lease term of 4 months. At the end of the lease on April 29, 2014 the lessee has the option to either return the equipment or extend the lease. If the equipment is returned, the lessee will need to meet the return conditions in the lease. The Fund is currently discussing the terms of a lease extension for the aircraft with the existing lessee. See December 31, 2013 Annual Report Notes to Financial Statements Section 2 Summary of Significant Account Policies - Leased Equipment at Cost. The Equipment is projected to remain on lease to the existing lessee during the first four months of 2014 and will either be put back on lease with the existing lessee or a new lessee or sold.
5 Macquarie Equipment Leasing Fund, LLC 5 Airbus Model A Aircraft Condition: Equipment Utilization: Remaining Lease Term: Method Utilized to Determine Value: Projected Use During 2014: To the best of the Manager s knowledge, the Equipment is in good working order and condition. As of December 31, 2013, the Equipment was on lease by the Company to an airline based in Oceania that operates internationally. As of December 31, 2013, the Equipment was subject to remaining lease terms of 21 months. See December 31, 2013 Annual Report Notes to Financial Statements Section 2 Summary of Significant Account Policies Leased Equipment at Cost. The Equipment is projected to remain on lease to the existing lessee during Distributions Report During the year to December 31, 2013, the following distributions were made to the Company s investors: Cash Distributions: $7,594,029 Distribution Reinvestment Plan: $0 Cash distributions made to investors during the year to December 31, 2013 primarily came from equipment rentals and disposal proceeds: Cash Flow from operations during 2013: $7,594,029 Cash Flow from operations during a prior period which had $0 been held as Reserves: Proceeds from the sale of investments: $0 Reserves comprised of capital contributions from investors: $0 Total: $7,594,029 Share Valuation In order for Financial Industry Regulatory Authority, Inc. ( FINRA ) members and their associated persons to participate in the offering and sale of shares pursuant to our offering or to participate in any future offering of our shares, we are required pursuant to FINRA Rule 2310(b)(5) to disclose in each annual report distributed to our members a per share estimated value of our shares, the method by which we developed the estimated value, and the date used to develop the estimated value. In addition, our Manager prepares statements of our estimated share values to assist fiduciaries of retirement plans subject to the annual reporting requirements of Employee Retirement Income Security Act ( ERISA ) in the preparation of their reports relating to an investment in our shares. For these purposes, the estimated value of our shares is deemed to be $10.08 per share as of December 31, This estimated value is provided to assist plan fiduciaries in fulfilling their annual valuation and reporting responsibilities and should not be used for any other purpose. Because this is only an estimate, we may subsequently revise this valuation. Please refer to the Company s 2013 Annual Report on Form 10-K for further details.
6 Macquarie Equipment Leasing Fund, LLC 6 Important Notice: Forward Looking Statements Certain statements within this report may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 ( PSLRA ). These statements are being made pursuant to the PSLRA, with the intention of obtaining the benefits of the safe harbor provisions of the PSLRA, and, other than as required by law, we assume no obligation to update or supplement such statements. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. You can identify these statements by the use of words such as may, will, could, anticipate, believe, estimate, expect, continue, further, plan, seek, intend, predict or project and variations of these words or comparable words or phrases of similar meaning. These forward-looking statements reflect our current beliefs and expectations with respect to future events and are based on assumptions and are subject to risks and uncertainties and other factors outside our control that may cause actual results to differ materially from those projected. In particular, the 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 also subject to risks relating to the value if its equipment at the end of its leases, which may be affected by the condition of the equipment, technological obsolescence and the markets 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 report. We undertake no obligation to update publicly or review any forward-looking statement, whether as a result of new information, future developments or otherwise. Macquarie Equipment Leasing Company, LLC is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia) and its obligations do not represent deposits or other liabilities of Macquarie Bank Limited ABN (MBL). MBL does not guarantee or otherwise provide assurance in respect of the obligations of Macquarie Equipment Leasing Company, LLC.
Telephone Fax Internet
Macquarie Equipment Leasing Fund, LLC 225 Franklin Street 17th Floor, Suite 1700 Boston MA 02110 UNITED STATES Telephone +1 617 457 0645 Fax +1 617 457 0648 Internet www.macquarie.com March 28, 2013 To:
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