UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 20202021 or

TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 333-131736

COMMONWEALTH INCOME & GROWTH FUND VI
(Exact name of registrant as specified in its charter)

Pennsylvania    20-4115433

COMMONWEALTH INCOME & GROWTH FUND VI

(Exact name of registrant as specified in its charter)

Pennsylvania

20-4115433

(State or other jurisdiction of incorporation or organization)

  (I.R.S.

(I.R.S. Employer Identification Number)

17755

4532 US Highway 19 North

Suite 400

Clearwater,200

New Port Richey, FL 33764

34652

(Address, including zip code, of principal executive offices)

(877) 654-1500
 (Registrant’s

(800) 249-3700

(Registrant’s telephone number including area code)

Indicate by check mark whether the registrant (i) 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, and (ii) has been subject to such filing requirements for the past 90 days: YESYes NO

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of "accelerated filer, “large accelerated filer" and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

(Do not check if a smaller reporting company.)company)

Emerging growth company

Indicate by check mark whether the registrant is an emerging growth company (as defined in Rule 12b-2 of the Exchange Act). YES    NO

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YESNO



FORM 10-Q

SEPTEMBER 30, 2020

2021

TABLE OF CONTENTS

PART I

Item 1.

Financial Statements

3

Item 2.

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

 14

13

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

19

Item 4.

Controls and Procedures

19

PART II

Item 1.

Legal Proceedings

Commitments and Contingencies

20

Item 1A.2.

Risk Factors

Legal Proceedings

 21

20

Item 2.2A.

Risk Factors

21

Item 3.

Unregistered Sales of Equity Securities and Use of Proceeds

 23

22

Item 3.4.

Defaults Upon Senior Securities

 23

22

Item 4.5.

Mine Safety Disclosures

 23

22

Item 5.6.

Other Information

 23

22

Item 6.7.

Exhibits

 23

22

2

Table of Contents


Part I. FINANCIAL INFORMATION

Item 1. Financial Statements

Commonwealth Income & Growth Fund VI
Condensed Balance Sheets
 
 
 
 
 
 
 
 
 
 September 30,
 
 
December 31,
 
 
 
2020
 
 
2019
 
 
 
(unaudited)
 
 
 
 
ASSETS
 
 
 
 
 
 
Cash and cash equivalents
 $179,311 
 $3,624 
Lease income receivable, net of reserve of approximately $33,000 and $63,000 at September 30, 2020 and December 31, 2019, respectively
  23,747 
  108,646 
Accounts receivable, Commonwealth Capital Corp., net of accounts payable of approximately $5,000 and $50,000 at September 30, 2020 and December 31, 2019, respectively
  46,246 
  74,026 
Other receivables, net of reserve of approximately $15,000 and $12,000 at September 30, 2020 and December 31, 2019, respectively
  25,178 
  9,255 
Prepaid expenses
  3,780 
  3,042 
 
  278,262 
  198,593 
 
    
    
Equipment, at cost
  3,536,865 
  4,825,207 
Accumulated depreciation
  (3,352,875)
  (4,381,343)
 
  183,990 
  443,864 
 
    
    
Equipment acquisition costs and deferred expenses, net of accumulated amortization of approximately $15,000 and $32,000 at September 30, 2020 and December 31, 2019, respectively
  5,271 
  10,328 
 
    
    
Total Assets
 $467,523 
 $652,785 
 
    
    
LIABILITIES AND PARTNERS' CAPITAL
    
    
LIABILITIES
    
    
Accounts payable
 $77,693 
 $133,865 
Accounts payable, CIGF, Inc., net
  111,943 
  137,577 
Other accrued expenses
  6 
  5,059 
Unearned lease income
  20,638 
  41,988 
Notes payable
  70,324 
  160,453 
Total Liabilities
  280,604 
  478,942 
 
    
    
COMMITMENTS AND CONTINGENCIES
    
    
PARTNERS' CAPITAL
    
    
General Partner
  1,000 
  1,000 
Limited Partners
  185,919 
  172,843 
Total Partners' Capital
  186,919 
  173,843 
 
    
    
Total Liabilities and Partners' Capital
 $467,523 
 $652,785 
 
    
    
see accompanying notes to condensed financial statements


Commonwealth Income & Growth Fund VI
Condensed Statements of Operations
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
Nine Months Ended
 
 
 
September 30,
 
 
September 30,
 
 
 
2020
 
 
2019
 
 
2020
 
 
2019
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
Lease
 $121,083 
 $185,054 
 $462,271 
 $557,810 
Interest and other
  3 
  13 
  17,790 
  2,567 
Sales and property taxes
  2,711 
  6,394 
  18,173 
  21,623 
Gain on sale of equipment
  19,696 
  - 
  66,390 
  125 
Total revenue and gain on sale of equipment
  143,493 
  191,461 
  564,624 
  582,125 
 
    
    
    
    
Expenses
    
    
    
    
Operating, excluding depreciation
  46,980 
  25,984 
  244,579 
  202,589 
Equipment management fee, General Partner
  6,054 
  9,253 
  20,021 
  27,891 
Interest
  1,183 
  4,477 
  4,778 
  17,192 
Depreciation
  51,218 
  110,096 
  238,336 
  377,095 
Amortization of equipment acquisition costs
    
    
    
    
and deferred expenses
  1,581 
  3,414 
  6,628 
  16,352 
Sales and property taxes
  2,711 
  6,394 
  18,173 
  21,623 
Bad debt expense
  2,848 
  178 
  11,175 
  178 
Total expenses
  112,575 
  159,796 
  543,690 
  662,920 
 
    
    
    
    
Net Income (loss)
 $30,918 
 $31,665 
 $20,934 
 $(80,795)
 
    
    
    
    
Net income (loss) allocated to Limited Partners
 $30,918 
 $31,665 
 $20,934 
 $(80,795)
 
    
    
    
    
Net income (loss) per equivalent Limited Partnership unit
 $0.02 
 $0.02 
 $0.01 
 $(0.05)
 
    
    
    
    
Weighted average number of equivalent Limited
    
    
    
    
Partnership units outstanding during the period
  1,741,755 
  1,744,330 
  1,742,562 
  1,744,330 
 
    
    
    
    
see accompanying notes to condensed financial statements



 
Commonwealth Income & Growth Fund VI
 
 
Condensed Statement of Partners' Capital
 
 
For the three, six and nine months ended September 30, 2020 and 2019
 
 
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General
 
 
Limited
 
 
 
 
 
 
 
 
 
 
 
 
Partner
 
 
Partner
 
 
General
 
 
Limited
 
 
 
 
 
 
Units
 
 
Units
 
 
Partner
 
 
Partners
 
 
Total
 
Balance, January 1, 2020
  50 
  1,744,254 
 $1,000 
 $172,843 
 $173,843 
Net loss
  - 
  - 
  - 
  (26,630)
  (26,630)
Redemptions
  - 
  (2,500)
  - 
  (7,858)
  (7,858)
Balance, March 31, 2020
  50 
  1,741,754 
 $1,000 
 $138,355 
 $139,355 
Net income
  - 
  - 
  - 
  16,646 
  16,646 
Balance, June 30, 2020
  50 
  1,741,754 
 $1,000 
 $155,001 
 $156,001 
Net income
  - 
  - 
  - 
  30,918 
  30,918 
Balance, September 30, 2020
  50 
  1,741,754 
 $1,000 
 $185,919 
 $186,919 
 
    
    
    
    
    
 
    
    
    
    
    
 
 
General
 
 
Limited
 
 
 
 
 
 
 
 
 
 
 
 
Partner
 
 
Partner
 
 
General
 
 
Limited
 
 
 
 
 
 
Units
 
 
Units
 
 
Partner
 
 
Partners
 
 
Total
 
Balance, January 1, 2019
  50 
  1,744,254 
 $1,000 
 $300,574 
 $301,574 
Net loss
  - 
  - 
  - 
  (71,225)
  (71,225)
Balance, March 31, 2019
  50 
  1,744,254 
 $1,000 
 $229,349 
 $230,349 
Net loss
  - 
  - 
  - 
  (41,235)
  (41,235)
Balance, June 30, 2019
  50 
  1,744,254 
 $1,000 
 $188,114 
 $189,114 
Net income
  - 
  - 
  - 
  31,665 
  31,665 
Balance, September 30, 2019
  50 
  1,744,254 
 $1,000 
 $219,779 
 $220,779 
 
    
    
    
    
    
 
see accompanying notes to condensed financial statements
 

Commonwealth Income & Growth Fund VI
Condensed Statements of Cash Flow
(unaudited)
 
 
 
 
 
 
 
 
 
Nine months ended
 
 
 
September 30,
 
 
 
2020
 
 
2019
 
 
 
 
 
 
 
 
Net cash provided by operating activities
 $97,187 
 $48,843 
 
    
    
Cash flows from investing activities
    
    
Capital expenditures
  (39,250)
  - 
Equipment acquisition fees paid to General Partner
  (1,570)
  - 
Net proceeds from the sale of equipment
  127,178 
  125 
 
    
  - 
Net cash provided by investing activities
  86,358 
  125 
 
    
    
Cash flows from financing activities
    
    
Redemptions
  (7,858)
  - 
 
    
    
Net cash used in financing activities
  (7,858)
  - 
 
    
    
Net increase in cash and cash equivalents
  175,687 
  48,968 
 
    
    
Cash and cash equivalents, beginning of the period
  3,624 
  5,863 
 
    
    
Cash and cash equivalents, end of the period
 $179,311 
 $54,831 
 
    
    
see accompanying notes to condensed financial statements


Commonwealth Income & Growth Fund VI

Condensed Balance Sheets

 

 

 

 

 

 

 

 

 

September 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

(unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

 

Cash and cash equivalents

 

$23,775

 

 

$36,178

 

Lease income receivable, net of reserve of approximately $48,000 at both September 30, 2021 and December 31, 2020, respectively

 

 

50,733

 

 

 

51,622

 

Accounts receivable, Commonwealth Capital Corp., net of accounts payable of approximately $0 and $39,000 at September 30, 2021 and December 31, 2020, respectively

 

 

187

 

 

 

49,258

 

Other receivables, net of reserve of approximately $- and $- at September 30, 2021 and December 31, 2020, respectively

 

 

7,988

 

 

 

25,178

 

Prepaid expenses

 

 

1,167

 

 

 

2,534

 

 

 

 

83,850

 

 

 

164,770

 

 

 

 

 

 

 

 

 

 

Equipment, at cost

 

 

3,145,256

 

 

 

3,564,979

 

Accumulated depreciation

 

 

(2,998,970)

 

 

(3,344,409)

 

 

 

146,286

 

 

 

220,570

 

 

 

 

 

 

 

 

 

 

Equipment acquisition costs and deferred expenses, net of accumulated amortization of approximately $4,000 and $13,000 at September 30, 2021 and December 31, 2020, respectively

 

 

6,422

 

 

 

7,509

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$236,558

 

 

$392,849

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND PARTNERS' CAPITAL

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

Accounts payable

 

$90,890

 

 

$76,523

 

Accounts payable, CIGF, Inc., net

 

 

135,454

 

 

 

115,452

 

Accounts payable, Commonwealth Capital Corp, net of accounts

 

 

 

 

 

 

 

 

receivable of approximately $36,849 and $0 at September 30,

 

 

 

 

 

 

 

 

2021 and December 31, 2020, respectively

 

 

4,909

 

 

 

0

 

Other accrued expenses

 

 

0

 

 

 

6

 

Unearned lease income

 

 

0

 

 

 

16,606

 

Notes payable

 

 

40,506

 

 

 

68,828

 

Total Liabilities

 

 

271,760

 

 

 

277,415

 

 

 

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

PARTNERS' (DEFICIT) CAPITAL

 

 

 

 

 

 

 

 

General Partner

 

 

1,000

 

 

 

1,000

 

Limited Partners

 

 

(36,202)

 

 

114,434

 

Total Partners' (Deficit) Capital

 

 

(35,202)

 

 

115,434

 

 

 

 

 

 

 

 

 

 

Total Liabilities and Partners' Capital

 

$236,558

 

 

$392,849

 

 

 

 

 

 

 

 

 

 

see accompanying notes to condensed financial statements

3

Table of Contents

Commonwealth Income & Growth Fund VI

Condensed Statements of Comprehensive Income (Loss)

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Lease

 

$37,910

 

 

$121,083

 

 

$155,624

 

 

$462,271

 

Interest and other

 

 

4,371

 

 

 

3

 

 

 

4,408

 

 

 

17,790

 

Sales and property taxes

 

 

1,826

 

 

 

2,711

 

 

 

9,165

 

 

 

18,173

 

Gain on sale of equipment

 

 

9,643

 

 

 

19,696

 

 

 

19,923

 

 

 

66,390

 

Total revenue and gain on sale of equipment

 

 

53,741

 

 

 

143,493

 

 

 

189,119

 

 

 

564,624

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating, excluding depreciation

 

 

52,367

 

 

 

46,980

 

 

 

213,494

 

 

 

244,579

 

Equipment management fee, General Partner

 

 

1,896

 

 

 

6,054

 

 

 

7,782

 

 

 

20,021

 

Interest

 

 

487

 

 

 

1,183

 

 

 

1,851

 

 

 

4,778

 

Depreciation

 

 

25,472

 

 

 

51,218

 

 

 

99,245

 

 

 

238,336

 

Amortization of equipment acquisition costs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and deferred expenses

 

 

566

 

 

 

1,581

 

 

 

2,576

 

 

 

6,628

 

Sales and property taxes

 

 

1,826

 

 

 

2,711

 

 

 

9,165

 

 

 

18,173

 

Impairment expense

 

 

5,643

 

 

 

0

 

 

 

5,643

 

 

 

0

 

Bad Debt Expense

 

 

0

 

 

 

2,848

 

 

 

0

 

 

 

11,175

 

Total expenses

 

 

88,257

 

 

 

112,575

 

 

 

339,756

 

 

 

543,690

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (Loss) Income

 

$(34,516)

 

$30,918

 

 

$(150,637)

 

$20,934

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income allocated to Limited Partners

 

$(34,516)

 

$30,918

 

 

$(150,637)

 

$20,934

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per equivalent Limited Partnership unit

 

$(0.02)

 

$0.02

 

 

$(0.09)

 

$0.01

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of equivalent Limited

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Partnership units outstanding during the period

 

 

1,738,833

 

 

 

1,741,755

 

 

 

1,740,770

 

 

 

1,742,562

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

see accompanying notes to condensed financial statements

4

Table of Contents

Commonwealth Income & Growth Fund VI

Condensed Statement of Partners' Capital

For the nine months ended September 30, 2021 and 2020

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

General

 

 

Limited

 

 

 

 

 

 

 

 

 

 

 

 

Partner

 

 

Partner

 

 

General

 

 

Limited

 

 

 

 

 

 

Units Shares

 

 

Units Shares

 

 

Partner Amount

 

 

Partners Amount

 

 

Total

 

Balance, January 1, 2021

 

 

50

 

 

 

1,741,754

 

 

$1,000

 

 

$114,434

 

 

$115,434

 

Net loss

 

 

-

 

 

 

-

 

 

 

0

 

 

 

(80,743)

 

 

(80,743)

Balance, March 31, 2021

 

 

50

 

 

 

1,741,754

 

 

$1,000

 

 

$33,691

 

 

$34,691

 

Net income

 

 

-

 

 

 

-

 

 

 

0

 

 

 

(35,378)

 

 

(35,378)

Balance, June 30, 2021

 

 

50

 

 

 

1,741,754

 

 

$1,000

 

 

$(1,687)

 

$(687)

Net income

 

 

-

 

 

 

-

 

 

 

0

 

 

 

(34,516)

 

 

(34,516)

Redemptions

 

 

 

 

 

 

(3,897)

 

 

0

 

 

 

0

 

 

 

0

 

Balance, September 30, 2021

 

 

50

 

 

 

1,737,857

 

 

$1,000

 

 

$(36,202)

 

$(35,203)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General

 

 

Limited

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Partner

 

 

Partner

 

 

General

 

 

Limited

 

 

 

 

 

 

 

Units Shares

 

 

Units Shares

 

 

Partner Amount

 

 

Partners Amount

 

 

Total

 

Balance, January 1, 2020

 

 

50

 

 

 

1,744,254

 

 

$1,000

 

 

$172,843

 

 

$173,843

 

Net loss

 

 

-

 

 

 

-

 

 

 

0

 

 

 

(26,630)

 

 

(26,630)

Redemptions

 

 

-

 

 

 

(2,500)

 

 

0

 

 

 

(7,858)

 

 

(7,858)

Balance, March 31, 2020

 

 

50

 

 

 

1,741,754

 

 

$1,000

 

 

$138,355

 

 

$139,355

 

Net income

 

 

-

 

 

 

-

 

 

 

0

 

 

 

16,646

 

 

 

16,646

 

Balance, June 30, 2020

 

 

50

 

 

 

1,741,754

 

 

$1,000

 

 

$155,001

 

 

$156,001

 

Net income

 

 

-

 

 

 

-

 

 

 

0

 

 

 

30,918

 

 

 

30,918

 

Balance, September 30, 2020

 

 

50

 

 

 

1,741,754

 

 

$1,000

 

 

$185,919

 

 

$186,919

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

see accompanying notes to condensed financial statements

5

Table of Contents

Commonwealth Income & Growth Fund VI

Condensed Statements of Cash Flows

(unaudited)

 

 

 

 

 

 

 

 

 

Nine months ended

 

 

 

September 30,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Net cash (used in) provided by operating activities

 

$(231)

 

$97,187

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(37,248)

 

 

(39,250)

Equipment acquisition fees paid to General Partner

 

 

(1,490)

 

 

(1,570)

Net proceeds from the sale of equipment

 

 

26,566

 

 

 

127,178

 

 

 

 

 

 

 

 

 

 

Net cash (used in) provided by investing activities

 

 

(12,172)

 

 

86,358

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Redemptions

 

 

0

 

 

 

(7,858)

 

 

 

 

 

 

 

 

 

Net cash used in financing activities

 

 

0

 

 

 

(7,858)

 

 

 

 

 

 

 

 

 

Net (decrease) increase in cash and cash equivalents

 

 

(12,403)

 

 

175,687

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, beginning of the period

 

 

36,178

 

 

 

3,624

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, end of the period

 

$23,775

 

 

$179,311

 

 

 

 

 

 

 

 

 

 

see accompanying notes to condensed financial statements

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NOTES TO CONDENSED FINANCIAL STATEMENTS

1. Business

Commonwealth Income & Growth Fund VI (“CIGF6” or the “Partnership” or the “Fund”) is a limited partnership organized in the Commonwealth of Pennsylvania on January 6, 2006. The Partnership offered for sale up to 2,500,000 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 May 10, 2007. The offering terminated on March 6, 2009 with 1,810,311 units sold for a total of approximately $36,000,000 in limited partner contributions.

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 will be leased primarily to U.S. corporations and institutions. Commonwealth Capital Corp. (“CCC”), on behalf of the Partnership and other affiliated partnerships, acquires equipment subject to associated debt obligations and lease agreements and allocates a participation in the cost, debt and lease revenue to the various partnerships that it manages based on certain risk factors.

The Partnership’s General Partner is Commonwealth Income & Growth Fund, Inc. (the “General Partner”), a Pennsylvania corporation which is an indirect wholly owned subsidiary of CCC. CCC is a member of the Institute for Portfolio Alternatives (“IPA”) and the Equipment Leasing and Finance Association (“ELFA”). 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. The Partnership was originally scheduled to end its operational phase on December 31, 2018. During the year ended December 31, 2018, the operational phase was officially extended to December 31, 2021 through an investor proxy vote. The Partnership is expected to terminate on December 31, 2023.

Liquidity

and Going Concern

For the quarter ended September 30, 2021, the Partnership incurred a negative cash flow. At September 30, 2021, the Partnership has a working capital deficit of approximately $188,000. Such factors raise substantial doubt about the Partnership’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The General Partner electedagreed to forgo distributions and allocations of net income owed to it, and suspended limited partner distributions. The General Partner will continue to reassess the funding of limited partner distributions throughout 2020 and will continue to waive certain fees. If availablefees and may defer certain related party payables owed to the Partnership in an effort to further increase the Partnership’s cash flow. Additionally, the Partnership will seek to enhance portfolio returns and maximize cash flow or net disposition proceeds are insufficient to coverthrough the Partnership expenses and liabilities on a short and long-term basis,use of leveraged lease transactions: the acquisition of lease equipment through financing. The Partnership may also attempt to obtain additional funds by disposing of or refinancing equipment, or by borrowing within its permissible limits.

However, at this time, it is uncertain as to whether the General Partner’s plans will be successful.

2. Summary of Significant Accounting Policies

Basis of Presentation

The financial information presented as of any date other than December 31, 20192020 has been prepared from the books and records without audit. The following unaudited condensed financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Financial information as of December 31, 20192020 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. Operating results for the three and nine months ended September 30, 20202021 are not necessarily indicative of financial results that may be expected for the full year ended December 31, 2020.

Adjustment to Prior Financial Statements
The Partnership has determined that there had been an immaterial error in its accounting for Other LP expenses and accumulated depreciation in its financial statements of the Commonwealth Income & Growth Fund VI for the year ended December 31, 2019 and the quarter ended March 31, 2020. The Partnership determined that Other LP expenses should have been presented in the Statement of Operations as an increase of expense under Operating expenses, excluding depreciation and amortization. An adjustment was made to correct the error in prior period ending December 31, 2019 by reporting as an increase of expense for Other LP expenses of $9,500, and an increase in Accounts Payable, CIGF, Inc. by the same amount. An adjustment was also made to correct the error in the prior period ending March 31, 2020 by reporting an increase in Accounts Payable, CIGF, Inc. of $9,500 and the cumulative decreasing effect on the Partners’ Capital by the same amount.

2021.

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Disclosure of Fair Value 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 and cash equivalents, receivables,Receivables, accounts payable and accrued expenses and other liabilities are carried at amounts which reasonably approximate their fair values as of September 30, 20202021 and December 31, 20192020 due to the short-term nature of these financial instruments.

The Partnership’s long-term debt consists of notes payable, which are secured by specific equipment and are nonrecourse liabilities of the Partnership. The estimated fair value of this debt at September 30, 20202021 and December 31, 20192020 approximates the carrying value of these instruments, due to the interest rates on the debt approximating current market interest rates. The Partnership classifies the fair value of its notes payable within Level 2 of the valuation hierarchy based on the observable inputs used to estimate fair value.

Cash and cash equivalents

At September 30, 2020,2021, cash and cash equivalents were held in one account maintained at one financial institution with an aggregate balance of approximately $182,000.$67,000. Bank accounts are federally insured up to $250,000 by the FDIC. At September 30, 2020,2021, the total cash balance was as follows:

At September 30, 2020
Balance
Total bank balance
$182,000
FDIC insured
(182,000)
Uninsured amount
$-

At September 30, 2021

 

Balance

 

Total bank balance

 

$67,000

 

FDIC insured

 

 

(67,000)

Uninsured amount

 

$0

 

The Partnership believes it mitigates the risk of holding uninsured deposits by only depositing funds with major financial institutions. The Partnership has not experienced any losses in our accounts, and believes it is not exposed to any significant credit risk. The amounts in such accounts will fluctuate throughout 20202021 due to many factors, including cash receipts, equipment acquisitions, interest rates and distributions to limited partners.

Recent Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued guidance, Accounting Standards Update No.(“ASU”) 2016-13,Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This standard establishes an impairment model (known as clarifiedthe current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which is intended to result in a timelier recognition of losses. Under the CECL model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications) from the date of initial recognition of the financial instrument. Measurement of expected credit losses are to be based on relevant forecasts that affect collectability. The scope of financial assets within the CECL methodology is broad and amended byincludes trade receivables from certain revenue transactions and certain off-balance sheet credit exposures. Different components of the guidance require modified retrospective or prospective adoption.

In November 2018, the FASB issued ASU No. 2018-19,Codification Improvements to Topic 326, Financial Instruments – CreditInstruments-Credit Losses. ASU 2018-19 clarifies that receivables arising from operating leases are not within the scope of the credit losses standard. Instead, entities would need to apply other U.S. GAAP, namely Topic 842 (Leases), to account for changes in the collectability assessment for operating leases. Other than operating lease receivables, Partnership trade receivables include receivables from finance leases and equipment sales. Under Topic 606 (Revenue from Contracts with Customers), revenue is recognized when, among other criteria, it is probable that the entity will collect the consideration to which it is entitled for goods or services transferred to a customer. At the point that finance lease receivables are recorded, they become subject to the CECL model and estimates of expected credit losses over their contractual life will be required to be recorded at inception based on historical information, current conditions, and reasonable and supportable forecasts. Trade receivables derived from equipment sales are of short duration and there is not a material difference between incurred losses and expected losses.

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In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives andASU 2019-05, Hedging, and Topic 825, Financial Instruments, – Creditwhich amends and clarifies several provisions of Topic 326. In May 2019, the FASB issued ASU 2019-05, Financial Instruments-Credit Losses (Topic 326): Targeted Transition Relief,Accounting Standards Update No. 2020-02,Financial Instruments – Credit Losses (Topic 326).The guidance is effective which amends Topic 326 to allow the fair value option to be elected for fiscal years, within those fiscal years, beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021. The guidance requires an allowance for credit losses based on the expectation of lifetime credit losses on financial receivables carried at amortized cost, including, but not limited to, mortgage loans, premium receivables, reinsurance receivables and certain leases. The current expected credit loss (“CECL”) impairment model for financial assets reported at amortized cost will be applicable to receivables associated with sales-type and direct financing leases but not to operating lease receivables.

The FASB developed the guidance in response to concerns that credit losses were identified and recorded “too little, too late” in the period leading up to the global financial crisis of 2008. More recently, the impact of the COVID -19 pandemic may bring new challenges to identifying credit losses. While the new standard is expected to have a significant effect on entities in the financial services industry, particularly banks and others with lending operations, the guidance affects all entities in all industries and applies to a wide variety of financial instruments including trade receivables.

On November 15, 2019, the FASB delayedupon adoption. ASU 2019-10 extended the effective date of FASB ASC Topic 326ASU 2016-13 for certain small public companies and other private companies. As amended, the effective date of ASC Topic 326 was delayedPartnership until fiscal years beginning after December 15, 2022 for SEC filers that are eligible to be smaller reporting companies under the SEC’s definition, as well as private companies and not-for-profit entities. The Partnership continues2022. While we continue to evaluate the impact of the new guidance, including the subsequent updates to Topic 326, we do not anticipate that adoption will have a material impact on its condensedthe Partnership financial statements.
statements and related disclosures. For the three and nine months ended September 30, 2021 and 2020, Partnership finance lease revenue subject to CECL represented less than 1% of total lease revenue.

3. Information Technology, Medical Technology, Telecommunications Technology, Inventory Management and Other Business-Essential Capital Equipment (“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.

Gains or losses from the sale of equipment resulting from early buyouts are recognized when the lease is modified and terminated concurrently. Gain from sale of equipment included in lease revenue for the three months ended September 30, 2021 and 2020 was approximately $10,000 and $20,000, respectively. Gain from sale of equipment included in revenue for the nine months ended September 30, 20202021 and 2019,2020, was approximately $66,000$20,000 and $0,$66,000, respectively.

CCC, on behalf of the Partnership and on behalf of other affiliated companies and partnerships (“partnerships”), acquires equipment subject to associated debt obligations and lease agreements and allocates a participation in the cost, debt and lease revenue to the various companies based on certain risk factors.

The Partnership’s share of the cost of the equipment in which it participates with other partnerships at September 30, 20202021 was approximately $2,503,000$2,505,000 and is included in the Partnership’s equipment on its balance sheet. The total cost of the equipment shared by the Partnership with other partnerships at September 30, 20202021 was approximately $8,860,000.$8,865,000. The Partnership’s share of the outstanding debt associated with this equipment at September 30, 20202021 was approximately $30,000$0 and is included in the Partnership’s notes payable on its balance sheet. The total outstanding debt related to the equipment shared by the Partnership at September 30, 20202021 was approximately $343,000.

$0.

The Partnership’s share of the cost of the equipment in which it participates with other partnerships at December 31, 20192020 was approximately $2,539,000$2,558,000 and is included in the Partnership’s equipment on its balance sheet. The total cost of the equipment shared by the Partnership with other partnerships at December 31, 20192020 was approximately $9,007,000.$8,971,000. The Partnership’s share of the outstanding debt associated with this equipment at December 31, 20192020 was approximately $88,000 and$16,000and is included in the Partnership’s notes payable on its balance sheet. The total outstanding debt related to the equipment shared by the Partnership at December 31, 20192020 was approximately $873,000.

$177,000.

The following is a schedule of approximate future minimum rentals on non-cancellable operating leases:

 Periods Ended December 31,
Amount
Three months ended December 31, 2020
$75,000
Year Ended December 31, 2021
41,000
Year Ended December 31, 2022
16,000
Year Ended December 31, 2023
11,500
Year Ended December 31, 2024
6,000
$149,500

Periods Ended December 31,

 

Amount

 

Three months ended December 31, 2021

 

$12,000

 

Year Ended December 31, 2022

 

 

32,000

 

Year Ended December 31, 2023

 

 

27,000

 

Year Ended December 31, 2024

 

 

21,000

 

Year Ended December 31, 2025

 

 

9,500

 

 

 

$101,500

 

The Partnership is scheduled to terminate on December 31, 2023. CCC will assume the rights to the remaining active leases and their related remaining revenue stream through their termination.


9

termination.

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4. Related Party Transactions

Receivables/Payables

As of September 30, 2020,2021, and December 31, 2019,2020, the Company’s related party receivables and payables are short term, unsecured and non-interest bearing. Effective April 2, 2020, CCC agreed to convert approximately $128,000 of the December 31, 2019 related party payables from due on demand to long term. Such payables won't be due until sometime after April 15, 2021. The purpose of this was to help the Partnership with preserving liquidity.

 
Nine months ended September 30,
 
2020
 
 
2019
 
 
 
 
 
 
 
 
Reimbursable expenses
 
 
 
 
 
 
The General Partner and its affiliates are entitled to reimbursement by the Partnership for the cost of goods, supplies or services obtained and used by the General Partner in connection with the administration and operation of the Partnership from third parties unaffiliated with the General Partner. In addition, the General Partner and its affiliates are entitled to reimbursement of certain expenses incurred by the General Partner and its affiliates in connection with the administration and operation of the Partnership.  For the nine months ended September 30, 2020 and 2019, the Partnership was charged approximately $82,000 and $73,000 in Other LP expense, respectively.
 $234,000 
 $183,000 
 
Equipment acquisition fee
    
    
The General Partner earned 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.
 $2,000 
 $- 
 
Equipment management fee
    
    
The general partner is entitled to be paid a monthly fee equal to the lesser of (a) the fees which would be charged by an independent third party in the same geographic market for similar services and equipment or (b) the sum of (i) two percent of gross lease revenues attributable to equipment subject to full payout net leases which contain net lease provisions and (ii) five percent of the gross lease revenues attributable to equipment subject to operating leases. Our general partner, based on its experience in the equipment leasing industry and current dealings with others in the industry, will use its business judgment to determine if a given fee is competitive, reasonable and customary. The amount of the fee will depend upon the amount of equipment we manage, which in turn will depend upon the amount we raise in this offering. Reductions in market rates for similar services would also reduce the amount of this fee we will receive.
 $20,000 
 $28,000 
 
Equipment liquidation fee
    
    
Also referred to as a "resale fee." With respect to each item of equipment sold by the general partner, we will pay a fee equal to the lesser of (i) 50% of the competitive equipment sale commission or (ii) three percent of the sales price of the equipment. The payment of this fee is subordinated to the receipt by the limited partners of (i) a return of their 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. Our general partner, based on its experience in the equipment leasing industry and current dealings with others in the industry, uses its business judgment to determine if a given sales commission is competitive, reasonable and customary. Such fee will be reduced to the extent any liquidation or resale fees are paid to unaffiliated parties. The amount of such fees will depend upon the sale price of equipment sold. Sale prices will vary depending upon the type, age and condition of equipment sold. The shorter the terms of our leases, the more often we may sell equipment, which will increase liquidation fees we receive.
 $5,000 
 $- 

Nine months ended September 30,

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Reimbursable expenses

 

 

 

 

 

 

The General Partner and its affiliates are entitled to reimbursement by the Partnership for the cost of goods, supplies or services obtained and used by the General Partner in connection with the administration and operation of the Partnership from third parties unaffiliated with the General Partner. In addition, the General Partner and its affiliates are entitled to reimbursement of certain expenses incurred by the General Partner and its affiliates in connection with the administration and operation of the Partnership.  For the nine months ended September 30, 2021 and 2020, the Partnership was charged approximately $86,000 and $82,000 in Other LP expense, respectively. 

 

$206,000

 

 

$234,000

 

 

 

 

 

 

 

 

 

 

Equipment acquisition fee

 

 

 

 

 

 

 

 

The General Partner earned 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. 

 

$1,500

 

 

$2,000

 

 

 

 

 

 

 

 

 

 

Equipment management fee

 

 

 

 

 

 

 

 

The general partner is entitled to be paid a monthly fee equal to the lesser of (a) the fees which would be charged by an independent third party in the same geographic market for similar services and equipment or (b) the sum of (i) two percent of gross lease revenues attributable to equipment subject to full payout net leases which contain net lease provisions and (ii) five percent of the gross lease revenues attributable to equipment subject to operating leases. Our general partner, based on its experience in the equipment leasing industry and current dealings with others in the industry, will use its business judgment to determine if a given fee is competitive, reasonable and customary. The amount of the fee will depend upon the amount of equipment we manage, which in turn will depend upon the amount we raise in this offering. Reductions in market rates for similar services would also reduce the amount of this fee we will receive.

 

$8,000

 

 

$20,000

 

 

 

 

 

 

 

 

 

 

Equipment liquidation fee

 

 

 

 

 

 

 

 

Also referred to as a "resale fee." With respect to each item of equipment sold by the general partner, we will pay a fee equal to the lesser of (i) 50% of the competitive equipment sale commission or (ii) three percent of the sales price of the equipment. The payment of this fee is subordinated to the receipt by the limited partners of (i) a return of their 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. Our general partner, based on its experience in the equipment leasing industry and current dealings with others in the industry, uses its business judgment to determine if a given sales commission is competitive, reasonable and customary. Such fee will be reduced to the extent any liquidation or resale fees are paid to unaffiliated parties. The amount of such fees will depend upon the sale price of equipment sold. Sale prices will vary depending upon the type, age and condition of equipment sold. The shorter the terms of our leases, the more often we may sell equipment, which will increase liquidation fees we receive.

 

$136

 

 

$5,000

 

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5. Notes Payable

Notes payable consisted of the following approximate amounts:

 
 
September 30, 2020
 
 
December 31, 2019
 
Installment note payable to bank; interest rate of 5.46%, due in monthly installments of $4,364, including interest, with final payment in January 2020
 $- 
  4,000 
Installment note payable to bank; interest rate of 5.93%, due in monthly installments of $1,425, including interest, with final payment in February 2020
  - 
  3,000 
Installment note payable to bank; interest rate of 5.56%, due in monthly installments of $2,925, including interest, with final payment in June 2020
  - 
  17,000 
Installment note payable to bank; interest rate of 4.87%, due in quarterly installments of $4,785, including interest, with final payment in October 2020
  4,500 
  18,000 
Installment note payable to bank; interest rate of 5.31%, due in quarterly installments of $6,157, including interest, with final payment in January 2021
  12,000 
  30,000 
Installment note payable to bank; interest rate of 6.33%, due in quarterly installments of $5,805, including interest, with final payment in January 2021
  11,500 
  28,000 
Installment note payable to bank; interest rate of 6.66%, due in quarterly installments of $2,774, including interest, with final payment in January 2021
  5,500 
  13,000 
Installment note payable to bank; interest rate of 5.33%, due in monthly installments of $582, including interest, with final payment in August 2021
  6,000 
  11,000 
Installment note payable to bank; interest rate of 4.14%, due in monthly installments of $705, including interest, with final payment in August 2024
  30,500 
  36,000 
 
 $70,000 
 $160,000 

 

 

September 30, 2021

 

 

December 31, 2020

 

Installment note payable to bank; interest rate of 5.31%, due in quarterly installments of $6,157, including interest, with final payment in January 2021

 

$0

 

 

$6,000

 

Installment note payable to bank; interest rate of 6.33%, due in quarterly installments of $5,805, including interest, with final payment in January 2021

 

 

0

 

 

 

5,500

 

Installment note payable to bank; interest rate of 6.66%, due in quarterly installments of $2,774, including interest, with final payment in January 2021

 

 

0

 

 

 

3,000

 

Installment note payable to bank; interest rate of 5.33%, due in monthly installments of $582, including interest, with final payment in August 2021

 

 

0

 

 

 

4,500

 

Installment note payable to bank; interest rate of 4.14%, due in monthly installments of $705, including interest, with final payment in August 2024

 

 

23,500

 

 

 

29,000

 

Installment note payable to bank; interest rate of 5.00%, due in monthly installments of $493, including interest, with final payment in November 2024

 

 

17,500

 

 

 

21,000

 

 

 

$41,000

 

 

$69,000

 

The notes are secured by specific equipment with a carrying value of approximately $110,000$45,000 and are nonrecourse liabilities of the Partnership. As such, the notes do not contain any financial debt covenants with which we must comply on either an annual or quarterly basis. Aggregate approximate maturities of notes payable for each of the periods subsequent to September 30, 20202021 are as follows:

Amount
Three months ended December 31, 2020
$22,000
Year ended December 31, 2021
26,000
Year ended December 31, 2022
8,000
Year ended December 31, 2023
8,000
Year ended December 31, 2024
6,000
$70,000

 

 

Amount

 

Three months ended December 31, 2021

 

$4,000

 

Year ended December 31, 2022

 

 

13,000

 

Year ended December 31, 2023

 

 

13,500

 

Year ended December 31, 2024

 

 

10,500

 

 

 

$41,000

 

The Partnership is scheduled to terminate on December 31, 2023. CCC will assume the obligation and rights to the remaining notes payable and its related secured equipment as described above through their termination.

6. Supplemental Cash Flow Information

No interest or principal on notes payable was paid by the Partnership during 20202021 and 20192020 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.


Other noncash activities included in the determination of net loss are as follows:

Nine months ended September 30,
 
2020
 
 
2019
 
Lease revenue net of interest expense on notes payable realized as a result of direct payment of principal by lessee to bank
 $90,000 
 $305,000 

Nine months ended September 30,

 

2021

 

 

2020

 

Lease revenue net of interest expense on notes payable realized as a result of direct payment of principal by lessee to bank

 

$28,000

 

 

$90,000

 

During the nine months ended September 30, 20202021 and 2019,2020, the Partnership wrote-off fully amortized acquisition and finance fees of approximately $12,000 and $24,000, and $1,000, respectively.

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7. Commitments and Contingencies

COVID-19 Pandemic

The amount of revenue recognized and the pattern of revenue recognition may be impacted by COVID-19. Some of the business sectors that we service such as education centers, medical facilities, payroll administrators, manufacturing and transportation, we may need to account for returns and refund liabilities. The pattern of revenue recognition may change for delays in rendering services.

In periods ended subsequent to the outbreak of COVID-19, the impact on expected credit losses and future cash flow projections used in impairment testing will need to be considered.

The Company continues to evaluate whether adjustments to the financial statements are required or whether additional disclosures are necessary. In our leasing business, the Company is always subject to credit losses as it relates to a customer’s ability to make timely rental payments. The impact of COVID-19 may contribute to risk of non-performance, where a customer may experience financial difficulty and may delay in making timely payments.

The Company recognizes impairment of receivables and loans when losses are incurred, which is when it is probable that an entity will be unable to collect all amounts due according to the contractual terms of the arrangement. Impairment is measured based on the present value of expected future cash flows discounted at the receivable’s or loans effective interest rate, except that, as a practical expedient, impairment can be measured based on a receivable’s or loans’ observable market price or the fair value of the underlying collateral.

The Company believes its estimate of expected losses have been recognized based on historical experience, current conditions, and reasonable forecasts. The impacts of COVID-19 may necessitate additional adjustments in future forecasts of expected losses.

Although the Partnership cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have a material adverse effect on the Partnership results of future operations, financial position, and liquidity in fiscal year 20202021 and beyond.

Medshare
In January 2015, CCC, on behalf of the Funds, entered into a Purchase Agreement (“Purchase Agreement”) for the sale of the equipment to Medshare Technologies (“Medshare”) for approximately $3,400,000.  The Partnership’s share of the sale proceeds was approximately $77,000.  As of November 16, 2020, the Partnership had received approximately $62,000 of the approximate $77,000 sale proceeds and has recorded a reserve of $15,000 against the outstanding receivables.  On April 3, 2015 Medshare was obligated to make payment in full and failed to do so.  As a result, Medshare defaulted on its purchase agreement with CCC and was issued a demand letter for full payment of the equipment.  On June 25, 2015, Medshare filed a lawsuit in Texas state court for breach of contract (“State Suit”).  On June 26, 2015, Commonwealth filed a lawsuit in the Northern District of Texas against Medshare seeking payment in full and/or return of the Equipment and damages. 

In July 2016, CCC, on behalf of the Funds, entered into a $1,400,000 binding Settlement Agreement (“Settlement Agreement”) with Medshare and its principal owner, Chris Cleary (collectively referred to as “Defendants”), who are held jointly and severally liable for the entire settlement.  On August 2, 2016, the Defendants made payment to CCC of an initial $200,000 to be followed by 24 structured monthly payments of approximately $50,000 per month to begin no later than September 15, 2016.  The Partnership’s share of the Settlement Agreement is approximately $23,000 and is to be applied against the net Medshare receivable of approximately $18,000 as of the settlement date. The remaining $5,000 will be applied against the $15,000 reserve and recorded as a bad debt recovery.  As of November 16, 2020, the Partnership received approximately $9,000 of the approximate $23,000 settlement agreement which was applied against the net Medshare receivable of approximately $18,000 as of the settlement date.  As Defendant defaulted on settlement agreement, CCC sought and obtained consent judgment from U.S. District Court for Northern District of Texas, Dallas Division on July 27, 2017 in the amount of $1.5 million, less $450,000 previously paid plus $6,757 in attorney fees, both the Defendant and Cleary being jointly and severally liable for the judgment amount.  The court also vacated the September 21, 2016 settlement dismissal. 

On July 27, 2017 Defendant filed Chapter 11 in Northern District of Texas Dallas Division.  On July 26, 2017 Legacy Texas Bank, a secured creditor of the Defendant filed for a TRO in the U.S. District Court of the Northern District of Texas, Dallas Division.  Included with the TRO filing was a request for appointment of trustee for operation of Defendant, which was granted and the case converted to Chapter 7. On December 18, 2018 the Bankruptcy Court entered final order and issued its last payment to CCC in March 2019 of approximately $43,000, of which the Partnership’s share was approximately $700.  The Medshare Bankruptcy matter is now closed. Although the trustee’s final distribution to Commonwealth did not fully satisfy the judgment, recovery may still be pursued directly against Cleary.

FINRA

On May 3, 2013, the FINRA Department of Enforcement filed a complaint naming Commonwealth Capital Securities Corp. (“CCSC”) and the owner of the firm, Kimberly Springsteen-Abbott, as respondents; however, on October 22, 2013, FINRA filed an amended complaint that dropped the allegations against CCSC and reduced the scope of the allegations against Ms. Springsteen-Abbott. The sole remaining charge was that Ms. Springsteen-Abbott had approved the misallocation of some expenses to certain Funds. Management believes that the expenses at issue include amounts that were proper and that were properly allocated to Funds, and also identified a smaller number of expenses that had been allocated in error, but were adjusted and repaid to the affected Funds when they were identified in 2012. During the period in question, Commonwealth Capital Corp. (“CCC”) and Ms. Springsteen-Abbott provided important financial support to the Funds, voluntarily absorbed expenses and voluntarily waived fees in amounts aggregating in excess of any questioned allocations. A Hearing Panel ruled on March 30, 2015, that Ms. Springsteen-Abbott should be barred from the securities industry because the Panel concluded that she allegedly misallocated approximately $208,000 of expenses involving certain Funds over the course of three years. As such, management had already at that time reallocated back approximately $151,225 of the $208,000 (in allegedly misallocated expenses) to the affected funds, which was fully documented, as good faith payments for the benefit of those Income Funds.

The decision of the Hearing Panel was stayed when it was appealed to FINRA's National Adjudicatory Council (the “NAC”) pursuant to FINRA Rule 9311. The NAC issued a decision that upheld the lower panel’s ruling and the bar took effect on August 23, 2016. Ms. Springsteen-Abbott appealed the NAC’s decision to the U.S. Securities and Exchange Commission (the “SEC”). On March 31, 2017, the SEC criticized that decision as so flawed that the SEC could not even review it, and remanded the matter back to FINRA for further consideration consistent with the SEC’s remand, but did not suggest any view as to a particular outcome.

On July 21, 2017, FINRA reduced the list of 1,840 items totaling $208,000 to a remaining list of 87 items totaling $36,226 (which includes approximately $30,000 of continuing education expenses for personnel providing services to the Funds), and reduced the proposed fine from $100,000 to $50,000, but reaffirmed its position on the bar from the securities industry. Respondents promptly appealed FINRA’s revised ruling to the SEC. All the requested or allowed briefs have been filed with the SEC. TheDespite offering no additional evidence or legal reasoning from when SEC originally remanded this matter (for FINRA’s opinion being an unreviewably flawed opinion), the SEC upheld FINRA’s new order on February 7, 2020 to bar, but eliminated FINRA’s proposed fine. Ms. Springsteen-Abbott has filed a Petition for Review in the United States Court of Appeals for the District of Columbia Circuit to review a final order entered against her by the U.S. Securities and Exchange Commission. AsOn February 26, 2021, the United States Court of Appeals for the District of Columbia Circuit, made their ruling. They dismissed in part and denied in part Ms. Springsteen-Abbott’s petition. This was regardless of CCC’s good faith reimbursements made many years ago of the questioned expense items of $208,000 (due to improper documentation), initially claimed misallocations by FINRA, even prior to FINRA’s reducing its final claim to $36,226.

Prior to the original appeal to the SEC, eliminatedMs. Springsteen-Abbott discovered CCC’s required documentation of these items for FINRA review, which FINRA refused to consider, despite such efforts the District Court upheld the bar, despite admittingly not addressing her “due process” rights, for legal administrative procedural reasons. However, given the SEC’s prior removal of FINRA’s fine completely, Management is even more confidentand the District Court upholding that regardless of final resolution, itremoval, the General Partner anticipates that this ruling will not result in any material adverse financial impact to the Funds, although a final assurance cannot be provided until the legal matter is resolved.  That appeal is pending as of November 16, 2020.


Funds.

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

FORWARD LOOKING STATEMENTS

This section, as well as other portions of this document, includes certain forward-looking statements about our business and our prospects, tax treatment of certain transactions and accounting matters, sales of securities, expenses, cash flows, distributions, investments and operating and capital requirements. Such forward-looking statements include, but are not limited to: acquisition policies of our general partner; the nature of present and future leases; provisions for uncollectible accounts; the strength and sustainability of the U.S. economy; the continued difficulties in the credit markets and their impact on the economy in general; and the level of future cash flow, debt levels, revenues, operating expenses, amortization and depreciation expenses. You can identify those statements by the use of words such as “could,” “should,” “would,” “may,” “will,” “project,” “believe,” “anticipate,” “expect,” “plan,” “estimate,” “forecast,” “potential,” “intend,” “continue” and “contemplate,” as well as similar words and expressions.

Actual results may differ materially from those in any forward-looking statements because any such statements involve risks and uncertainties and are subject to change based upon various important factors, including, but not limited to, nationwide economic, financial, political and regulatory conditions; the health of debt and equity markets, including interest rates and credit quality; the level and nature of spending in the information, medical and telecommunications technologies markets; and the effect of competitive financing alternatives and lease pricing.

Readers are also directed to other risks and uncertainties discussed in other documents we file with the SEC, including, without limitation, those discussed in Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 20192020 filed with the SEC. We undertake no obligation to update or revise any forward-looking information, whether as a result of new information, future developments or otherwise.

INDUSTRY OVERVIEW

We invest in various types of domestic information technology equipment leases located solely within the United States. Our investment objective is to acquire primarily high technology equipment. We believe that dealing in high

technology equipment is particularly advantageous due to a robust aftermarket. Information technology has developed rapidly in recent years and is expected to continue to do so. Technological advances have permitted reductions in the cost of computer processing capacity, speed, and utility. In the future, the rate and nature of equipment development may cause equipment to become obsolete more rapidly. In an effort to mitigate this risk our portfolio manager attempts to diversify our fund through the acquisition of different types of equipment, staggered lease maturities, various lessees, and businesses located throughout the U.S., and industries served.

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We also acquire high technology medical, telecommunications and inventory management equipment. Our General Partner seeks to maintain an appropriate balance and diversity in the types of equipment acquired. The market for high technology medical equipment is growing each year. Generally, this type of equipment has a longer useful life. This allows for increased re-marketability, if it is returned before its economic or announcement cycle is depleted.

The Equipment Leasing and Finance Association’s (ELFA) Monthly Leasing and Finance Index (MLFI-25), which reports economic activity from 25 companies representing a cross section of the $900 billion equipment finance sector, showed their overall new business volume for September was $9.2 billion, up 6 percent year-over-year from new business volume in September 2020. Volume was up 8 percent month-to-month from $9.9 billion in August. Year-to-date, cumulative new business volume was up 10 percent compared to 2020.

Receivables over 30 days were 1.6 percent, down from 1.8 percent the previous month and down from 2.0 percent in the same period in 2020. Charge-offs were 0.35 percent, up from 0.23 percent the previous month and down from 0.82 percent in the year-earlier period.

Credit approvals totaled 76.3 percent, unchanged from August. Total headcount for equipment finance companies was down 14.0 percent year-over-year, a decrease due to significant downsizing at an MLFI reporting company.

Separately, the Equipment Leasing & Finance Foundation’s Monthly Confidence Index (MCI-EFI) in October is 61.1, an increase from the September index of 60.5.

ELFA President and CEO Ralph Petta said, “Despite“Originations in the drop inequipment finance industry continue to tick up, with September year-over-year new business a look atvolume showing good growth compared to the data beginningsame period last year. Supply chain disruptions and inflation concerns continue, with the adventFed poised to gradually ease its asset purchases in the near term. For now, liquidity is abundant and businesses are acquiring the productive equipment necessary to respond to customer demand in a variety of market sectors. Portfolio quality is mixed, however, with lower delinquencies offset by slightly higher charge offs for the pandemic in February shows that25 responding MLFI participants.”

Robert L. Boyer, President, First Commonwealth Equipment Finance, said, “The September MLFI data display encouraging signs of improvement for the industry with new business volume increasing and delinquency decreasing from August. Losses are trending higher but remain in general is holding its own. In fact, anecdotal evidence from some ELFA member companies indicates they are enjoying a very strong year. Temperingrange below what we saw in comparable, pre-pandemic periods. Looking forward, it seems this positive data point; however, is a spikestory of tailwinds and headwinds. A slight increase in losses – not surprising, giventhe Foundation's October Monthly Confidence Index, reduced levels of COVID-19 cases from the late summer peak and increasing demand are indications that things will continue to improve. On the lossesother hand, supply chain disruption, significant increases in all likelihood reflect customersequipment prices and low worker supply continue to hamper expansion in distressedmajor industry sectors significantlyour industry serves. This should really make for an interesting fourth quarter.”

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. Given these circumstances, we believe companies overall, will continue to increasingly turn to leasing, as a financing solution. It is our belief that companies lease business-essential equipment because leasing can provide many benefits to a company. The number one benefit of leasing that we see is that there is no large outlay of cash required. Therefore, companies can preserve their working capital, lease equipment, which is an expense item, have the economic downturn resulting fromflexibility to upgrade the COVID pandemic.”

“The pandemic continuesequipment when needed, and have no risk of obsolescence. Because we expect leasing to have a negative impact onremain an attractive financing solution for American businesses during the overall economy, and this data demonstratesnext 12 months, we feel that our industry is not immune. However, the 24% growth in month-to-month volume in September 2020 MLFI-25 is promising,” said Anthony Sasso, Head of TD Equipment Finance. “Within any disruption, there is opportunity. Here at TDEF, we have seen our customers find innovative ways to continue to grow, and we ourselves have been ableability to increase our portfolio. The low interest rate environment, combined with rising spot rates within trucking, presentsportfolio size and leasing revenues during that period will remain strong.

We, at Commonwealth, are currently operating business as usual (with our employees working remotely). We may see a good opportunity for those companies who are in a positionslowdown on new equipment acquisition decisions from Corporate Lessees until the crisis is resolved and businesses can resume their normal operation. We have no way of knowing what this period of time will be. We will keep our investors informed of subsequent events. For information relating to expand.”

COVID-19 and the overall effects, as expressed by Ralph Petta, President of ELFA (The Equipment Leasing & Finance Association), please refer to elfaonline.org.

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CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements which have been prepared in accordance with generally accepted accounting principles in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.


We believe that our critical accounting policies affect our more significant judgments and estimates used in the preparation of our financial statements. See Note 2 to our condensed financial statements included herein for a discussion of recent accounting pronouncements.

LEASE INCOME RECEIVABLE

Lease income receivable includes current lease income receivable net of allowances for uncollectible amounts.amounts, if any. The Partnership monitors lease income receivable to ensure timely and accurate payment by lessees. ItsThe Partnership’s Lease Relations department is responsible for monitoring lease income receivable and, as necessary, resolving outstanding invoices.

The Partnership reviews a customer’s credit history before extending credit. TheWhen the analysis indicates that the probability of full collection is unlikely, the Partnership may establish an allowance for uncollectible lease income receivable based upon the credit risk of specific customers, historical trends and other information when the analysis indicates that the probability of full collection is unlikely.information. The Partnership writes off its accountslease income receivable when it determines that it is uncollectible and all economically sensible means of recovery have been exhausted.

REVENUE RECOGNITION

The Partnership is principally engaged in the business of leasing equipment. Ancillary to the Partnership’s principal equipment leasing business, the Partnership also sells certain equipment and may offer certain services to support its customers.

The Partnership’s lease transactions are principally accounted for under Topic 842 on January 1, 2019. Prior to Topic 842, the Partnership accounted for these transactions under Topic 840, Leases (“Topic 840”). Lease revenue includes revenue generated from leasing equipment to customers, including re-rent revenue, and is recognized as either on a straight-linestraight line basis or using the effective interest method over the length of the lease contract, if such lease is either an operating lease or finance lease, respectively.

The Partnership’s sale of equipment along with certain services provided to customers is recognized under ASC Topic 606, Revenue from Contracts with Customers, (“Topic 606”), which was adopted on January 1, 2018. Prior to adoption of Topic 606, the Partnership recognized these transactions under ASC Topic 605, Revenue Recognized, and (“Topic 605”). The Partnership recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Partnership expects to be entitled to in exchange for such products or services.

Through September 30, 2020,2021, the Partnership’s lease portfolio consisted of operating leases. For operating leases, lease revenue is recognized on a straight-line basis in accordance with the terms of the lease agreement.

Upon the end of the lease term, if the lessee has not met the return conditions as set out in the lease, the Partnership is entitled in certain cases to additional compensation from the lessee. The Partnership’s accounting policy for recording such payments is to treat them as revenue.

Gains or losses from sales of leased and off-lease equipment are recorded on a net basis in the Partnership’s Statement of Operations. Gains from the sale of equipment resulting from early buyouts are recognized when the lease is modified and terminated concurrently. Our leases do not contain any step-rent provisions or escalation clauses nor are lease revenues adjusted based on any index.

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Partnership’s accounting policy for sales and property taxes collected from the lessees are recorded in the current period as gross revenues and expenses.

LONG-LIVED ASSETS

Depreciation on technology and inventory management equipment for financial statement purposes is based on the straight-line method estimated generally over useful lives of two to five years. Once an asset comes off lease or is released, the Partnership reassesses the useful life of an asset.


The Partnership evaluates its long-lived assets when events or circumstances indicate that the value of the asset may not be recoverable. The Partnership determines whether impairment exists by estimating the undiscounted cash flows to be generated by each asset. If the estimated undiscounted cash flows are less than the carrying value of the asset then impairment exists. The amount of the impairment is determined based on the difference between the carrying value and the fair value. Fair value is determined based on estimated discounted cash flows to be generated by the asset, third party appraisals or comparable sales of similar assets, as applicable, based on asset type.

Residual values are determined by management and are calculated using information from both internal and external sources, as well as other economic indicators.

LIQUIDITY AND CAPITAL RESOURCES

Sources and Uses of Cash

Our primary sources of cash for the nine months ended September 30, 2021, was net proceeds from the sale of equipment of approximately $27,000. Our primary sources of cash for the nine months ended September 30, 2020 were cash provided by operating activities of approximately $97,000 and net proceeds from the sale of equipment of approximately $127,000, compared to the nine months ended September 30, 2019 where our primary source of cash was cash provided by operating activities of approximately $49,000.

$127,000.

Our primary uses of cash for the nine months ended September 30, 2021 was cash used in operating activities of approximately $200, capital expenditures in investing activities of approximately $37,000 and equipment acquisition fees paid to the GP of approximately $1,000. For the nine months ended September 30, 2020, our primary uses of cash were capital expenditures in investing activities of approximately $39,000, equipment acquisition fees paid to the GP of approximately $2,000 and redemptions of approximately $8,000. For

Cash was used in operating activities for the nine months ended September 30, 2019, there were no primary uses2021 of cash.

approximately $200, which includes net loss of approximately $151,000 and depreciation and amortization expenses of approximately $102,000. Other noncash activities included in the determination of net income include direct payments to banks by lessees of approximately $28,000. Cash was provided by operating activities for the nine months ended September 30, 2020 of approximately $97,000, which includes net income of approximately $21,000 and depreciation and amortization expenses of approximately $245,000. Other noncash activities included in the determination of net income include direct payments to banks by lessees of approximately $90,000.  For the nine months ended September 30, 2019, cash was provided by operating activities of approximately $49,000, which includes net loss of approximately $81,000 and depreciation and amortization expenses of approximately $393,000.  Other noncash activities included in the determination of net income include direct payments to banks by lessees of approximately $305,000.   

When we acquire equipment for the equipment portfolio, operating expenses may increase, but because of our investment strategy of leasing equipment primarily through triple-net leases, we avoid operating expenses related to equipment maintenance or taxes.

CCC, on our behalf and on behalf of other affiliated partnerships, acquires equipment subject to associated debt obligations and lease revenue and allocates a participation in the cost, debt and lease revenue to the various partnerships based on certain risk factors.

We consider cash equivalents to be highly liquid investments with an original maturity of 90 days or less.

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At September 30, 2020,2021, cash and cash equivalents were held in one account maintained at one financial institution with an aggregate balance of approximately $182,000.$67,000. Bank accounts are federally insured up to $250,000 by the FDIC. At September 30, 2020,2021, the total cash balance was as follows:

At September 30, 2020
Balance
Total bank balance
$182,000
FDIC insured
(182,000)
Uninsured amount
$-

At September 30, 2021

 

Balance

 

Total bank balance

 

$67,000

 

FDIC insured

 

 

(67,000)

Uninsured amount

 

$-

 

The Partnership believes it mitigates the risk of holding uninsured deposits by only depositing funds with major financial institutions. The Partnership has not experienced any losses in our accounts, and believes it is not exposed to any significant credit risk. The amounts in such accounts will fluctuate throughout 20202021 due to many factors, including cash receipts, equipment acquisitions, interest rates and distributions to limited partners.


The Partnership’s investment strategy of acquiring equipment and generally leasing it under triple-net leases to operators who generally meet specified financial standards minimizes our operating expenses. As of September 30, 2020,2021, the Partnership had future minimum rentals on non-cancelable operating leases of approximately $75,000$12,000 for the balance of the year ending December 31, 20202021 and approximately $74,500$89,500 thereafter.


As of September 30, 2020,2021, our non-recourse debt was approximately $70,000$41,000 with interest rates ranging from 4.14% to 6.66% and will be payable through AugustNovember 2024. The Partnership is scheduled to terminate on December 31, 2023. CCC will assume the obligation and rights to the remaining notes payable and its related secured equipment through their termination.

The Partnership was originally scheduled to end its operational phase on December 31, 2018. During the year ended December 31, 2018, the operational phase was officially extended to December 31, 2021 through an investor proxy vote. The Partnership is expected to terminate on December 31, 2023.

RESULTS OF OPERATIONS

Three Months Ended September 30, 20202021 compared to Three Months Ended September 30, 2019

2020

Lease Revenue

Lease revenue decreased to approximately $38,000 for the three months ended September 30, 2021, from approximately $121,000 for the three months ended September 30, 2020, from approximately $185,000 for the three months ended September 30, 2019.2020. The Partnership had 2114 and 3421 active operating leases for the three months ended September 30, 20202021 and 2019,2020, respectively. This decrease in lease revenue is primarily due to a greater number of lease agreements ending versus new lease agreements being acquired. Management expects to add new leases to the Partnership’s portfolio throughout 2020,2021, primarily through debt financing.

Sale of Equipment

For the three months ended September 30, 2020,2021, the Partnership sold fully depreciated equipment with a net book value of approximately $0 for a net gain of approximately $20,000.$10,000. This compares to the three months ended September 30, 2019,2020, when the Partnership had nosold fully depreciated equipment sales.

with a net book value of approximately $0 for a net gain of approximately $20,000.

Operating Expenses

Our operating expenses, excluding depreciation, primarily consist of accounting and legal fees, outside service fees and reimbursement of expenses to CCC for administration and operation of the Partnership. These expenses increased to approximately $52,000 for the three months ended September 30, 2021, from approximately $47,000 for the three months ended September 30, 2020, from approximately $26,000 for the three months ended September 30, 2019.2020. This increase is primarily attributable to an increase in legal fees associated with the FINRA matter (see Item 1. Legal Proceedings)temporary services expenses of approximately $13,000$15,000, partially offset by a decrease in accounting fees of approximately $6,000, a decrease in outside office services of approximately $3,000 and a decrease in “Other LP” expenses charged by CCC for the administration of the Partnership of approximately $7,000.

$1,000.

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Equipment Management Fees

We pay an equipment management fee to our general partner for managing our equipment portfolio. The equipment management fee is approximately 5% of the gross lease revenue attributable to equipment that is subject to operating leases and approximately 2% of the gross lease revenue attributable to equipment that is subject to direct financing leases. The equipment management fee decreased to approximately $2,000 for the three months ended September 30, 2021, from approximately $6,000 for the three months ended September 30, 2020, from approximately $9,000 for the three months ended September 30, 2019.2020. This decrease in equipment management fees is consistent with the decrease in lease revenue as described above.

Depreciation and Amortization Expense

Depreciation and amortization expenses consist of depreciation on equipment and amortization of equipment acquisition fees. These expenses decreased to approximately $26,000 for the three months ended September 30, 2021, from approximately $53,000 for the three months ended September 30, 2020, from approximately $114,000 for the three months ended September 30, 2019.2020. This decrease was due to the higher frequency in the termination of leases and equipment being fully depreciated as compared to the acquisition of new leases for the three months ended September 30, 2020.


2021.

Net (Loss) Income

For the three months ended September 30, 2021, we recognized revenue of approximately $54,000 and expenses of approximately $88,000, resulting in net loss of approximately $35,000. For the three months ended September 30, 2020, we recognized revenue of approximately $144,000 and expenses of approximately $113,000, resulting in net income of approximately $31,000. For the three months ended September 30, 2019, we recognized revenue of approximately $192,000 and expenses of approximately $160,000, resulting in net income of approximately $32,000.  This change in net incomeloss is due to the changes in revenue and expenses as described above.

Nine Months Ended September 30, 20202021 compared to Nine Months Ended September 30, 2019

2020

Lease Revenue

Our lease revenue decreased to approximately $156,000 for the nine months ended September 30, 2021, from approximately $462,000 for the nine months ended September 30, 2020, from approximately $558,000 for the nine months ended September 30, 2019.2020. The Partnership had 3421 and 3534 active operating leases for the nine months ended September 30, 20202021 and 2019.  2020. This decrease in lease revenue is primarily due to the termination of existing lease agreements with higher rental rates. Management expects to add new leases to the Partnership’s portfolio throughout 2020,2021, primarily through debt financing.

Sale of Equipment

On January 31, 2020,

For the nine months ended September 30, 2021, the Partnership entered into a Purchase and Sale Agreement, (the “Purchase Agreement”)sold equipment with Cummins, Inc. (the “buyer”) to sell to the Buyer approximately 1,475 items of equipment that the Buyer previously leased from the Company. The General Partner allocated to the Partnership its sharenet book value of approximately $85,000, for the sale price of primarily, High End Sun Servers$7,000 and Small IBM Servers and recorded anet gain on sale of equipment of approximately $34,000. The Partnership disposed of and sold other equipment$20,000. This compared to various customers during 2020. For the nine months ended September 30, 2020, the Partnership sold equipment to other customers besides Cummins with a total net book value of $13,000 and net gain of approximately $32,000. This compared to the nine months ended September 30, 2019, the Partnership sold equipment with net book value of approximately $0$61,000 for a net gain of approximately $125.

$66,000.

Operating Expenses

Our operating expenses, excluding depreciation, primarily consist of accounting and legal fees, outside service fees and reimbursement of expenses to CCC for administration and operation of the Partnership. These expenses increaseddecreased to approximately $213,000 for the nine months ended September 30, 2021, from approximately $245,000 for the nine months ended September 30, 2020, from approximately $203,000 for the nine months ended September 30, 2019.2020. This increasedecrease is primarily attributable to an increasea decrease in legal fees associated with the FINRA matter (see Item 1. Legal Proceedings) of approximately $18,000,$39,000, a decrease in accounting fees related to changes in tax reporting of approximately $10,000, “Other LP”$5,000, a decrease in office relocation expenses charged by CCC for the administration of the Partnership of approximately $9,000 and outside office services-investor$3,000, partially offset by an increase in temporary services expenses of approximately $6,000.

$17,000.

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Equipment Management Fees

We pay an equipment management fee to our general partner for managing our equipment portfolio. The equipment management fee is approximately 5% of the gross lease revenue attributable to equipment that is subject to operating leases and approximately 2% of the gross lease revenue attributable to equipment that is subject to direct financing leases. The equipment management fee decreased to approximately $8,000 for the nine months ended September 30, 2021 from approximately $20,000 for the nine months ended September 30, 2020 from approximately $28,000 for the nine months ended September 30, 2019.2020. This decrease is consistent with the overall decrease in lease revenue.




Depreciation and Amortization Expense

Depreciation and amortization expenses consist of depreciation on equipment and amortization of equipment acquisition fees. These expenses decreased to approximately $102,000 for the nine months ended September 30, 2021, from approximately $245,000 for the nine months ended September 30, 2020, from approximately $393,000 for the nine months ended September 30, 2019.2020. This decrease was due to the higher frequency in the termination of leases and equipment being fully depreciated as compared to the acquisition of new leases for the nine months ended September 30, 2020.

2021.

Net (Loss) Income (Loss)

For the nine months ended September 30, 2021, we recognized revenue of approximately $189,000 and expenses of approximately $340,000, resulting in net loss of approximately $151,000. For the nine months ended September 30, 2020, we recognized revenue of approximately $565,000 and expenses of approximately $544,000, resulting in net income of approximately $21,000. For the nine months ended September 30, 2019, we recognized revenue of approximately $582,000 and expenses of approximately $663,000, resulting in a net loss of approximately $81,000. This change in net incomeloss is due to the changes in revenue and expenses as described above.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

N/A

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures 

Our management, under the supervision and with the participation of the General Partner’s Chief Executive Officer and Principal Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures related to our reporting and disclosure obligations as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, the General Partner’s Chief Executive Officer and Principal Financial Officer have concluded that, as of September 30, 2020,2021, our disclosure controls and procedures were notare effective duein ensuring that information relating to the presence of a material weakness in internal control over financial reporting.

A material weaknessus which is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. In evaluating the effectiveness of our internal control over financial reporting, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework (2013) and SEC guidance on conducting such assessments. Management’s assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of these controls. Based on this assessment, management has concluded that as of September 30, 2020, our internal control over financial reporting was not effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. The matters involving internal controls and procedures that our management consideredrequired to be material weaknessesdisclosed in our periodic reports filed or submitted under the standardsSecurities Exchange Act of 1934 is (a) recorded, processed, summarized and reported within the Public Company Accounting Oversight Board were: (i) ineffective controls over period end financial disclosuretime periods specified in the Securities and reporting processes. The aforementioned material weaknesses were identified by our principal financial officerExchange Commission’s rules and principal accounting officer, in connection withforms, and (b) accumulated and communicated to management, including the review of our financial statementsGeneral Partner’s Chief Executive Officer and Principal Financial Officer, as of June 30, 2020.
Remediation of Material Weakness
In an effortappropriate, to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have implemented the following measure:
        1.    We have incorporated a procedure within our written policies and procedures to require for nonrecurring journal entries, referenced as “one-off” journal entries to be reviewed and signed-off by both the accounting manager and a senior staff accountant to ensure appropriate transactions are recorded as intended to be reported for financial reporting and                 the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

 The material weakness will not be considered remediated, however, until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. We expect that the remediation of this material weakness will be completed by the end of fiscal year 2020.
Changes in Internal Control over Financial Reporting:
allow timely decisions regarding required disclosure. There were no other changes in ourthe Partnership’s internal control over financial reporting during the fiscal quarter endingended September 30, 2020,2021 that have materially affected or are reasonably likely to materially affect ourits internal control over financial reporting.

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Part II: OTHER INFORMATION

Item 1.Commitments and Contingencies

N/A

Item 2. Legal Proceedings

Medshare
In January 2015, CCC, on behalf of the Funds, entered into a Purchase Agreement (“Purchase Agreement”) for the sale of the equipment to Medshare Technologies (“Medshare”) for approximately $3,400,000.  The Partnership’s share of the sale proceeds was approximately $77,000.  As of November 16, 2020, the Partnership had received approximately $62,000 of the approximate $77,000 sale proceeds and has recorded a reserve of $15,000 against the outstanding receivables.  On April 3, 2015 Medshare was obligated to make payment in full and failed to do so.  As a result, Medshare defaulted on its purchase agreement with CCC and was issued a demand letter for full payment of the equipment.  On June 25, 2015, Medshare filed a lawsuit in Texas state court for breach of contract (“State Suit”).  On June 26, 2015, Commonwealth filed a lawsuit in the Northern District of Texas against Medshare seeking payment in full and/or return of the Equipment and damages. 
In July 2016, CCC, on behalf of the Funds, entered into a $1,400,000 binding Settlement Agreement (“Settlement Agreement”) with Medshare and its principal owner, Chris Cleary (collectively referred to as “Defendants”), who are held jointly and severally liable for the entire settlement.  On August 2, 2016, the Defendants made payment to CCC of an initial $200,000 to be followed by 24 structured monthly payments of approximately $50,000 per month to begin no later than September 15, 2016.  The Partnership’s share of the Settlement Agreement is approximately $23,000 and is to be applied against the net Medshare receivable of approximately $18,000 as of the settlement date. The remaining $5,000 will be applied against the $15,000 reserve and recorded as a bad debt recovery.  As of November 16, 2020, the Partnership received approximately $9,000 of the approximate $23,000 settlement agreement which was applied against the net Medshare receivable of approximately $18,000 as of the settlement date.  As Defendant defaulted on settlement agreement, CCC sought and obtained consent judgment from U.S. District Court for Northern District of Texas, Dallas Division on July 27, 2017 in the amount of $1.5 million, less $450,000 previously paid plus $6,757 in attorney fees, both the Defendant and Cleary being jointly and severally liable for the judgment amount.  The court also vacated the September 21, 2016 settlement dismissal. 
On July 27, 2017 Defendant filed Chapter 11 in Northern District of Texas Dallas Division.  On July 26, 2017 Legacy Texas Bank, a secured creditor of the Defendant filed for a TRO in the U.S. District Court of the Northern District of Texas, Dallas Division.  Included with the TRO filing was a request for appointment of trustee for operation of Defendant, which was granted and the case converted to Chapter 7. On December 18, 2018 the Bankruptcy Court entered final order and issued its last payment to CCC in March 2019 of approximately $43,000, of which the Partnership’s share was approximately $700.  The Medshare Bankruptcy matter is now closed. Although the trustee’s final distribution to Commonwealth did not fully satisfy the judgment, recovery may still be pursued directly against Cleary.


FINRA

On May 3, 2013, the FINRA Department of Enforcement filed a complaint naming Commonwealth Capital Securities Corp. (“CCSC”) and the owner of the firm, Kimberly Springsteen-Abbott, as respondents; however, on October 22, 2013, FINRA filed an amended complaint that dropped the allegations against CCSC and reduced the scope of the allegations against Ms. Springsteen-Abbott. The sole remaining charge was that Ms. Springsteen-Abbott had approved the misallocation of some expenses to certain Funds. Management believes that the expenses at issue include amounts that were proper and that were properly allocated to Funds, and also identified a smaller number of expenses that had been allocated in error, but were adjusted and repaid to the affected Funds when they were identified in 2012. During the period in question, Commonwealth Capital Corp. (“CCC”) and Ms. Springsteen-Abbott provided important financial support to the Funds, voluntarily absorbed expenses and voluntarily waived fees in amounts aggregating in excess of any questioned allocations. A Hearing Panel ruled on March 30, 2015, that Ms. Springsteen-Abbott should be barred from the securities industry because the Panel concluded that she allegedly misallocated approximately $208,000 of expenses involving certain Funds over the course of three years. As such, management had already at that time reallocated back approximately $151,225 of the $208,000 (in allegedly misallocated expenses) to the affected funds, which was fully documented, as good faith payments for the benefit of those Income Funds.

The decision of the Hearing Panel was stayed when it was appealed to FINRA's National Adjudicatory Council (the “NAC”) pursuant to FINRA Rule 9311. The NAC issued a decision that upheld the lower panel’s ruling and the bar took effect on August 23, 2016. Ms. Springsteen-Abbott appealed the NAC’s decision to the U.S. Securities and Exchange Commission (the “SEC”). On March 31, 2017, the SEC criticized that decision as so flawed that the SEC could not even review it, and remanded the matter back to FINRA for further consideration consistent with the SEC’s remand, but did not suggest any view as to a particular outcome.

On July 21, 2017, FINRA reduced the list of 1,840 items totaling $208,000 to a remaining list of 87 items totaling $36,226 (which includes approximately $30,000 of continuing education expenses for personnel providing services to the Funds), and reduced the proposed fine from $100,000 to $50,000, but reaffirmed its position on the bar from the securities industry. Respondents promptly appealed FINRA’s revised ruling to the SEC. All the requested or allowed briefs have been filed with the SEC. TheDespite offering no additional evidence or legal reasoning from when SEC originally remanded this matter (for FINRA’s opinion being an unreviewably flawed opinion), the SEC upheld FINRA’s new order on February 7, 2020 to bar, but eliminated FINRA’s proposed fine. Ms. Springsteen-Abbott has filed a Petition for Review in the United States Court of Appeals for the District of Columbia Circuit to review a final order entered against her by the U.S. Securities and Exchange Commission. AsOn February 26, 2021, the United States Court of Appeals for the District of Columbia Circuit, made their ruling. They dismissed in part and denied in part Ms. Springsteen-Abbott’s petition. This was regardless of CCC’s good faith reimbursements made many years ago of the questioned expense items of $208,000 (due to improper documentation), initially claimed misallocations by FINRA, even prior to FINRA’s reducing its final claim to $36,226.

Prior to the original appeal to the SEC, eliminatedMs. Springsteen-Abbott discovered CCC’s required documentation of these items for FINRA review, which FINRA refused to consider, despite such efforts the District Court upheld the bar, despite admittingly not addressing her “due process” rights, for legal administrative procedural reasons. However, given the SEC’s prior removal of FINRA’s fine completely, Management is even more confidentand the District Court upholding that regardless of final resolution, itremoval, the General Partner anticipates that this ruling will not result in any material adverse financial impact to the Funds, although a final assurance cannot be provided until the legal matter is resolved.  That appeal is pending as of November 16, 2020.

Funds.

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Item 1A. 2A.Risk Factors

COVID-19 Pandemic

The amount of revenue recognized and the pattern of revenue recognition may be impacted by COVID-19. Some of the business sectors that we service such as education centers, medical facilities, payroll administrators, manufacturing and transportation, we may need to account for returns and refund liabilities. The pattern of revenue recognition may change for delays in rendering services.

In periods ended subsequent to the outbreak of COVID-19, the impact on expected credit losses and future cash flow projections used in impairment testing will need to be considered.

The Company continues to evaluate whether adjustments to the financial statements are required or whether additional disclosures are necessary. In our leasing business, the Company is always subject to credit losses as it relates to a customer’s ability to make timely rental payments. The impact of COVID-19 may contribute to risk of non-performance, where a customer may experience financial difficulty and may delay in making timely payments.

The Company recognizes impairment of receivables and loans when losses are incurred, which is when it is probable that an entity will be unable to collect all amounts due according to the contractual terms of the arrangement. Impairment is measured based on the present value of expected future cash flows discounted at the receivable’s or loans effective interest rate, except that, as a practical expedient, impairment can be measured based on a receivable’s or loans’ observable market price or the fair value of the underlying collateral.


The Company believes its estimate of expected losses have been recognized based on historical experience, current conditions, and reasonable forecasts. The impacts of COVID-19 may necessitate additional adjustments in future forecasts of expected losses.

Although the Partnership cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have a material adverse effect on the Partnership results of future operations, financial position, and liquidity in fiscal year 20202021 and beyond.

Material Weakness
Failure to maintain effective systems of internal control over financial reporting and disclosure controls and procedures could result in additional costs being incurred for remediation and cause a loss of confidence in our financial reporting.
Effective internal control over financial reporting is necessary for us to provide accurate financial information. We
previously identified a material weakness in our internal controls over financial reporting as of June 30, 2020. We have concluded that our internal controls over financial reporting were not effective as of September 30, 2020 due to the existence of material weaknesses in our monthly close for not properly reviewing certain journal entries that had an impact on the internal controls over financial reporting.
The material weakness will not be considered remediated, however, until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. We expect that the remediation of this material weakness will be completed by the end of fiscal year 2020.
If our remediation measures are insufficient to address the identified deficiencies, or if additional deficiencies in our
internal control over financial reporting are discovered or occur in the future, our financial statements may contain material misstatements and we could be required to restate our financial results. Moreover, because of the inherent limitations of any control system, material misstatements due to error or fraud may not be prevented or detected on a timely basis, or at all. If we are unable to provide reliable and timely financial reports in the future, our business and reputation may be further harmed. Failures in internal controls may negatively affect investor confidence in our management and the accuracy of our financial statements and disclosures, or result in adverse publicity and concerns from investors, any of which could have a negative effect, subject us to regulatory investigations and penalties and/or shareholder litigation, and materially adversely impact our business and financial condition.



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Item 2. 3. Unregistered Sales of Equity Securities and Use of Proceeds

N/A

Item 3. 4. Defaults Upon Senior Securities

N/A

Item 4. 5. Mine Safety Disclosures

N/A

Item 5. Other Information
NONE

Item 6. Other Information

NONE

Item 7. Exhibits

31.1 RULE 15d-14(a) CERTIFICATION OF CHIEF EXECUTIVE OFFICER
31.2 RULE 15d-14(a) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
32.1 SECTION 1350 CERTIFICATION OF CHIEF EXECUTIVE OFFICER
32.2 SECTION 1350 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER



31.1

RULE 15d-14(a) CERTIFICATION OF CHIEF EXECUTIVE OFFICER

31.2

RULE 15d-14(a) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

32.1

SECTION 1350 CERTIFICATION OF CHIEF EXECUTIVE OFFICER

32.2

SECTION 1350 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

COMMONWEALTH INCOME & GROWTH FUND VI

BY: COMMONWEALTH INCOME & GROWTH FUND, INC.,

General Partner

November 16, 202018, 2021

By:

/s/ Kimberly A. Springsteen-Abbott

Date

Kimberly A. Springsteen-Abbott

Chief Executive Officer

Commonwealth Income & Growth Fund, Inc.

 
23
November 16, 2020
By: /s/ Theodore Cavaliere
DateTheodore Cavaliere
Vice President, Financial Operations Principal
24