FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[x] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended March 31, 1996.
[_] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from __________________ to __________________.
Commission File Number: 0-14906
JONES CABLE INCOME FUND 1-B, LTD.
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Exact name of registrant as specified in charter
Colorado 84-1010417
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State of organization I. R. S. employer I.D.#
9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado 80155-3309
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Address of principal executive office
(303) 792-3111
-----------------------------------
Registrant's telephone number
Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section l3 or l5(d) of the Securities Exchange Act of l934 during
the preceding l2 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X] No ______
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1
JONES CABLE INCOME FUND 1-B, LTD.
---------------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
March 31, December 31,
ASSETS 1996 1995
------ ----------- ------------
CASH $11,171,539 $ 54,135
RECEIVABLES:
Trade receivables, less allowance for
doubtful receivables of $17,594 at
December 31, 1995 -- 247,500
INVESTMENT IN CABLE TELEVISION PROPERTIES:
Property, plant and equipment, at cost -- 11,934,307
Less- accumulated depreciation -- (5,878,915)
----------- -----------
-- 6,055,392
Franchise costs and other intangible assets, net of
accumulated amortization of $3,518,302 at
December 31, 1995 -- 1,240,298
Investment in cable television joint venture 1,943,015 2,348,059
----------- -----------
Total investment in cable television
properties 1,943,015 9,643,749
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES -- 48,919
----------- -----------
$13,114,554 $ 9,994,303
=========== ===========
Total assets
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
2
JONES CABLE INCOME FUND 1-B, LTD.
---------------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
March 31, December 31,
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) 1996 1995
- ------------------------------------------- ------------- -------------
LIABILITIES:
Debt $ - $ 6,866,146
Accrued liabilities 104,474 389,119
Accrued distribution to
limited partners 11,104,875 250,000
Subscriber prepayments - 38,082
------------ ------------
Total liabilities 11,209,349 7,543,347
------------ ------------
PARTNERS' CAPITAL (DEFICIT):
General Partner-
Contributed capital 1,000 1,000
Accumulated deficit (205,535) (199,900)
Distributions (110,219) (110,219)
------------ ------------
(314,754) (309,119)
------------ ------------
Limited Partners-
Net contributed capital
(83,884 units outstanding at
March 31, 1996 and December 31, 1995) 34,449,671 34,449,671
Accumulated deficit (9,107,131) (19,671,890)
Distributions (23,122,581) (12,017,706)
------------ ------------
2,219,959 2,760,075
------------ ------------
Total liabilities and partners'
capital (deficit) $ 13,114,554 $ 9,994,303
============ ============
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
3
JONES CABLE INCOME FUND 1-B, LTD.
---------------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF OPERATIONS
----------------------------------
For the Three Months Ended
March 31,
--------------------------
1996 1995
----------- ----------
REVENUES $ 862,911 $1,178,755
COSTS AND EXPENSES:
Operating expense 670,521 772,716
Management fees and allocated overhead from
General Partner 101,823 151,184
Depreciation and amortization 227,488 334,804
----------- ----------
OPERATING LOSS (136,921) (79,949)
----------- ----------
OTHER INCOME (EXPENSE):
Interest expense (62,984) (122,579)
Gain on sale of cable television system 11,122,663 -
Other, net 41,410 1,189
----------- ----------
Total other income (expense) 11,101,089 (121,390)
----------- ----------
INCOME (LOSS) BEFORE EQUITY IN NET LOSS
OF CABLE TELEVISION JOINT VENTURE 10,964,168 (201,339)
EQUITY IN NET LOSS OF CABLE TELEVISION
JOINT VENTURE (405,044) (648,833)
----------- ----------
NET INCOME (LOSS) $10,559,124 $ (850,172)
=========== ==========
ALLOCATION OF NET INCOME (LOSS):
General Partner $ (5,635) $ (8,502)
=========== ==========
Limited Partners $10,564,759 $ (841,670)
=========== ==========
NET INCOME (LOSS) PER LIMITED
PARTNERSHIP UNIT $125.94 $(10.03)
=========== ==========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING 83,884 83,884
=========== ==========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
4
JONES CABLE INCOME FUND 1-B, LTD.
---------------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF CASH FLOWS
----------------------------------
For the Three Months Ended
March 31,
---------------------------
1996 1995
------------ -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 10,559,124 $ (850,172)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Depreciation and amortization 227,488 334,804
Equity in net loss of cable television
joint venture 405,044 648,833
Gain on sale of cable television system (11,122,663) -
Decrease in trade receivables 247,500 4,891
Decrease in deposits, prepaid expenses
and deferred charges 48,919 192,074
Decrease in accrued liabilities and
subscriber prepayments (322,727) (135,996)
------------ -----------
Net cash provided by operating activities 42,685 194,434
------------ -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net (156,802) (380,611)
Proceeds from the sale of cable television system 18,347,667 -
------------ -----------
Net cash provided by (used in) investing activities 18,190,865 (380,611)
------------ -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt (6,884,281) (3,507,322)
Proceeds from borrowings 18,135 6,000,000
Distributions to limited partners (11,104,875) (250,000)
Increase in accrued distributions 10,854,875 250,000
Decrease in advances from General Partner - (2,009,531)
------------ -----------
Net cash provided by (used in) financing activities (7,116,146) 233,147
------------ -----------
Increase in cash 11,117,404 46,970
Cash, beginning of period 54,135 116,839
------------ -----------
Cash, end of period $ 11,171,539 $ 163,809
============ ===========
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 184,978 $ 83,195
============ ===========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
5
JONES CABLE INCOME FUND 1-B, LTD.
---------------------------------
(A Limited Partnership)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
---------------------------------------
(1) This Form 10-Q is being filed in conformity with the SEC requirements for
unaudited financial statements and does not contain all of the necessary
footnote disclosures required for a fair presentation of the Balance Sheets and
Statements of Operations and Cash Flows in conformity with generally accepted
accounting principles. However, in the opinion of management, this data includes
all adjustments, consisting only of normal recurring accruals, necessary to
present fairly the financial position of Jones Cable Income Fund 1-B, Ltd. (the
"Partnership") at March 31, 1996 and December 31, 1995 and its Statements of
Operations and Cash Flows for the three month periods ended March 31, 1996 and
1995. Results of operations for this period are not necessarily indicative of
results to be expected for the full year.
The Partnership owned and operated the cable television system serving the
areas in and around Orangeburg, South Carolina (the "Orangeburg System"). As
discussed below, the Partnership sold the Orangeburg System on February 28,
1996. In addition, the Partnership continues to own a 40 percent interest in
Jones Cable Income Fund 1-B/C Venture (the "Venture"). The Venture owns and
operates the cable television systems serving the areas in and around Brighton
and Broomfield, Colorado; Lake County, California; Myrtle Creek, Oregon; South
Sioux City, Nebraska; and Three Rivers and Watervliet, Michigan.
On February 28, 1996, the Partnership sold the Orangeburg System to the
General Partner for $18,347,667, subject to working capital adjustments of
$376,646, which were deducted from the sale proceeds. The sales price
represented the average of three separate, independent appraisals of the
Orangeburg System. The Partnership used the net sales proceeds to pay all of its
indebtedness, which totaled approximately $6,866,000, and the Partnership
distributed the remaining net sales proceeds, which totaled approximately
$11,105,000, to its limited partners pursuant to the terms of the Partnership's
partnership agreement in April 1996. This distribution represented a return to
each limited partner of approximately $265 for each $1,000 invested in the
Partnership. This amount was in addition to the $328 per $1,000 invested in the
Partnership already returned to the limited partners through prior
distributions. The Partnership will retain its interest in the Venture.
(2) Jones Intercable, Inc., a publicly held Colorado corporation, (the "General
Partner") manages the Partnership and receives a fee for its services equal to 5
percent of the gross revenues of the Partnership, excluding revenues from the
sale of cable television systems or franchises. Management fees for the three
month periods ended March 31, 1996 and 1995 (exclusive of the Partnership's 40
percent interest in the Venture) were $43,146 and $58,923, respectively.
The Partnership reimburses the General Partner for certain allocated
overhead and administrative expenses. These expenses represent the salaries and
related benefits paid for corporate personnel, rent, data processing and other
corporate facilities costs. Such personnel provide engineering, marketing,
administrative, accounting, legal and investor relations services to the
Partnership. Allocations of personnel costs are based primarily on actual time
spent by employees of the General Partner with respect to each partnership
managed. Remaining overhead costs are allocated based on revenues of the
Partnership as a percentage of total revenues of owned and managed cable
television systems of the General Partners. Systems owned by the General Partner
and all other systems owned by partnerships for which Jones Intercable, Inc. is
the general partner are also allocated a proportionate share of these expenses.
The General Partner believes that the methodology used in allocating overhead
and administrative expenses is reasonable. Amounts charged the Partnership by
the General Partner for allocated overhead and administrative expenses for the
three month periods ending March 31, 1996 and 1995 (exclusive of the
Partnership's 40 percent interest in the Venture) were $58,677 and $92,261,
respectively.
6
(3) Financial information regarding the Venture is presented below.
UNAUDITED BALANCE SHEETS
------------------------
ASSETS March 31, 1996 December 31, 1995
------ --------------- ------------------
Cash and accounts receivable $ 1,040,044 $ 1,405,468
Investment in cable television properties 47,809,272 49,052,982
Other assets 419,454 385,587
------------ ------------
Total assets $ 49,268,770 $ 50,844,037
============ ============
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
Debt $ 43,060,211 $ 43,104,090
Accounts payable and accrued liabilities 1,427,132 1,824,946
Partners' contributed capital, net 39,504,008 39,504,008
Accumulated deficit (34,722,581) (33,589,007)
------------ ------------
Total liabilities and partners' capital $ 49,268,770 $ 50,844,037
============ ============
UNAUDITED STATEMENTS OF OPERATIONS
----------------------------------
For the Three Months Ended
March 31,
----------------------------
1996 1995
------------- -------------
Revenues $ 5,957,396 $ 5,442,911
Operating expense (3,376,126) (3,282,012)
Management fees and allocated overhead
from Jones Intercable, Inc. (702,973) (696,965)
Depreciation and amortization (2,103,678) (2,221,797)
----------- -----------
Operating loss (225,381) (757,863)
Interest expense (797,403) (868,493)
Other, net 4,318 (5,108)
----------- -----------
Net loss $(1,018,466) $(1,631,464)
=========== ===========
Management fees paid to Jones Intercable, Inc. by the Venture totaled
$297,870 and $272,145, respectively, for the three months ended March 31, 1996
and 1995. Reimbursements for overhead and administrative expenses totaled
$405,103 and $424,820, respectively, for the three months ended March 31, 1996
sand 1995. Management fees paid by the Venture and attributable to the
Partnership totaled $118,463 and $108,232, respectively, for the three months
ended March 31, 1996 and 1995. Reimbursements for overhead and administrative
expenses attributable to the Partnership totaled $161,109 and $168,951,
respectively, for the three months ended March 31, 1996 and 1995.
7
JONES CABLE INCOME FUND 1-B, LTD.
---------------------------------
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
The Partnership-
On February 28, 1996, the Partnership sold the Orangeburg System to the
General Partner for $18,347,667, subject to working capital adjustments of
$376,646, which were deducted from the sale proceeds. The sales price
represented the average of three separate, independent appraisals of the
Orangeburg System. The Partnership used the net sales proceeds to pay all of its
indebtedness, which totaled approximately $6,866,000, and the Partnership
distributed the remaining net sales proceeds, which totaled approximately
$11,105,000, to its limited partners pursuant to the terms of the Partnership's
partnership agreement in April 1996. This distribution represented a return to
each limited partner of approximately $265 for each $1,000 invested in the
Partnership. This amount was in addition to the $328 per $1,000 invested in the
Partnership already returned to the limited partners through prior
distributions. The Partnership will retain its interest in the Venture.
The Venture-
The Partnership continues to own a 40 percent interest in Jones Cable
Income Fund 1-B/C Venture (the "Venture"). The investment is accounted for under
the equity method. When compared to the December 31, 1995 balance, this
investment has decreased by $405,044. This decrease represents the Partnership's
proportionate share of losses during the first quarter of 1996. The Venture's
losses, which are principally the result of depreciation and amortization
charges, are expected to continue.
For the three months ended March 31, 1996, the Venture generated net cash
from operating activities totaling $595,097, which is available to fund capital
expenditures and non-operating costs. During the first three months of 1996,
capital improvements within the Venture's systems totaled approximately
$799,000. Approximately 53 percent of these expenditures were for plant
construction in the Venture's Systems and approximately 15 percent were for
service drops to homes. The remainder of these expenditures related to various
enhancements in all of the Venture's systems. Funding for these expenditures was
provided by cash generated from operations and borrowings under the Venture's
credit facility. Anticipated capital expenditures for the remainder of 1996 are
approximately $3,700,000. Service drops to homes are expected to account for
approximately 46 percent of the anticipated expenditures and new plant
construction is expected to account for approximately 17 percent of the
expenditures. The remainder of the expenditures will be for various enhancements
in the Venture's systems. Funding for these expenditures is expected to be
provided by cash generated from operations and available borrowings from the
Venture's credit facility.
At March 31, 1996, the Venture's $45,000,000 credit facility had
$42,700,000 outstanding, leaving $2,300,000 of available borrowings. The
revolving credit facility matures on June 30, 1997, at which time the
outstanding balance is payable in full. Interest on outstanding principal is
calculated at the Venture's option of the Prime Rate plus 1/2 percent or the
London Interbank Offered Rate plus 1-1/2 percent. The effective interest rates
on amounts outstanding as of March 31, 1996 and 1995 were 7.06 percent and 7.93
percent, respectively.
One of the primary objectives of the Venture is to provide quarterly cash
distributions to the Venture partners, primarily from cash generated through
operating activities of the Venture. The Venture's partners in turn seek to
provide quarterly cash distributions to their partners. The Venture's credit
facility has a maximum amount available of $45,000,000, of which $42,700,000 was
outstanding on March 31, 1996. This limits the amount of borrowing available to
the Venture to fund capital expenditures; therefore, the Venture used cash
generated from operations to fund capital expenditures and did not declare any
distributions during the first quarter of 1996. Due to the borrowing
limitations, the Venture will need to use cash generated from operations to fund
capital expenditures and the Venture does not anticipate the resumption of
distributions to the Venture partners in the near term.
8
The General Partner believes that the Venture has sufficient sources of
capital available from cash generated from operations and from borrowings
available under its credit facility to meet its presently anticipated needs so
long as the Venture does not resume cash distributions to the Venture partners.
REGULATION AND LEGISLATION
- --------------------------
The Venture has filed cost-of-service showings in response to rulemakings
concerning the Cable Television Consumer Protection and Competition Act of 1992
(the "1992 Cable Act") for its Brighton, Broomfield and Boulder County, Colorado
and Three Rivers and Watervliet, Michigan systems and thus anticipates no
further reductions in rates in these systems. The cost-of-service showings have
not yet received final approvals from regulatory authorities, however, and there
can be no assurance that the Venture's cost-of-service showings will prevent
further rate reductions in these systems until such final approvals are
received.
The Telecommunications Act of 1996 (the "1996 Act"), which became law on
February 8, 1996, substantially revised the Communications Act of 1934, as
amended, including the Cable Communications Policy Act of 1984 and the 1992
Cable Act, and has been described as one of the most significant changes in
communications regulation since the original Communications Act of 1934. The
1996 Act is intended, in part, to promote substantial competition in the
telephone local exchange and in the delivery of video and other services. As a
result of the 1996 Act, local telephone companies (also known as local exchange
carriers or "LECs") and other service providers are permitted to provide video
programming, and cable television operators are permitted entry into the
telephone local exchange market. The FCC is required to conduct rulemaking
proceedings over the next several months to implement various provisions of the
1996 Act.
Among other provisions, the 1996 Act modified the 1992 Cable Act by
deregulating the cable programming service tier of large cable operators
effective March 31, 1999 and the cable programming service tier of "small" cable
operators in systems providing service to 50,000 or fewer subscribers effective
immediately. The 1996 Act also revised the procedures for filing cable
programming service tier rate complaints and adds a new effective competition
test.
It is premature to predict the specific effects of the 1996 Act on the
cable industry in general or the Venture in particular. The FCC will be
undertaking numerous rulemaking proceedings to interpret and implement the 1996
Act. It is not possible at this time to predict the outcome of those proceedings
or their effect on the Venture.
RESULTS OF OPERATIONS
- ---------------------
On February 28, 1996, the Partnership sold the Orangeburg System, which was
the Partnership's only directly held system; therefore, meaningful comparisons
of revenues, operating expenses, management fees and allocated overhead from the
General Partner and depreciation and amortization expense cannot be made. The
Partnership continues to own a 40 percent interest in the Venture.
Revenues of the Venture increased $514,485, or approximately 9 percent, to
$5,957,396 for the three months ended March 31, 1996 from $5,442,911 for the
comparable 1995 period. Basic service rate adjustments accounted for
approximately 46 percent of the increase in revenues. An increase in subscribers
accounted for approximately 28 percent of the increase in revenues. The number
of basic subscribers totaled 64,759 at March 31, 1996 compared to 62,663 at
March 31, 1995, an increase of 2,096, or approximately 3 percent. No other
single factor significantly affected the increase in revenues.
Operating expenses consist primarily of costs associated with the
administration of the Venture's cable television systems. The principal cost
components are salaries paid to system personnel, programming expenses,
professional fees, subscriber billing costs, rent for leased facilities, cable
system maintenance expenses and consumer marketing expenses.
Operating expenses increased $94,114, or approximately 3 percent, to
$3,376,126 for the quarter ended March 31, 1996 from $3,282,012 for the
comparable 1995 period. Operating expenses represented 57 percent of revenue for
the first quarter of 1996 compared to 60 percent for the similar period in 1995.
Increases in programming costs and advertising expenses, which were partially
offset by a decrease in personnel costs, were primarily responsible for the
increase in operating expenses. No other individual factors were significant to
the increase in operating expenses.
9
Management fees and allocated overhead from the General Partner increased
$6,008, or approximately 1 percent, to $702,973 for the quarter ended March 31,
1996 from $696,965 for the comparable 1995 period due to the increase in
revenues, upon which such fees are based.
Depreciation and amortization expense decreased $118,119, or approximately
5 percent, to $2,103,678 for the three months ended March 31, 1996 from
$2,221,797 for the comparable 1995 period. This decrease was due to the decrease
in the Venture's depreciable asset base.
Operating loss decreased $532,482, or approximately 70 percent, to $225,381
for the quarter ended March 31, 1996 from $757,863 for the comparable 1995
period as a result of the increase in revenues and decrease in depreciation and
amortization expense exceeding the increases in operating expenses and
management fees and allocated overhead from the General Partner.
The cable television industry generally measures the financial performance
of a cable television system in terms of cash flow or operating income before
depreciation and amortization. The value of a cable television system is often
determined using multiples of cash flow. This measure is not intended to be a
substitute or improvement upon the items disclosed on the financial statements,
rather it is included because it is an industry standard. Operating income
before depreciation and amortization increased $414,363, or approximately 28
percent, to $1,878,297 for the three months ended March 31, 1996 from $1,463,934
for the comparable 1995 period. This increase was due to the increase in
revenues exceeding the increases in operating expenses and management fees and
allocated overhead from the General Partner.
Interest expense decreased $71,090, or approximately 8 percent, to $797,403
for the quarter ended March 31, 1996 from $868,493 for the comparable 1995
period. This decrease was due to lower effective interest rates on interest
bearing obligations.
Net loss decreased $369,209, or approximately 37 percent, to $613,422 for
the quarter ended March 31, 1996 from $982,631 for the comparable 1995 period.
This decrease was due to the factors discussed above.
10
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits
27) Financial Data Schedule
b) Reports on Form 8-K
1. Report on Form 8-K dated February 28, 1996 reported that on
February 28, 1996, Jones Cable Income Fund 1-B, Ltd. sold its
cable television system serving Orangeburg, South Carolina to
Jones Cable Holdings, Inc. for a sales price of $18,347,667.
11
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.
JONES CABLE INCOME FUND 1-B, LTD.
BY: JONES INTERCABLE, INC.
General Partner
By: /S/Kevin P. Coyle
----------------------------
Kevin P. Coyle
Group Vice President/Finance
(Principal Financial Officer)
Dated: May 14, 1996
12