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, 1997
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[ ] 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: 0-16183
IDS/JONES GROWTH PARTNERS 87-A, LTD.
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Exact name of registrant as specified in charter
Colorado 84-1060544
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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
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Registrant's telephone number
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
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IDS/JONES GROWTH PARTNERS 87-A, LTD.
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(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
March 31, December 31,
ASSETS 1997 1996
------ ------------ -------------
CASH $ 439,586 $ 478,797
TRADE RECEIVABLES, less allowance for
doubtful receivables of $36,284 and $32,637
at March 31, 1997 and December 31, 1996, respectively 295,572 373,301
INVESTMENT IN CABLE TELEVISION PROPERTIES:
Property, plant and equipment, at cost 16,728,266 16,234,764
Less- accumulated depreciation (7,475,952) (7,195,326)
----------- -----------
9,252,314 9,039,438
Franchise costs and other intangible assets, net of
accumulated amortization of $12,576,832 and
$12,551,102 at March 31, 1997 and December 31, 1996,
respectively 2,624,718 2,650,448
----------- -----------
Total investment in cable television properties 11,877,032 11,689,886
DEPOSITS AND PREPAID EXPENSES 158,678 185,611
----------- -----------
Total assets $12,770,868 $12,727,595
=========== ===========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
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IDS/JONES GROWTH PARTNERS 87-A, LTD.
------------------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
March 31, December 31,
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) 1997 1996
------------------------------------------- ------------- -------------
LIABILITIES:
Debt $ 9,850,000 $ 9,850,000
Managing General Partner advances 34,683 43,813
Trade accounts payable and accrued liabilities 447,369 349,695
Subscriber prepayments 23,230 23,086
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Total liabilities 10,355,282 10,266,594
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PARTNERS' CAPITAL (DEFICIT):
General Partners-
Contributed capital 500 500
Accumulated deficit (4,310) (3,856)
------------ ------------
(3,810) (3,356)
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Limited Partners-
Net contributed capital
(164,178 units outstanding at
March 31, 1997 and December 31, 1996) 35,824,200 35,824,200
Accumulated deficit (3,404,804) (3,359,843)
Distributions (30,000,000) (30,000,000)
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2,419,396 2,464,357
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Total liabilities and partners' capital (deficit) $ 12,770,868 $ 12,727,595
============ ============
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
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IDS/JONES GROWTH PARTNERS 87-A, LTD.
------------------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF OPERATIONS
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For the Three Months Ended
March 31,
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1997 1996
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REVENUES $1,852,179 $ 3,050,716
COSTS AND EXPENSES:
Operating expenses 1,165,244 1,966,629
Management fees and allocated overhead from
General Partners 245,155 375,238
Depreciation and amortization 319,977 905,176
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OPERATING INCOME (LOSS) 121,803 (196,327)
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OTHER INCOME (EXPENSE):
Interest expense (165,912) (263,362)
Gain on sale of cable television system - 22,012,895
Other, net (1,306) 65,385
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Total other income (expense) (167,218) 21,814,918
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NET INCOME (LOSS) $ (45,415) $21,618,591
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ALLOCATION OF NET INCOME (LOSS):
General Partners $ (454) $ (3,943)
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Limited Partners $ (44,961) $21,622,534
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NET INCOME (LOSS) PER LIMITED PARTNERSHIP UNIT $(.27) $131.70
========== ===========
WEIGHTED AVERAGE NUMBER OF LIMITED PARTNERSHIP
UNITS OUTSTANDING 164,178 164,178
========== ===========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
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IDS/JONES GROWTH PARTNERS 87-A, LTD.
------------------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF CASH FLOWS
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For the Three Months Ended
March 31,
----------------------------
1997 1996
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (45,415) $ 21,618,591
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 319,977 905,176
Gain on sale of cable television system - (22,012,895)
Amortization of interest rate protection contract - 8,334
Decrease in trade receivables 77,729 415,101
Decrease (increase) in deposits, prepaid expenses
and deferred charges 13,312 (381,935)
Increase (decrease) in trade accounts payable, accrued
liabilities and subscriber prepayments 97,818 (743,128)
Increase (decrease) in Managing General Partner advances (9,130) 198,140
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Net cash provided by operating activities 454,291 7,384
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (493,502) (657,152)
Proceeds from sale of cable television system - 44,235,333
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Net cash provided by (used in) investing activities (493,502) 43,578,181
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CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt - (22,952,846)
Distribution to Limited Partners - (30,000,000)
Increase in accrued distributions
to Limited Partners - 30,000,000
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Net cash used in financing activities - (22,952,846)
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Increase (decrease) in cash (39,211) 20,632,719
Cash, beginning of period 478,797 557,506
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Cash, end of period $ 439,586 $ 21,190,225
========= ============
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 167,625 $ 438,897
========= ============
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
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IDS/JONES GROWTH PARTNERS 87-A, LTD.
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(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 IDS/Jones Growth Partners 87-A, Ltd.
(the "Partnership") at March 31, 1997 and December 31, 1996 and its Statements
of Operations and Cash Flows for the three month periods ended March 31, 1997
and 1996. Results of operations for these periods are not necessarily indicative
of results to be expected for the full year.
The Partnership owns and operates the cable television system serving the
areas in and around Roseville, California (the "Roseville System").
(2) Jones Cable Corporation (the "Managing General Partner") a wholly owned
subsidiary of Jones Intercable, Inc. ("Intercable") 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 paid to the Managing General Partner by the
Partnership for the three month periods ended March 31, 1997 and 1996 were
$92,609 and $152,536, respectively.
IDS Cable Corporation (the "Supervising General Partner") participates in
certain management decisions of the Partnership and receives a fee for its
services equal to one-half percent of the gross revenues of the Partnership,
excluding revenue from the sale of cable television systems or franchises.
Supervision fees paid to the Supervising General Partner by the Partnership for
the three month periods ended March 31, 1997 and 1996 were $9,261 and $15,254,
respectively.
The Partnership reimburses Intercable for certain allocated overhead and
administrative expenses. These expenses represent the salaries and related
benefits paid for corporate personnel, rent, data processing services and other
corporate facilities costs. Such personnel provide engineering, marketing,
administrative, accounting, legal and investor relations services to the
Partnership. Such services, and their related costs, are necessary to the
operations of the Partnership and would have been incurred by the Partnership if
it was a stand alone entity. Allocations of personnel costs are based primarily
on actual time spent by employees of Intercable 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 partnerships
of Intercable. Systems owned by Intercable and all other systems owned by
partnerships for which Intercable is the general partner are also allocated a
proportionate share of these expenses. The Managing General Partner believes
that the methodology used in allocating overhead and administrative expense is
reasonable. Reimbursements made to Intercable by the Partnership for allocated
overhead and administrative expenses during the three month periods ended March
31, 1997 and 1996 were $143,285 and $207,448, respectively.
The Supervising General Partner also may be reimbursed for certain expenses
incurred on behalf of the Partnership. There were no reimbursements made to the
Supervising General Partner by the Partnership for allocated overhead and
administrative expenses during the three month periods ended March 31, 1997 and
1996.
(3) On October 14, 1996, the Partnership entered into an asset purchase
agreement pursuant to which it agreed to sell the Roseville System to an
unaffiliated party. The sales price is $30,900,000, subject to normal closing
adjustments. Closing of the sale is subject to several closing conditions,
including the approval of the holders of a majority of the limited partnership
interests in a vote of limited partners to be conducted by mail. Upon closing of
the sale of the Roseville System, the Partnership will pay all of its
indebtedness, which totaled $9,850,000 at March 31, 1997, a brokerage fee of
$386,250 to The Jones Group, Ltd., a wholly owned subsidiary of Intercable, and
a brokerage fee of $386,250 to IDS Management Corporation, an affiliate of the
Supervising General Partner. For a period of one year following the closing
date, $1,550,000 of the sale proceeds will remain in escrow as security for the
Partnership's agreement to indemnify the purchaser under the asset purchase
agreement. Because the $1,550,000 will remain in escrow for one year following
the closing date, this portion of the net sales proceeds, net of claims against
such escrow, will not be distributed to limited partners until 1998. The
Partnership will distribute the approximate $18,727,500 remaining net proceeds
to its limited partners. This distribution will give the Partnership's limited
partners an approximate return of
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$456 per $1,000 invested in the Partnership. Taking into account the
distribution made on the sale of the Partnership's Carmel, Indiana system in
1996 and the anticipated distribution to be made on the sale of the Roseville
System in 1997, the limited partners will have received a total of $1,187 for
each $1,000 invested in the Partnership. Because the limited partners will
receive total distributions that are less than 125 percent of their initial
capital contributions, the general partners of the Partnership will receive no
distributions from the sale of the Roseville System. Upon the completion of the
escrow period related to sale of the Roseville System, the Partnership will
distribute the remaining proceeds to limited partners, which, if no claims are
made against the escrow, would total approximately $38 for each $1,000 invested
in the Partnership and then the Partnership will be liquidated and dissolved.
(4) Certain prior year amounts have been reclassified to conform to the 1997
presentation.
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IDS/JONES GROWTH PARTNERS 87-A, LTD.
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(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
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FINANCIAL CONDITION
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On October 14, 1996, the Partnership entered into an asset purchase
agreement pursuant to which it agreed to sell the Roseville System to an
unaffiliated party. The sales price is $30,900,000, subject to normal closing
adjustments. Closing of the sale is subject to several closing conditions,
including the approval of the holders of a majority of the limited partnership
interests in a vote of limited partners to be conducted in the first half of
1997. Upon closing of the sale of the Roseville System, the Partnership will
pay all of its indebtedness, which totaled $9,850,000 at March 31, 1997, a
brokerage fee of $386,250 to The Jones Group, Ltd., a wholly owned subsidiary of
Intercable, and a brokerage fee of $386,250 to IDS Management Corporation, an
affiliate of the Supervising General Partner. For a period of one year
following the closing date, $1,550,000 of the sale proceeds will remain in
escrow as security for the Partnership's agreement to indemnify the purchaser
under the asset purchase agreement. Because the $1,550,000 will remain in
escrow for one year following the closing date, this portion of the net sales
proceeds, net of claims against such escrow, will not be distributed to limited
partners until 1998. The Partnership will distribute the approximate
$18,727,500 remaining net proceeds to its limited partners. This distribution
will give the Partnership's limited partners an approximate return of $456 per
$1,000 invested in the Partnership. Taking into account the distribution made
on the sale of the Partnership's Carmel, Indiana system in 1996 and the
anticipated distribution to be made on the sale of the Roseville System in 1997,
the limited partners will have received a total of $1,187 for each $1,000
invested in the Partnership. Because the limited partners will receive total
distributions that are less than 125 percent of their initial capital
contributions, the general partners of the Partnership will receive no
distributions from the sale of the Roseville System. Upon the completion of the
escrow period related to sale of the Roseville System, the Partnership will
distribute the remaining proceeds to limited partners, which, if no claims are
made against the escrow, would total approximately $38 for each $1,000 invested
in the Partnership and then the Partnership will be liquidated and dissolved.
For the three months ended March 31, 1997, the Partnership generated net
cash from operating activities totaling $454,291. The Partnership expended
approximately $493,000 in capital improvements during the first quarter of 1997.
Of these improvements, approximately 55 percent related to the construction of
cable television plant. Approximately 22 percent related to service drops to
homes. The remaining expenditures related to various enhancements in the
Partnership's Roseville System. Funding for these expenditures was provided by
cash on hand and cash generated from operations. Budgeted capital expenditures
for the remainder of 1997 in the Partnership's Roseville System are
approximately $947,000. Construction of system extensions will account for
approximately 54 percent of these expenditures. Service drops to homes will
account for approximately 37 percent of the anticipated expenditures. The
remainder of the expenditures relate to various enhancements in the
Partnership's Roseville System. As a result of the pending sale of the
Roseville System, remaining budgeted capital expenditures for 1997 will be only
for various enhancements necessary to maintain the value of the Roseville System
until it is sold. Funding for these expenditures is expected to be provided by
cash on hand and cash generated from operations and, if necessary, borrowings
available under the Partnership's credit facility, as discussed below.
Depending upon the timing of the closing of the sale of the Roseville System,
the Partnership likely will make only the portion of budgeted capital
expenditures scheduled to be made during the Partnership's continued ownership
of the Roseville System.
At March 31, 1997, the outstanding balance under the Partnership's
$10,000,000 revolving credit facility was $9,850,000, leaving $150,000 available
for future borrowings. The reducing revolving credit period expires December
31, 2003. The commitment amount reduces quarterly, beginning March 31, 1999.
The credit facility will be repaid in full upon the sale of the Roseville
System. Interest on the revolving credit facility is at the Partnership's
option of the Prime Rate or the London Interbank Offering Rate plus 1-1/4
percent. The effective interest rates on amounts outstanding as of March 31,
1997 and 1996 were 6.78 and 7.70, respectively.
The Partnership believes that cash on hand and cash generated from
operations will be sufficient to fund capital expenditures and other liquidity
needs of the Partnership until the Roseville System is sold.
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RESULTS OF OPERATIONS
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Revenues of the Partnership decreased $1,198,537, or approximately 39
percent, to $1,852,179 for the three months ended March 31, 1997 from $3,050,716
for the similar 1996 period. This decrease was due to the sale of the Carmel
System. Disregarding the effect of the Carmel System sale, revenues would have
increased $159,431, or approximately 9 percent, to $1,852,179 in 1997 from
$1,692,748 in 1996. Increases in the number of basic subscribers in the
Partnership's Roseville System accounted for approximately 60 percent of the
increase in revenues. Basic subscribers increased 1,423, or approximately 9
percent, to 18,116 at March 31, 1997 compared to 16,693 at March 31, 1996.
Basic service rate increases accounted for approximately 40 percent of the
increase in revenues. No other single factor significantly contributed to the
increase in revenues.
Operating expenses consist primarily of costs associated with the operation
and administration of the Partnership'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 marketing expenses.
Operating expenses decreased $801,385, or approximately 41 percent, to
$1,165,244 for the three months ended March 31, 1997 from $1,966,629 for the
similar 1996 period. This decrease was due to the sale of the Carmel System.
Disregarding the effect of the Carmel System sale, operating expenses increased
$105,353, or approximately 10 percent, to $1,165,244 in 1997 from $1,059,891 in
1996. This increase was due to increases in programming fees, which accounted
for approximately 53 percent of the increase. No other single factor
significantly affected the increase in operating expenses. Operating expenses
represented approximately 63 percent of revenue for both of the three month
periods ended March 31, 1997 and 1996.
The cable television industry generally measures the financial performance
of a cable television system in terms of operating cash flow (revenues less
operating expenses). 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 cash flow decreased
$397,152, or approximately 37 percent, to $686,935 for the three months ended
March 31, 1997 compared to $1,084,087 for the similar 1996 period. This
decrease was due to the sale of the Carmel System. Disregarding the effect of
the Carmel System sale, operating cash flow increased $54,078, or approximately
9 percent, to $686,935 for the three months ended March 31, 1997 compared to
$632,857 for the similar 1996 period. This increase was the result of the
increase in revenues exceeding the increases in operating expenses.
Management fees and allocated overhead from the General Partners decreased
$130,083, or approximately 35 percent, to $245,155 for the quarter ended March
31, 1997 from $375,238 for the similar 1996 period. This decrease was due to
the sale of the Carmel System. Disregarding the effect of the Carmel System
sale, management fees and allocated overhead from the General Partners increased
$16,811, or approximately 7 percent, to $245,155 in 1997 from $228,344 in 1996.
This increase was due to the increase in revenues, upon which such management
fees and allocations are based, and the timing of certain expenses allocated
from the General Partners.
Depreciation and amortization expense decreased $585,199, or approximately
65 percent, to $319,977 for the quarter ended March 31, 1997 from $905,176 for
the similar 1996 period. This decrease was due to the sale of the Carmel
System. Disregarding the effect of the Carmel System sale, depreciation and
amortization expense decreased $138,969, or approximately 30 percent, to
$319,977 in 1997 from $458,946 in 1996. This decrease was due to the maturation
of the Partnership's asset base.
The Partnership reported operating income of $121,803 for the quarter ended
March 31, 1997 compared to a loss of $196,327 for the similar 1996 period.
Disregarding the effect of the Carmel System sale, the Partnership reported
operating income of $121,803 for the three months ended March 31, 1997 compared
to an operating loss of $54,433 for the similar 1996 period. This change was
due to the increase in revenues and the decrease in depreciation and
amortization expense exceeding the increases in operating expenses and
management fees and allocated overhead from the General Partner.
Interest expense decreased $97,450, or approximately 37 percent, to
$165,912 for the three months ended March 31, 1997 from $263,362 for the
comparable 1996 period. This decrease was primarily due to the lower
outstanding balances on the Partnership's interest bearing obligations.
9
The Partnership recognized a gain of $22,012,895 related to the sale of the
Carmel System in February 1996. No similar gain was recognized in 1997.
The Partnership reported a net loss of $45,415 for the three months ended
March 31, 1997 compared to net income of $21,618,591 for the similar 1996
period. This change was due to the gain on the sale of the Carmel System.
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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
None
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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.
IDS/JONES GROWTH PARTNERS 87-A, LTD.
BY: JONES CABLE CORPORATION
Managing General Partner
By: /S/ Kevin P. Coyle
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Kevin P. Coyle
Group Vice President/Finance
(Principal Financial Officer)
Dated: May 13, 1997
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