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 September 30, 1998
------------------
[_] 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 0-14206
CABLE TV FUND 12-D, LTD.
- --------------------------------------------------------------------------------
Exact name of registrant as specified in charter
Colorado 84-1010423
- --------------------------------------------------------------------------------
State of organization I.R.S. employer I.D. #
9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado 80155-3309
------------------------------------------------------------------------
Address of principal executive office
(303) 792-3111
----------------------------
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
----- -----
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------
September 30, December 31,
ASSETS 1998 1997
------ -------------- --------------
CASH AND CASH EQUIVALENTS $ 1,033,512 $ 1,742,444
RECEIVABLES:
Trade receivables, less allowance for doubtful receivables of
$123,351 and $404,821 at September 30, 1998 and
December 31, 1997, respectively 800,080 4,456,904
INVESTMENT IN CABLE TELEVISION PROPERTIES:
Property, plant and equipment, at cost 78,058,648 218,189,145
Less- accumulated depreciation (41,321,850) (113,368,132)
------------ -------------
36,736,798 104,821,013
Franchise costs and other intangible assets, net of accumulated
amortization of $34,860,504 and $63,250,091 at
September 30, 1998 and December 31, 1997, respectively 951,968 7,791,062
------------ -------------
Total investment in cable television properties 37,688,766 112,612,075
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES 4,222,235 5,458,081
------------ -------------
Total assets $ 43,744,593 $ 124,269,504
============ =============
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated balance sheets.
2
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------
September 30, December 31,
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) 1998 1997
------------------------------------------- -------------- -------------
LIABILITIES:
Debt $ 50,827,014 $144,308,462
Trade accounts payable and accrued liabilities 1,235,075 6,726,286
Subscriber prepayments 193,983 424,486
------------- ------------
Total liabilities 52,256,072 151,459,234
------------- ------------
MINORITY INTEREST IN JOINT VENTURE (2,336,802) (6,905,937)
------------- ------------
PARTNERS' CAPITAL (DEFICIT):
General Partner-
Contributed capital 1,000 1,000
Accumulated capital (deficit) 8,587,614 (109,581)
Distributions (4,326,452) -
------------- ------------
4,262,162 (108,581)
------------- ------------
Limited Partners-
Net contributed capital (237,339 units outstanding
at September 30, 1998 and December 31, 1997) 102,198,175 102,198,175
Accumulated capital (deficit) 19,013,842 (80,826,387)
Distributions (131,648,856) (41,547,000)
------------- ------------
(10,436,839) (20,175,212)
------------- ------------
Total liabilities and partners' capital (deficit) $ 43,744,593 $124,269,504
============= ============
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated balance sheets.
3
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
-----------------------------------------------
For the Three Months Ended For the Nine Months Ended
September 30, September 30,
--------------------------- ----------------------------
1998 1997 1998 1997
----------- ----------- ------------ -----------
REVENUES $ 8,104,593 $20,483,557 $ 51,183,646 $61,333,466
COSTS AND EXPENSES:
Operating expenses 4,201,391 11,170,560 27,868,922 33,857,768
Management fees and
allocated overhead
from Jones Intercable, Inc. 867,031 2,115,364 5,502,293 6,541,345
Depreciation and
amortization 1,904,309 5,112,445 13,929,257 14,777,364
----------- ----------- ------------ -----------
OPERATING INCOME 1,131,862 2,085,188 3,883,174 6,156,989
----------- ----------- ------------ -----------
OTHER INCOME (EXPENSE):
Interest expense (898,545) (2,806,590) (6,314,501) (8,227,095)
Gain on sale of cable television
system - - 147,792,730 -
Other, net (1,511,505) 768,128 (1,683,152) 523,584
----------- ----------- ------------ -----------
Total other income
(expense), net (2,410,050) (2,038,462) 139,795,077 (7,703,511)
----------- ----------- ------------ -----------
CONSOLIDATED NET
INCOME (LOSS) (1,278,188) 46,726 143,678,251 (1,546,522)
MINORITY INTEREST IN
CONSOLIDATED NET
(INCOME) LOSS 312,619 (11,428) (35,140,827) 378,248
----------- ----------- ------------ -----------
NET INCOME (LOSS) $ (965,569) $ 35,298 $108,537,424 $(1,168,274)
=========== =========== ============ ===========
ALLOCATION OF NET
INCOME (LOSS):
General Partner $ (9,655) $ 353 $ 8,697,195 $ (11,683)
=========== =========== ============ ===========
Limited Partners $ (955,914) $ 34,945 $ 99,840,229 $(1,156,591)
=========== =========== ============ ===========
NET INCOME (LOSS) PER
LIMITED PARTNERSHIP UNIT $ (4.02) $ .15 $ 420.67 $ (4.87)
=========== =========== ============ ===========
WEIGHTED AVERAGE NUMBER
OF LIMITED PARTNERSHIP
UNITS OUTSTANDING 237,339 237,339 237,339 237,339
=========== =========== ============ ===========
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated statements.
4
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
-----------------------------------------------
For the Nine Months Ended
September 30,
-----------------------------
1998 1997
------------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 108,537,424 $ (1,168,274)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Depreciation and amortization 13,929,257 14,777,364
Gain on sale of cable television system (147,792,730) -
Minority interest in consolidated income (loss) 35,140,827 (378,248)
Decrease (increase) in trade receivables 3,656,824 (435,597)
Increase in deposits, prepaid expenses and
deferred charges (1,447,159) (1,979,136)
Decrease in trade accounts payable and accrued
liabilities and subscriber prepayments (5,721,714) (159,533)
------------- ------------
Net cash provided by operating activities 6,302,729 10,656,576
------------- ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net (11,493,480) (13,603,302)
Proceeds from sale of cable television system 222,963,267 -
------------- ------------
Net cash provided by (used in) investing activities 211,469,787 (13,603,302)
------------- ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings 12,108,474 11,512,426
Repayment of debt (105,589,922) (9,514,020)
Distributions to limited partners (90,101,856) -
Distribution to General Partner (4,326,452) -
Distributions to Joint Venture Partners (30,571,692) -
------------- ------------
Net cash provided by (used in) financing activities (218,481,448) 1,998,406
------------- ------------
Decrease in cash and cash equivalents (708,932) (948,320)
Cash and cash equivalents, beginning of period 1,742,444 1,514,773
------------- ------------
Cash and cash equivalents, end of period $ 1,033,512 $ 566,453
============= ============
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 8,148,176 $ 7,078,456
============= ============
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated statements.
5
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
NOTES TO UNAUDITED CONSOLIDATED 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 complete 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 Cable TV Fund 12-D, Ltd.
(the "Partnership") at September 30, 1998 and December 31, 1997, its results of
operations for the three and nine month periods ended September 30, 1998 and
1997 and its cash flows for the nine month periods ended September 30, 1998 and
1997. Results of operations for these periods are not necessarily indicative of
results to be expected for the full year.
The accompanying consolidated financial statements include 100 percent of
the accounts of the Partnership and those of Cable TV Fund 12-BCD Venture (the
"Venture") reduced by the 24 percent minority interest in the Venture. All
interpartnership accounts and transactions have been eliminated. The Venture
owns and operates the cable television system serving the areas in and around
Palmdale, California (the "Palmdale System"). As discussed below, the Venture's
cable television system serving the areas in and around Albuquerque, New Mexico
(the "Albuquerque System") was sold on June 30, 1998.
(2) Jones Intercable, Inc. (the "General Partner"), a publicly held Colorado
corporation, manages the Partnership and the Venture and receives a fee for its
services equal to 5 percent of the gross revenues of the Venture, excluding
revenues from the sale of cable television systems or franchises. Management
fees paid to the General Partner for the three and nine month periods ended
September 30, 1998 were $405,229 and $2,559,182, respectively, compared to
$1,024,178 and $3,066,673, respectively, for the comparable periods in 1997.
The Venture 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 services, and other
corporate facilities costs. Such personnel provide engineering, marketing,
administrative, accounting, legal and investor relations services to the
Venture. Such services, and their related costs, are necessary to the operation
of the Venture and would have been incurred by the Venture if it was a stand
alone entity. Allocations of personnel costs are based upon actual time spent
by employees of the General Partner with respect to each entity managed.
Remaining expenses are allocated based on the pro rata relationship of the
Venture's revenues to the total revenues of all systems owned or managed by the
General Partner and certain of its subsidiaries. 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. Allocated overhead and
administrative expenses allocated to the Venture by the General Partner for the
three and nine month periods ended September 30, 1998 were $461,802 and
$2,943,111, respectively, compared to $1,091,186 and $3,474,672, respectively,
for the comparable periods in 1997.
(3) On June 30, 1998, the Venture sold the Albuquerque System to the General
Partner. The sales price of the Albuquerque System was $222,963,267, subject to
normal working capital closing adjustments. This price represented the average
of three separate, independent appraisals of the fair market value of the
Albuquerque System.
Upon the sale of the Albuquerque System, the Venture repaid its outstanding
Senior Notes balance of $41,544,890 plus accrued interest, plus a make whole
premium of $1,332,823 and, pursuant to an amendment to the Venture's credit
facility, the Venture distributed $125,000,000 to the three constituent
partnerships of the Venture in proportion to their ownership interests in the
Venture. The remaining proceeds were used to repay a portion of the outstanding
balance and accrued interest on its credit facility. The Partnership received
$94,428,308, or 76 percent of the $125,000,000 distribution, which the
Partnership distributed to its partners of record as of the closing date of the
sale of the Albuquerque System. This distribution was made in July 1998. The
limited partners of the Partnership, as a group, received $90,101,856 and the
General Partner received $4,326,452. Such distribution represents $380 for each
$500 limited partnership interest, or $760 for each $1,000 invested in the
Partnership.
6
In March 1998, the Venture entered into a purchase and sale agreement to
sell the Palmdale System to the General Partner for a sales price of
$138,205,200, subject to customary closing adjustments. This sales price
represents the average of three separate independent appraisals of the fair
market value of the Palmdale System. The closing of this sale is subject to a
number of conditions, including the approval of the holders of a majority of the
limited partnership interests in each of the three partnerships that comprise
the Venture. The General Partner expects to conduct a vote of the limited
partners on the sale of the Palmdale System in November and December 1998.
Closing is expected to occur in December 1998.
Upon consummation of the proposed sale of the Palmdale System, based upon
financial information as of September 30, 1998, the Venture will settle working
capital adjustments, repay all of its remaining indebtedness, which totaled
approximately $50,827,000, will retain $1,000,000 to cover pending litigation
expenses and then the Venture will distribute the remaining sale proceeds of
$91,004,955 to the three constituent partnerships of the Venture in proportion
to their ownership interests in the Venture. The Partnership will receive
approximately $68,745,143, or 76 percent of the $91,004,955 distribution, which
the Partnership will distribute to its partners of record as of the closing date
of the sale of the Palmdale System. This distribution is expected to be made in
the first quarter of 1999. Because the limited partners will have already
received distributions in an amount in excess of the capital initially
contributed to the Partnership by the limited partners, taking into account the
distribution to the limited partners from the sale of the Albuquerque System,
the net proceeds from the Palmdale System's sale will be distributed 75 percent
to the limited partners ($51,558,857) and 25 percent to the General Partner
($17,186,286). Limited partners will receive $217 for each $500 limited
partnership interest, or $434 for each $1,000 invested in the Partnership, from
the Partnership's portion of the net proceeds of the Palmdale System's sale.
Taking into account the distributions from the sale of the Albuquerque
System and the proposed sale of the Palmdale System, together with all prior
distributions, the General Partner expects that the Partnership's limited
partners will receive $772 for each $500 limited partnership interest, or $1,544
for each $1,000 invested in the Partnership, at the time the Partnership is
liquidated.
Although the sale of the Palmdale System will represent the sale of the
only remaining cable television system of the Venture and thus the only
remaining asset of the Partnership, the Venture and the Partnership will not be
dissolved until after the pending litigation challenging the Venture's February
1996 sale of its Tampa, Florida cable television system to an affiliate of the
General Partner is finally resolved and terminated. The matter is currently set
for trial in May 1999, but there can be no assurance that this case will be
finally resolved and terminated in 1999. Indeed, this litigation may require the
continuation of the Venture and the Partnership for several years beyond 1999.
The pro forma effect of the sale of the Albuquerque System on the results
of the Venture's operations for the nine months ended September 30, 1998 and
1997, assuming the transaction had occurred on January 1, 1997, are presented in
the following tabulations.
For the Nine Months Ended September 30, 1998
--------------------------------------------
Unaudited
Pro Forma Pro Forma
As Reported Adjustments Balance
------------- -------------- ------------
REVENUES $ 51,183,646 $ (27,681,131) $23,502,515
============ ============= ===========
OPERATING INCOME (LOSS) $ 3,883,174 $ (1,054,815) $ 2,828,359
============ ============= ===========
CONSOLIDATED INCOME (LOSS) $143,678,251 $(145,181,031) $(1,502,780)
============ ============= ===========
7
For the Nine Months Ended September 30, 1997
--------------------------------------------
Unaudited
Pro Forma Pro Forma
As Reported Adjustments Balance
------------ ------------- -----------
REVENUES $ 61,333,466 $ (39,182,618) $22,150,848
============ ============= ===========
OPERATING INCOME (LOSS) $ 6,156,989 $ (2,542,223) $ 3,614,766
============ ============= ===========
CONSOLIDATED INCOME (LOSS) $ (1,546,522) $ 2,473,986 $ 927,464
============ ============= ===========
8
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
On June 30, 1998, the Venture sold the Albuquerque System to the General
Partner. The sales price of the Albuquerque System was $222,963,267, subject to
normal working capital adjustments. This price represented the average of
three separate independent appraisals of the fair market value of the
Albuquerque System.
Upon the sale of the Albuquerque System, the Venture repaid its outstanding
Senior Notes balance of $41,544,890 plus accrued interest, plus a make whole
premium of $1,332,823 and, pursuant to an amendment to the Venture's credit
facility, the Venture distributed $125,000,000 to the three constituent
partnerships of the Venture in proportion to their ownership interests in the
Venture. The remaining proceeds were used to repay a portion of the outstanding
and accrued interest on its credit facility. The Partnership received
$94,428,308, or 76 percent of the $125,000,000 distribution, which the
Partnership distributed to its partners of record as of the closing date of the
sale of the Albuquerque System. This distribution was made in July 1998. The
limited partners of the Partnership, as a group, received $90,101,856 and the
General Partner received $4,326,452. Such distribution represents $380 for each
$500 limited partnership interest, or $760 for each $1,000 invested in the
Partnership.
In March 1998, the Venture entered into a purchase and sale agreement to sell
the Palmdale System to the General Partner for a sales price of $138,205,200,
subject to customary closing adjustments. This sales price represents the
average of three separate independent appraisals of the fair market value of the
Palmdale System. The closing of this sale is subject to a number of conditions,
including the approval of the holders of a majority of the limited partnership
interests in each of the three partnerships that comprise the Venture and
necessary governmental and other third party consents. The General Partner
expects to conduct a vote of the limited partners on the sale of the Palmdale
System in November and December 1998. Closing is expected to occur in December
1999.
Upon consummation of the proposed sale of the Palmdale System, based upon
financial information as of September 30, 1998, the Venture will settle working
capital adjustments, repay all of its remaining indebtedness, which totaled
approximately $50,827,000, will retain $1,000,000 to cover pending litigation
expenses and then the Venture will distribute the remaining sale proceeds of
$91,004,955 to the three constituent partnerships of the Venture in proportion
to their ownership interests in the Venture. The Partnership will receive
approximately $68,745,143, or 76 percent of the $91,004,955 distribution, which
the Partnership will distribute to its partners of record as of the closing date
of the sale of the Palmdale System. This distribution is expected to be made in
the first quarter of 1999. Because the limited partners will have already
received distributions in an amount in excess of the capital initially
contributed to the Partnership by the limited partners, taking into account the
distribution to the limited partners from the sale of the Albuquerque System,
the net proceeds from the Palmdale System's sale will be distributed 75 percent
to the limited partners ($51,558,857) and 25 percent to the General Partner
($17,186,286). Limited partners will receive $217 for each $500 limited
partnership interest, or $434 for each $1,000 invested in the Partnership, from
the Partnership's portion of the net proceeds of the Palmdale System's sale.
Taking into account the distributions from the sale of the Albuquerque
System and the proposed sale of the Palmdale System, together with all prior
distributions, the General Partner expects that the Partnership's limited
partners will receive $772 for each $500 limited partnership interest, or $1,544
for each $1,000 invested in the Partnership, at the time the Partnership is
liquidated.
Although the sale of the Palmdale System will represent the sale of the only
remaining cable television system of the Venture and thus the only remaining
asset of the Partnership, the Venture and the Partnership will not be dissolved
until after the pending litigation challenging the Venture's February 1996 sale
of its Tampa, Florida cable television system to an affiliate of the General
Partner is finally resolved and terminated. The matter is currently set for
trial in May 1999, but there can be no assurance that this case will be finally
resolved and terminated in 1999. Indeed, this litigation may require the
continuation of the Venture and the Partnership for several years beyond 1999.
9
For the nine months ended September 30, 1998, the Venture generated net
cash from operating activities totaling $6,302,729, which was available to fund
capital expenditures and non-operating costs. Capital expenditures for the
Venture totaled $11,493,000 for the nine months ended September 30, 1998.
Approximately 44 percent of the Venture's capital expenditures was for service
drops to subscribers' homes, approximately 23 percent was for cable plant
extensions related to new homes passed and the remainder was for other capital
expenditures to maintain the value of the Venture's systems. These capital
expenditures were funded primarily from cash generated from operations and cash
on hand.
Budgeted capital expenditures for the Palmdale System for the remainder of
1998 are approximately $548,000, of which approximately 29 percent is for cable
plant extensions related to new homes passed, approximately 25 percent is for
service drops to subscribers' homes and the remainder is for other capital
expenditures to maintain the value of the Palmdale System. Funding for these
expenditures is expected to be provided by cash on hand, cash generated from
operations and, if necessary, borrowings from the Venture's credit facility. The
Venture is obligated to conduct its business in the ordinary course until the
Palmdale System is sold.
On June 30, 1998, in conjunction with the sale of the Albuquerque System,
the Senior Notes' balance of $41,544,890 plus accrued interest was repaid in
full together with a make whole premium of $1,332,823.
Pursuant to an amendment that became effective on the date of the
Albuquerque sale, the Venture repaid $54,000,000 on its credit facility, and the
commitment was reduced to $55,000,000. The balance outstanding on the Venture's
credit facility at September 30, 1998 was $50,530,620, leaving $4,469,380
available for future needs. At the Venture's option, the credit facility will
be payable in full on December 31, 2000, or will convert to a term loan that
matures on December 31, 2005 payable in consecutive quarterly amounts. Upon the
sale of the Palmdale System, the Venture will repay the then-outstanding balance
of the credit facility. Interest on the credit facility is at the Venture's
option of the London Interbank Offered Rate plus 1.125 percent, the Prime Rate
plus .125 percent, or the Certificate of Deposit Rate plus 1.25 percent. The
effective interest rates on amounts outstanding on the Venture's credit facility
as of September 30, 1998 and 1997 were 6.87 percent and 7.59 percent,
respectively.
The Venture has sufficient sources of capital available through its ability
to generate cash from operations and borrowings under its credit facility to
meet its needs until the Palmdale System is sold.
RESULTS OF OPERATIONS
- ------- -- ----------
As a result of the sale of the Albuquerque System in June 1998, the
following discussion of the Venture's results of operations, through operating
income, pertains only to the results of operations of the Palmdale System for
all periods discussed.
Revenues in the Palmdale System increased $550,082, or approximately 7
percent, to $8,104,593 for the three months ended September 30, 1998 from
$7,554,511 for the comparable period in 1997. Revenues increased $1,351,667, or
approximately 6 percent, to $23,502,515 for the nine months ended September 30,
1998 from $22,150,848 for the comparable period in 1997. These increases in
revenues were due primarily to basic service rate increases and an increase in
basic subscribers. Basic service rate increases accounted for approximately 34
percent and 52 percent of the increase in revenues for the three and nine months
ended September 30, 1998. The increase in the number of basic subscribers
accounted for approximately 46 percent and 34 percent of the increases in
revenues for the three and nine months ended September 30, 1998. Basic
subscribers increased 1,768 subscribers, or approximately 3 percent, to 64,848
subscribers at September 30, 1998, from 63,080 subscribers at September 30,
1997. No other individual factor significantly affected the increase in
revenues.
Operating expenses consist primarily of costs associated with the operation
and 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 marketing expenses.
Operating expenses in the Palmdale System increased $467,021, or
approximately 13 percent, to $4,201,391 for the three months ended September 30,
1998 from $3,734,370 for the comparable period in 1997. Operating expenses
increased $850,020, or approximately 7 percent, to $12,820,199 for the nine
months ended September 30, 1998 from $11,970,179 for the comparable period in
1997. The increases in operating expenses were primarily due to increases in
programming costs. No other individual factor contributed significantly to the
increase in operating expenses. Operating expenses represented 52 percent and
55 percent, respectively, of revenues for the three and nine months ended
10
September 30, 1998 and 49 percent and 54 percent, respectively, of revenues for
the three and nine months ended September 30, 1997.
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 increased
$83,061, or approximately 2 percent, to $3,903,202 for the three months ended
September 30, 1998 from $3,820,141 for the comparable period in 1997. Operating
cash flow increased $501,647, or approximately 5 percent, to $10,682,316 for the
nine months ended September 30, 1998 from $10,180,669 for the comparable period
in 1997. These increases were due to the increases in revenues exceeding the
increases in operating expenses.
Management fees and allocated overhead from the General Partner increased
$85,128, or approximately 11 percent, to $867,031 for the three months ended
September 30, 1998 from $781,903 for the comparable period in 1997. Management
fees and allocated overhead from the General Partner increased $159,602, or
approximately 7 percent, to $2,523,705 for the nine months ended September 30,
1998 from $2,364,103 for the comparable period in 1997. This increase was
primarily due to the increases in revenues, upon which such management fees and
allocations are based.
Depreciation and amortization expense increased $433,956, or approximately
30 percent, to $1,904,309 for the three months ended September 30, 1998 from
$1,470,353 for the comparable period in 1997. Depreciation and amortization
expense increased $1,128,452, or approximately 27 percent, to $5,330,252 for the
nine months ended September 30, 1998 from $4,201,800 for the comparable period
in 1997. These increases were due to capital additions and a change in the
estimated lives of certain assets.
Operating income decreased $436,023, or approximately 28 percent, to
$1,131,862 for the three months ended September 30, 1998 from $1,567,885 for the
comparable period in 1997. The Venture's operating income decreased $786,407,
or approximately 22 percent, to $2,828,359, for the nine months ended September
30, 1998 compared to $3,614,766 for the comparable period in 1997. These
decreases were due to the increases in management fees and allocated overhead
from the General Partner and depreciation and amortization expense exceeding the
increases in cash flow.
The Venture's interest expense decreased $1,908,045, or approximately 68
percent, to $898,545 for the three months ended September 30, 1998 from
$2,806,590 for the comparable period in 1997. Interest expense decreased
$1,912,594, or approximately 23 percent, to $6,314,501 for the nine months ended
September 30, 1998 from $8,227,095 for the comparable period in 1997. These
decreases were primarily due to lower outstanding balances on the Venture's
interest bearing obligations. A portion of the Venture's outstanding debt was
repaid with the proceeds from the Albuquerque System sale.
The Venture recognized a gain of $147,792,730 related to the sale of the
Albuquerque System in June 1998. No similar gain was recognized in the first
nine months of 1997.
The Venture reported a net loss of $965,569 for the three months ended
September 30, 1998 compared to net income of $35,298 for the comparable period
in 1997. The Venture reported net income of $108,537,424 for the nine months
ended September 30, 1998 compared to a net loss of $1,168,274 for the comparable
period in 1997. These changes were primarily due to the gain on the sale of the
Albuquerque System.
11
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
12
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.
CABLE TV FUND 12-D, LTD.
BY: JONES INTERCABLE, INC.
General Partner
By: /S/ Kevin P. Coyle
----------------------------------
Kevin P. Coyle
Group Vice President/Finance
(Principal Financial Officer)
Dated: November 13, 1998
13