UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] Quarterly Report pursuant to Section 13 or 15 (d) of the Securities Exchange
Act of 1934 For the quarterly period ended September 30, 1997
OR
[ ] 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: 33-43948
TWI CABLE INC.
(Exact name of registrant as specified in its charter)
Delaware 59-1353813
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
75 Rockefeller Plaza, New York, NY 10019
(Address of principal executive offices) (ZIP code)
212-484-8000
(Registrant's Telephone number, including area code)
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
---------- ----------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
127 shares of common stock, no par value per share, were issued and outstanding
as of November 13, 1997
THE REGISTRANT, A WHOLLY OWNED SUBSIDIARY OF TIME WARNER INC., MEETS THE
CONDITIONS SET FORTH IN GENERAL INSTRUCTION (H)(1)(a) AND (b) OF FORM 10-Q AND
IS FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.
1
TWI CABLE INC.
INDEX TO FORM 10-Q
PAGE
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated balance sheet at September 30, 1997 and December 31, 1996.... 3
Consolidated statement of operations for the three and nine months ended
September 30, 1997 and 1996............................................. 4
Consolidated statement of cash flows for the nine months ended
September 30, 1997 and 1996............................................. 5
Consolidated statement of shareholder's equity for the nine months ended
September 30, 1997...................................................... 6
Notes to consolidated financial statements................................ 7
Item 2. Management's Discussion and Analysis of Results of Operations...... 13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.................................................. 14
Item 6. Exhibits and Reports on Form 8-K................................... 14
2
TWI CABLE INC.
CONSOLIDATED BALANCE SHEET
(Unaudited)
September 30, December 31,
1997 1996
------------- -------------
ASSETS (thousands, except per share amounts)
CURRENT ASSETS
Cash and equivalents.................................................. $ 19,302 $ 114,546
Receivables, less allowances of $5.8 million and $4.7 million......... 50,899 42,493
Interest due from Time Warner......................................... 4,699 2,594
Prepaid expenses...................................................... 4,805 4,773
---------- ----------
Total current assets.................................................. 79,705 164,406
Income tax refunds due from Time Warner............................... 59,033 65,357
Investments and loans, including $134 million and $24 million
due from Time Warner................................................ 1,115,380 999,093
Property, plant and equipment, net.................................... 925,374 821,665
Cable television franchises, net...................................... 2,206,496 2,311,780
Goodwill and other intangibles, net................................... 947,109 980,913
Other assets.......................................................... 7,786 13,176
---------- ----------
Total assets.......................................................... $5,340,883 $5,356,390
========== ==========
LIABILITIES AND SHAREHOLDER'S EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses................................. $ 54,966 $ 88,571
Accrued interest expense, including $1.3 million due to Time Warner
at September 30, 1997............................................... 14,534 27,312
Subscriber advance payments and deposits.............................. 24,970 18,532
Other current liabilities............................................. 62,486 56,874
---------- ----------
Total current liabilities............................................. 156,956 191,289
Long-term debt, including $158 million and $304 million due to
Time Warner.......................................................... 3,258,473 3,474,145
Deferred income taxes................................................. 1,039,336 1,060,763
Other liabilities..................................................... 16,185 17,899
SHAREHOLDER'S EQUITY
Common stock, no par value, 200 shares authorized, 110 and 100........
shares issued and outstanding....................................... -- --
Paid-in capital....................................................... 1,808,676 1,509,081
Accumulated deficit................................................... (938,743) (896,787)
---------- ----------
Total shareholder's equity............................................ 869,933 612,294
---------- ----------
Total liabilities and shareholder's equity............................ $5,340,883 $5,356,390
========== ==========
See accompanying notes.
3
TWI CABLE INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------------- --------------------------
1997 1996 1997 1996
------ ------ ------ ------
(thousands)
Revenues................................... $248,384 $229,230 $738,746 $679,291
-------- -------- -------- --------
Costs and expenses:
Operating and programming (a)............. 88,682 83,688 267,505 244,918
Selling, general and administrative (a)... 35,051 37,683 117,641 120,107
Depreciation and amortization............. 87,882 88,903 262,591 267,493
-------- -------- -------- --------
Total costs and expenses................ 211,615 210,274 647,737 632,518
-------- -------- -------- --------
Operating income........................... 36,769 18,956 91,009 46,773
Interest and other, net (b)(c)............. (39,976) (53,854) (130,158) (161,888)
Gain on sale of investments................ 148 -- 21,388 --
-------- -------- -------- --------
Loss before income tax benefit............. (3,059) (34,898) (17,761) (115,115)
Income tax (provision) benefit............. (2,416) 12,118 (3,796) 38,622
-------- -------- -------- --------
Loss before extraordinary item............. (5,475) (22,780) (21,557) (76,493)
Extraordinary loss on retirement of debt
(less applicable income tax benefit of
$5,264, $0, $13,713 and $6,493)........... (7,830) -- (20,399) (9,658)
-------- -------- -------- --------
Net loss................................... $(13,305) $(22,780) $(41,956) $(86,151)
======== ======== ======== ========
(a) Includes expenses resulting from
transactions with affiliates (Note 5).. $ 26,231 $ 22,345 $ 80,499 $ 71,876
======== ======== ======== ========
(b) Includes interest expense to affiliates
(Note 5)............................... $ 1,328 $ 21,785 $ 6,338 $ 36,785
======== ======== ======== ========
(c) Includes interest income from affiliates
(Note 5)............................... $ 1,321 $ 395 $ 2,105 $ 1,171
======= ======== ======= =======
See accompanying notes.
4
TWI CABLE INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Nine Months Ended
Ended September 30,
--------------------------
1997 1996
------- --------
(thousands)
OPERATIONS
Net loss...................................... $ (41,956) $ (86,151)
Adjustments for noncash and nonoperating items:
Extraordinary loss on retirement of debt...... 20,399 9,658
Gain on sale of investments................... (21,388) ---
Depreciation and amortization................. 262,591 267,493
Amortization of financing costs............... 5,378 22
Equity in income of investees................. (38,627) (32,568)
Deferred income tax benefit................... (21,261) (25,344)
Changes in operating assets and liabilities... (21,650) (93,423)
--------- ---------
Cash provided by operations................... 143,486 39,687
--------- -----------
INVESTING ACTIVITIES
Capital expenditures.......................... (208,327) (123,446)
Loan to Time Warner........................... (110,000) --
Investments and acquisitions, net of cash acquired (5,596) (189,631)
Cash acquired in TWI Cable Reorganization..... -- 109,318
Investment proceeds........................... 30,832 ---
--------- -----------
Cash used by investing activities............. (293,091) (203,759)
--------- -----------
FINANCING ACTIVITIES
Borrowings.................................... 573,473 2,871,275
Debt repayments............................... (485,000) (2,557,784)
Other (principally debt redemption premiums).. (34,112) (16,915)
--------- -----------
Cash provided by financing activities......... 54,361 296,576
--------- -----------
(DECREASE) INCREASE IN CASH AND EQUIVALENTS... (95,244) 132,504
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD... 114,546 7,649
--------- -----------
CASH AND EQUIVALENTS AT END OF PERIOD......... $ 19,302 $ 140,153
========= ===========
Supplemental disclosures of cash flow information:
Interest paid................................. $ 189,068 $ 170,073
========= ===========
Income taxes paid............................. $ 4,965 $ 4,367
========= ===========
See accompanying notes.
5
TWI CABLE INC.
CONSOLIDATED STATEMENT OF SHAREHOLDER'S EQUITY
(Unaudited)
Paid-In Accumulated
Capital Deficit Total
------- ------------ -----
(thousands)
BALANCE AT DECEMBER 31, 1996... $1,509,081 $(896,787) $612,294
Capital contributions.......... 299,595 -- 299,595
Net loss....................... -- (41,956) (41,956)
---------- --------- -------
BALANCE AT SEPTEMBER 30, 1997.. $1,808,676 $(938,743) $869,933
========== ========= ========
See accompanying notes.
6
TWI CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
Description of Business
TWI Cable Inc. and subsidiaries (the "Company", formerly known as Cablevision
Industries Corporation and Subsidiaries ("CVI")) is a wholly owned subsidiary of
Time Warner Companies, Inc. ("Time Warner", formerly named Time Warner Inc.).
The Company owns and operates cable television systems located throughout the
United States.
On October 1, 1996, Time Warner completed a reorganization amongst certain of
its wholly owned cable subsidiaries (the "TWI Cable Reorganization") whereby (a)
Time Warner contributed to the Company all of the capital stock of each of (i)
TW/KBLCOM Inc. ("KBLCOM", formerly TWI Cable Inc.), a wholly owned subsidiary of
Time Warner owning and operating the net assets acquired in Time Warner's 1995
acquisition of KBLCOM Incorporated and (ii) Summit Communications Group, Inc.
("Summit", which was acquired by Time Warner in 1995) and (b) CVI was renamed
TWI Cable Inc. In connection with this reorganization, the Company assumed (a)
approximately $1.5 billion of KBLCOM's indebtedness under a five-year revolving
credit agreement (the "1995 Credit Agreement") which was assumed in cancellation
of the Company's $1.5 billion note payable to KBLCOM and (b) $1.3 billion of
indebtedness due to Time Warner. References herein to the "Company" refer to CVI
prior to October 1, 1996 and TWI Cable Inc. thereafter.
Basis of Presentation
The TWI Cable Reorganization was accounted for as a merger of entities under
common control, similar to the pooling-of-interests method of accounting for
business combinations. Accordingly, the 1996 historical financial statements of
the Company have been restated to reflect the TWI Cable Reorganization effective
as of January 1, 1996.
The prior years' financial statements reflect the merger of the Company with
a wholly owned subsidiary of Time Warner (the "CVI Merger") and the acquisition
of the Gerry Companies, as more fully discussed in Note 2. The CVI Merger did
not result in a "pushdown" of Time Warner's accounting basis due to the
Company's public debt which remains outstanding (Note 4). Therefore, the
Company's accounting basis of net assets did not change as a result of the CVI
Merger.
The accompanying financial statements are unaudited, but in the opinion of
management, contain all adjustments (consisting of a normal recurring nature)
considered necessary to present fairly the financial position, results of
operations and cash flows for the periods presented in conformity with generally
accepted accounting principles applicable to interim periods. Certain
reclassifications have been made to the prior year's financial statements to
conform to the 1997 presentation. The accompanying financial statements should
be read in conjunction with the audited consolidated financial statements of the
Company for the year ended December 31, 1996.
7
TWI CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)
(Unaudited)
2. MERGERS AND ACQUISITIONS
On October 1, 1996, the TWI Cable Reorganization occurred (as more fully
described in Note 1), whereby Time Warner contributed the capital stock of
KBLCOM and Summit into the Company. In 1995, Time Warner acquired KBLCOM and
Summit on July 6 and May 2, respectively, by issuing an aggregate 2.6 million
shares of common stock and 14.3 million shares of two new series of convertible
preferred stock. KBLCOM owned cable television systems serving approximately
700,000 subscribers, in addition to a 50% ownership interest in Paragon
Communications which served an additional 972,000 subscribers. Summit owned
cable television systems serving approximately 162,000 subscribers.
Time Warner's acquisitions of KBLCOM and Summit were accounted for by the
purchase method of accounting for business combinations. Accordingly, Time
Warner's aggregate cost to acquire KBLCOM and Summit of approximately $1.384
billion was allocated to the net assets acquired in proportion to their
respective fair values as follows: investments - $950 million; cable television
franchises - $1.738 billion; goodwill - $732 million; other current and
noncurrent assets - $433 million; long-term debt - $1.353 billion; deferred
income tax liabilities - $1.061 billion; and other liabilities - $55 million.
On January 4, 1996, the Company merged with a wholly owned subsidiary of
Time Warner and became a direct, wholly owned subsidiary of Time Warner.
Immediately following the CVI Merger, the Company and certain of its
subsidiaries purchased the entire equity interests or all of the assets
(collectively, the "Gerry Acquisition") of Cablevision Industries Limited
Partnership and combined entities (collectively, the "Gerry Companies").
As a result of the Gerry Acquisition, the Company acquired cable television
systems serving approximately 247,000 subscribers in exchange for 2,467,294
shares of Time Warner common stock and the assumption or incurrence of
approximately $431 million of debt. The Company has accounted for the Gerry
Acquisition under the purchase method of accounting for business combinations
and has, accordingly, allocated the total acquisition cost of $304 million to
the underlying net assets in proportion to their respective fair values as
follows: cable television franchises - $459 million; goodwill - $33 million;
other current and noncurrent assets - $103 million; long-term debt - $220
million; deferred income taxes -$33 million; and other current liabilities - $38
million.
The accompanying consolidated statement of operations includes the operating
results of the Gerry Companies from the closing date of the Gerry Acquisition
and the operating results of Summit and KBLCOM from January 1, 1996. For the
nine months ended September 30, 1996, KBLCOM and Summit had revenues of $226
million and $54 million, respectively, and net (loss) income of $(51) million
and $1 million, respectively.
8
TWI CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)
(Unaudited)
3. INVESTMENTS
As a result of the TWI Cable Reorganization, the Company acquired a 50%
investment in Paragon Communications ("Paragon"), which is accounted for using
the equity method. The Company's allocable share of Paragon's income is
reflected in interest and other, net in the consolidated statement of
operations. At September 30, 1997, the Company's investment in Paragon exceeded
its pro rata share of the underlying net assets of Paragon by $567.3 million as
a result of the allocation of Time Warner's cost to acquire KBLCOM (Note 2). The
excess is being amortized using the straight-line method over 20 years.
Effective with the TWE-A/N Transfers (see Note 7) the Company will consolidate
Paragon. Summarized financial information as reported by Paragon is set forth
below (in millions):
Three Months Nine Months
Ended September 30, Ended September 30,
-------------------- -------------------
1997 1996 1997 1996
------ ------ ------ -------
OPERATING STATEMENT INFORMATION
Revenues...................... $105.8 $ 98.0 $315.2 $298.0
Operating income.............. 22.3 22.0 70.8 65.6
Net income.................... 25.0 56.7 77.1 100.9
September 30, December 31,
1997 1996
-------- --------
BALANCE SHEET INFORMATION
Current assets................ $207.8 $155.6
Total assets.................. 884.9 809.0
Current liabilities........... 68.8 70.2
Total liabilities............. 76.8 78.0
During the nine months ended September 30, 1997, the Company
liquidated certain non-strategic investments for $30.8 million resulting in a
pre-tax gain of $21.4 million.
4. LONG-TERM DEBT
The Company's long-term debt consists of:
September 30, December 31,
1997 1996
----------- ----------
(millions)
1995 Credit Agreement (6.41% and 6.50%)..... $2,900.0 $2,530.0
Time Warner demand loan (6.41%)............. -- 304.1
10.75% senior notes due January 30, 2002.... -- 300.0
10.5% senior debentures due April 15, 2005.. -- 140.0
9.25% senior debentures due April 1, 2008... 200.0 200.0
8.5% Time Warner note due August 26, 2005... 158.5 --
------- --------
Total $3,258.5 $3,474.1
======= ========
9
TWI CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)
(Unaudited)
On January 31, 1997, the Company borrowed $335.0 million under the
1995 Credit Agreement and used the proceeds to redeem all of the outstanding
10.75% senior notes due January 30, 2002 (the "Senior Notes"), including
redemption premiums and accrued interest. In connection with this transaction,
the Company realized an extraordinary loss, net of applicable tax benefit, of
approximately $12.6 million on the early extinguishment of debt. An
extraordinary loss, net of applicable tax benefit, of approximately $9.7 million
was recognized in 1996 in connection with certain debt refinancings associated
with the CVI Merger and the Gerry Acquisition.
Effective April 1, 1997, approximately $300 million of the $309
million Time Warner demand loan was settled in a non-cash capital transaction
including the issuance of 10 shares of the Company's common stock to Time
Warner. On April 28, 1997, the Company paid Time Warner the remaining loan
balance of approximately $9 million, including interest through such date, using
funds borrowed under the 1995 Credit Agreement.
On August 26, 1997, the Company issued an 8.5% promissory note due August
26, 2005 to Time Warner for $158.5 million. These proceeds were used to retire
all of the outstanding 10.5% Senior Debentures due April 15, 2005 (the
"Debentures") on August 29, 1997. In connection with this transaction, the
Company realized an extraordinary loss, net of applicable tax benefit, of
approximately $7.8 million on the early extinguishment of debt.
Interest expense totaled $177.6 million and $217.4 million for the
nine months ended September 30, 1997 and 1996, respectively.
On October 20, 1997, Time Warner made a capital contribution to the
Company of $500 million including the issuance of 17 shares of the Company's
common stock to Time Warner. These funds were used by the Company to pay off
existing bank debt.
5. RELATED PARTIES
In the normal course of conducting business, the Company had various
transactions with Time Warner and its affiliates, generally on terms resulting
from a negotiation between the affected units that in management's view results
in reasonable allocations.
Included in the Company's operating expenses are charges for programming and
promotional services provided by Home Box Office, Turner Broadcasting System,
Inc. and other Time Warner affiliates. These charges totaled $56.3 million and
$49.6 million for the nine months ended September 30, 1997 and 1996,
respectively. These charges are based on customary rates and are in the ordinary
course of business. Accrued related party expenses for these programming and
promotional services are included in other current liabilities and amounted to
$11.8 million and $7.7 million as of September 30, 1997 and December 31, 1996,
respectively.
10
TWI CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)
(Unaudited)
The Company has entered into a management service arrangement with Time
Warner Entertainment Company, L.P. ("TWE"), pursuant to which TWE is responsible
for the management and operation of a majority of the Company's cable systems.
The management fees paid to TWE by the Company are based on an allocation of the
corporate expenses of TWE's cable division in proportion to the respective
number of subscribers of all cable systems managed by TWE's cable division. For
the nine months ended September 30, 1997 and 1996, these fees totaled $24.2 and
$22.3 million, respectively.
Interest expense on the demand loan payable to Time Warner (Note 4) for the
nine months ended September 30, 1997 and 1996, totaled $5.0 million and $36.8
million, respectively. Interest expense on the note payable to Time Warner
totaled $1.3 million for the nine months ended September 30, 1997. Effective
with the TWI Cable Reorganization, the Company assumed a $24 million loan
receivable from Time Warner. On August 26, 1997 the Company loaned Time Warner
an additional $110 million. Interest income on these loans totaled $2.1 million
and $1.2 million for the nine months ended September 30, 1997 and 1996,
respectively.
6. COMMITMENTS AND CONTINGENCIES
Pending legal proceedings are substantially limited to litigation incidental
to the business of the Company. In the opinion of management, the ultimate
resolution of these matters will not have a material effect on the consolidated
financial statements of the Company.
7. PROPOSED TRANSACTIONS
In October 1997, Time Warner, through a wholly owned subsidiary, entered
into an agreement with the TWE-Advance/Newhouse Partnership ("TWE-A/N") and each
of its partners, pursuant to which the Company will contribute cable television
systems serving approximately 650,000 subscribers to TWE-A/N, subject to
approximately $1 billion of debt, in exchange for common and preferred
partnership interests therein (the "TWE-A/N Transfers"). The cable television
systems to be transferred to TWE-A/N are currently owned by the Company and
Paragon, a partnership owning cable television systems serving approximately 1
million subscribers that is currently owned by subsidiaries of Time Warner, with
50% owned by the Company and 50% beneficially owned in the aggregate by TWE and
TWE-A/N. The TWE-A/N Transfers are expected to close in the first quarter of
1998, subject to customary closing conditions, including any necessary franchise
or regulatory approvals.
In a related transaction, TWE and TWE-A/N will exchange substantially all of
their respective beneficial interests in Paragon for an equivalent share of
Paragon's cable television systems serving approximately 500,000 subscribers,
resulting in subsidiaries of the Company owning 99% of the restructured Paragon
entity. Accordingly, upon consummation of the TWE-A/N Transfers, the Company
will consolidate Paragon, which will then be approximately half of its former
size.
11
TWI CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)
(Unaudited)
On a proforma basis, giving affect to the TWE-A/N Transfers as if this
transaction had occurred at January 1, 1997, the Company would have reported the
following approximate results for the periods ended September 30, 1997 (in
millions):
Three Nine
Months Months
-------- ------
OPERATING STATEMENT INFORMATION
Revenues......................... $ 233.4 $693.2
Operating income................. 17.4 30.4
Net loss......................... 12.7 43.2
September 30,
1997
-------
BALANCE SHEET INFORMATION
Current assets................... $ 263.0
Total assets..................... 4,755.2
Current liabilities.............. 179.2
Total liabilities................ 3,470.4
12
TWI CABLE INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS
OVERVIEW
Operating results for the Company for the three and nine months ended
September 30, 1997 and 1996 are as follows (in millions):
Three Months Nine Months
Ended September 30, Ended September 30,
------------------- --------------------
1997 1996 1997 1996
---- ---- ----- -----
Revenues........................ $ 248 $ 229 $ 739 $ 679
Depreciation and amortization... 88 89 263 267
Operating income................ 37 19 91 47
Interest and other, net......... (40) (54) (130) (162)
Loss before extraordinary item.. (5) (23) (22) (76)
Net loss (13) (23) (42) (86)
As discussed more fully below, the improvement in net loss for the
three and nine months ended September 30, 1997, as compared to the same periods
in 1996, principally resulted from (i) an increase in operating income primarily
due to increased revenues, (ii) pretax gains on the sale of non-strategic
investments of $21 million for the nine months ended September 30, 1997 and
(iii) lower interest expense, partially offset by an increase in income tax
expense. In addition, the improvement in net loss for the three and nine months
ended September 30, 1997, was mitigated by higher extraordinary losses on
retirement of debt of $8 million and $20 million, respectively.
Revenues benefited from an aggregate increase in basic cable
subscribers, increases in regulated cable rates phased in during January 1997 as
permitted under Time Warner Cable's "social contract" with the Federal
Communications Commission and increases in pay-per-view and advertising
revenues. Operating income increased as a result of the revenue growth,
partially offset by higher operating and programming expenses principally
attributable to higher subscriber levels and inflationary increases.
Interest and other, net benefited from interest savings achieved
through debt retirements of $300 million and $140 million on January 31, 1997
and August 29, 1997, respectively, and the conversion of $300 million from debt
payable to Time Warner Companies Inc. to equity on April 1, 1997 (see Note 4 to
the consolidated financial statements).
The relationship between loss before income taxes and income tax
(provision) benefit is principally affected by the amortization of goodwill and
certain other financial statement expenses that are not deductible for income
tax purposes.
13
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
Reference is made to the action commenced by the holders of Time Warner's
New York City cable franchises against the City of New York described on page 12
of the 1996 Form 10-K. On July 3, 1997, the United States Court of Appeals for
the Second Circuit affirmed the lower court's grant of a preliminary injunction
to the Time Warner plaintiffs. On July 22, 1997, the parties executed a
settlement agreement that resolved Time Warner's request for injunction relief.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
--------
None.
(b) Reports on Form 8-K
-------------------
None.
14
TWI CABLE INC.
SIGNATURE
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.
TWI CABLE INC.
(Registrant)
By: /S/ RICHARD M. PETTY
--------------------
Name: Richard M. Petty
Title Vice President and Controller
(Principal Accounting Officer)
Dated: November 13, 1997
15