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, 2001
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
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Commission File Number 0-14206
CABLE TV FUND 12-D, LTD.
Exact name of registrant as specified in charter
Colorado # 84-1010423
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State of organization I.R.S. employer I.D. #
c/o Comcast Corporation
1500 Market Street, Philadelphia, PA 19102-2148
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Address of principal executive office
(215) 665-1700
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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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CABLE TV FUND 12-D, LTD.
(A Limited Partnership)
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
March 31, December 31,
ASSETS 2001 2000
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Cash $1,593,310 $1,613,430
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$1,593,310 $1,613,430
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LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Advances from affiliates..................................................... $3,398 $3,442
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Total liabilities...................................................... 3,398 3,442
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PARTNERS' CAPITAL:
General Partner-
Contributed capital........................................................ 1,000 1,000
Distributions.............................................................. (21,153,765) (21,153,765)
Accumulated earnings....................................................... 21,550,245 21,555,264
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397,480 402,499
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Limited Partners-
Net contributed capital (237,339 units outstanding
at March 31, 2001 and December 31, 2000)................................... 102,198,175 102,198,175
Distributions................................................................ (182,130,796) (182,130,796)
Accumulated earnings......................................................... 81,125,053 81,140,110
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1,192,432 1,207,489
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$1,593,310 $1,613,430
================ ================
See notes to condensed consolidated financial statements.
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CABLE TV FUND 12-D, LTD.
(A Limited Partnership)
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
For the Three Months Ended
March 31,
2001 2000
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OTHER (EXPENSE) INCOME:
Interest income.............................................................. $24,183
Minority interest in consolidated net loss................................... $16,419
Other, net................................................................... (44,259) (67,126)
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NET LOSS........................................................................ ($20,076) ($50,707)
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ALLOCATION OF NET LOSS:
General Partner.............................................................. ($5,019) ($12,677)
============ ============
Limited Partners............................................................. ($15,057) ($38,030)
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NET LOSS PER LIMITED PARTNERSHIP UNIT........................................... ($0.06) ($0.16)
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WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING ............................................... 237,339 237,339
============ ============
See notes to condensed consolidated financial statements.
2
CABLE TV FUND 12-D, LTD.
(A Limited Partnership)
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
For the Three Months Ended
March 31,
2001 2000
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss..................................................................... ($20,076) ($50,707)
Adjustments to reconcile net loss to net cash
(used in) provided by operating activities:
Minority interest in consolidated loss................................... (16,419)
Transactions with affiliates............................................. (44) 2,393,979
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Net cash (used in) provided by operating activities.................... (20,120) 2,326,853
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(Decrease) increase in cash..................................................... (20,120) 2,326,853
Cash, beginning of period....................................................... 1,613,430 302
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Cash, end of period............................................................. $1,593,310 $2,327,155
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SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid................................................................ $581 $
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See notes to condensed consolidated financial statements.
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CABLE TV FUND 12-D, LTD.
(A Limited Partnership)
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) The condensed consolidated balance sheet as of December 31, 2000 has been
condensed from the audited consolidated balance sheet as of that date. The
condensed consolidated balance sheet as of March 31, 2001 and the condensed
consolidated statements of operations and of cash flows for the three months
ended March 31, 2001 and 2000 have been prepared by Cable TV Fund 12-D, Ltd.
(the "Partnership") and have not been audited by the Partnership's independent
auditors. In the opinion of management, all adjustments necessary to present
fairly the financial position, results of operations and cash flows as of March
31, 2001 and for all periods presented have been made.
Certain information and note disclosures normally included in the
Partnership's annual financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. These condensed
consolidated financial statements should be read in conjunction with the
financial statements and notes thereto included in the Partnership's December
31, 2000 Annual Report on Form 10-K filed with the Securities and Exchange
Commission. The results of operations for the period ended March 31, 2001 are
not necessarily indicative of operating results for the full year.
The accompanying consolidated financial statements historically
included 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 were eliminated.
The Venture has sold all of its cable television systems. The Venture was
liquidated in October 2000 and therefore, the Partnership has no investment in
the Venture at March 31, 2001 or December 31, 2000. The Partnership and the
Venture have continued in existence because of pending litigation in which the
Partnership and the Venture are a party. It cannot be predicted when the
Partnership and the Venture will be dissolved.
(2) The Partnership reimburses its general partner for certain administrative
expenses. These expenses represent the salaries and related benefits paid for
corporate personnel. Such personnel provide administrative, accounting, tax,
legal and investor relations services to the Partnership. Such services, and
their related costs, are necessary to the administration of the Partnership
until it is dissolved. Such charges were included in other, net in the
accompanying condensed consolidated statement of operations. Reimbursements made
to the general partner by the Partnership for administrative expenses for the
three months ended ended March 31, 2001 were $36,678. Reimbursements made to the
general partner by the Venture for administrative expenses for the three months
ended March 31, 2000 were $52,920, of which $39,976 was attributed to the
Partnership.
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CABLE TV FUND 12-D, LTD.
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FINANCIAL CONDITION
The Venture was liquidated in October 2000 and therefore, the
Partnership has no investment in the Venture at March 31, 2001. The only asset
of the Partnership at March 31, 2001 was its cash on hand which is being held in
reserve to pay the Partnership's administrative expenses until the Partnership
is dissolved. The Partnership and the Venture have continued in existence
because of pending litigation in which the Partnership and the Venture are a
party. It cannot be predicted when the Partnership and the Venture will be
dissolved.
RESULTS OF OPERATIONS
The Venture has sold all of its cable television systems and was
liquidated in October 2000. Other expense of $44,259 incurred in the first
quarter of 2001 by the Partnership related to various costs associated with the
administration of the Partnership.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits
None.
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.
CABLE TV FUND 12-D, LTD.
BY: COMCAST CABLE COMMUNICATIONS, INC.
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General Partner
By: /S/ Lawrence J. Salva
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Lawrence J. Salva
Senior Vice President
(Principal Accounting Officer)
Dated: May 15, 2001
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