EXHIBIT 99.1
NTL (TRIANGLE) LLC AND SUBSIDIARIES
UNAUDITED PRO FORMA FINANCIAL STATEMENTS
On November 23, 1999, NTL (Triangle) LLC (formerly NTL (Bermuda) LLC) (the
"Company") sold its 50% interest in Cable London PLC ("Cable London") for (UK
Pound) 428,018,000 in cash to Telewest Communications plc. The price was
established pursuant to the provisions of an agreement between the parties
related to the Company's purchase in 1998 of Comcast UK Cable Partners Limited.
The sale of the Cable London interest is an "Asset Sale" under the Company's
11.20% Senior Discount Debentures due 2007 (the "2007 Discount Debentures"). The
Company will need to use an amount equal to the proceeds from the sale to repay
subsidiary debt or invest in "Replacement Assets" within 365 days after the
sale, otherwise the Company is required to make an offer to redeem the 2007
Discount Debentures at 100% of their accreted value up to an amount equal to the
proceeds.
The unaudited pro forma financial statements presented are based on the
historical financial statements of the Company and give effect to the sale of
Cable London. The unaudited pro forma condensed consolidated statements of
operations for the year ended December 31, 1998 and for the nine months ended
September 30, 1999 give effect to the sale of Cable London as if it had been
consummated on January 1, 1998. The unaudited pro forma condensed consolidated
balance sheet as of September 30, 1999 gives effect to the sale of Cable London
as if it had been consummated on that date.
The Company made the following pro forma adjustment in the unaudited pro forma
condensed consolidated balance sheet as of September 30, 1999: cash received of
(UK Pound) 428,018,000 net of investment in Cable London of (UK Pound)
24,171,000 resulting in a gain of (UK Pound) 403,847,000. The Company made the
following pro forma adjustment in the unaudited pro forma condensed consolidated
statements of operations for the nine months ended September 30, 1999: reversal
of the Company's equity in net loss of Cable London of (UK Pound) 5,573,000. The
Company made the following pro forma adjustments in the unaudited pro forma
condensed consolidated statements of operations for the year ended December 31,
1998: (a) reversal of the consulting fee income from Cable London of (UK Pound)
407,000, (b) reversal of the Company's equity in net loss of Cable London of (UK
Pound) 11,855,000, (c) gain on sale of Cable London of (UK Pound) 391,228,000
based on the January 1, 1998 investment in Cable London of (UK Pound)
36,790,000, (d) reversal of the consulting fee income from Birmingham Cable
Corporation Limited ("Birmingham") of (UK Pound) 531,000 due to the sale of the
Company's 27.5% interest in Birmingham in October 1998 and (e) reversal of the
equity in net loss of Birmingham of (UK Pound) 7,841,000. Since the Company is a
pass-through entity for U.S. income tax purposes and is not subject to U.S.
income tax, there is no income tax provision included in the pro forma
adjustments.
The pro forma adjustments are based upon available information and assumptions
that the Company believes were reasonable at the time made. The unaudited pro
forma condensed consolidated financial statements do not purport to present the
Company's financial position or results of operations had the sale of Cable
London occurred on the dates indicated, nor are they necessarily indicative of
the financial position or results of operations that may be achieved in the
future. The accompanying unaudited condensed consolidated pro forma financial
statements should be read in connection with the historical financial statements
of the Company.
NTL (TRIANGLE) LLC AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
September 30, 1999
(in (UK Pound) 000's)
HISTORICAL ADJUSTMENTS PRO FORMA
---------- ----------- ---------
ASSETS
Current assets
Cash and cash equivalents (UKP) 19,135 (UKP) 428,018 (UKP) 447,153
Other current assets 10,564 10,564
---------------------------------------------
Total current assets 29,699 428,018 457,717
Investment in Cable London PLC 24,171 (24,171) -
Property and equipment, net 340,630 340,630
Deferred charges, net 38,576 38,576
Other assets 50,567 50,567
---------------------------------------------
(UKP) 483,643 (UKP) 403,847 (UKP) 887,490
=============================================
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Current portion of long-term debt (UKP) 1,150 - (UKP) 1,150
Other current liabilities 23,605 - 23,605
---------------------------------------------
Total current liabilities 24,755 - 24,755
Long-term debt 282,321 - 282,321
Shareholder's equity
Common stock 8 - 8
Additional capital 359,049 - 359,049
Accumulated deficit (182,490) 403,847 221,357
---------------------------------------------
Total shareholder's equity 176,567 403,847 580,414
---------------------------------------------
(UKP) 483,643 (UKP) 403,847 (UKP) 887,490
=============================================
NTL (TRIANGLE) LLC AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999
(In (UK Pound) 000's)
HISTORICAL ADJUSTMENTS PRO FORMA
----------------------------------------------
REVENUES (UKP) 72,240 (UKP) 0 (UKP) 72,240
COSTS AND EXPENSES
Operating 24,301 24,301
Selling, general, and administrative 29,349 29,349
Depreciation and amortization 26,547 26,547
---------------------------------------------
80,197 80,197
---------------------------------------------
OPERATING (LOSS) (7,957) - (7,957)
OTHER INCOME (EXPENSE)
Interest expense (23,650) (23,650)
Investment income 3,565 3,565
Equity in net loss of Cable London PLC (5,573) 5,573 -
Exchange losses and other (3,600) (3,600)
---------------------------------------------
NET (LOSS) (UKP)(37,215) (UKP) 5,573 (UKP)(31,642)
NTL (TRIANGLE) LLC AND SUBSIDIARIES
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
FOR THE YEAR ENDED DECEMBER 31, 1998
(In (UK Pound) 000's)
HISTORICAL ADJUSTMENTS PRO FORMA
----------------------------------------------
REVENUES (UKP) 78,587 (UKP) (938) (UKP) 77,649
COSTS AND EXPENSES
Operating 25,598 25,598
Selling, general, and administrative 34,971 34,971
Management fees 2,400 2,400
Depreciation and amortization 31,185 31,185
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94,154 - 94,154
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OPERATING (LOSS) (15,567) (938) (16,505)
OTHER INCOME (EXPENSE)
Interest expense (34,898) (34,898)
Investment income 9,054 9,054
Equity in net losses of affiliates (19,696) 19,696 -
Gain on sale of investments 110,497 391,228 501,725
Exchange losses and other (6,185) (6,185)
---------------------------------------------
INCOME BEFORE EXTRAORDINARY ITEM (UKP) 43,205 (UKP) 409,986 (UKP) 453,191