SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
FORM 8 - K/A
AMENDMENT NO. 2
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) June 26, 1997
-------------
THE HELICON GROUP, L.P.
--------------------------------------------------
(Exact name of registrant as specified in charter)
Delaware 33-72468 22-3248703
- --------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission) (IRS Employer
of Incorporation) File Number) Identification No.)
HELICON CAPITAL CORP.
--------------------------------------------------
(Exact name of registrant as specified in charter)
Delaware 33-72468-01 22-3248702
- --------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission) (IRS Employer
of Incorporation) File Number) Identification No.)
630 Palisade Avenue, Englewood Cliffs, New Jersey 07632
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (201) 568-7720
--------------
N/A
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statement of businesses acquired.
See Financial Statements and Pro Forma Financial Information
commencing on page 4 and pages referenced hereon.
(b) Pro Forma Financial Information.
See Financial Statements and Pro Forma Financial Information
commencing on page 4 and pages referenced hereon.
(c) Exhibits
See Exhibit Index.
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrants have duly caused this report to be signed on their respective
behalf by the undersigned, thereunto duly authorized.
Date: September 10, 1997
THE HELICON GROUP
By: Baum Investments, Inc.
By: /s/ Theodore B. Baum
------------------------------
Theodore B. Baum
President
HELICON CAPITAL CORP.
By: /s/ Theodore B. Baum
----------------------------------
Theodore B. Baum
President
3
THE HELICON GROUP, L.P. AND WHOLLY OWNED
INCORPORATED ENTITIES
Unaudited Proforma Condensed Combined Financial Statements
The unaudited proforma combined statement of operations data for the fiscal year
ended December 31, 1996 and the six months ended June 30, 1997 are presented to
give effect to the acquisition of certain cable television assets from Booth
American Company, the new bank facility used to finance the acquisition and the
elimination of certain indebtedness which was repaid, as required by the new
bank facility.
The purchase price of the acquisition was determined based upon arms-length
negotiations between the Company and the seller. The purchase price for the
acquisition has been allocated primarily to the net assets acquired which
included property, equipment and intangible assets.
In the opinion of management, all adjustments necessary to present fairly this
proforma information have been made.
These unaudited proforma condensed combined financial statements should be read
in conjuction with the the Company's consolidated financial statements and the
notes thereto as of and for the fiscal year ended December 31, 1996 and the
three and six months ended June 30, 1997 and with the combined financial
statements and the notes thereto of Cableco (a wholly-owned business unit of
Booth American Company) included herein. The proforma information is not
necessarily indicative of the results that would have been reported had such
events actually occurred on the dates specified, nor is it indicative of the
Company's future results.
THE HELICON GROUP, L.P. AND WHOLLY OWNED
INCORPORATED ENTITIES
Unaudited Proforma Condensed Combined Statements of Operations
Year Ended December 31, 1996
Cableco
The Helicon Group (A wholly owned
And Wholly Owned subsidiary of Booth
Incorporated Entities American Company) Pro Forma Pro Forma
Historical Historical Adjustments Combined
--------------------- ------------------- ------------ ---------
Revenues $ 38,059,737 $ 3,676,013 $ 41,735,750
------------ ----------- ------------ ------------
Operating expenses:
Operating expenses 10,213,044 1,327,726 11,540,770
General and administrative expenses 6,177,970 549,164 $ 82,996 (1) 6,810,130
Marketing expenses 1,149,655 184,853 0 1,334,508
Shared central office services allocation 0 95,208 (95,208)(2) 0
Taxes other than income 0 82,996 (82,996)(1) 0
Depreciation and amortization 10,127,200 1,683,281 359,620 (3) 12,170,101
Management fee charged by affiliate 1,902,987 0 183,801 (4) 2,086,788
Corporate and other expenses 345,297 0 25,000 (5) 370,297
------------ ----------- ------------ ------------
Total operating expenses 29,916,153 3,923,228 473,213 34,312,594
------------ ----------- ------------ ------------
Operating income (loss) 8,143,584 (247,215) (473,213) 7,423,156
------------ ----------- ------------ ------------
Interest expense (13,496,610) 0 (1,604,410)(6) (15,101,020)
Interest income 210,544 0 0 210,544
Benefit for income taxes 0 84,235 (84,235)(7) 0
------------ ----------- ------------ ------------
(13,286,066) 84,235 (1,688,645) (14,890,476)
------------ ----------- ------------ ------------
Net loss ($ 5,142,482) ($ 162,980) ($ 2,161,858) ($ 7,467,320)
============ =========== ============ ============
See accompanying notes to unaudited proforma condensed combined financial
statements.
THE HELICON GROUP, L.P. AND WHOLLY OWNED
INCORPORATED ENTITIES
Unaudited Proforma Condensed Combined Statements of Operations
Six months ended June 30, 1997
Cableco
The Helicon Group (A wholly owned
And Wholly Owned subsidiary of Booth
Incorporated Entities American Company) Pro Forma Pro Forma
Historical Historical Adjustments Combined
--------------------- ------------------- ------------ ---------
Revenues $ 20,696,330 $ 1,908,804 $ 22,605,134
------------ ----------- ------------ ------------
Operating expenses:
Operating expenses 5,828,852 720,140 6,548,992
General and administrative expenses 3,187,598 227,140 $ 48,234 (1) 3,462,972
Marketing expenses 637,871 79,026 0 716,897
Shared central office services allocation 0 42,859 (42,859)(2) 0
Taxes other than income 0 48,234 (48,234)(1) 0
Depreciation and amortization 5,102,806 860,152 161,298 (3) 6,124,256
Management fee charged by affiliate 1,034,818 0 95,440 (4) 1,130,258
Corporate and other expenses 195,562 0 12,500 (5) 208,062
------------ ----------- ------------ ------------
Total operating expenses 15,987,507 1,977,551 226,379 18,191,437
------------ ----------- ------------ ------------
Operating income (loss) 4,708,823 (68,747) (226,379) 4,413,697
------------ ----------- ------------ ------------
Interest expense (6,774,826) 0 (848,798)(6) (7,623,624)
Interest income 69,068 0 0 69,068
Benefit for income taxes 0 23,374 (23,374)(7) 0
------------ ----------- ------------ ------------
(6,705,758) 23,374 (872,172) (7,554,556)
------------ ----------- ------------ ------------
Net loss ($ 1,996,935) ($ 45,373) ($ 1,098,551) ($ 3,140,859)
============ =========== ============ ============
See accompanying notes to unaudited proforma condensed combined financial
statements.
THE HELICON GROUP, L.P. AND WHOLLY OWNED
INCORPORATED ENTITIES
Notes to Unaudited Proforma Condensed Combined Financial Statements
(1) To reclassify this expense category to general and administrative expense
where the registrant normally reports these costs.
(2) To eliminate the shared central office services allocation which will not
be incurred.
(3) To reflect the adjustment to depreciation and amortization expense on the
acquired assets as if such assets were acquired on January 1, 1996 and the
elimination of the historical depreciation and amortization expense of
Cableco.
Year ended Six months ended
Dec. 31, 1996 June 30, 1997
------------- -------------
Proforma depreciation and amortization $ 2,042,901 $1,021,450
Elimination of historical depreciation
and amortization of Cableco (1,683,281) (860,152)
----------- ----------
Proforma adjustment $ 359,620 $ 161,298
----------- ----------
(4) To reflect additional management fees that would have been payable if the
acquisition was completed on January 1, 1996.
(5) To reflect additional bank agency fees as a result of the new bank
facility used to finance the acquisition.
(6) To reflect additional interest expense as a result of borrowing under the
new bank debt used to finance the acquisition, the amortization of
deferred financing costs relating to the new bank facility and the
elimination of certain indebtedness which was repaid. The effects of the
items described above are summarized as follows:
Year ended Six months ended
Dec. 31, 1996 June 30, 1997
------------- -------------
Proforma interest expense on new bank debt $1,687,500 $843,750
Proforma amortization of deferred financing costs 120,000 60,000
Proforma elimination of interest expense on
certain indebtedness (203,090) (54,952)
---------- --------
Proforma adjustment $1,604,410 $848,798
---------- --------
(7) To eliminate the benefit for income taxes. The Helicon Group, L.P., a
partnership, is not subject to Federal income taxes since any liability or
benefit for such income taxes is that of the Partnership's partners and
not of the Partnership.
Cableco
(A wholly-owned business unit
of Booth American Company)
Combined Financial Statements
December 31, 1996
Report of Independent Accountants
September 8, 1997
To the Board of Directors and
Stockholders of Booth American Company
In our opinion, the accompanying combined balance sheet and the related combined
statements of operations and of cash flows present fairly, in all material
respects, the financial position of Cableco (a wholly-owned business unit of
Booth American Company) at December 31, 1996, and the results of its operations
and its cash flows for the year then ended, in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the management of Booth American Company; our responsibility
is to express an opinion on these financial statements based on our audit. We
conducted our audit of these statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for the opinion expressed above.
PRICE WATERHOUSE LLP
Detroit, Michigan
Cableco 2
(A wholly-owned business unit of
Booth American Company)
Combined Balance Sheet
- --------------------------------------------------------------------------------
December 31,
1996
Assets
Current assets
Accounts receivable, net $ 103,472
Other assets 2,803
----------
Total current assets 106,275
Property, plant and equipment, net 7,129,691
Intangibles, net 415,758
----------
Total assets $7,651,724
==========
Liabilities and Parent Company Investment
Current liabilities
Current portion of lease obligations $ 54,793
Accrued payroll 58,814
Accrued taxes and other 75,113
----------
Total current liabilities 188,720
----------
Long-term lease obligations 70,901
Deferred income taxes 804,689
----------
875,590
Parent Company Investment 6,587,414
Total liabilities and Parent Company Investment $7,651,724
==========
See accompanying notes to combined financial statements.
Combined Statement of Operations 3
- --------------------------------------------------------------------------------
For the year ended
December 31,
1996
Revenue
Cable fees $ 3,298,550
Other income 377,463
-----------
Total operating revenue 3,676,013
-----------
Technical and program expenses 1,327,726
Administrative expenses 549,164
Sales expenses 184,853
Shared Central Office services allocation 95,208
Taxes other than income 82,996
Depreciation 1,432,599
Amortization 250,682
-----------
Total expenses 3,923,228
-----------
Loss before income taxes (247,215)
Benefit for income taxes (84,235)
-----------
Net loss $ (162,980)
===========
See accompanying notes to combined financial statements.
Combined Statement of Cash Flows 4
- --------------------------------------------------------------------------------
For the year ended
December 31,
1996
Cash flows from operating activities
Net loss $ (162,980)
Adjustments to reconcile net loss to net cash
provided by operating activities
Depreciation 1,432,599
Amortization 250,682
Gain on disposal of property, plant and equipment (7,935)
Deferred income taxes 224,169
Changes in assets and liabilities
Accounts receivable, net (13,307)
Other assets 363
Accrued payroll 58,814
Accrued taxes and other 5,492
-----------
Net cash provided by operating activities 1,787,897
-----------
Cash flows from investing activities
Additions to property, plant and equipment (2,491,660)
Proceeds from disposal of property, plant and equipment 77,710
-----------
Net cash used for investing activities (2,413,950)
-----------
Cash flows from financing activities
Change in Parent Company Investment 683,479
Payments on lease obligations (57,426)
Net cash flows from financing activities 626,053
-----------
Net change in cash 0
Cash at beginning of period 0
-----------
Cash at end of period $ --
===========
See accompanying notes to combined financial statements.
Cableco 5
(A wholly-owned business unit of
Booth American Company)
Notes to Combined Financial Statements
December 31, 1996
- --------------------------------------------------------------------------------
1. Basis of Presentation and Organization
Pursuant to an Asset Purchase Agreement dated November 21, 1996 (the
"Agreement"), among HPI Acquisition Co., LLC ("HPI"); Booth Communications
Carolinas Assets, Inc.; Booth Communications Carolinas, Inc. and Booth
American Company, (collectively, "Booth"); the Boone, Watauga, Blowing
Rock, Ashe County and Caldwell County operations (collectively, "Cableco")
of the High Country Cable TV System of Booth were sold to HPI effective
June 26, 1997. Cableco provides cable television services to residents of
the geographic areas covered by the franchise agreements with the above
operating authorities. All franchise areas are located in North Carolina.
Throughout the period covered by the financial statements, Cableco was
conducted and accounted for as an operating division of Booth. Cableco is
comprised of parts of several legal entities. Historically, separate
financial statements were not prepared for Cableco. These financial
statements were prepared to comply with the rules and regulations of the
Securities and Exchange Commission. These combined financial statements
were derived from the historical accounting records of Booth, and do not
reflect the impact of the transaction discussed above.
The Combined Statement of Operations includes all revenues and costs
attributable to Cableco, including allocation of costs for facilities,
functions and services used by Cableco at sites shared with other Booth
operations, and costs for certain functions and services performed by
centralized Booth organizations either directly or indirectly for Cableco.
All of the allocations and estimates in the financial statements are based
on assumptions that Booth management believes are reasonable under the
circumstances. However, these allocations are not necessarily indicative
of the costs that would have resulted if Cableco had been operated as a
separate entity during the period.
2. Summary of Significant Accounting Policies
Basis of combination
The combined financial statements include the accounts of the various
units comprising Cableco. The main operating head end for the High Country
system is located in Boone, North Carolina, and serves the franchises
included in Cableco. Facilities and employees are shared with other Booth
operations. There were no material transactions among the units within
Cableco. Debt and the related interest expense relating to several Booth
operating entities have been excluded from the combined financial
statements.
Revenue recognition
Revenue is recognized during the month cable services are provided.
Accounts receivable
Accounts receivable is net of the allowance for doubtful accounts of
$12,677 at December 31, 1996.
Cableco 6
(A wholly-owned business unit of
Booth American Company)
Notes to Combined Financial Statements
December 31, 1996
- --------------------------------------------------------------------------------
2. Summary of Significant Accounting Policies (continued)
Property, plant and equipment
Properties are carried at cost and are depreciated over their estimated
useful lives, which range from 4 to 40 years principally using the
straight-line method. Cable and transmitters are depreciated over 7 to 9
years.
In accordance with Statement of Financial Accounting Standards No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of," Cableco estimates the future undiscounted cash
flows of the operations to which the property, plant and equipment relate
to ensure that the carrying value has not been impaired. If the
undiscounted pre-tax cash flows are less than the carrying value of the
assets, an impairment loss is recognized for the difference between the
estimated fair value and the carrying value. Management believes no such
impairment exists at December 31, 1996.
Income taxes
The taxable income or loss of the various units comprising Cableco were
included in the consolidated tax return of Booth. As such, separate income
tax returns were not prepared or filed for Cableco. Income tax expense and
other tax related information in these combined financial statements have
been calculated substantially as if Cableco were a separate entity. The
calculation of the tax provision (benefit) and deferred taxes necessarily
required certain assumptions, allocations and estimates which management
believes are reasonable to reflect tax reporting for Cableco as a
stand-alone entity.
Deferred taxes are provided to give recognition to the effect of expected
future tax consequences of temporary differences between the carrying
amounts for financial reporting purposes and the tax basis of assets and
liabilities. Current tax liabilities are considered settled through the
Parent Company Investment account.
Intangible assets
Intangible assets are net of accumulated amortization of $2,489,420 as of
December 31, 1996 and are amortized over their estimated useful lives,
which range from 9 to 40 years, on a straight-line basis. Periodically,
Cableco estimates the future pre-tax cash flows (undiscounted and without
interest charges) of the operations to which intangibles relate to ensure
that the carrying value of such assets has not been impaired. On the basis
of this analysis, management believes no such impairment exists at
December 31, 1996.
Use of estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
Cableco 7
(A wholly-owned business unit of
Booth American Company)
Notes to Combined Financial Statements
December 31, 1996
- --------------------------------------------------------------------------------
3. Related Party Transactions
Shared services
The combined financial statements include significant transactions with
other Booth organizations involving functions and services that were
provided to Cableco. These services include information systems support,
certain centralized accounting functions, legal services, benefits
administration, executive office and facilities. In addition, Cableco
participates in Booth developed and administered insurance and employee
benefit programs, including group medical, general and product liability
and other standard liability coverage.
Allocations and charges for the programs described above have been made
based on historical or anticipated experience for Cableco or based on
percentages of total costs for the services provided using methods that
Booth management believes are reasonable. Such charges and allocations are
not necessarily indicative of the costs that would have been incurred if
Cableco had been a separate entity.
Cash management
Cableco participates in Booth's centralized cash management program. Under
this program, accounts receivable are collected and cash is invested
centrally. Additionally, disbursements are funded centrally. As a result,
Cableco does not report a cash balance. The cash activities of Cableco are
reflected in the Parent Company Investment balance. Historically, the
intercompany receivables and payables have been considered settled in the
normal course of business and are not interest bearing. The net
cumulative, interdivisional balances are included in the combined balance
sheet as part of Parent Company Investment. A reconciliation of the Parent
Company Investment account activity for the period is as follows:
Balance, December 31, 1995 $ 6,066,915
Net loss (162,980)
Net intercompany transactions 683,479
-----------
Balance, December 31, 1996 $ 6,587,414
===========
Interest
No interest is charged to Cableco relating to the Parent Company
Investment.
Cableco 8
(A wholly-owned business unit of
Booth American Company)
Notes to Combined Financial Statements
December 31, 1996
- --------------------------------------------------------------------------------
4. Property, Plant and Equipment
December 31, 1996
Cable and transmitters $ 12,478,870
Transmitter buildings 1,341
Transmitter towers 45,788
Studio equipment 39,753
Office equipment 82,445
Vehicles and other 368,318
------------
13,016,515
Less - accumulated depreciation (5,886,824)
------------
$ 7,129,691
============
5. Income Taxes
The benefit for income taxes comprises the following:
Year ended
December 31, 1996
Current tax benefit
U.S. federal $(308,404)
Deferred tax expense
U.S. federal 224,169
---------
Benefit for income taxes $ (84,235)
=========
A reconciliation of income taxes determined using the U.S. federal
statutory rate of 35% to actual income tax benefit is as follows:
Year ended
December 31, 1996
Loss before income taxes $(247,215)
---------
Tax benefit at U.S. federal statutory rate (86,525)
Non-deductible items 2,290
---------
$ (84,235)
=========
Cableco 9
(A wholly-owned business unit of
Booth American Company)
Notes to Combined Financial Statements
December 31, 1996
- --------------------------------------------------------------------------------
5. Income Taxes (continued)
Deferred tax assets (liabilities) are comprised of the following:
December 31, 1996
Assets
Intangibles $ 61,127
Liabilities
Property, plant and equipment (865,816)
---------
Total net deferred tax liabilities $(804,689)
=========
6. Employee Benefits
Pension
Booth sponsors a defined benefit plan covering substantially all employees
of Cableco. Plan benefits are generally formula based with recognition of
years of service and compensation levels. In accordance with the terms of
the Agreement, HPI will not assume obligations with respect to the Booth
pension plan. For purposes of the combined financial statements, Cableco
is considered to be a participant in a multiemployer plan. As such, a
portion of the net pension credit has been allocated to Cableco. Such
credits approximated $7,000 for the period from January 1, 1996 through
December 31, 1996 and are considered settled through the Parent Company
Investment account.
7. Commitments and Contingencies
Lease Obligations
Cableco is obligated under several capital and operating leases relating
to vehicles and the cable operating facility. Capitalized amounts relating
to leases are included in the appropriate property, plant and equipment
categories. Future minimum rental commitments under capital and operating
leases as of December 31, 1996, net of amounts representing interest, are
as follows:
Capital Operating
leases leases
Year ended December 31,
1997 $ 54,793 $ 38,294
1998 32,319 38,294
1999 15,128 25,530
2000 8,034
2001 6,319
2002 and thereafter 9,101
---------
$ 125,694 $ 102,118
========= =========
Cableco 10
(A wholly-owned business unit of
Booth American Company)
Notes to Combined Financial Statements
December 31, 1996
- --------------------------------------------------------------------------------
7. Commitments and Contingencies (continued)
General
There are pending regulatory actions incident to the normal course of
business. Management believes that the resolution of these matters will
not have a material adverse effect on the cash flows, results of
operations or financial position of Cableco.
Cableco
(A wholly-owned business unit of
Booth American Company)
Combined Balance Sheet
================================================================================
UNAUDITED
March 31,
1997 1996
---------- ----------
Assets
Current assets
Accounts receivable, net $ 62,603 $ 60,484
Other assets 2,254 3,863
---------- ----------
Total current assets 64,857 64,347
Property, plant and equipment, net 6,518,475 5,880,482
Intangibles, net 353,088 603,770
---------- ----------
Total assets $6,936,420 $6,548,599
========== ==========
Liabilities and Parent Company Investment
Current liabilities
Current portion of lease obligations $ 55,068 $ 53,334
Accrued payroll 59,109 0
Accrued taxes and other 38,505 31,383
---------- ----------
Total current liabilities 152,682 84,717
---------- ----------
Long-term lease obligations 57,077 61,691
Deferred income taxes 804,689 580,520
---------- ----------
861,766 642,211
---------- ----------
Parent Company Investment 5,921,972 5,821,671
---------- ----------
Total liabilities and Parent Company Investment $6,936,420 $6,548,599
========== ==========
Cableco
(A wholly-owned business unit of
Booth American Company)
Combined Statement of Operations
================================================================================
UNAUDITED
For the three months ended
March 31,
1997 1996
--------- -----------
Revenue
Cable fees $ 845,512 $ 757,739
--------- -----------
Other income 84,328 76,609
Total operating revenue 929,840 834,348
--------- -----------
Technical and program expenses 357,462 337,287
Administrative expenses 117,721 128,261
Sales expenses 40,890 43,972
Shared Central Office services allocation 22,492 21,586
Taxes other than income 25,008 24,416
Depreciation 371,949 424,697
Amortization 62,670 62,670
--------- -----------
Total expenses 998,192 1,042,889
Loss before income taxes (68,352) (208,541)
Benefit for income taxes (23,240) (70,904)
--------- -----------
Net loss ($ 45,112) ($ 137,637)
========= ===========
Cableco
(A wholly-owned business unit of
Booth American Company)
Combined Statement of Cash Flows
UNAUDITED
For the three months ended
March 31,
1997 1996
--------- ---------
Cash flows from operating activities
Net loss ($ 45,112) ($137,637)
Adjustments to reconcile net loss to net cash
provided by operating activities
Depreciation 371,949 424,697
Amortization 62,670 62,670
Gain on disposal of property, plant and equipment (1,529) (1,016)
Deferred income taxes - -
Changes in assets and liabilities
Accounts receivable, net 40,869 29,681
Other assets 549 (697)
Accrued payroll 295 -
Accrued taxes and other (36,608) (38,238)
--------- ---------
Net cash provided by operating activities 393,083 339,460
--------- ---------
Cash flows from investing activities
Additions to property, plant and equipment (52,728) (378,887)
Proceeds from disposal of property, plant and equipment 294,672 169,107
--------- ---------
Net cash used for investing activities 241,944 (209,780)
--------- ---------
Cash flows from financing activities
Change in Parent Company Investment (620,330) (107,607)
Payments on lease obligations (14,697) (22,073)
--------- ---------
Net cash flows from financing activities (635,027) (129,680)
--------- ---------
Net change in cash - -
Cash at beginning of period - -
--------- ---------
Cash at end of period $ - $ -
========= =========
Cableco
(A wholly-owned business unit of
Booth American Company)
Combined Statement of Operations
================================================================================
UNAUDITED
For the six months ended
June 30 1997
Revenue
Cable fees $ 1,737,228
Other income 171,576
-----------
Total operating revenue 1,908,804
-----------
Technical and program expenses 720,140
Administrative expenses 227,140
Sales expenses 79,026
Shared Central Office services allocation 42,859
Taxes other than income 48,234
Depreciation 734,811
Amortization 125,341
-----------
Total expenses 1,977,551
-----------
Loss before income taxes (68,747)
Benefit for income taxes (23,374)
-----------
Net loss ($ 45,373)
===========