SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
Date of Report (Date of earliest event reported): July 11, 1997
FRONTIERVISION OPERATING PARTNERS, L.P.
FRONTIERVISION CAPITAL CORPORATION*
(Exact names of Registrants as specified in their charters)
Delaware 84-1316775
Delaware 84-1353734
(States or other jurisdiction (IRS Employer Identification Numbers)
of incorporation or organization)
1777 South Harrison Street,
Suite P-200, Denver, Colorado 80210
(Address of principal executive offices) (Zip Code)
(303) 757-1588
(Registrants' telephone number, including area code)
<PAGE>
ITEM 5. OTHER EVENTS.
In a press release dated July 11, 1997, FrontierVision Operating Partners,
L.P., a Delaware partnership (the "Company"), announced its preliminary earnings
information and results of operations for the Company's quarterly period ended
June 30, 1997. A copy of the press release is attached as Exhibit 99.1.
ITEM 7. EXHIBITS.
(c) Exhibits
99.1 Press Release, dated July 11, 1997.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
FRONTIERVISION OPERATING PARTNERS, L.P.
By: FrontierVision Partners, L.P.,its general partner,
By: FVP GP, L.P., its general partner
By: FrontierVision Inc., its general partner
By: /s/ JAMES W. McHose
----------------------------------
James W. McHose
Vice President and Treasurer
Date: July 11, 1997 By: /s/ JAMES W. MCHOSE
-------------------
James W. McHose
Vice President and Treasurer
FRONTIERVISION CAPITAL CORP.
Date: July 11, 1997 By: /s/ JAMES W. MCHOSE
-------------------
James W. McHose
Vice President and Treasurer
Exhibit 99.1
FrontierVision Operating Partners, L.P. PRESS RELEASE
INVESTOR CONTACT: James W. McHose (303) 757-1588
Email: [email protected]
<PAGE>
FOR IMMEDIATE RELEASE
FRONTIERVISION OPERATING PARTNERS, LP
ANNOUNCES PRELIMINARY OPERATING RESULTS
FOR QUARTER ENDED JUNE 30, 1997
DENVER, CO (BUSINESSWIRE) - July 11, 1997 - FrontierVision Operating Partners,
L.P. today released preliminary financial results for the three months and six
months ended June 30, 1997.
- --------------------------------------------------------------------------------
The Company generated revenue in the amount of $34.1 million for the three
months ended June 30, 1997. Operating and corporate expenses totaled $17.7
million and EBITDA $15.4 for the three months ended June 30, 1997, respectively.
Increases in revenue, operating and corporate expenses and EBITDA as compared
with the three months ended March 31, 1997 are primarily attributable to the
acquisition of systems serving, in the aggregate approximately 26,000 basic
subscribers, from Triax Associates I and Phoenix Cable on May 30, 1997. On a Pro
Forma basis, adjusted to include the operations of the systems acquired during
the quarter, the Company's revenue increased approximately 2.4% from the quarter
ended March 31, 1997.
As a percentage of revenue, the Company incurred operating expenses and
corporate expenses of approximately 51.9% and 3.1%, respectively, for the three
months ended June 30, 1997 compared with approximately 53.2% and 3.2%,
respectively, for the three months ended March 31, 1997. The Company generated
system cash flow margins of 48.1% for the three months ended June 30, 1997 and
46.8% for the three months ended March 31, 1997; EBITDA margins were 45.0% for
the three months ended June 30, 1997 and 43.6% for the three months ended March
31, 1997. On a pro forma basis, adjusted to include the operations of the
systems acquired during the quarter, EBITDA for the three months ended June 30,
1997 increased approximately 4.4% as compared with the three months ended March
31, 1997. The improvement in margins is primarily attributable to the effects of
initial customer service office consolidation, the continuing elimination of
duplicative functions in the Company's currently owned systems and the
realization of efficiencies in corporate support functions. Average monthly
revenue per subscriber improved modestly from $30.18 for the three months ending
March 31, 1997 to $31.00 for the three months ended June 30, 1997 primarily as a
result of the roll-out of new premium programming services, increased basic and
tiered basic service rates in certain communities in each of the Company's
operating regions and increased advertising and pay-per-view revenue generated
during the second quarter.
After adjusting EBITDA to include the results of operations of the cable systems
acquired during the second quarter, the Company expects its overall ratio of
debt to EBITDA to be approximately 6.45 times and its interest coverage ratio
approximately 1.53 times.
Summary financial data for the three months ended December 31, 1996, March 31,
1997 and June 30, 1997, and statistical and technical data as of June 30, 1997
for the Company's currently owned cable systems follows as Exhibit A. The
Company will not hold a conference call to discuss the preliminary operating
results and currently expects to file its quarterly report on Form 10-Q during
the first week of August.
FrontierVision Operating Partners, LP is currently one of the 25 largest
multiple cable system operators in the United States. As of June 30, 1997,
FrontierVision's cable television systems passed approximately 559,300 homes in
twelve states and served approximately 390,400 customers.
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EXHIBIT A
Combined Systems Summary Financial and Operating Data
<TABLE>
---------------------------------
FVOP
---------------------------------
For the Three For the Three
Months Ended Months Ended
June 30, 1997 March 31, 1997
---------- ----------
In thousands except ratios and
operating statistical data
STATEMENT OF OPERATIONS DATA:
<S> <C> <C>
Revenue ........................................ $ 34,081 $ 31,555
Operating expenses ............................. 17,682 16,783
Corporate administrative expenses .............. 1,049 1,001
Depreciation and amortization .................. 15,130 14,059
Pre-acquisition expenses - -
-------- --------
Operating income/(loss) ........................ 220 (288)
Interest expense, net (1) ...................... (10,870) (10,478)
Other income/(expenses) ........................ 3 (52)
-------- --------
Net income/(loss) .............................. $(10,647) (10,818)
======== ========
FINANCIAL RATIOS AND OTHER DATA:
EBITDA (2) ..................................... 15,350 13,771
EBITDA margin .................................. 45.0% 43.6%
Total debt to EBITDA (3) ....................... 6.45 6.87
EBITDA to interest expense (4) ................. 1.53 1.45
Average monthly revenue per basic subscriber (5) $ 31.00 $ 30.18
</TABLE>
(1) Interest expense of $10,478, and $10,805 is net of interest income of $62
and $83.
(2) EBITDA is defined as net income before interest, taxes, depreciation and
amortization.
(3) For purposes of this computation, EBITDA is annualized for the quarter
ended, and certain pro forma adjustments are made to include the
pre-acquisition results of operations for those systems purchased by the
Company during the quarter. Total debt is adjusted to exclude the
subordinated note to UVC.
(4) For purposes of this computation, EBITDA is annualized for the quarter
ended, and certain pro forma adjustments are made to include the
pre-acquisition results of operations for those systems purchased by the
Company during the quarter. Interest expense is annualized for the quarter
ended, and adjusted for interest expense on the subordinated note to UVC.
(5) Average monthly revenue per basic subscriber equals revenue for the last
month of the quarter divided by the average number of basic subscribers for
such period.
Combined Systems Statistical Data as of June 30, 1997
<TABLE>
Ohio Kentucky New England Southeast Existing
Systems Systems Systems Systems Systems
----------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Homes passed 201,100 167,800 95,700 94,700 559,300
Basic subscribers 140,200 124,900 68,400 56,900 390,400
Basic penetration 69.7% 74.4% 71.5% 60.0% 69.8%
Premium units 66,600 47,600 24,100 26,200 164,500
Premium penetration 47.5% 38.1% 35.2% 46.1% 42.1%
</TABLE>
Combined Systems Technical Data as of June 30, 1997
<TABLE>
--------------------------------------------------------------
Up to 32 33 to 53 54 to 77 78 to 112
Channels Channels Channels Channels Total
--- ----- ----- ----- ------
<S> <C> <C> <C> <C> <C>
Miles of plant 505 8,941 5,632 1,601 16,679
% of total miles of plant 3.0% 53.6% 33.8% 9.6% 100.0%
% of total basic subscribers 3.3% 43.4% 36.1% 17.2% 100.0%
</TABLE>
