<PAGE>
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 June 30, 1996.
-------------
[ ] 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: 0-13193
CABLE TV FUND 12-A, LTD.
- --------------------------------------------------------------------------------
Exact name of registrant as specified in charter
Colorado #84-0968104
- --------------------------------------------------------------------------------
State of organization I.R.S. employer I.D.#
9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado 80155-3309
------------------------------------------------------------------------
Address of principal executive office
(303) 792-3111
----------------------------------
Registrant's telephone number
Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section l3 or l5(d) of the Securities Exchange Act of l934 during
the preceding l2 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
----- -----
<PAGE>
CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
<TABLE>
<CAPTION>
June 30, December 31,
ASSETS 1996 1995
------ ------------- -------------
<S> <C> <C>
CASH $ 493,345 $ 1,307,723
TRADE RECEIVABLES, less allowance for
doubtful receivables of $43,679 and $100,732
at June 30, 1996 and December 31, 1995, respectively 653,514 914,397
INVESTMENT IN CABLE TELEVISION PROPERTIES:
Property, plant and equipment, at cost 81,353,253 78,674,556
Less- accumulated depreciation (49,884,649) (46,771,823)
------------ ------------
31,468,604 31,902,733
Franchise costs and other intangible assets, net of
accumulated amortization of $33,011,548 and
$32,573,148 at June 30, 1996 and December 31, 1995,
respectively 1,976,439 2,389,839
------------ ------------
Total investment in cable television properties 33,445,043 34,292,572
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES 253,992 310,414
------------ ------------
Total assets $ 34,845,894 $ 36,825,106
============ ============
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
2
<PAGE>
CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
<TABLE>
<CAPTION>
June 30, December 31,
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) 1996 1995
------------------------------------------- ------------- -------------
<S> <C> <C>
LIABILITIES:
Debt $ 24,976,781 $ 26,736,382
Accounts payable - General Partner - 373,311
Trade accounts payable and accrued liabilities 1,260,823 1,674,946
Subscriber prepayments 160,610 123,690
------------ ------------
Total liabilities 26,398,214 28,908,329
------------ ------------
PARTNERS' CAPITAL (DEFICIT):
General Partner-
Contributed capital 1,000 1,000
Accumulated deficit (364,031) (369,340)
------------ ------------
(363,031) (368,340)
------------ ------------
Limited Partners-
Net contributed capital (104,000 units
outstanding at June 30, 1996 and
December 31, 1995) 44,619,655 44,619,655
Accumulated deficit (35,808,944) (36,334,538)
------------ ------------
8,810,711 8,285,117
------------ ------------
Total liabilities and partners' capital (deficit) $ 34,845,894 $ 36,825,106
============ ============
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
3
<PAGE>
CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF OPERATIONS
----------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended For the Six Months Ended
June 30, June 30,
-------------------------- ------------------------
<S> <C> <C> <C> <C>
1996 1995 1996 1995
---------- ---------- ----------- -----------
REVENUES $8,620,487 $8,040,755 $17,181,228 $15,904,353
COSTS AND EXPENSES:
Operating expenses 5,120,877 4,666,885 10,212,999 9,354,593
Management fees and allocated overhead
from General Partner 984,072 933,854 1,994,239 1,928,660
Depreciation and amortization 1,785,225 1,802,778 3,575,780 3,636,752
---------- ---------- ----------- -----------
OPERATING INCOME 730,313 637,238 1,398,210 984,348
---------- ---------- ----------- -----------
OTHER INCOME (EXPENSE):
Interest expense (409,123) (517,773) (863,475) (1,040,386)
Other, net (7,889) (48,746) (3,832) (75,351)
---------- ---------- ----------- -----------
Total other income
(expense), net (417,012) (566,519) (867,307) (1,115,737)
---------- ---------- ----------- -----------
NET INCOME (LOSS) $ 313,301 $ 70,719 $ 530,903 $ (131,389)
========== ========== =========== ===========
ALLOCATION OF NET INCOME (LOSS):
General Partner $ 3,133 $ 707 $ 5,309 $ (1,314)
========== ========== =========== ===========
Limited Partners $ 310,168 $ 70,012 $ 525,594 $ (130,075)
========== ========== =========== ===========
NET INCOME (LOSS) PER
LIMITED PARTNERSHIP UNIT $2.98 $.67 $5.05 $(1.25)
========== ========== =========== ===========
WEIGHTED AVERAGE NUMBER
OF LIMITED PARTNERSHIP
UNITS OUTSTANDING 104,000 104,000 104,000 104,000
========== ========== =========== ===========
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
4
<PAGE>
CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF CASH FLOWS
----------------------------------
<TABLE>
<CAPTION>
For the Six Months Ended
June 30,
---------------------------
1996 1995
----------- ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 530,903 $ (131,389)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Depreciation and amortization 3,575,780 3,636,752
Amortization of interest rate protection contract - 25,002
Decrease in trade receivables 260,883 12,852
Decrease (increase) in deposits, prepaid expenses and
deferred charges 31,868 (181,308)
Decrease in amount due General Partner (373,311) (1,057,347)
Decrease in trade accounts payable,
accrued liabilities and subscriber prepayments (377,203) (3,363)
----------- ------------
Net cash provided by operating activities 3,648,920 2,301,199
----------- ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (2,678,697) (2,556,431)
Franchise renewal (25,000) -
----------- ------------
Net cash used in investing activities (2,703,697) (2,556,431)
----------- ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings - 28,015,986
Repayment of debt (1,759,601) (28,208,848)
----------- ------------
Net cash used in financing activities (1,759,601) (192,862)
----------- ------------
Decrease in cash (814,378) (448,094)
Cash, beginning of period 1,307,723 578,657
----------- ------------
Cash, end of period $ 493,345 $ 130,563
=========== ============
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 1,121,994 $ 909,460
=========== ============
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
5
<PAGE>
CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
---------------------------------------
(1) This Form 10-Q is being filed in conformity with the SEC requirements for
unaudited financial statements and does not contain all of the necessary
footnote disclosures required for a fair presentation of the Balance Sheets and
Statements of Operations and Cash Flows in conformity with generally accepted
accounting principles. However, in the opinion of management, this data includes
all adjustments, consisting only of normal recurring accruals, necessary to
present fairly the financial position of Cable TV Fund 12-A, Ltd. (the
"Partnership") at June 30, 1996 and December 31, 1995, its Statements of
Operations for the three and six month periods ended June 30, 1996 and 1995 and
its Statements of Cash Flows for the six month periods ended June 30, 1996 and
1995. Results of operations for these periods are not necessarily indicative of
results to be expected for the full year.
The Partnership owns and operates the cable television systems serving
areas in and around Fort Myers, Florida; Lake County, Illinois; and Orland
Park/Park Forest, Illinois.
(2) Jones Intercable, Inc. ("Intercable"), a publicly held Colorado
corporation, is the "General Partner" and manages the Partnership and receives a
fee for its services equal to 5 percent of the gross revenues of the
Partnership, excluding revenues from the sale of cable television systems or
franchises. Management fees paid to the General Partner by the Partnership for
the three and six month periods ended June 30, 1996 were $431,024 and $859,061,
respectively, compared to $402,038 and $795,218, respectively, for the similar
1995 periods.
The Partnership reimburses the General Partner for certain allocated
overhead and administrative expenses. These expenses consist primarily of
salaries and benefits paid to corporate personnel, rent, data processing
services and other facilities costs. Such personnel provide engineering,
marketing, administrative, accounting, legal and investor relations services to
the Partnership. Allocations of personnel costs are based primarily on actual
time spent by employees of the General Partner with respect to each partnership
managed. Remaining expenses are allocated based on the pro rata relationship of
the Partnership's revenues to the total revenues of all systems owned or managed
by the General Partner, and certain of its subsidiaries. Systems owned by the
General Partner and all other systems owned by partnerships for which Intercable
is the general partner are also allocated a proportionate share of these
expenses. The General Partner believes that the methodology used in allocating
overhead and administrative expenses is reasonable. Reimbursements by the
Partnership to the General Partner for allocated overhead and administrative
expenses for the three and six month periods ended June 30, 1996 were $553,048
and $1,135,178, respectively, compared to $531,816 and $1,133,442, respectively,
for the similar 1995 periods.
(3) Certain prior year amounts were reclassified to conform to the 1996
presentation.
6
<PAGE>
CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
It is the General Partner's publicly announced policy that it intends to
liquidate its managed limited partnerships, including the Partnership, as
opportunities for sales of partnership cable television systems arise in the
marketplace over the next several years. In accordance with the General
Partner's policy, it has begun to solicit buyers for certain of the
Partnership's cable television systems, including the Partnership's
Lake County, Illinois and Orland Park/Park Forest, Illinois systems. There is no
assurance as to the timing or terms of any sales.
For the six months ended June 30, 1996, the Partnership generated net cash
from operating activities totaling approximately $3,649,000, which is available
to fund capital expenditures and non-operating costs. Capital expenditures
totaled approximately $2,679,000 during the first six months of 1996.
Approximately 40 percent of these expenditures related to the construction of
service drops to subscribers' homes. Approximately 25 percent of the
expenditures related to the construction of new cable plant and approximately 10
percent of these expenditures were for pay security equipment. The remaining
expenditures were used for various enhancements in the Partnership's systems.
Funding for these expenditures was provided by cash on hand and cash generated
from operations. Anticipated capital expenditures for the remainder of 1996 are
approximately $3,427,000. Approximately 40 percent will be used for the
construction of service drops to subscribers' homes and approximately 25 percent
is to be used for construction of new cable plant. The remainder of the
anticipated expenditures is expected to be used for various enhancements in all
of the Partnership's systems. These capital expenditures are necessary to
maintain the value of the Partnership's systems. Funding for these expenditures
is expected to be provided by cash generated from operations and, if necessary,
borrowings available under the Partnership's credit facility.
The Partnership is a party to a $30,000,000 revolving credit facility that
will expire on December 31, 1996, at which time the then-outstanding balance
will convert to a term loan. The term loan will be payable in 20 consecutive
quarterly installments that will commence on March 31, 1997. At June 30, 1996,
$24,800,000 was outstanding under this credit facility, leaving $5,200,000 of
available borrowings before the end of the year. Interest is at the
Partnership's option of the Prime Rate or a fixed rate defined as the London
Interbank Offered Rate plus 1 percent. The effective interest rates on
outstanding obligations as of June 30, 1996 and 1995 were approximately 6.38
percent and approximately 7.19 percent, respectively.
The General Partner believes that the Partnership has sufficient sources of
capital from cash on hand, cash generated from operations and borrowings
available under its credit facility to meet its presently anticipated needs.
RESULTS OF OPERATIONS
- ---------------------
Revenues of the Partnership increased $579,732, or approximately 7 percent,
to $8,620,487 for the three month period ended June 30, 1996 from $8,040,755 for
the comparable 1995 period. Revenues of the Partnership increased $1,276,875,
or approximately 8 percent, to $17,181,228 for the six month period ended June
30, 1996 from $15,904,353 for the comparable 1995 period. An increase in the
number of basic service subscribers combined with basic service rate adjustments
implemented in the Partnership's systems primarily accounted for the increase in
revenues. The increase in the number of basic service subscribers accounted for
approximately 59 percent and 53 percent, respectively, of the increase in basic
service revenues for the three and six month periods ended June 30, 1996 and
basic service rate adjustments accounted for approximately 41 percent and 47
percent, respectively, of the increase in basic service revenues for the three
and six month periods ended June 30, 1996. The number of basic service
subscribers increased by 3,604 subscribers, or approximately 5 percent, to
75,477 at June 30, 1996 from 71,873 at June 30, 1995. No other individual
factor was significant to the increase in revenues.
Operating expenses consist primarily of costs associated with the
administration of the Partnership's cable television systems. The principal
cost components are salaries paid to system personnel, programming expenses,
7
<PAGE>
professional fees, subscriber billing costs, rent for leased facilities, cable
system maintenance expenses and consumer marketing expenses.
Operating expenses increased $453,992, or approximately 10 percent, to
$5,120,877 for the three month period ended June 30, 1996 from $4,666,885 for
the comparable 1995 period. Increases in programming fees and personnel costs
primarily accounted for the increase in operating expenses for the three month
periods. Operating expenses represented approximately 59 percent of revenues
for the second quarter of 1996 compared to approximately 58 percent of revenues
for the same period in 1995. Operating expenses increased $858,406, or
approximately 9 percent, to $10,212,999 for the six month period ended June 30,
1996 from $9,354,593 for the comparable 1995 period. Increases in programming
fees, plant related costs and advertising expenses primarily accounted for the
increase in operating expenses for the six month periods. These expenses
represented approximately 59 percent of revenues for the six month periods ended
June 30, 1996 and 1995, respectively. No other individual factor was
significant to the increase in operating expenses.
Management fees and allocated overhead from the General Partner increased
$50,218, or approximately 5 percent, to $984,072 for the three month period
ended June 30, 1996 from $933,854 for the comparable 1995 period. Management
fees and allocated overhead from the General Partner increased $65,579, or
approximately 3 percent, to $1,994,239 for the six month period ended June 30,
1996 from $1,928,660 for the comparable 1995 period. These increases were due
to the increase in revenues, upon which such fees and allocations are based.
Depreciation and amortization expense decreased $17,553, or approximately 1
percent, to $1,785,225 for the three month period ended June 30, 1996 from
$1,802,778 for the comparable 1995 period. Depreciation and amortization
expense decreased $60,972, or approximately 2 percent, to $3,575,780 for the six
month period ended June 30, 1996 from $3,636,752 for the comparable 1995 period.
These decreases were due to the maturation of the Partnership's depreciable
asset base.
Operating income increased $93,075, or approximately 15 percent, to
$730,313 for the three month period ended June 30, 1996 from $637,238 for the
comparable period in 1995. Operating income increased $413,862, or
approximately 42 percent, to $1,398,210 for the six month period ended June 30,
1996, from $984,348 for the comparable period in 1995. These increases were due
to increases in revenues and decreases in depreciation and amortization expense
exceeding the increases in operating expenses and management fees and allocated
overhead from the General Partner.
The cable television industry generally measures the financial performance
of a cable television system in terms of cash flow or operating income before
depreciaion and amortization. The value of a cable television system is often
determined using multiples of cash flow. This measure is not intended to be a
substitute or improvement upon the items disclosed on the financial statements,
rather it is included because it is an industry standard. Operating income
before depreciation and amortization increased $75,522, or approximately 3
percent, to $2,515,538 for the three month period ended June 30, 1996 from
$2,440,016 for the similar period in 1995. Operating income before depreciation
and amortization increased $352,890, or approximately 8 percent, to $4,973,990
for the six month period ended June 30, 1996 from $4,621,100 for the comparable
1995 period. These increases were due to increases in revenues exceeding the
increases in operating expenses and management fees and allocated overhead from
the General Partner.
Interest expense decreased $108,650, or approximately 21 percent, to
$409,123 for the three month period ended June 30, 1996 from $517,773 for the
comparable 1995 period. Interest expense decreased $176,911, or approximately
17 percent, to $863,475 for the six month period ended June 30, 1996 from
$1,040,386 for the comparable 1995 period. These decreases were due to lower
effective interest rates and lower outstanding balances on interest bearing
obligations.
The Partnership recognized net income of $313,301 for the three month
period ended June 30, 1996, compared to net income of $70,719 for the comparable
1995 period. The Partnership recognized net income of $530,903 for the six
month period ended June 30, 1996, compared to a net loss of $131,389 for the
comparable 1995 period. These changes were due to the factors discussed above.
8
<PAGE>
Part II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits
27) Financial Data Schedule
b) Reports on Form 8-K
None
9
<PAGE>
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-A, LTD.
BY: JONES INTERCABLE, INC.
General Partner
By: /S/ Kevin P. Coyle
----------------------------
Kevin P. Coyle
Group Vice President/Finance
(Principal Financial Officer)
Dated: August 14, 1996
10
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 493,345
<SECURITIES> 0
<RECEIVABLES> 653,514
<ALLOWANCES> (43,679)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 81,353,253
<DEPRECIATION> (49,884,649)
<TOTAL-ASSETS> 34,845,894
<CURRENT-LIABILITIES> 1,421,433
<BONDS> 24,976,781
0
0
<COMMON> 0
<OTHER-SE> (8,810,711)
<TOTAL-LIABILITY-AND-EQUITY> 34,845,894
<SALES> 0
<TOTAL-REVENUES> 17,181,228
<CGS> 0
<TOTAL-COSTS> 18,579,438
<OTHER-EXPENSES> 3,832
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 863,475
<INCOME-PRETAX> 530,903
<INCOME-TAX> 0
<INCOME-CONTINUING> 530,903
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 530,903
<EPS-PRIMARY> 5.05
<EPS-DILUTED> 5.05
</TABLE>
