<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 March 31, 1997.
--------------
[ ] 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
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State of organization I.R.S. employer I.D.#
9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado 80155-3309
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Address of principal executive office
(303) 792-3111
-----------------------------
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-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
<TABLE>
<CAPTION>
March 31, December 31,
ASSETS 1997 1996
------ ------------- -------------
<S> <C> <C>
CASH $ 3,465,082 $ 4,034,642
TRADE RECEIVABLES, less allowance for
doubtful receivables of $35,316 and $35,573
at March 31, 1997 and December 31, 1996, respectively 609,069 685,452
INVESTMENT IN CABLE TELEVISION PROPERTIES:
Property, plant and equipment, at cost 81,453,239 80,190,860
Less- accumulated depreciation (50,069,658) (48,417,981)
------------ ------------
31,383,581 31,772,879
Franchise costs and other intangible assets, net of
accumulated amortization of $33,472,612 and $33,337,684
at March 31, 1997 and December 31, 1996, respectively 1,553,945 1,688,873
------------ ------------
Total investment in cable television properties 32,937,526 33,461,752
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES 385,830 290,724
------------ ------------
Total assets $ 37,397,507 $ 38,472,570
============ ============
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
2
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CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
------------------------
<TABLE>
<CAPTION>
March 31, December 31,
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) 1997 1996
------------------------------------------- ------------- -------------
<S> <C> <C>
LIABILITIES:
Debt $ 26,142,479 $ 27,179,908
General Partner advances 90,716 -
Trade accounts payable and accrued liabilities 1,548,335 2,261,358
Subscriber prepayments 162,874 126,049
------------ ------------
Total liabilities 27,944,404 29,567,315
------------ ------------
PARTNERS' CAPITAL (DEFICIT):
General Partner-
Contributed capital 1,000 1,000
Accumulated deficit (353,977) (359,455)
------------ ------------
(352,977) (358,455)
------------ ------------
Limited Partners-
Net contributed capital (104,000 units
outstanding at March 31, 1997 and
December 31, 1996) 44,619,655 44,619,655
Accumulated deficit (34,813,575) (35,355,945)
------------ ------------
9,806,080 9,263,710
------------ ------------
Total liabilities and partners' capital (deficit) $ 37,397,507 $ 38,472,570
============ ============
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited balance sheets.
3
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CABLE TV FUND 12-A, LTD.
------------------------
(A Limited Partnership)
UNAUDITED STATEMENTS OF OPERATIONS
----------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
-----------------------------
1997 1996
--------------- -----------
<S> <C> <C>
REVENUES $9,263,430 $8,560,741
COSTS AND EXPENSES:
Operating expenses 5,240,038 5,092,122
Management fees and allocated overhead from
General Partner 1,104,517 1,010,167
Depreciation and amortization 1,854,865 1,794,252
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OPERATING INCOME 1,064,010 664,200
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OTHER INCOME (EXPENSE):
Interest expense (456,578) (454,352)
Other, net (59,584) 7,754
---------- ----------
Total other income (expense), net (516,162) (446,598)
---------- ----------
NET INCOME $ 547,848 $ 217,602
========== ==========
ALLOCATION OF NET INCOME:
General Partner $ 5,478 $ 2,176
========== ==========
Limited Partners $ 542,370 $ 215,426
========== ==========
NET INCOME PER LIMITED PARTNERSHIP UNIT $5.22 $2.07
========== ==========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING 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 Three Months Ended
March 31,
---------------------------
1997 1996
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 547,848 $ 217,602
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 1,854,865 1,794,252
Decrease in trade receivables 76,383 156,179
Increase in deposits, prepaid expenses and deferred charges (163,366) (148,979)
Increase (decrease) in General Partner advances 90,716 (345,664)
Decrease in trade accounts payable and accrued
liabilities and subscriber prepayments (676,198) (857,332)
----------- -----------
Net cash provided by operating activities 1,730,248 816,058
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net (1,262,379) (1,069,286)
----------- -----------
Net cash used in investing activities (1,262,379) (1,069,286)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings 1,544 -
Repayment of debt (1,038,973) (531,883)
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Net cash used in financing activities (1,037,429) (531,883)
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Decrease in cash (569,560) (785,111)
Cash, beginning of period 4,034,642 1,307,723
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Cash, end of period $ 3,465,082 $ 522,612
=========== ===========
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 468,310 $ 706,776
=========== ===========
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
5
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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 March 31, 1997 and December 31, 1996 and its Statements of
Operations and Cash Flows for the three month periods ended March 31, 1997 and
1996. 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 (the "Lake County
System"); and Orland Park/Park Forest, Illinois (the "Orland Park System").
(2) Jones Intercable, Inc. ("Intercable"), a publicly held Colorado
corporation, 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 for the
three month periods ended March 31, 1997 and 1996 were $463,172 and $428,037,
respectively.
The Partnership reimburses the General Partner for certain allocated
overhead and administrative expenses. These expenses represent the salaries and
related benefits paid for 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. Such services, and their related costs, are necessary to the
operations of the Partnership and would have been incurred by the Partnership if
it was a stand alone entity. 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 month periods ended March 31, 1997 and
1996 were $641,345 and $582,130, respectively.
(3) Certain prior year amounts have been reclassified to conform to 1997
presentation.
6
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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, the Partnership's systems are being marketed for sale. There
is no assurance as to the timing or terms of any sales.
For the three month period ended March 31, 1997, the Partnership
generated net cash from operating activities totaling approximately $1,730,000,
which is available to fund capital expenditures and non-operating costs.
Capital expenditures totaled approximately $1,262,000 during the first three
months of 1997. Approximately 43 percent of these expenditures related to the
construction of service drops to subscribers' homes. Approximately 28 percent
of these expenditures related to the construction of new cable plant associated
with new homes passed. 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 1997 are approximately $4,479,000.
Approximately 36 percent will be used for the construction of service drops to
subscribers' homes and approximately 32 percent is expected to be used to
continue construction of new cable plant. The remainder of 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 on hand and cash generated from operations.
As of March 31, 1997, $25,987,500 was outstanding under the Partnership's
term loan agreement, which is payable in 20 consecutive quarterly installments
that began on March 31, 1997. A payment of $1,012,500 was made in March 1997.
Payments of approximately $3,037,500 due the remainder of 1997 are expected to
be funded from cash on hand and cash generated from operations. Generally,
interest payable on the outstanding balance is at the Partnership's option of
Prime or a fixed rate defined as the London Interbank Offered Rate plus 1
percent. The effective interest rate on outstanding obligations as of March 31,
1997 and 1996 were 6.65 percent and 6.28 percent, respectively.
The General Partner believes that the Partnership has sufficient sources
of capital from cash on hand and cash generated from operations to meet its
presently anticipated needs.
RESULTS OF OPERATIONS
- ---------------------
Revenues of the Partnership increased $702,689, or approximately 8
percent, to $9,263,430 for the three month period ended March 31, 1997 from
$8,560,741 for the comparable 1996 period. Basic service rate increases
implemented in all of the Partnership's systems accounted for approximately 57
percent of the increase in revenues. An increase in the number of basic
subscribers accounted for approximately 29 percent of the increase in revenues.
The Partnership added 2,913 basic subscribers since March 31, 1997, an increase
of approximately 4 percent. Basic subscribers totaled 81,302 at March 31, 1997
compared to 78,389 at March 31, 1996. No other individual factor was
significant to the increase in revenues.
Operating expenses consist primarily of costs associated with the
operation and administration of the Partnership's cable television systems. The
principal cost components are salaries paid to system personnel, programming
expenses, professional fees, subscriber billing costs, rent for leased
facilities, cable system maintenance expenses and marketing expenses.
Operating expenses increased $147,916, or approximately 3 percent, to
$5,240,038 for the three month period ended March 31, 1997 compared to
$5,092,122 for the comparable 1996 period. Operating expenses represented
approximately 57 percent of revenues for the three month period ended March 31,
1997 compared to approximately 59 percent of revenues for the comparable 1996
period. Increases in programming fees primarily accounted for the increase in
operating expenses. No other individual factor contributed significantly to the
increase in operating expenses.
7
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The cable television industry generally measures the financial
performance of a cable television system in terms of operating cash flow
(revenues less operating expenses). 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 cash flow
increased $554,773, or approximately 16 percent, to $4,023,392 for the three
month period ended March 31, 1997 compared to $3,468,619 for the comparable 1996
period. This increase was due to the increase in revenues exceeding the
increases in operating expenses.
Management fees and allocated overhead from the General Partner increased
$94,350, or approximately 9 percent, to $1,104,517 for the three month period
ended March 31, 1997 compared to $1,010,167 for the comparable 1996 period.
This increase was due primarily to the increase in revenues, upon which such
management fees and allocations are based, and the timing of certain expenses
allocated from the General Partner.
Depreciation and amortization expense increased $60,613, or approximately
3 percent, to $1,854,865 for the three month period ended March 31, 1997
compared to $1,794,252 for the comparable 1996 period. This increase was due to
additions to the Partnership's depreciable asset base.
Operating income increased $399,810, or approximately 60 percent, to
$1,064,010 for the three month period ended March 31, 1997 compared to $664,200
for the comparable 1996 period. This increase was due to the increase in
revenues exceeding the increases in operating expenses, management fees and
allocated overhead from the General Partner and depreciation and amortization
expense.
Interest expense increased $2,226, or less than 1 percent, to $456,578
for the three month period ended March 31, 1997 compared to $454,352 for the
comparable 1996 period. This increase was due to higher interest rates on
outstanding balances on interest bearing obligations.
Net income increased $330,246 to $547,848 for the three month period
ended March 31, 1997 compared to $217,602 for the comparable 1996 period. This
increase was 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: May 13, 1997
10
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 3,465,082
<SECURITIES> 0
<RECEIVABLES> 609,069
<ALLOWANCES> (35,316)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 81,453,239
<DEPRECIATION> (50,069,658)
<TOTAL-ASSETS> 37,397,507
<CURRENT-LIABILITIES> 1,801,925
<BONDS> 26,142,479
0
0
<COMMON> 0
<OTHER-SE> 9,806,080
<TOTAL-LIABILITY-AND-EQUITY> 37,397,507
<SALES> 0
<TOTAL-REVENUES> 9,263,430
<CGS> 0
<TOTAL-COSTS> 8,199,420
<OTHER-EXPENSES> 456,578
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 59,584
<INCOME-PRETAX> 547,848
<INCOME-TAX> 0
<INCOME-CONTINUING> 547,848
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 547,848
<EPS-PRIMARY> 5.22
<EPS-DILUTED> 5.22
</TABLE>
