AMERICAN CABLE TV INVESTORS 4 LTD
10-Q, 1998-11-02
RADIOTELEPHONE COMMUNICATIONS
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<PAGE>
 
                                 UNITED STATES

                      SECURITIES AND EXCHANGE COMMISSION
                                        
                            WASHINGTON, D.C.  20549

                                   FORM 10-Q


(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934
     For the quarter ended September 30, 1998

                                       OR

( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
     For the transition period from _____ to _____


Commission File No. 0-15745


                      AMERICAN CABLE TV INVESTORS 4, LTD.
            ------------------------------------------------------
            (Exact name of Registrant as specified in its charter)


      State of Colorado                                         84-1013221
- --------------------------------                             -------------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

          5619 DTC Parkway                       
        Englewood, Colorado                                       80111
- ----------------------------------------                        ----------
(Address of principal executive offices)                        (Zip Code)


Registrant's telephone number, including area code:  (303) 267-5500


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, and (2) has been subject to such filing requirements
for the past 90 days.     Yes   X       No 
                              -----        -----
<PAGE>
 
PART I - FINANCIAL INFORMATION

                      AMERICAN CABLE TV INVESTORS 4, LTD.
                        (A Colorado Limited Partnership)

                                 Balance Sheets

                                  (unaudited)

                                  (see note 1)

<TABLE>
<CAPTION>
                                                                 September 30,         December 31,
                                                                      1998                 1997
                                                              --------------------  -------------------
Assets                                                                  amounts in thousands
- ------
<S>                                                           <C>                   <C>
Cash and cash equivalents (note 3)                            $              7,554                7,310
 
Amounts due from related parties (note 4)                                       --                  121
 
Funds held in escrow (note 5)                                                2,025                2,025
                                                              --------------------  -------------------
 
                                                              $              9,579                9,456
                                                              ====================  ===================
 
Liabilities and Partners' Equity
- --------------------------------
 
Accrued liabilities                                           $                191                  232
 
Partners' equity:
   General partner                                                           1,951                1,910
   Limited partners                                                          7,437                7,314
                                                              --------------------  -------------------
 
     Total partners' equity                                                  9,388                9,224
                                                              --------------------  -------------------
 
Contingency (note 5)
                                                              $              9,579                9,456
                                                              ====================  ===================
</TABLE>


See accompanying notes to financial statements.

                                      I-1
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                        (A Colorado Limited Partnership)


                            Statements of Operations

                                  (unaudited)

                                  (see note 1)


<TABLE>
<CAPTION>
 
                                                         Three months ended                   Nine months ended
                                                           September 30,                        September 30,
                                                -----------------------------------   ---------------------------------
                                                       1998               1997              1998              1997
                                                -----------------   ---------------   ----------------   -------------- 
 
<S>                                             <C>                 <C>               <C>                <C>
General and administrative expenses             $             (80)              (51)              (171)            (176)
 
Interest income                                               106                98                307              367
 
Reversal of excess accrued liabilities                         --               117                 28              117
                                                -----------------   ---------------   ----------------   -------------- 
 
      Net earnings                              $              26               164                164              308
                                                =================   ===============   ================   ==============
 
Net earnings per limited partnership
 unit ("Unit")                                  $            0.16              1.02               1.02             1.92
                                                =================   ===============   ================   ==============
 
Limited partnership units outstanding                     120,005           120,005            120,005          120,005
                                                =================   ===============   ================   ==============
</TABLE>

See accompanying notes to financial statements.

                                      I-2
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                        (A Colorado Limited Partnership)


                         Statement of Partners' Equity

                      Nine months ended September 30, 1998

                                  (unaudited)

                                  (see note 1)


<TABLE>
<CAPTION>
                                                               General          Limited
                                                               partner          partners        Total
                                                           ---------------  ---------------  ------------
<S>                                                        <C>              <C>              <C>
                                                                        amounts in thousands
 
Balance at January 1, 1998                                 $         1,910            7,314         9,224
 
   Net earnings                                                         41              123           164
                                                           ---------------  ---------------  ------------
 
Balance at September 30, 1998                              $         1,951            7,437         9,388
                                                           ===============  ===============  ============
</TABLE>

See accompanying notes to financial statements.

                                      I-3
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                        (A Colorado Limited Partnership)


                            Statements of Cash Flows

                                  (unaudited)

                                  (see note 1)

<TABLE>
<CAPTION>
                                                                               Nine months ended
                                                                                 September 30,
                                                                      ----------------------------------- 
                                                                             1998               1997
                                                                      -----------------   --------------- 
<S>                                                                   <C>                 <C>
                                                                             amounts in thousands
                                                                                 (see note 3)
Cash flows from operating activities:
  Net earnings                                                        $             164               308
  Adjustment to reconcile net earnings to net cash provided by
   operating activities:
     Reversal of excess accrued liabilities                                         (28)             (117)
     Changes in operating assets and liabilities:
         Net change in accounts payable, accrued liabilities and
            amounts due to/from related parties                                     108             2,564
                                                                      -----------------   --------------- 
 
            Net cash provided by operating activities                               244             2,755
                                                                      -----------------   --------------- 
 
 
Cash flows from investing activities                                                 --                --
                                                                      -----------------   --------------- 
 
Cash flow from financing activities:
 
  Change in cash overdraft                                                           --                61
                                                                      -----------------   --------------- 
 
            Net change in cash and cash equivalents                                 244             2,816
 
            Cash and cash equivalents:
 
              Beginning of period                                                 7,310             4,216
                                                                      -----------------   --------------- 
 
              End of period                                           $           7,554             7,032
                                                                      =================   ===============
</TABLE>
See accompanying notes to financial statements.

                                      I-4
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                       (A Colorado Limited Partnership)

                         Notes to Financial Statements

                              September 30, 1998
                                  (unaudited)

(1)  Basis of Financial Statement Preparation
     ----------------------------------------

     The accompanying unaudited financial statements include the accounts of
     American Cable TV Investors 4, Ltd. ("ACT 4" or the "Partnership"). ACT 4
     was formed for the purpose of acquiring, developing and operating cable
     television systems. During 1995 and 1996, ACT 4 sold all of its cable
     television assets. Accordingly, the Partnership is no longer engaged in the
     cable television business and is currently seeking to make a final
     determination of its liabilities so that liquidating distributions can be
     made in connection with its dissolution. See note 5.

     TCI Cablevision Associates, Inc. ("Cablevision") is the managing agent of
     the Partnership and owns 100% of the common stock of a general partner of
     the general partner of ACT 4. Cablevision is an indirect majority-owned
     subsidiary of Tele-Communications, Inc. ("TCI").

     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 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.

     The accompanying financial statements are unaudited. In the opinion of
     management, all adjustments (consisting only of normal recurring accruals)
     have been made which are necessary to present fairly the financial position
     of the Partnership as of September 30, 1998 and its results of operations
     for the nine months ended September 30, 1998 and 1997. The results of
     operations for any interim period are not necessarily indicative of the
     results for the entire year.

     These financial statements should be read in conjunction with the financial
     statements and related notes thereto included in ACT 4's December 31, 1997
     Annual Report on Form 10-K.

(2)  Allocation of Net Earnings and Net Losses
     -----------------------------------------

     Pursuant to ACT 4's limited partnership agreement, net earnings and net
     losses of ACT 4 are to be allocated 1% to the general partners and 99% to
     the limited partners until the limited partners have received cumulative
     distributions equal to their original capital contributions ("Payback").
     After the limited partners have received distributions equal to Payback,
     the allocations of net earnings and net losses shall be 25% to the general
     partner and 75% to the limited partners.  Payback occurred in 1996.
     Accordingly, the limited partners' share of earnings for the nine months
     ended September 30, 1998 and 1997, have been allocated using the post-
     Payback percentages set forth above.

     Earnings per Unit is calculated by dividing the net earnings attributable
     to the limited partners by the number of Units outstanding during the
     period.

                                                                     (continued)

                                      I-5
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                       (A Colorado Limited Partnership)

                         Notes to Financial Statements

(3)  Supplemental Disclosure of Cash Flow Information
     ------------------------------------------------

     The Partnership considers investments with maturities of three months or
     less to be cash equivalents.  At September 30, 1998, $7,366,000 of the
     Partnership's cash and cash equivalents was invested in money market funds.

     The Partnership is exposed to credit loss in the event of non-performance
     by the other parties to such financial instruments.  However, the
     Partnership does not anticipate non-performance by the other parties.

(4)  Transactions with Related Parties
     ---------------------------------

     The Partnership reimburses Cablevision for direct out-of-pocket and
     indirect expenses allocable to the Partnership and for certain personnel
     employed on a full- or part-time basis to perform accounting, marketing,
     technical or other services.  Such reimbursements amounted to $27,000 for
     each of the nine months ended September 30, 1998 and 1997.

     Amounts due from related parties bear interest at variable rates (5.5% at
     September 30, 1998).  Interest earned on amounts due from TCI and its
     affiliates was not significant for the nine months ended September 30,
     1998.  During the nine months ended September 30, 1997, interest earned on
     amounts due from TCI and its affiliates was $163,000.

(5)  Contingency
     -----------

     In May 1996, Citizens Century Cable Television Venture ("Citizens-
     Century"), the buyer of the Partnership's cable television system which was
     located in and around Chino, California (the "Chino System"), filed a claim
     for a breach of warranty by ACT 4 in connection with the sale of the Chino
     System.  The Partnership is working with Citizens-Century to resolve such
     claim.  However, the Partnership is unable to determine the ultimate cost
     of such claim, if any, or when such claim will be resolved.  The claim for
     indemnification has had and will continue to have the effect of delaying
     the release of funds held in escrow from the sale of the Chino System (the
     "Chino Escrow").  In addition, any successful indemnification claim will
     have the effect of reducing the amount of the Chino Escrow ultimately
     released to ACT 4.

                                      I-6
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                        (A Colorado Limited Partnership)

Management's Discussion and Analysis of
- ---------------------------------------
 Financial Condition and Results of Operations
 ---------------------------------------------

     Material Changes in Results of Operations
     -----------------------------------------

     The Partnership is no longer engaged in the cable television business and
is currently seeking to make a final determination of its liabilities so that
liquidating distributions can be made in connection with its dissolution. For
additional information, see note 5 to the accompanying financial statements. The
Partnership's results of operations for the three and nine month periods ended
September 30, 1998 and 1997 include (i) general and administrative ("G&A")
expenses and (ii) interest income. The Partnership's G&A expenses are comprised
primarily of costs associated with the administration of the Partnership. The
Partnership's results of operations for the nine months ended September 30, 1998
and 1997 also reflect the reversal of certain amounts which were accrued in
prior periods.

     Interest income increased $8,000 and decreased $60,000 during the three and
nine month periods ended September 30, 1998, respectively, as compared to the
corresponding prior year periods. Such changes are primarily due to fluctuations
in the average balance of the Partnership's interest-bearing assets (primarily
cash and cash equivalents).

     Material Changes in Financial Condition
     ---------------------------------------

     ACT 4 anticipates that it will make liquidating distributions in connection
with its dissolution as soon as possible following the final determination and
satisfaction of the Partnership's liabilities, but not prior to the release of
funds from the Chino Escrow. In May 1996, Citizens-Century filed a claim for a
breach of warranty by ACT 4 in connection with the sale of the Chino System. The
Partnership is working with Citizens-Century to resolve such claim. However, the
Partnership is unable to determine the ultimate cost of such claim, if any, or
when such claim will be resolved. The claim for indemnification has had and will
continue to have the effect of delaying the release of funds from the Chino
Escrow. In addition, any successful indemnification claim will have the effect
of reducing the amount of the Chino Escrow ultimately released to ACT 4.

                                      I-7
<PAGE>
 
                      AMERICAN CABLE TV INVESTORS 4, LTD.
                       (A Colorado Limited Partnership)



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 filed during the quarter ended September 30, 1998
          - none

                                      II-1
<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.

                                             AMERICAN CABLE TV INVESTORS 4, LTD.
                                             (A Colorado Limited Partnership)
 
                                             By: IR-TCI PARTNERS IV, L.P.,
                                                 Its General Partner
 
                                             By: TCI VENTURES FOUR, INC.,
                                                 A General Partner
 
 
 
Date:     October 30, 1998                   By: /s/ Ann M. Koets
                                                 -------------------------------
                                                 Ann M. Koets
                                                 Vice President
 

                                      II-2
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------

The following exhibits are filed herewith or are incorporated by reference 
herein (according to the number assigned to them in Item 601 of Regulation S-K) 
as noted:

       (27)   American Cable TV Investors 4, LTD. Financial Data Schedule

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1998 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                                        <C>
<PERIOD-TYPE>                                    9-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               SEP-30-1998
<CASH>                                           7,554
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                   9,579
<CURRENT-LIABILITIES>                                0
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                       9,388
<TOTAL-LIABILITY-AND-EQUITY>                     9,579
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                    164
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                164
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       164
<EPS-PRIMARY>                                     1.02<F1>
<EPS-DILUTED>                                        0
<FN>
<F1>EPS-PRIMARY REPRESENTS NET EARNINGS PER LIMITED PARTNERSHIP UNIT.
</FN>
        

</TABLE>


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