<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, 1998
[_] 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 0-14206
Cable TV Fund 12-D, LTD.
- --------------------------------------------------------------------------------
Exact name of registrant as specified in charter
Colorado 84-1010423
- --------------------------------------------------------------------------------
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 (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
-------- -------
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------
<TABLE>
<CAPTION>
March 31, December 31,
ASSETS 1998 1997
------ ------------- -------------
<S> <C> <C>
CASH AND CASH EQUIVALENTS $ 2,636,162 $ 1,742,444
RECEIVABLES:
Trade receivables, less allowance for doubtful receivables of $530,024
and $404,821 at March 31, 1998 and December 31, 1997, respectively 4,106,106 4,456,904
INVESTMENT IN CABLE TELEVISION PROPERTIES:
Property, plant and equipment, at cost 223,916,612 218,189,145
Less- accumulated depreciation (118,327,699) (113,368,132)
------------- -------------
105,588,913 104,821,013
Franchise costs and other intangible assets, net of accumulated
amortization of $63,883,289 and $63,250,091 at
March 31, 1998 and December 31, 1997, respectively 7,157,864 7,791,062
------------- -------------
Total investment in cable television properties 112,746,777 112,612,075
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES 4,084,663 5,458,081
------------- -------------
Total assets $ 123,573,708 $ 124,269,504
============= =============
</TABLE>
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated balance sheets.
2
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------
<TABLE>
<CAPTION>
March 31, December 31,
LIABILITIES AND PARTNERS' DEFICIT 1998 1997
--------------------------------- ------------- -------------
<S> <C> <C>
LIABILITIES:
Debt $148,273,330 $144,308,462
Trade accounts payable and accrued liabilities 3,391,963 6,726,286
Subscriber prepayments 461,659 424,486
------------ ------------
Total liabilities 152,126,952 151,459,234
------------ ------------
MINORITY INTEREST IN JOINT VENTURE (7,239,425) (6,905,937)
------------ ------------
PARTNERS' DEFICIT:
General Partner-
Contributed capital 1,000 1,000
Accumulated deficit (119,881) (109,581)
------------ ------------
(118,881) (108,581)
------------ ------------
Limited Partners-
Net contributed capital (237,339 units outstanding
at March 31, 1998 and December 31, 1997) 102,198,175 102,198,175
Accumulated deficit (81,846,113) (80,826,387)
Distributions (41,547,000) (41,547,000)
------------ ------------
(21,194,938) (20,175,212)
------------ ------------
Total liabilities and partners' deficit $123,573,708 $124,269,504
============ ============
</TABLE>
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated balance sheets.
3
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
-----------------------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
---------------------------
<S> <C> <C>
1998 1997
------------ ------------
REVENUES $20,912,442 $19,711,225
COSTS AND EXPENSES:
Operating expenses 11,508,297 10,953,865
Management fees and allocated overhead from
Jones Intercable, Inc. 2,183,929 2,316,066
Depreciation and amortization 5,858,534 4,798,547
----------- -----------
OPERATING INCOME 1,361,682 1,642,747
----------- -----------
OTHER INCOME (EXPENSE):
Interest expense (2,675,112) (2,691,262)
Other, net (50,084) 87,866
----------- -----------
Total other income (expense), net (2,725,196) (2,603,396)
----------- -----------
CONSOLIDATED NET LOSS (1,363,514) (960,649)
MINORITY INTEREST IN CONSOLIDATED NET LOSS 333,488 234,956
----------- -----------
NET LOSS $(1,030,026) $ (725,693)
=========== ===========
ALLOCATION OF NET LOSS:
General Partner $ (10,300) $ (7,257)
=========== ===========
Limited Partners $(1,019,726) $ (718,436)
=========== ===========
NET LOSS PER LIMITED PARTNERSHIP UNIT $ (4.30) $(3.03)
=========== ===========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING 237,339 237,339
=========== ===========
</TABLE>
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated statements.
4
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
-----------------------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
----------------------------
1998 1997
------------- -------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(1,030,026) $ (725,693)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 5,858,534 4,798,547
Minority interest in consolidated loss (333,488) (234,956)
Decrease (increase) in trade receivables 350,798 (684,637)
Decrease (increase) in deposits, prepaid expenses and
deferred charges 1,107,649 (1,763,639)
Increase (decrease) in trade accounts payable and
accrued liabilities and subscriber prepayments (3,297,150) 1,230,164
----------- -----------
Net cash provided by operating activities 2,656,317 2,619,786
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment, net (5,727,467) (5,009,883)
----------- -----------
Net cash used in investing activities (5,727,467) (5,009,883)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings 10,000,000 6,420,666
Repayment of debt (6,035,132) (4,044,922)
----------- -----------
Net cash provided by financing activities 3,964,868 2,375,744
----------- -----------
Increase (decrease) in cash and cash equivalents 893,718 (14,353)
Cash and cash equivalents, beginning of period 1,742,444 1,514,773
----------- -----------
Cash and cash equivalents, end of period $ 2,636,162 $ 1,500,420
=========== ===========
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 4,278,535 $ 1,481,270
=========== ===========
</TABLE>
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated statements.
5
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
NOTES TO UNAUDITED CONSOLIDATED 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 complete 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-D, Ltd.
(the "Partnership") at March 31, 1998 and December 31, 1997 and its Statements
of Operations and Cash Flows for the three month periods ended March 31, 1998
and March 31, 1997. Results of operations for these periods are not necessarily
indicative of results to be expected for the full year.
The accompanying consolidated financial statements include 100 percent of
the accounts of the Partnership and those of Cable TV Fund 12-BCD Venture (the
"Venture") reduced by the 24 percent minority interest in the Venture. All
interpartnership accounts and transactions have been eliminated. The Venture
owns and operates the cable television systems serving the areas in and around
Albuquerque, New Mexico (the "Albuquerque System") and Palmdale, California (the
"Palmdale System").
(2) Jones Intercable, Inc. (the "General Partner"), a publicly held Colorado
corporation, manages the Partnership and the Venture and receives a fee for its
services equal to 5 percent of the gross revenues of the Venture, excluding
revenues from the sale of cable television systems or franchises. Management
fees paid to the General Partner for the three month periods ended March 31,
1998 and 1997 were $1,045,622 and $985,561, respectively.
The Venture 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
corporate facilities costs. Such personnel provide engineering, marketing,
administrative, accounting, legal and investor relations services to the
Venture. Such services, and their related costs, are necessary to the operation
of the Venture and would have been incurred by the Venture if it was a stand
alone entity. Allocations of personnel costs are based upon actual time spent
by employees of the General Partner with respect to each entity managed.
Remaining expenses are allocated based on the pro rata relationship of the
Venture'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 Jones Intercable,
Inc. 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. Allocated overhead and
administrative expenses allocated to the Venture by the General Partner for the
three month periods ended March 31, 1998 and 1997 were $1,138,307 and
$1,330,505, respectively.
(3) In July 1997, the Venture entered into a purchase and sale agreement to
sell the Albuquerque System to the General Partner for a sales price of
$222,963,267, which price represents the average of three separate independent
appraisals of the fair market value of the Albuquerque System. The closing of
this sale is subject to a number of conditions, including the approval of the
holders of a majority of the limited partnership interests in each of the three
partnerships that comprise the Venture and necessary governmental and other
third party consents. The General Partner currently is conducting a vote of the
limited partners on the sale of the Albuquerque System. This vote is expected to
be concluded no later than June 15, 1998. Closing is expected to occur by June
30, 1998.
Upon the consummation of the proposed sale of the Albuquerque System, the
Venture will repay its then outstanding Senior Notes balance of $41,544,890 plus
accrued interest, plus a make whole premium that, based on current market
interest rates, is estimated to total $1,342,455 and, pursuant to an amendment
to the Venture's credit facility, the Venture will distribute $125,000,000 to
the three constituent partnerships of the Venture in proportion to their
ownership interests in the Venture. The remaining proceeds will be used to
repay a portion of the outstanding balance and accrued interest on its credit
facility. The Partnership will receive $94,428,308, or 76 percent of the
$125,000,000 distribution, which the Partnership will distribute to its partners
of record as of the closing date of the sale of the Albuquerque System. This
distribution is expected to be made in July 1998. The limited partners of the
Partnership, as a group, will receive $90,101,856 and the General Partner will
receive $4,326,452. Such distribution represents $380 for each $500 limited
partnership interest, or $760 for each $1,000 invested in the Partnership.
6
<PAGE>
In March 1998, the Venture entered into a purchase and sale agreement to
sell the Palmdale System to the General Partner for a sales price of
$138,205,200, subject to customary closing adjustments. This sales price
represents the average of three separate independent appraisals of the fair
market value of the Palmdale System. The closing of this sale is subject to a
number of conditions, including the approval of the holders of a majority of the
limited partnership interests in each of the three partnerships that comprise
the Venture and necessary governmental and other third party consents. The
General Partner expects to conduct a vote of the limited partners on the sale of
the Palmdale System in the third quarter of 1998. Closing is expected to occur
in the fourth quarter of 1998.
Upon consummation of the proposed sale of the Palmdale System, the Venture
will pay all of its remaining indebtedness, which is estimated to total
approximately $48,200,000, and then the Venture will distribute the remaining
sale proceeds of approximately $91,642,700 to the three constituent partnerships
of the Venture in proportion to their ownership interests in the Venture. The
Partnership will receive approximately $69,229,300, or 76 percent of the
$91,642,700 distribution, which the Partnership will distribute to its partners
of record as of the closing date of the sale of the Palmdale System. This
distribution is expected to be made before year end 1998. Because the limited
partners will have already received distributions in an amount in excess of the
capital initially contributed to the Partnership by the limited partners, taking
into account the anticipated distribution to the limited partners from the sale
of the Albuquerque System, the net proceeds from the Palmdale System's sale will
be distributed 75 percent to the limited partners ($51,921,975) and 25 percent
to the General Partner ($17,307,325). Limited partners will receive $219 for
each $500 limited partnership interest, or $438 for each $1,000 invested in the
Partnership, from the Partnership's portion of the net proceeds of the Palmdale
System's sale. Since the Palmdale System will represent the only remaining
asset of the Venture, the Venture and the Partnership will be liquidated and
dissolved after the sale of the Palmdale System.
Taking into account the anticipated distributions from the proposed sales
of the Albuquerque System and the Palmdale System, together with all prior
distributions, the General Partner expects that the Partnership's limited
partners will receive $774 for each $500 limited partnership interest, or $1,548
for each $1,000 invested in the Partnership, at the time the Partnership is
liquidated and dissolved.
7
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
In July 1997, the Venture entered into a purchase and sale agreement to
sell the Albuquerque System to the General Partner for a sales price of
$222,963,267, which price represents the average of three separate independent
appraisals of the fair market value of the Albuquerque System. The closing of
this sale is subject to a number of conditions, including the approval of the
holders of a majority of the limited partnership interests in each of the three
partnerships that comprise the Venture and necessary governmental and other
third party consents. The General Partner currently is conducting a vote of the
limited partners on the sale of the Albuquerque System. This vote is expected
to be concluded no later than June 15, 1998. Closing is expected to occur by
June 30, 1998.
Upon the consummation of the proposed sale of the Albuquerque System, the
Venture will repay its then outstanding Senior Notes balance of $41,544,890 plus
accrued interest, plus a make whole premium that, based on current market
interest rates, is estimated to total $1,342,455 and, pursuant to an amendment
to the Venture's credit facility, the Venture will distribute $125,000,000 to
the three constituent partnerships of the Venture in proportion to their
ownership interests in the Venture. The remaining proceeds will be used to
repay a portion of the outstanding balance and accrued interest on its credit
facility. The Partnership will receive $94,428,308, or 76 percent of the
$125,000,000 distribution, which the Partnership will distribute to its partners
of record as of the closing date of the sale of the Albuquerque System. This
distribution is expected to be made in July 1998. The limited partners of the
Partnership, as a group, will receive $90,101,856 and the General Partner will
receive $4,326,452. Such distribution represents $380 for each $500 limited
partnership interest, or $760 for each $1,000 invested in the Partnership.
In March 1998, the Venture entered into a purchase and sale agreement to
sell the Palmdale System to the General Partner for a sales price of
$138,205,200, subject to customary closing adjustments. This sales price
represents the average of three separate independent appraisals of the fair
market value of the Palmdale System. The closing of this sale is subject to a
number of conditions, including the approval of the holders of a majority of the
limited partnership interests in each of the three partnerships that comprise
the Venture and necessary governmental and other third party consents. The
General Partner expects to conduct a vote of the limited partners on the sale of
the Palmdale System in the third quarter of 1998. Closing is expected to occur
in the fourth quarter of 1998.
Upon consummation of the proposed sale of the Palmdale System, the Venture
will pay all of its remaining indebtedness, which is estimated to total
approximately $48,200,000, and then the Venture will distribute the remaining
sale proceeds of approximately $91,642,700 to the three constituent partnerships
of the Venture in proportion to their ownership interests in the Venture. The
Partnership will receive approximately $69,229,300, or 76 percent of the
$91,642,700 distribution, which the Partnership will distribute to its partners
of record as of the closing date of the sale of the Palmdale System. This
distribution is expected to be made before year end 1998. Because the limited
partners will have already received distributions in an amount in excess of the
capital initially contributed to the Partnership by the limited partners, taking
into account the anticipated distribution to the limited partners from the sale
of the Albuquerque System, the net proceeds from the Palmdale System's sale will
be distributed 75 percent to the limited partners ($51,921,975) and 25 percent
to the General Partner ($17,307,325). Limited partners will receive $219 for
each $500 limited partnership interest, or $438 for each $1,000 invested in the
Partnership, from the Partnership's portion of the net proceeds of the Palmdale
System's sale. Since the Palmdale System will represent the only remaining
asset of the Venture, the Venture and the Partnership will be liquidated and
dissolved after the sale of the Palmdale System.
Taking into account the anticipated distributions from the proposed sales
of the Albuquerque System and the Palmdale System, together with all prior
distributions, the General Partner expects that the Partnership's limited
partners will receive $774 for each $500 limited partnership interest, or $1,548
for each $1,000 invested in the Partnership, at the time the Partnership is
liquidated and dissolved.
For the three months ended March 31, 1998, the Venture generated net cash
from operating activities totaling $2,656,317, which was available to fund
capital expenditures and non-operating costs. Capital expenditures for the
8
<PAGE>
Venture totaled $5,727,467 for the three months ended March 31, 1998. Capital
expenditures in the Albuquerque System totaled $3,939,916. Of the Albuquerque
System's capital expenditures, approximately 53 percent was for service drops to
subscribers' homes, approximately 24 percent was for cable plant extensions
related to new homes passed and the remainder was for other capital expenditures
to maintain the value of the Albuquerque System until it is sold. Capital
expenditures in the Palmdale System totaled $1,787,551. Of the Palmdale
System's capital expenditures, approximately 53 percent was for service drops to
subscribers' homes, approximately 16 percent was for cable plant extensions
related to new homes passed and the remainder was for other capital expenditures
to maintain the value of the Palmdale System until it is sold. These capital
expenditures were funded primarily from cash generated from operations and
borrowings from the Venture's credit facility. Budgeted capital expenditures
for the remainder of 1998 are approximately $6,955,000. Budgeted capital
expenditures in the Albuquerque System for the second quarter are approximately
$3,837,900, of which approximately 36 percent is for service drops to customers'
homes, approximately 20 percent is for cable plant extensions related to new
homes passed and the remainder relates to other capital expenditures to maintain
the value of the Albuquerque System. Budgeted capital expenditures for the
remainder of 1998 in the Palmdale System are approximately $3,117,100, of which
approximately 29 percent is for cable plant extensions related to new homes
passed, approximately 25 percent is for service drops to subscribers' homes and
the remainder is for other capital expenditures to maintain the value of the
Palmdale System. Depending upon the timing of the closing of the sale of the
Venture's systems, the Venture will make only the portion of the 1998 budgeted
capital expenditures scheduled to be made during the Venture's continued
ownership of its systems. Funding for these expenditures is expected to be
provided by cash on hand, cash generated from operations and borrowings from the
Venture's credit facility.
The Venture's debt arrangements at March 31, 1998 consisted of $41,544,890
of Senior Notes placed with a group of institutional lenders and a $120,000,000
credit facility with a group of commercial bank lenders. The Senior Notes and
the credit facility are equal in standing with the other, and both are equally
secured by the assets of the Venture. The Senior Notes and the credit facility
contain certain financial covenants. The most restrictive of these covenants is
that the ratio of debt to annualized cash flow will not exceed 4.5 to 1. The
Venture was in compliance with all of such financial covenants at March 31,
1998.
The Senior Notes have a fixed interest rate of 8.64 percent and a final
maturity date of March 31, 2000. The Senior Notes require payments of interest
and accelerating principal through maturity, payable semi-annually in March and
September. A principal payment of $5,934,984 was made in March 1998. A
principal payment of approximately $5,934,984 is due in September 1998; however,
upon the sale of the Albuquerque System, which is expected to occur no later
than June 30, 1998, the Senior Notes will be repaid in full together with an
approximate $1,342,000 make whole premium.
The balance outstanding on the Venture's $120,000,000 credit facility at
March 31, 1998 was $105,630,620, leaving $14,369,380 available for future needs.
Upon the sale of the Albuquerque System and pursuant to an amendment to the
Venture's credit facility, the Venture anticipates repaying a portion of the
then outstanding balance of the credit facility and that the commitment will be
reduced to $55,000,000. At the Venture's option, the credit facility will be
payable in full on December 31, 1999 or will convert to a term loan that matures
on December 31, 2004 payable in consecutive quarterly amounts. Upon the sale of
the Palmdale System, the Venture will repay the then outstanding balance of the
credit facility. Interest on the credit facility is at the Venture's option of
the London Interbank Offered Rate plus .875 percent, the Prime Rate or the
Certificate of Deposit Rate plus 1 percent. The effective interest rates on
amounts outstanding on the Venture's credit facility as of March 31, 1998 and
1997 were 6.69 percent and 7.09 percent, respectively.
The Venture has sufficient sources of capital available through its ability
to generate cash from operations and borrowings under its credit facility to
meet its presently anticipated needs.
9
<PAGE>
RESULTS OF OPERATIONS
- ---------------------
As a result of the sale of the Venture's cable television system serving
areas in and around Tampa, Florida, in February 1996, the following discussion
of the Venture's results of operations, through operating income, pertains only
to the results of operations of the Albuquerque System and the Palmdale System
for the periods discussed. Results of operations of each system for the three
months ended March 31, 1998 and 1997, respectively, are summarized below:
<TABLE>
<CAPTION>
Albuquerque System
---------------------------------------------------
1998 1997 Inc(Dec) % Inc/(Dec)
----------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
Revenues $13,480,069 $12,748,434 $ 731,635 6%
Operating expenses 7,404,123 6,956,707 447,416 6%
----------- ----------- ----------
Operating cash flow 6,075,946 5,791,727 284,219 5%
Management fees and allocated
overhead from Jones Intercable, Inc. 1,408,460 1,495,844 (87,384) (6%)
Depreciation and amortization 4,198,392 3,425,328 773,064 23%
----------- ----------- ----------
Operating income $ 469,094 $ 870,555 $ (401,461) (46%)
=========== =========== ==========
Palmdale System
-------------------------------------------------
1998 1997 Inc(Dec) % Inc/(Dec)
----------- ----------- ---------- ----------
Revenues $ 7,432,373 $ 6,962,791 $ 469,582 7%
Operating expenses 4,104,174 3,997,158 107,016 3%
----------- ----------- ----------
Operating cash flow 3,328,199 2,965,633 362,566 12%
Management fees and allocated
overhead from Jones Intercable, Inc. 775,469 820,222 (44,753) (5%)
Depreciation and amortization 1,660,142 1,373,219 286,923 21%
----------- ----------- ----------
Operating income $ 892,588 $ 772,192 $ 120,396 16%
=========== =========== ==========
Total
-------------------------------------------------
1998 1997 Inc(Dec) % Inc/(Dec)
----------- ----------- ---------- ----------
Revenues $20,912,442 $19,711,225 $1,201,217 6%
Operating expenses 11,508,297 10,953,865 554,432 5%
----------- ----------- ----------
Operating cash flow 9,404,145 8,757,360 646,785 7%
Management fees and allocated
overhead from Jones Intercable, Inc. 2,183,929 2,316,066 (132,137) (6%)
Depreciation and amortization 5,858,534 4,798,547 1,059,987 22%
----------- ----------- ----------
Operating income $ 1,361,682 $ 1,642,747 $ (281,065) (17%)
=========== =========== ==========
</TABLE>
Revenues in the Albuquerque System and the Palmdale System increased
$1,201,217, or approximately 6 percent, to $20,912,442 for the three months
ended March 31, 1998 from $19,711,225 for the similar period in 1997. The
increase in
10
<PAGE>
revenue was primarily due to basic service rate increases implemented in the
Venture's systems and an increase in advertising sales revenues. Basic service
rate increases implemented in the Venture's systems accounted for approximately
71 percent of the increase in revenues for the three months ended March 31,
1998. Increases in advertising sales revenues accounted for approximately 16
percent of the increase in revenues for the three months ended March 31, 1998.
No other factor was significant to the increase in revenues.
Operating expenses consist primarily of costs associated with the operation
and administration of the Venture'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 in the Albuquerque System and the Palmdale System
increased $554,432, or approximately 5 percent, to $11,508,297 for the three
months ended March 31, 1998 from $10,953,865 for the similar period in 1997.
The increase in operating expenses was primarily due to increases in programming
costs. No other factor was significant to the increase in operating expenses.
Operating expenses represented 55 percent and 56 percent, respectively, of
revenues for the three months ended March 31, 1998 and 1997.
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
$646,785, or approximately 7 percent, to $9,404,145 for the three months ended
March 31, 1998 from $8,757,360 for the similar period in 1997. This increase
was due to the increase in revenues exceeding the increase in operating
expenses.
Management fees and allocated overhead from Jones Intercable, Inc.
decreased $132,137, or approximately 6 percent, to $2,183,929 for the three
months ended March 31, 1998 from $2,316,066 for the similar period in 1997.
This decrease was primarily due to decreases in allocated overhead from the
General Partner, which was partially offset by an increase in management fees.
Depreciation and amortization expense increased $1,059,987, or
approximately 22 percent, to $5,858,534 for the three months ended March 31,
1998 from $4,798,547 for the similar period in 1997. This increase was
primarily due to a change in the estimated useful lives of certain assets.
Operating income decreased $281,065, or approximately 17 percent, to
$1,361,682 for the three month period ended March 31, 1998 from $1,642,747 for
the similar period in 1997. This decrease was due to the increase in
depreciation and amortization expense exceeding the increase in operating cash
flow.
Interest expense decreased $16,150, or approximately 1 percent, to
$2,675,112 for the three months ended March 31, 1998 from $2,691,262 for the
similar period in 1997. This decrease in interest expense was primarily due to
lower effective interest rates and lower outstanding balances on the Venture's
interest bearing obligations.
Net loss increased $304,333, or approximately 42 percent, to $1,030,026 for
the three months ended March 31, 1998 from $725,693 for the similar period in
1997. This increase is due to the factors discussed above.
11
<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
Report on Form 8-K dated March 10, 1998 reported that on March
10, 1998, the Venture entered into a purchase and sale agreement with the
General Partner to sell the Venture's Palmdale System.
12
<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-D, 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, 1998
13
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<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 2,636,162
<SECURITIES> 0
<RECEIVABLES> 4,106,106
<ALLOWANCES> (530,024)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 223,916,612
<DEPRECIATION> (118,327,699)
<TOTAL-ASSETS> 123,573,708
<CURRENT-LIABILITIES> 3,853,622
<BONDS> 148,273,330
0
0
<COMMON> 0
<OTHER-SE> (28,554,244)
<TOTAL-LIABILITY-AND-EQUITY> 123,573,708
<SALES> 0
<TOTAL-REVENUES> 20,912,442
<CGS> 0
<TOTAL-COSTS> 19,550,760
<OTHER-EXPENSES> (50,084)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,675,112
<INCOME-PRETAX> (1,030,026)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,030,026)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,030,026)
<EPS-PRIMARY> (4.30)
<EPS-DILUTED> (4.30)
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