<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 September 30, 2000
------------------
[_] 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. #
c/o Comcast Corporation
1500 Market Street, Philadelphia, PA 19102-2148
-----------------------------------------------
Address of principal executive office
(215) 665-1700
--------------
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>
September 30, December 31,
ASSETS 2000 1999
------ ------------------ -------------------
<S> <C> <C>
Cash $ 1,747,359 $ 302
Receivable from affiliates - 2,326,853
------------------ -------------------
Total assets $ 1,747,359 $ 2,327,155
================== ===================
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
LIABILITIES:
Advances from affiliates $ 101,632 $ -
------------------ -------------------
Total liabilities 101,632 -
------------------ -------------------
MINORITY INTEREST IN JOINT VENTURE - 569,158
------------------ -------------------
PARTNER'S CAPITAL:
General Partner-
Contributed capital 1,000 1,000
Distributions (21,153,765) (21,153,765)
Accumulated earnings 21,564,198 21,592,266
------------------ -------------------
411,433 439,501
------------------ -------------------
Limited Partners-
Net contributed capital (237,339 units outstanding
at September 30, 2000 and December 31, 1999) 102,198,175 102,198,175
Distributions (182,130,796) (182,130,796)
Accumulated earnings 81,166,915 81,251,117
------------------ -------------------
1,234,294 1,318,496
------------------ -------------------
Total liabilities and partners' capital $ 1,747,359 $ 2,327,155
================== ===================
</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 STATEMENTS OF OPERATIONS
-----------------------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended For the Nine Months Ended
September 30, September 30,
----------------------------------- -----------------------------------
2000 1999 2000 1999
----------------- ---------------- ---------------- ----------------
<S> <C> <C> <C> <C>
OTHER INCOME (EXPENSE):
Interest expense $ (1,353) $ 390 $ (2,662) $ (13,975)
Interest income 22,237 40,134 43,550 258,329
Other, net (43,990) (100,762) (153,158) (430,044)
----------------- ---------------- ---------------- ----------------
Total other income (expense), net (23,106) (60,238) (112,270) (185,690)
----------------- ---------------- ---------------- ----------------
CONSOLIDATED NET LOSS (23,106) (60,238) (112,270) (185,690)
MINORITY INTEREST IN
CONSOLIDATED NET LOSS - 14,734 - 45,420
----------------- ---------------- ---------------- ----------------
NET LOSS $ (23,106) $ (45,504) $ (112,270) $ (140,270)
================= ================ ================ ================
ALLOCATION OF NET LOSS:
General Partner $ (5,777) $ (455) $ (28,068) $ (1,403)
================= ================ ================ ================
Limited Partners $ (17,329) $ (45,049) $ (84,202) $ (138,867)
================= ================ ================ ================
NET LOSS PER LIMITED
PARTNERSHIP UNIT $ (0.07) $ (0.19) $ (0.35) $ (0.59)
================= ================ ================ ================
WEIGHTED AVERAGE NUMBER OF
LIMITED PARTNERSHIP UNITS
OUTSTANDING 237,339 237,339 237,339 237,339
================= ================ ================ ================
</TABLE>
The accompanying notes to unaudited consolidated financial statements
are an integral part of these unaudited consolidated statements.
3
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
-----------------------------------------------
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30,
---------------------------------------------
2000 1999
------------------- --------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (112,270) $ (140,270)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Minority interest in consolidated loss - (45,420)
Decrease in accounts payable and accrued liabilities
and subscriber prepayments - (18,000)
Transactions with affiliates 2,428,485 (10,793)
------------------- --------------------
Net cash provided by (used in) operating activities 2,316,215 (214,483)
------------------- --------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Distribution to venture partners (569,158) -
Distribution to limited partners - (66,825,751)
------------------- --------------------
Net cash used in financing activities (569,158) (66,825,751)
------------------- --------------------
Increase (decrease) in cash 1,747,057 (67,040,234)
Cash, beginning of period 302 69,325,751
------------------- --------------------
Cash, end of period $ 1,747,359 $ 2,285,517
=================== ====================
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ 31,145 $ -
=================== ====================
</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)
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 September 30, 2000 and December 31, 1999, its Statements
of Operations for the three and nine month periods ended September 30, 2000 and
1999 and its Statements of Cash Flows for the nine month periods ended September
30, 2000 and 1999. Cetain prior period amounts have been reclassified to
conform to the 2000 presentation.
The accompanying consolidated financial statements historically 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 has sold all of its cable television systems and the Venture is
expected to be dissolved in December 2000. The Venture distributed its remaining
cash to its constituent partners in September 2000. The only asset of the
Partnership is its cash on hand, which will be held in reserve and used to pay
the administrative expenses of the Partnership until it is dissolved. The
Partnership has continued in existence because of pending litigation in which it
is a party. It can not be predicted when the Partnership will be dissolved.
On April 7, 1999, Comcast Corporation ("Comcast") completed the acquisition
of a controlling interest in Jones Intercable, Inc. ("Jones Intercable"), the
Partnership's general partner until March 2, 2000. In December 1999, Comcast and
Jones Intercable entered into a definitive merger agreement pursuant to which
Comcast agreed to acquire all of the outstanding shares of Jones Intercable not
yet owned by Comcast. On March 2, 2000, Jones Intercable was merged with and
into Comcast JOIN Holdings, Inc., a wholly owned subsidiary of Comcast. As a
result of this transaction, Jones Intercable no longer exists and Comcast JOIN
Holdings, Inc. continued as the surviving corporation of the merger. On August
1, 2000, Comcast JOIN Holdings, Inc. was merged with and into Comcast Cable
Communications, Inc. ("Comcast Cable"), another wholly owned subsidiary of
Comcast. Comcast Cable is now the general partner of the Partnership.
References in these Notes to "the General Partner" refer to Comcast Cable. The
General Partner shares corporate offices with Comcast at 1500 Market Street,
Philadelphia, Pennsylvania 19102-2148.
(2) The Partnership reimburses its general partner for certain administrative
expenses. These expenses represent the salaries and related benefits paid for
corporate personnel. Such personnel provide administrative, accounting, tax,
legal and investor relations services to the Partnership. Such costs were
charged to other expense on the Statements of Operations. Such services, and
their related costs, are necessary to the administration of the Partnership
until it is dissolved. Reimbursements made to the general partner by the
Partnership for administrative expenses for the three and nine month periods
ended September 30, 2000 were $32,321 and $106,116, respectively.
Reimbursements made to the general partner by the Venture for administrative
expenses for the three and nine month periods ended September 30, 1999 were
$33,060 and $62,474, respectively, of which $24,973 and $47,193, respectively,
were attributed to the Partnership's 75 percent interest in the Venture.
5
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
-------------------
The only asset of the Partnership is its cash on hand, which will be held in
reserve and used to pay the administrative expenses of the Partnership until it
is dissolved. The Partnership has continued in existence because of pending
litigation in which it is a party. It cannot be predicted when the Partnership
will be dissolved.
RESULTS OF OPERATIONS
---------------------
Neither the Partnership nor the Venture currently own any cable television
systems. Other expense of $153,158 incurred in the first nine months of 2000
related to various costs associated with the administration of the Partnership.
6
<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
7
<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: COMCAST CABLE COMMUNICATIONS, INC.
General Partner
By: /S/ Lawrence J. Salva
-----------------------------------
Lawrence J. Salva
Senior Vice President
(Principal Accounting Officer)
Dated: November 14, 2000
8
