<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, 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
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Address of principal executive office
(215) 665-1700
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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-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------
<TABLE>
<CAPTION>
March 31, December 31,
ASSETS 2000 1999
------ ------------- -------------
<S> <C> <C>
Cash $ 2,327,155 $ 302
Receivable from affiliates - 2,326,853
------------- -------------
Total assets $ 2,327,155 $ 2,327,155
============= =============
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
LIABILITIES:
Advances from affiliates $ 67,126 $ -
------------- -------------
Total liabilities 67,126 -
------------- -------------
MINORITY INTEREST IN JOINT VENTURE 552,739 569,158
------------- -------------
PARTNER'S CAPITAL:
General Partner-
Contributed capital 1,000 1,000
Distributions (21,153,765) (21,153,765)
Accumulated earnings 21,579,589 21,592,266
------------- -------------
426,824 439,501
------------- -------------
Limited Partners-
Net contributed capital (237,339 units outstanding
at March 31, 2000 and December 31, 1999) 102,198,175 102,198,175
Distributions (182,130,796) (182,130,796)
Accumulated earnings 81,213,087 81,251,117
------------- -------------
1,280,466 1,318,496
------------- -------------
Total liabilities and partners' capital $ 2,327,155 $ 2,327,155
============= =============
</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-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
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<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
----------------------------------
2000 1999
-------- ---------
<S> <C> <C>
OTHER EXPENSE $(67,126) $(453,827)
-------- ---------
CONSOLIDATED NET LOSS (67,126) (453,827)
MINORITY INTEREST IN CONSOLIDATED NET LOSS 16,419 110,997
-------- ---------
NET LOSS $(50,707) $(342,830)
======== =========
ALLOCATION OF NET LOSS:
General Partner $(12,677) $ (3,428)
======== =========
Limited Partners $(38,030) $(339,402)
======== =========
NET LOSS PER LIMITED PARTNERSHIP UNIT $ (0.16) $ (1.43)
======== =========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING 237,339 237,339
======== =========
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
3
<PAGE>
CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
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<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
------------------------------------
2000 1999
---------- ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (50,707) $ (342,830)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Minority interest in consolidated loss (16,419) (110,997)
Transactions with affiliates 2,393,979 95,461
---------- ------------
Net cash provided by (used in) operating activities 2,326,853 (358,366)
---------- ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in accrued distributions - (66,825,751)
---------- ------------
Net cash used in financing activities - (66,825,751)
---------- ------------
Increase (decrease) in cash 2,326,853 (67,184,117)
Cash, beginning of period 302 69,325,751
---------- ------------
Cash, end of period $2,327,155 $ 2,141,634
========== ============
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid $ - $ -
========== ============
</TABLE>
The accompanying notes to unaudited financial statements
are an integral part of these unaudited 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 March 31, 2000 and December 31, 1999 and its Statements
of Operations and Cash Flows for the three month periods ended March 31, 2000
and 1999.
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 has
sold all of its cable television systems. The Partnership and the Venture will
be dissolved after all the pending litigation in which the Partnership and the
Venture are named defendants has been resolved and terminated.
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. Comcast
JOIN Holdings, Inc. continues as the surviving corporation of the merger. As a
result of this transaction, Jones Intercable no longer exists and Comcast JOIN
Holdings, Inc. is now the general partner of the Partnership. References in
these Notes to "the General Partner" refer to Comcast JOIN Holdings, Inc. The
General Partner shares corporate offices with Comcast at 1500 Market Street,
Philadelphia, Pennsylvania 19102-2148.
(2) The Venture 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 Venture and its constituent
Partnerships. 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 Venture and its constituent Partnerships until they are
dissolved. Reimbursements made to the general partner by the Venture for
administrative expenses for the three month periods ended March 31, 2000 and
1999 were $52,920 and 15,419, respectively.
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 Venture has sold all of its cable television systems. The Partnership
and the Venture will be dissolved after all pending litigation in which the
Partnership and the Venture are named defendants has been resolved and
terminated.
RESULTS OF OPERATIONS
- ---------------------
The Venture has sold all of its cable television systems. Other expense of
$67,126 incurred in the first quarter of 2000 related to various costs
associated with the administration of the Venture.
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 JOIN HOLDINGS, INC.
General Partner
By: /S/ Lawrence J. Salva
----------------------------------
Lawrence J. Salva
Senior Vice President
(Principal Accounting Officer)
Dated: May 15, 2000
8
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 2,327,155
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,327,155
<CURRENT-LIABILITIES> 67,126
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 2,260,029
<TOTAL-LIABILITY-AND-EQUITY> 2,327,155
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 67,126
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (50,707)
<INCOME-TAX> 0
<INCOME-CONTINUING> (50,707)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (50,707)
<EPS-BASIC> (.16)
<EPS-DILUTED> (.16)
</TABLE>
