<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 24, 1997
JONES CABLE INCOME FUND 1-C, LTD.
---------------------------------
(Exact name of registrant as specified in its charter)
Colorado 0-15714 84-1010419
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(State of Organization) (Commission File No.) (IRS Employer
Identification No.)
P.O. Box 3309, Englewood, Colorado 80155-3309 (303) 792-3111
- --------------------------------------------------- --------------
(Address of principal executive office and Zip Code (Registrant's
telephone no.
including area code)
<PAGE>
Item 2. Disposition of Assets
---------------------
On January 24, 1997, Jones Cable Income Fund 1-B/C Venture, a Colorado
general partnership (the "Venture"), sold substantially all of the assets,
property and business of the Venture relating to the cable television systems
serving subscribers in the cities of Broomfield and Brighton, the town of
Lochbuie and portions of unincorporated Adams, Boulder and Weld Counties, all in
the State of Colorado, (the "Systems") to Tele-Vue Systems, Inc., an affiliate
of Tele-Communications, Inc. (the "Purchaser"), for a sales price of
$35,000,000, subject to customary closing adjustments. The Purchaser is not
affiliated with the Venture or with Jones Intercable, Inc. Jones Cable Income
Fund 1-C, Ltd. (the "Partnership") and Jones Cable Income Fund 1-B, Ltd. ("Fund
1-B"), both Colorado limited partnerships, are the partners in the Venture,
owning a 60 percent and a 40 percent interest, respectively. The Venture will
distribute, prior to the end of February 1997, approximately $15,000,000 to the
Partnership and Fund 1-B, which amount represents the net sale proceeds
following the Venture's repayment of a portion of its credit facility. The
Partnership will receive $9,034,640 in such distribution and will, in turn,
distribute such amount (approximately $212 per each $1,000 invested in the
Partnership) to the limited partners of the Partnership. Because the
distribution to the limited partners of the Partnership will not return the
amount initially contributed by the limited partners to the Partnership plus the
preferred return provided by the Partnership's limited partnership agreement,
the general partner of the Partnership will not receive a distribution from the
sale proceeds. The Jones Group, Ltd., a subsidiary of Jones Intercable, Inc.,
the general partner of the Partnership, received a brokerage fee from the
Venture of $875,000, representing 2.5 percent of the sales price, for acting as
a broker in this transaction. Because the sale of the Systems did not represent
a sale of all or substantially all of the Partnership's assets, no vote of the
limited partners of the Partnership was required to approve this sale.
2
<PAGE>
Item 7. Financial Statements and Exhibits
---------------------------------
b. Pro Forma Financial Statements of Jones Cable Income Fund 1-C, Ltd.
reflecting the disposition of the Systems are attached hereto.
c. Exhibits.
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2.1 Asset Purchase Agreement dated September 13, 1996 between
Jones Cable Income Fund 1-B/C Venture and Tele-Vue Systems, Inc. is incorporated
by reference from the Registrant's Current Report on Form 8-K dated September
26, 1996.
3
<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 hereunto duly authorized.
JONES CABLE INCOME
FUND 1-C, LTD.
By Jones Intercable, Inc.,
General Partner
Dated: February 6, 1997 By: /s/ Elizabeth M. Steele
------------------------
Elizabeth M. Steele
Vice President
4
<PAGE>
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION
OF JONES CABLE INCOME FUND 1-C, LTD.
The following unaudited pro forma consolidated balance sheet assumes
that as of September 30, 1996, Jones Cable Income Fund 1-B/C Venture (the
"Venture") had sold the cable television system serving areas in and around the
cities of Broomfield and Brighton, the town of Lochbuie and Adams, Boulder and
Weld Counties, all in the State of Colorado (the "Systems") for $35,000,000.
Jones Cable Income Fund 1-C, Ltd. (the "Partnership") and Jones Cable Income
Fund 1-B, Ltd. ("Fund 1-B"), are the partners in the Venture. The funds
available to the Venture, adjusting for the estimated net closing adjustments of
the Systems, are expected to total approximately $35,117,019. Such funds will
be used to repay indebtedness of the Venture, and $15,000,000 will be
distributed to the partners of the Venture. The Partnership will then
distribute $9,034,640 to the limited partners of the Partnership. The unaudited
pro forma consolidated statements of operations assume that the Systems were
sold as of January 1, 1995.
The Partnership will continue to own a 60 percent interest in the
Venture.
The unaudited pro forma consolidated financial information should be
read in conjunction with the appropriate notes to the unaudited pro forma
financial information.
ALL OF THE FOLLOWING UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL
INFORMATION IS BASED UPON AMOUNTS AS OF SEPTEMBER 30, 1996 AND CERTAIN ESTIMATES
OF LIABILITIES AT CLOSING. FINAL RESULTS MAY DIFFER FROM SUCH INFORMATION.
<PAGE>
JONES CABLE INCOME FUND 1-C, LTD.
UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
September 30, 1996
<TABLE>
<CAPTION>
Pro Forma Pro Forma
As Reported Adjustments Balance
------------- -------------- ------------
<S> <C> <C> <C>
ASSETS
Cash and cash equivalents $ 321,486 $ (6,043) $ 315,443
Trade receivables, net 510,767 (137,899) 372,868
Investment in cable television properties:
Property, plant and equipment, net 33,242,302 (12,187,772) 21,054,530
Intangibles, net 13,407,278 (2,783,270) 10,624,008
------------- ------------- ------------
Total investment in cable television properties 46,649,580 (14,971,042) 31,678,538
Deposits, prepaid expenses and deferred charges 382,060 (52,981) 329,079
------------- ------------- ------------
Total assets $ 47,863,893 $ (15,167,965) $ 32,695,928
============= ============= ============
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Debt $ 43,060,394 $ (19,248,392) $ 23,812,002
Accrued liabilities 1,020,853 (315,122) 705,731
Subscriber prepayments 254,750 (47,911) 206,839
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Total liabilities 44,335,997 (19,611,425) 24,724,572
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Minority interest in Joint Venture 1,444,486 381,253 1,825,739
------------- ------------- ------------
Partners' capital 2,083,410 4,062,207 6,145,617
------------- ------------- ------------
Total liabilities and partners' capital $ 47,863,893 $ (15,167,965) $ 32,695,928
============= ============= ============
</TABLE>
The accompanying notes to unaudited pro forma consolidated financial statements
are an integral part of this unaudited consolidated balance sheet.
<PAGE>
JONES CABLE INCOME FUND 1-C, LTD.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the Nine Months Ended September 30, 1996
<TABLE>
<CAPTION>
Pro Forma Pro Forma
As Reported Adjustments Balance
------------- -------------- ------------
<S> <C> <C> <C>
REVENUES $ 18,318,617 $ (5,635,637) $ 12,682,980
COSTS AND EXPENSES:
Operating expenses 10,166,199 (3,215,344) 6,950,855
Management fees and allocated overhead from
General Partner 2,084,393 (629,440) 1,454,953
Depreciation and amortization 6,013,447 (1,718,122) 4,295,325
------------- -------------- ------------
OPERATING LOSS 54,578 (72,731) (18,153)
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OTHER INCOME (EXPENSES):
Interest expense (2,331,270) 1,019,202 (1,312,068)
Other, net 4,695 12,173 16,868
------------- -------------- ------------
Total other income (expense), net (2,326,575) 1,031,375 (1,295,200)
------------- -------------- ------------
CONSOLIDATED LOSS $ (2,271,997) 958,644 (1,313,353)
MINORITY INTEREST IN
CONSOLIDATED LOSS 903,573 (381,253) 522,320
NET LOSS $ (1,368,424) $ 577,391 $ (791,033)
============= ============== ============
</TABLE>
The accompanying notes to unaudited pro forma consolidated financial statements
are an integral part of this unaudited consolidated statement.
<PAGE>
JONES CABLE INCOME FUND 1-C, LTD.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
Pro Forma Pro Forma
As Reported Adjustments Balance
------------- -------------- ------------
<S> <C> <C> <C>
REVENUES $ 22,867,228 $ (6,896,065) $ 15,971,163
COSTS AND EXPENSES:
Operating expenses 12,349,907 (3,870,617) 8,479,290
Management fees and allocated overhead from
General Partner 2,810,905 (838,249) 1,972,656
Depreciation and amortization 8,951,345 (2,433,721) 6,517,624
------------- -------------- ------------
OPERATING INCOME (1,244,929) 246,522 (998,407)
OTHER INCOME (EXPENSES):
Interest expense (3,391,355) 1,420,531 (1,970,824)
Other, net 265,139 (299) (264,840)
------------- -------------- ------------
Total other income (expense), net (3,126,216) 1,420,232 (1,705,984)
------------- -------------- ------------
CONSOLIDATED LOSS $ (4,371,145) 1,666,754 (2,704,391)
MINORITY INTEREST IN
CONSOLIDATED LOSS 1,738,404 (662,868) 1,075,536
NET LOSS $ (2,632,741) $ 1,003,886 $(1,628,855)
============= ============= ===========
</TABLE>
The accompanying notes to unaudited pro forma consolidated financial statements
are an integral part of this unaudited consolidated statement.
<PAGE>
JONES CABLE INCOME FUND 1-C, LTD.
NOTES TO UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
1) The following calculations present the sale of the Systems and the
resulting estimated proceeds expected to be received by the Partnership.
2) The unaudited pro forma consolidated balance sheet assumes that the
Venture had sold the Systems for $35,000,000 as of September 30, 1996. The
unaudited consolidated statements of operations assume that the Venture had sold
the Systems as of January 1, 1995.
3) The estimated gain recognized from the sale of the Systems and
corresponding estimated distribution to limited partners as of September 30,
1996 has been computed as follows:
GAIN ON SALE OF ASSETS:
Contract sales price $ 35,000,000
Less: Net book value of investment in cable television properties
at September 30, 1996 14,926,468
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Gain on sale of assets $ 20,073,532
==========
DISTRIBUTIONS TO PARTNERS:
Contract sales price $ 35,000,000
Working capital adjustment:
Add: Current assets 275,806
Less: Current liabilities (158,787)
----------
Adjusted cash received by the Venture 35,117,019
Less: Repayment of outstanding debt to third parties (19,242,019)
Payment of brokerage fee (875,000)
Cash available for distribution $ 15,000,000
==========
Distribution to the Partnership $ 9,034,640
==========
Distribution to Fund 1-B $ 5,965,360
==========
4) The pro forma consolidated statements of operations reflect the sale
of the Systems and the repayment of approximately $19,242,019 of debt with
proceeds of such sale. The Partnership will continue to own a 60 percent
interest in the Venture.
