SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------------------------------
FORM 10-Q
(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
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 0-17687
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Enstar Income/Growth Program Six-A, L.P.
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(Exact name of Registrant as specified in its charter)
Georgia 58-1755230
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(State or other jurisdiction (I.R.S. Employer Identification Number)
of incorporation or organization)
12444 Powerscourt Dr., Suite 100
St. Louis, Missouri 63131
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area (314) 965-0555
code: --------------
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Former name, former address and former fiscal year, if changed since last
report.
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
--- ---
Exhibit Index located at Page E-1.
<PAGE>
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
CONDENSED BALANCE SHEETS
======================================
December 31, March 31,
1999* 2000
----------------- -----------------
(Unaudited)
ASSETS:
<S> <C> <C>
Cash and cash equivalents $ 675,900 $ 853,100
Accounts receivable, less allowance of $2,300 and
$8,400 for possible losses 46,500 16,100
Prepaid expenses and other assets 119,900 110,800
Property, plant and equipment, less accumulated
depreciation and amortization of $6,121,000 and $6,289,700 2,767,600 2,680,500
Franchise cost, net of accumulated
amortization of $2,871,500 and $2,933,800 722,900 685,600
Deferred loan costs and other deferred charges, net 32,600 34,400
----------------- -----------------
$ 4,365,400 $ 4,380,500
================= =================
LIABILITIES AND PARTNERSHIP CAPITAL
-----------------------------------
LIABILITIES:
Accounts payable $ 260,800 $ 155,700
Due to affiliates 380,900 470,900
Note payable - affiliate 1,050,000 1,050,000
----------------- -----------------
TOTAL LIABILITIES 1,691,700 1,676,600
----------------- -----------------
COMMITMENTS AND CONTINGENCIES
PARTNERSHIP CAPITAL (DEFICIT):
General partners (135,900) (135,600)
Limited partners 2,809,600 2,839,500
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TOTAL PARTNERSHIP CAPITAL 2,673,700 2,703,900
----------------- -----------------
$ 4,365,400 $ 4,380,500
================= =================
</TABLE>
*As presented in the audited financial statements.
See accompanying notes to condensed financial statements.
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<PAGE>
<TABLE>
<CAPTION>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
CONDENSED STATEMENTS OF OPERATIONS
======================================
Unaudited
-------------------------------------
Three months ended
March 31,
-------------------------------------
1999 2000
---------------- -----------------
<S> <C> <C>
REVENUES $ 867,600 $ 837,200
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OPERATING EXPENSES:
Service costs 309,200 262,900
General and administrative expenses 124,300 140,500
General Partner management fees
and reimbursed expenses 130,000 115,800
Depreciation and amortization 257,200 260,700
---------------- -----------------
820,700 779,900
---------------- -----------------
OPERATING INCOME 46,900 57,300
---------------- -----------------
OTHER INCOME (EXPENSE):
Interest income 6,000 7,600
Interest expense (37,200) (34,700)
---------------- -----------------
(31,200) (27,100)
---------------- -----------------
NET INCOME $ 15,700 $ 30,200
================ =================
Net income allocated to General Partners $ 200 $ 300
================ =================
Net income allocated to Limited Partners $ 15,500 $ 29,900
================ =================
NET INCOME PER UNIT OF LIMITED
PARTNERSHIP INTEREST $ 0.19 $ 0.37
================ =================
AVERAGE LIMITED PARTNERSHIP
UNITS OUTSTANDING DURING PERIOD 79,818 79,818
================ =================
</TABLE>
See accompanying notes to condensed financial statements.
-3-
<PAGE>
<TABLE>
<CAPTION>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
STATEMENTS OF CASH FLOWS
======================================
Unaudited
-------------------------------------
Three months ended
March 31,
-------------------------------------
1999 2000
---------------- -----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 15,700 $ 30,200
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 257,200 260,700
Amortization of deferred loan costs 4,200 4,300
Increase (decrease) from changes in:
Accounts receivable, prepaid expenses and other assets (141,400) 39,500
Accounts payable (50,200) (105,100)
---------------- -----------------
Net cash provided by operating activities 85,500 229,600
---------------- -----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (19,000) (110,900)
Increase in intangible assets - (25,000)
---------------- -----------------
Net cash used in investing activities (19,000) (135,900)
---------------- -----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Due to affiliates 111,800 90,000
Deferred loan costs - (6,500)
---------------- -----------------
Net cash provided by financing activities 111,800 83,500
---------------- -----------------
INCREASE IN CASH 178,300 177,200
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 542,000 675,900
---------------- -----------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 720,300 $ 853,100
================ =================
</TABLE>
See accompanying notes to condensed financial statements.
-4-
<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS
======================================
1. INTERIM FINANCIAL STATEMENTS
The accompanying condensed interim financial statements for the three
months ended March 31, 2000 and 1999 are unaudited. These condensed interim
financial statements should be read in conjunction with the audited financial
statements and notes thereto included in our latest Annual Report on Form 10-K.
In the opinion of management, such statements reflect all adjustments
(consisting only of normal recurring adjustments) necessary for a fair
presentation of the results of such periods. The results of operations for the
three months ended March 31, 2000 are not necessarily indicative of results for
the entire year.
2. TRANSACTIONS WITH THE GENERAL PARTNERS AND AFFILIATES
The partnership has a management and service agreement with a wholly
owned subsidiary of our corporate general partner for a monthly management fee
of 5% of revenues, excluding revenues from the sale of cable television systems
or franchises. Management fee expense approximated $41,800 for the three months
ended March 31, 2000.
In addition to the monthly management fee, we reimburse the manager
for direct expenses incurred on behalf of the partnership, and for the
partnership's allocable share of operational costs associated with services
provided by the manager. All cable television properties managed by the
corporate general partner and its subsidiaries are charged a proportionate share
of these expenses. Charter Communications Holding Company, LLC and its
affiliates provide other management services for the partnership that were
provided by Falcon Communications, L.P. and its affiliates prior to November 12,
1999. Corporate office allocations and district office expenses are charged to
the properties served based primarily on the respective percentage of basic
customers served within the designated service areas. The total amount charged
to the partnership for these services approximated $74,000 for the three months
ended March 31, 2000. Management fees and reimbursed expenses due the corporate
general partner are non-interest bearing.
On June 30, 1997, the corporate general partner contributed a $269,300
receivable balance from the partnership for past due management fees and
reimbursed expenses as an equity contribution to its subsidiary, Enstar Finance
Company, LLC. This balance remains an outstanding obligation of the partnership.
In the normal course of business, we pay interest and principal to Enstar
Finance Company, our primary lender.
We also receive certain system operating management services from
Charter and other affiliates of the corporate general partner in addition to the
manager. We reimburse the affiliates for our allocable share of the affiliates'
operational costs. The total amount charged to the partnership for these costs
approximated $13,200 for the three months ended March 31, 2000. No management
fee is payable to the affiliates by the partnership and there is no duplication
of reimbursed expenses and costs paid to the manager.
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS
======================================
2. TRANSACTIONS WITH THE GENERAL PARTNERS AND AFFILIATES (Continued)
Substantially all programming services have been purchased through
Charter since November 12, 1999. Before that time, substantially all programming
services were purchased through Falcon Communications. Falcon Communications
charged the Partnership for these costs based on an estimate of what the
corporate general partner could negotiate for such programming services for the
15 partnerships managed by the corporate general partner as a group. Charter
charges the partnership for these costs based on its costs. The partnership
recorded programming fee expense of $163,900 for the three months ended March
31, 2000. Programming fees are included in service costs in the statements of
operations.
3. EARNINGS PER UNIT OF LIMITED PARTNERSHIP INTEREST
Earnings and losses per unit of limited partnership interest is based
on the average number of units outstanding during the periods presented. For
this purpose, earnings and losses have been allocated 99% to the Limited
Partners and 1% to the general partners. The general partners do not own units
of partnership interest in the partnership, but rather hold a participation
interest in the income, losses and distributions of the partnership.
4. SUBSEQUENT EVENTS
In April 2000, the corporate general partner signed two non-binding
letters of intent, which, together, cover the sale of all of the partnership's
cable television systems. The sale of all or substantially all of the
partnership's assets is subject to approval by a majority of the limited
partners, and any sale agreement will provide for standard closing conditions,
such as obtaining regulatory approvals. Each of the prospective buyers seeks to
purchase a large group of cable television systems, which includes certain of
the partnership's systems as well as certain systems owned by other partnerships
under the common control of the partnership's corporate general partner. There
is no assurance that both definitive sale agreements will be executed, and if
so, whether the proposed sales will be consummated. Even if the limited partners
do approve the sales, consummation of the sales is subject to certain factors
beyond the partnership's control, including receipt of regulatory approvals and
approval of the sales by other selling partnerships.
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
INTRODUCTION
The 1992 Cable Act required the Federal Communications Commission to,
among other things, implement extensive regulation of the rates charged by cable
television systems for basic and programming service tiers, installation, and
customer premises equipment leasing. Compliance with those rate regulations has
had a negative impact on our revenues and cash flow. The 1996 Telecommunications
Act substantially changed the competitive and regulatory environment for cable
television and telecommunications service providers. Among other changes, the
1996 Telecommunications Act ended the regulation of cable programming service
tier rates on March 31, 1999. There can be no assurance as to what, if any,
further action may be taken by the FCC, Congress or any other regulatory
authority or court, or their effect on our business. Accordingly, our historical
financial results as described below are not necessarily indicative of future
performance.
This report includes certain forward-looking statements regarding,
among other things, our future results of operations, regulatory requirements,
competition, capital needs and general business conditions applicable to the
partnership. Such forward-looking statements involve risks and uncertainties
including, without limitation, the uncertainty of legislative and regulatory
changes and the rapid developments in the competitive environment facing cable
television operators such as the partnership. In addition to the information
provided here, reference is made to our annual report on Form 10-K for the year
ended December 31, 1999 for additional information regarding such matters and
the effect thereof on our business.
RESULTS OF OPERATIONS
Our revenues decreased from $867,600 to $837,200, or by 3.5%, for the
three months ended March 31, 2000 as compared to the first three months of 1999.
Of the $30,400 decrease, approximately $51,000 was due to decreases in the
number of subscriptions for basic, premium, tier and equipment rental services
and $7,200 was due to decreases in other revenue producing items. These
decreases were partially offset by a $27,800 increase due to increases in
regulated service rates that we implemented in 1999. As of March 31, 2000, we
had approximately 8,600 basic subscribers and 1,700 premium service units.
Our service costs decreased from $309,200 to $262,900, or by 15.0%,
for the three months ended March 31, 2000 as compared to the equivalent period
in 1999. Service costs represent costs directly attributable to providing cable
services to customers. The decrease was primarily due to lower programming fees
and franchise costs. The decrease in programming fees resulted from lower rates
that Charter has extended to the partnership.
Our general and administrative expenses increased from $124,300 to
$140,500, or by 13.0%, for the three months ended March 31, 2000 as compared to
the first quarter of 1999, primarily due to increases in customer billing costs
and personnel expenses.
Management fees and reimbursed expenses decreased from $130,000 to
$115,800, or by 10.9%, for the three months ended March 31, 2000 as compared to
the first quarter of 1999. Management fees decreased in direct relation to
decreased revenues as described above. Reimbursed
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A,L.P.
RESULTS OF OPERATIONS (Continued)
expenses decreased principally due to lower allocated personnel costs, telephone
expense and corporate office expenses.
Our depreciation and amortization expense increased from $257,200 to
$260,700, or by 1.4%, for the three months ended March 31, 2000 as compared to
the corresponding period in 1999, due to the depreciation of plant asset
additions.
Our operating income increased from $46,900 to $57,300, or 22.2%, for
the three months ended March 31, 2000 as compared to the first three months of
1999, primarily due to decreases in programming fees and reimbursed expenses as
described above.
Our interest income increased from $6,000 to $7,600, or by 26.7%, for
the three months ended March 31, 2000 as compared to the first three months of
1999, primarily due to higher average cash balances available for investment and
due to higher average interest rates earned during 2000.
Our interest expense decreased from $37,200 to $34,700, or by 6.7%,
for the three months ended March 31, 2000 as compared to the first three months
of 1999, primarily due to lower average outstanding borrowings in the first
quarter of 2000.
Due to the factors described above, our net income increased from
$15,700 to $30,200, or by 92.4%, for the three months ended March 31, 2000 as
compared to the prior year period.
Based on our experience in the cable television industry, we believe
that operating income before depreciation and amortization, or EBITDA, and
related measures of cash flow serve as important financial analysis tools for
measuring and comparing cable television companies in several areas, such as
liquidity, operating performance and leverage. EBITDA is not a measurement
determined under generally accepted accounting principles, or GAAP, and does not
represent cash generated from operating activities in accordance with GAAP.
EBITDA should not be considered by the reader as an alternative to net income as
an indicator of financial performance or as an alternative to cash flows as a
measure of liquidity. In addition, the definition of EBITDA may not be identical
to similarly titled measures used by other companies. EBITDA as a percentage of
revenues increased from 35.1% to 38.0% during the three months ended March 31,
2000 as compared to the corresponding period in 1999. The increase was primarily
caused by lower programming fees and reimbursed expenses as described above.
EBITDA increased from $304,100 to $318,000, or by 4.6%, for the three months
ended March 31, 2000 as compared to the first three months of 1999.
LIQUIDITY AND CAPITAL RESOURCES
Our primary objective, having invested net offering proceeds in cable
television systems, is to distribute to our partners all available cash flow
from operations and proceeds from the sale of cable systems, if any, after
providing for expenses, debt service and capital requirements. In general, these
capital requirements involve expansion, improvement and upgrade of our existing
cable systems.
In accordance with the partnership agreement, the corporate general
partner has implemented a plan for liquidating the partnership. In connection
with that strategy, the corporate
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
LIQUIDITY AND CAPITAL RESOURCES (Continued)
general partner has entered into an agreement with a cable broker to market the
partnership's cable systems to third parties. Should the partnership receive
offers from third parties for such assets and should the corporate general
partner enter into one or more agreements to sell such assets, the corporate
general partner will prepare a proxy or written consent solicitation for
submission to the limited partners for the purpose of approving or disapproving
such sale. If all of the partnership's assets are sold, the corporate general
partner will proceed to liquidate the partnership following the settlement of
all final liabilities of the partnership. We can give no assurance, however,
that we will be able to generate a sale of the partnership's cable assets.
In April 2000, the corporate general partner signed two non-binding
letters of intent, which, together, cover the sale of all of the partnership's
cable television systems. The sale of all or substantially all of the
partnership's assets is subject to approval by a majority of the limited
partners, and any sale agreement will provide for standard closing conditions,
such as obtaining regulatory approvals. Each of the prospective buyers seeks to
purchase a large group of cable television systems, which includes certain of
the partnership's systems as well as certain systems owned by other partnerships
under the common control of the partnership's corporate general partner. There
is no assurance that both definitive sale agreements will be executed, and if
so, whether the proposed sales will be consummated. Even if the limited partners
do approve the sales, consummation of the sales is subject to certain factors
beyond the partnership's control, including receipt of regulatory approvals and
approval of the sales by other selling partnerships.
Two of the partnership's franchise areas, which together serve 63% of
the partnership's total customer base, require upgrades to increase channel
capacity. One of the upgrades is required in an existing franchise agreement.
The estimated cost to upgrade the cable system in this franchise area is
approximately $2.5 million and must be completed by June 2000. The partnership
has petitioned for a six-month extension of the completion date and expects
approval of the extension. Another of the partnership's franchise agreements is
under negotiation for renewal and the partnership believes that the renewed
franchise agreement may require the partnership to upgrade its cable plant at an
estimated cost of $1.5 million within 24 months. The full upgrade program is
estimated to require aggregate capital expenditures of approximately $4.0
million. In addition to the required upgrade described above, capital
expenditures budgeted for 2000 are $802,700 for the replacement of other assets
and to extend the partnership's cable plant into new service areas. As of March
31, 2000 capital spending approximated $110,900, which included expenditures
related to the upgrade.
We are party to a loan agreement with Enstar Finance Company, a
subsidiary of the corporate general partner. The loan agreement provides for a
revolving loan facility of $3.6 million. Total outstanding borrowings were
$1,050,000 at March 31, 2000. We expect to increase borrowings under the
facility in the future to fund the upgrade of our systems. However, borrowing
capacity and our present cash reserves will be insufficient to fund our entire
upgrade program. Consequently, if our systems are not sold, we will need to rely
on increased cash flow from operations or new sources of financing in order to
meet our future liquidity requirements. There can be no assurance that such cash
flow increases can be attained, or that additional future financing will be
available to us on acceptable terms. If we are not able to attain such cash flow
increases, or obtain new sources of borrowings, we will not be able to complete
our full upgrade program. As a result, the value of our systems will be lower
than that of systems rebuilt to a higher technical standard.
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
LIQUIDITY AND CAPITAL RESOURCES (Continued)
Our loan facility matures on August 31, 2001, at which time all
amounts then outstanding are due in full. Borrowings bear interest at the
lender's base rate (9.0% at March 31, 2000) plus 0.625%, or at an offshore rate
plus 1.875%. Under certain circumstances, we are required to make mandatory
prepayments, which permanently reduce the maximum commitment under the loan
facility. The loan facility contains certain financial tests and other covenants
including, among others, restrictions on incurrence of indebtedness,
investments, sales of assets, acquisitions and other covenants, defaults and
conditions. We believe that we are in compliance with the covenants at March 31,
2000. The loan facility does not restrict the payment of distributions to
partners unless an event of default exists thereunder or our ratio of debt to
cash flow is greater than 4 to 1. However, due to the upgrade program discussed
above, the corporate general partner believes it is critical to conserve cash
and borrowing capacity and, consequently, has concluded that it would not be
prudent for the partnership to resume paying distributions at this time.
The corporate general partner contributed its $269,300 receivable
balance from us for past due management fees and reimbursed expenses as an
equity contribution to Enstar Finance Company. This balance remains an
outstanding obligation of ours.
Falcon Communications purchased insurance coverage for all of the
cable television properties owned or managed by it to cover damage to cable
distribution plant and subscriber connections and against business interruptions
resulting from such damage. This coverage is subject to a significant annual
deductible which applies to all of the cable television properties formerly
owned or managed by Falcon Communications through November 12, 1999, and
currently managed by Charter, including those of the partnership.
Approximately 73% of our subscribers are served by our system in
Flora, Illinois and neighboring communities. Significant damage to the system
due to seasonal weather conditions or other events could have a material adverse
effect on our liquidity and cash flows. We continue to purchase insurance
coverage in amounts our management views as appropriate for all other property,
liability, automobile, workers' compensation and other types of insurable risks.
We have not experienced any system failures or other disruptions
caused by Year 2000 problems since January 1, 2000 through the date of this
report, and do not anticipate that we will encounter any Year 2000 problems
going forward. We did not incur expense in the first three months of 2000
related to the Year 2000 date change.
Three Months Ended March 31, 2000 and 1999
------------------------------------------
Our operating activities provided $144,100 more cash in the three
months ended March 31, 2000 than in the corresponding period in 1999. Changes in
receivables and prepaid expenses provided $180,900 more cash in the first
quarter of 2000 than in the comparable 1999 period due to differences in the
timing of receivable collections and the payment of prepaid expenses. We used
$54,900 more cash to pay amounts owed to third party creditors due to
differences in the timing of payments.
We used $116,900 more cash in investing activities during the three
months ended March 31, 2000 than in the comparable three months of 1999 due to
an increase of $91,900 in expenditures for tangible assets and $25,000 for
intangible assets. Financing activities provided
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
LIQUIDITY AND CAPITAL RESOURCES (Continued)
$28,300 less cash during the three months ended March 31, 2000 than in the
corresponding period of 1999. We used $21,800 less cash to pay amounts owed to
the corporate general partner and other affiliates due to differences in the
timing of payments. We used $6,500 more cash in the first quarter of 2000 than
in the first three months of 1999 for the payment of deferred loan costs related
to our loan facility.
INFLATION
Certain of our expenses, such as those for wages and benefits,
equipment repair and replacement, and billing and marketing generally increase
with inflation. However, we do not believe that our financial results have been,
or will be, adversely affected by inflation in a material way, provided that we
are able to increase our service rates periodically, of which there can be no
assurance.
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<PAGE>
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
PART II. OTHER INFORMATION
ITEMS 1-4. Not applicable.
ITEM 5. Other Information.
In April 2000, the corporate general partner signed two
non-binding letters of intent, which, together, cover the sale
of all of the partnership's cable television systems. The sale
of all or substantially all of the partnership's assets is
subject to approval by a majority of the limited partners, and
any sale agreement will provide for standard closing
conditions, such as obtaining regulatory approvals. Each of
the prospective buyers seeks to purchase a large group of
cable television systems, which includes certain of the
partnership's systems as well as certain systems owned by
other partnerships under the common control of the
partnership's corporate general partner. There is no assurance
that both definitive sale agreements will be executed, and if
so, whether the proposed sales will be consummated. Even if
the limited partners do approve the sales, consummation of the
sales is subject to certain factors beyond the partnership's
control, including receipt of regulatory approvals and
approval of the sales by other selling partnerships.
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibit 10.23 - Amendment No. 2 to Loan
Agreement between Enstar Income/Growth
Program Six-A, L.P. and Enstar Finance
Company, LLC.
Exhibit 27.1 - Financial Data Schedule.
(b) No reports on Form 8-K were filed during
the quarter for which this report is filed.
<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.
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
a GEORGIA LIMITED PARTNERSHIP
-----------------------------
(Registrant)
By: ENSTAR COMMUNICATIONS CORPORATION
General Partner
Date: May 12, 2000 By: /s/ Kent D. Kalkwarf
---------------------
Kent D. Kalkwarf
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer
and Principal Accounting Officer)
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
10.23 Amendment No. 2 to Loan Agreement between Enstar Income/Growth Program
Six-A, L.P. and Enstar Finance Company, LLC.
27.1 Financial Data Schedule.
E-1
EXHIBIT 10.23
ENSTAR INCOME/GROWTH PROGRAM SIX-A, L.P.
----------------------------------------
AMENDMENT NO. 2 TO LOAN AGREEMENT
---------------------------------
Reference is hereby made to that certain Enstar Income/Growth Program
Six-A, L.P. Loan Agreement dated as of September 30, 1997, between the parties
hereto, ("Loan Agreement"). Capitalized terms used herein and not otherwise
defined herein shall have the respective meanings ascribed thereto in the Loan
Agreement.
The parties hereto desire to amend Section 2.1.1 of the Loan Agreement to
change the "Maximum Amount of Credit" under and as defined thereunder.
Accordingly, the parties agree as follows:
1. Section 2.1.1 of the Loan Agreement is hereby amended by changing the
amount therein set forth as the Maximum Amount of Credit to $3,600,000.
2. General. The Loan Agreement as amended hereby is hereby confirmed as
-------
being in full force and effect.
IN WITNESS WHEREOF, each of the undersigned has caused this Amendment No. 2
to Loan Agreement to be signed by its duly authorized officer and/or partner as
of this 10th day of April , 2000.
ENSTAR INCOME/GROWTH PROGRAM SIX-A,
L.P., a Georgia limited partnership
By: ENSTAR COMMUNICATIONS
CORPORATION,
its general partner
By:/s/ Eloise A. Engman
------------------------
Eloise A. Engman
Title: Vice President
----------------
The foregoing is hereby accepted:
ENSTAR FINANCE COMPANY, LLC
By: ENSTAR COMMUNICATIONS CORPORATION,
its Manager
By:/s/ Eloise A. Engman
------------------------
Eloise A. Engman
Title: Vice President
--------------
<PAGE>
Consent
-------
In accordance with the provisions of Section 7.18 of that certain Credit
Agreement dated as of September 30, 1997, as amended by the First Amendment to
Credit Agreement dated as of November 12, 1999, the undersigned hereby consents
to Amendment No. 2 to Loan Agreement dated as of April 10, 2000 between Enstar
Finance Company, LLC and Enstar Income/Growth Program Six-A, L.P. Said
Amendment No. 2 is attached hereto as Exhibit A.
PARIBAS
By:/s/ Darlynn Ernst Kitcher /s/ Thomas G. Brandt
--------------------------------------------------------
Darlynn Ernst Kitcher Thomas G. Brandt
Title: Vice President Managing Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AT MARCH 31, 2000, AND THE STATEMENTS OF OPERATIONS FOR THE THREE MONTHS
ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000824778
<NAME> Enstar 6-A
<MULTIPLIER> 1
<CURRENCY> US$
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1
<CASH> 853,100
<SECURITIES> 0
<RECEIVABLES> 24,500
<ALLOWANCES> 8,400
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 8,970,200
<DEPRECIATION> 6,289,700
<TOTAL-ASSETS> 4,380,500
<CURRENT-LIABILITIES> 626,600
<BONDS> 1,050,000
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 4,380,500
<SALES> 0
<TOTAL-REVENUES> 837,200
<CGS> 0
<TOTAL-COSTS> 779,900
<OTHER-EXPENSES> (7,600)
<LOSS-PROVISION> 11,500
<INTEREST-EXPENSE> 34,700
<INCOME-PRETAX> 30,200
<INCOME-TAX> 0
<INCOME-CONTINUING> 30,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 30,200
<EPS-BASIC> 0.37
<EPS-DILUTED> 0
</TABLE>
