<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[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
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-22616
-------------------------------------------------------------
NTL COMMUNICATIONS CORP.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 52-1822078
------------------------------------------------------------ ------------------------------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer Identification No.)
or organization)
110 East 59th Street, New York, New York 10022
------------------------------------------------------------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
</TABLE>
(212) 906-8440
--------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
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
----- -----
The number of shares outstanding of the issuer's common stock as of September
30, 2000 was 100. The Registrant is an indirect wholly-owned subsidiary of NTL
Incorporated and there is no market for the Registrant's common stock. The
Registrant meets the conditions for the reduced disclosure format set forth in
General Instruction H(1) (a) and (b) of Form 10-Q.
<PAGE> 2
NTL Communications Corp. and Subsidiaries
Index
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION Page
------------------------------ ----
<S> <C>
Item 1. Financial Statements
Condensed Consolidated Balance Sheets-
September 30, 2000 and December 31, 1999 .................................................. 2
Condensed Consolidated Statements of Operations-
Three and nine months ended September 30, 2000 and 1999 ................................... 4
Condensed Consolidated Statement of Shareholder's Equity (Deficiency)-
Nine months ended September 30, 2000 ...................................................... 5
Condensed Consolidated Statements of Cash Flows-
Nine months ended September 30, 2000 and 1999 ............................................. 7
Notes to Condensed Consolidated Financial Statements ...................................... 8
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition ........................................................ 14
PART II. OTHER INFORMATION
--------------------------
Item 6. Exhibits and Reports on Form 8-K .......................................................... 24
SIGNATURES ......................................................................................... 25
</TABLE>
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
NTL Communications Corp. and Subsidiaries
Condensed Consolidated Balance Sheets
(dollars in millions)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
---------------------------------------------------
(unaudited) (see note)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 103.9 $1,070.1
Marketable securities - 5.0
Accounts receivable - trade, less allowance for doubtful
accounts of $88.6 (2000) and $83.0 (1999) 276.6 249.9
Other 195.7 66.6
---------------------------------------------------
Total current assets 576.2 1,391.6
Fixed assets, net 5,620.4 5,340.5
Intangible assets, net 2,088.4 2,474.1
Other assets, net of accumulated amortization
of $65.7 (2000) and $49.2 (1999) 186.3 296.1
---------------------------------------------------
Total assets $8,471.3 $9,502.3
===================================================
</TABLE>
2
<PAGE> 4
NTL Communications Corp. and Subsidiaries
Condensed Consolidated Balance Sheets - continued
(dollars in millions)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
--------------------------------------------------------
(unaudited) (see note)
<S> <C> <C>
LIABILITIES AND SHAREHOLDER'S EQUITY (DEFICIENCY)
Current liabilities:
Accounts payable $ 335.0 $ 198.6
Accrued expenses and other 375.3 365.2
Accrued construction costs 139.9 79.3
Due to affiliates 4.5 7.9
Interest payable 66.4 69.1
Deferred revenue 173.3 148.0
Current portion of long-term debt 4.5 82.6
--------------------------------------------------------
Total current liabilities 1,098.9 950.7
Long-term debt 7,931.1 7,598.0
Commitments and contingent liabilities
Deferred income taxes 29.6 53.1
Minority interests 22.4 -
Shareholder's equity (deficiency):
Common stock - $.01 par value; authorized, issued and
outstanding 100 shares - -
Additional paid-in capital 2,877.7 2,863.7
Accumulated other comprehensive (loss) income (415.2) 2.4
(Deficit) (3,073.2) (1,965.6)
--------------------------------------------------------
(610.7) 900.5
--------------------------------------------------------
Total liabilities and shareholder's equity (deficiency) $ 8,471.3 $ 9,502.3
========================================================
</TABLE>
Note: The balance sheet at December 31, 1999 has been derived from the audited
financial statements at that date.
See accompanying notes.
3
<PAGE> 5
NTL Communications Corp. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
(dollars in millions)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
--------------------------------------------------------------------------
2000 1999 2000 1999
--------------------------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUES
Residential telecommunications and television $ 240.3 $ 218.4 $ 732.2 $ 583.7
National and international telecommunications 156.1 130.6 457.2 349.2
Broadcast transmission and other 40.7 40.3 122.9 119.9
--------------------------------------------------------------------------
437.1 389.3 1,312.3 1,052.8
COSTS AND EXPENSES
Operating expenses 194.7 184.9 620.5 507.3
Selling, general and administrative expenses 214.1 142.7 537.6 416.1
Franchise fees - 7.7 - 22.3
Other charges 6.0 - 19.7 -
Corporate expenses 2.2 6.2 14.1 18.4
Depreciation and amortization 222.4 190.0 677.0 518.4
--------------------------------------------------------------------------
639.4 531.5 1,868.9 1,482.5
--------------------------------------------------------------------------
Operating (loss) (202.3) (142.2) (556.6) (429.7)
OTHER INCOME (EXPENSE)
Interest income and other, net (10.3) 6.7 3.5 26.8
Interest expense (178.2) (185.9) (547.8) (484.5)
Foreign currency transaction gains (losses) 31.0 33.4 (25.5) 22.5
--------------------------------------------------------------------------
(Loss) before income tax benefit (359.8) (288.0) (1,126.4) (864.9)
Income tax benefit 8.2 - 18.8 -
--------------------------------------------------------------------------
Net (loss) $ (351.6) $ (288.0) $ (1,107.6) $ (864.9)
==========================================================================
</TABLE>
See accompanying notes.
4
<PAGE> 6
NTL Communications Corp. and Subsidiaries
Condensed Consolidated Statement of Shareholder's Equity (Deficiency)
(Unaudited)
(dollars in millions)
<TABLE>
<CAPTION>
COMMON STOCK
$.01 PAR VALUE
SHARES PAR
--------------------------------------------------
<S> <C> <C>
Balance, December 31, 1999 100 $ -
Contributions from NTL (Delaware), Inc.
Comprehensive loss:
Net loss for the nine months ended September 30, 2000
Currency translation adjustment
Total
--------------------------------------------------
Balance, September 30, 2000 100 $ -
==================================================
</TABLE>
See accompanying notes.
5
<PAGE> 7
NTL Communications Corp. and Subsidiaries
Condensed Consolidated Statement of Shareholder's Equity (Deficiency)
(Unaudited) - continued
(dollars in millions)
<TABLE>
<CAPTION>
ACCUMULATED
ADDITIONAL OTHER
PAID-IN COMPREHENSIVE COMPREHENSIVE
CAPITAL LOSS INCOME (LOSS) DEFICIT
---------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance, December 31, 1999 $2,863.7 $ 2.4 $(1,965.6)
Contributions from NTL (Delaware), Inc. 14.0
Comprehensive loss:
Net loss for the nine months ended September 30, 2000 $ (1,107.6) (1,107.6)
Currency translation adjustment (417.6) (417.6)
----------------------
Total $ (1,525.2)
---------------------------------------------------------------------------
Balance, September 30, 2000 $2,877.7 $(415.2) $(3,073.2)
===========================================================================
</TABLE>
See accompanying notes.
6
<PAGE> 8
NTL Communications Corp. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(dollars in millions)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
---------------------------------------------------
2000 1999
---------------------------------------------------
<S> <C> <C>
Net cash provided by operating activities $ 22.2 $ 20.3
INVESTING ACTIVITIES
Acquisitions, net of cash acquired - (473.8)
Purchase of marketable securities (3.4) (349.6)
Proceeds from sales of marketable securities 8.4 527.2
Cash deposited into escrow for an acquisition - (118.7)
Increase in other assets (34.0) (28.0)
Purchase of fixed assets (1,143.9) (855.7)
---------------------------------------------------
Net cash (used in) investing activities (1,172.9) (1,298.6)
FINANCING ACTIVITIES
Cash released from escrow 77.5 -
Proceeds from borrowings, net of financing costs 168.9 1,125.5
Principal payments (78.6) (25.9)
Proceeds from investment in subsidiary 23.9 -
Distribution to NTL (Delaware), Inc. - (500.0)
Contributions from NTL (Delaware), Inc. 14.0 -
Proceeds from exercise of stock options and warrants - 12.2
Proceeds from issuance of preferred stock and warrants - 500.0
---------------------------------------------------
Net cash provided by financing activities 205.7 1,111.8
Effect of exchange rate changes on cash (21.2) 2.6
---------------------------------------------------
(Decrease) in cash and cash equivalents (966.2) (163.9)
Cash and cash equivalents at beginning of period 1,070.1 736.3
---------------------------------------------------
Cash and cash equivalents at end of period $ 103.9 $ 572.4
===================================================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for interest exclusive of
amounts capitalized $ 185.7 $ 140.2
Income taxes paid 1.4 -
SUPPLEMENTAL SCHEDULE OF NONCASH FINANCING ACTIVITIES
Accretion of dividends and discount on preferred stock $ - $ 8.7
Conversion of Convertible Notes, net of unamortized
deferred financing costs - 269.3
Common stock and stock options issued for an acquisition - 978.0
</TABLE>
See accompanying notes.
7
<PAGE> 9
NTL Communications Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three and nine months ended September
30, 2000 are not necessarily indicative of the results that may be expected for
the year ending December 31, 2000. For further information, refer to the
consolidated financial statements and footnotes thereto included in NTL
Communications Corp.'s Annual Report on Form 10-K for the year ended December
31, 1999.
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities," which is required to be adopted by the
Company effective January 1, 2001. The Company is evaluating the impact that the
adoption of SFAS No. 133 will have on its results of operations and financial
position.
NOTE B - CORPORATE RESTRUCTURING
On May 18, 2000, NTL Incorporated completed a corporate restructuring to create
a holding company structure. The formation of the holding company is due to NTL
Incorporated's acquisition of certain assets of Cable & Wireless Communications
plc ("CWC"). The holding company restructuring was accomplished through a merger
so that all the stockholders of NTL Incorporated at the effective time of the
merger became stockholders of the new holding company, and NTL Incorporated
became a subsidiary of the new holding company. The new holding company has
taken the name NTL Incorporated and the holding company's subsidiary
simultaneously changed its name to NTL (Delaware), Inc. NTL Communications Corp.
(the "Company") is a wholly-owned subsidiary of NTL (Delaware), Inc.
NOTE C - FIXED ASSETS
Fixed assets consist of:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
---------------------------------------------------------
(unaudited)
(in millions)
<S> <C> <C>
Operating equipment $4,596.9 $4,859.0
Other equipment 872.2 694.7
Construction-in-progress 1,385.8 668.7
---------------------------------------------------------
6,854.9 6,222.4
Accumulated depreciation (1,234.5) (881.9)
---------------------------------------------------------
$5,620.4 $5,340.5
=========================================================
</TABLE>
Depreciation expense for the nine months ended September 30, 2000 and 1999 was
$432.6 million and $328.4 million, respectively. Deprecation expense for the
three months ended September 30, 2000 and 1999 was $144.0 million and $119.7
million, respectively.
8
<PAGE> 10
NTL Communications Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
NOTE D - INTANGIBLE ASSETS
Intangible assets consist of:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
-------------------------------------------------------------
(unaudited)
(in millions)
<S> <C> <C>
Goodwill, net of accumulated amortization
of $300.5 (2000) and $183.6 (1999) $1,808.2 $2,089.8
License acquisition costs, net of accumulated
amortization of $194.7 (2000) and $141.7 (1999) 160.8 225.0
Customer lists, net of accumulated amortization
of $54.7 (2000) and $30.9 (1999) 119.4 159.3
-------------------------------------------------------------
$2,088.4 $2,474.1
=============================================================
</TABLE>
In 1999, the Company completed the acquisitions of Diamond Cable Communications
Limited, Cablelink Limited and certain broadband cable franchises of British
Telecommunications plc.
The pro forma unaudited consolidated results of operations for the nine months
ended September 30, 1999 assuming consummation of these transactions as of
January 1, 1999 is as follows, (in millions):
<TABLE>
<CAPTION>
<S> <C>
Total revenue $ 1,112.6
Net (loss) (1,001.4)
</TABLE>
Amortization of intangible and other assets charged to expense for the nine
months ended September 30, 2000 and 1999 was $244.4 million and $190.0 million,
respectively. Amortization of intangible and other assets charged to expense for
the three months ended September 30, 2000 and 1999 was $78.4 million and $70.3
million, respectively.
9
<PAGE> 11
NTL Communications Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
NOTE E - LONG-TERM DEBT
Long-term debt consists of:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
-------------------------------------------------------
(unaudited)
(in millions)
<S> <C> <C>
NTL Communications:
12-3/4% Senior Deferred Coupon Notes $ 277.8 $ 268.1
11-1/2% Senior Deferred Coupon Notes 1,011.9 930.4
10% Senior Notes 400.0 400.0
9-1/2% Senior Sterling Notes, less unamortized discount 184.4 201.4
10-3/4% Senior Deferred Coupon Sterling Notes 340.4 343.7
9-3/4% Senior Deferred Coupon Notes 1,023.4 952.8
9-3/4% Senior Deferred Coupon Sterling Notes 348.3 354.4
11-1/2% Senior Notes 625.0 625.0
12-3/8% Senior Deferred Coupon Notes 313.9 287.0
7% Convertible Subordinated Notes 599.3 599.3
Variable Rate Redeemable Guaranteed Loan Notes - 76.8
9-1/4% Senior Euro Notes 220.9 252.3
9-7/8% Senior Euro Notes 309.3 353.2
11-1/2% Senior Deferred Coupon Euro Notes 117.0 123.1
NTL Triangle:
11.2% Senior Discount Debentures 510.5 467.3
Other 5.5 8.0
NTL Communications Limited:
Credit Agreement 163.0 -
Diamond:
13-1/4% Senior Discount Notes 285.1 285.1
11-3/4% Senior Discount Notes 518.7 476.2
10-3/4% Senior Discount Notes 364.2 336.9
10% Senior Sterling Notes 199.6 218.1
9-1/8% Senior Notes 110.0 110.0
Other 7.4 11.5
-------------------------------------------------------
7,935.6 7,680.6
Less current portion 4.5 82.6
-------------------------------------------------------
$ 7,931.1 $ 7,598.0
=======================================================
</TABLE>
10
<PAGE> 12
NTL Communications Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
NOTE E - LONG-TERM DEBT (CONTINUED)
In May 2000, NTL Communications Limited ("NTLCL"), a wholly-owned indirect
subsidiary of the Company and NTL Business Limited ("NTL Business"), a
wholly-owned subsidiary of NTL (Delaware), Inc., entered into a Pound
Sterling2,500.0 million ($3,696.8) credit agreement in connection with the
acquisition by NTL Incorporated of the consumer cable telephone, Internet and
television operations of CWC in the United Kingdom ("ConsumerCo"). As of
September 30, 2000, NTLCL had Pound Sterling110.2 million ($163.0 million)
outstanding under the credit agreement. Interest is payable at least every six
months at LIBOR plus a margin rate of 2.25% per annum, which is subject to
adjustment based on the ratio of EBITDA to finance charges of the UK Group. The
effective interest rate at September 30, 2000 was 8.34%. As of September 30,
2000, NTL Business (which is not a subsidiary of the Company) had Pound
Sterling1,902.3 million ($2,813.0 million) outstanding under this agreement.
The unused portion of the commitment is available for refinancing ConsumerCo
indebtedness and for working capital requirements of the UK Group. For purposes
of this credit agreement, Diamond Cable Communications Limited and subsidiaries,
NTL (Triangle) LLC and subsidiaries and certain other entities are excluded from
the UK Group. The unused portion of the commitment is subject to a commitment
fee of 0.75% payable quarterly, which is reduced to 0.50% when over 50% of the
commitment is utilized. Principal is due in six quarterly installments beginning
on June 30, 2004. The credit agreement contains various financial and other
covenants with respect to the UK Group, and restrictions on dividends and
distributions by the UK Group.
NTLCL entered into a Pound Sterling1,300.0 million ($1,922.3 million) credit
agreement with a group of banks dated May 30, 2000. Pursuant to the credit
agreement, in connection with the issuance in October 2000 of $500.0 million
aggregate principal amount of the Company's 11-7/8% notes, the commitment has
been reduced by Pound Sterling161.8 million ($239.3 million). As of September
30, 2000, there were no amounts borrowed under this agreement. NTLCL and other
members of the UK Group (as defined above) may utilize the proceeds under this
credit agreement to finance the working capital requirements of the UK Group,
provided that in no event shall the proceeds be used for a purpose other than to
finance the construction, capital expenditure and working capital needs of a
cable television or telephone or telecommunications business, or a related
business, in the United Kingdom or Ireland. Interest is payable at least every
six months at LIBOR plus a margin rate of 4.5% per annum. The margin rate shall
increase by 0.5% on the three month anniversary of the initial advance and by an
additional 0.5% on each subsequent three month anniversary, up to a maximum
total interest rate of 16% per annum. The unused portion of the commitment is
subject to a commitment fee of 0.75% payable quarterly. Principal is due in full
on March 31, 2006. The credit agreement contains various financial and other
covenants with respect to the UK Group, and restrictions on dividends and
distributions by the UK Group.
In March 2000, the Company redeemed in full its Variable Rate Redeemable
Guaranteed Loan Notes, principal amount of IRPound Sterling60.0 million ($67.3
million), plus accrued and unpaid interest using cash held in escrow.
NOTE F - COMPREHENSIVE LOSS
The Company's comprehensive loss for the three months ended September 30, 2000
and 1999 was $(476.5) million and $(86.9) million, respectively. The Company's
comprehensive loss for the nine months ended September 30, 2000 and 1999 was
$(1,525.2) million and $(872.2) million, respectively.
11
<PAGE> 13
NTL Communications Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
NOTE G - SEGMENT DATA
<TABLE>
<CAPTION>
RESIDENTIAL
TELECOMS CORPORATE
AND NATIONAL AND
BROADCAST TELEVISION TELECOMS OTHER TOTAL
---------------------------------------------------------------------------------------
(in millions)
<S> <C> <C> <C> <C> <C>
Nine months ended September 30, 2000
Revenues $122.9 $ 732.2 $ 457.2 $ - $1,312.3
EBITDA (1) 71.2 195.3 187.0 (299.3) 154.2
Nine months ended September 30, 1999
Revenues $119.9 $ 583.7 $ 349.2 $ - $1,052.8
EBITDA (1) 76.4 163.6 89.4 (200.0) 129.4
Total assets
September 30, 2000 $235.6 $5,319.8 $1,410.6 $1,505.3 $8,471.3
December 31, 1999 281.7 5,978.5 1,078.5 2,163.6 9,502.3
</TABLE>
(1) Represents earnings before interest, taxes, depreciation and
amortization, corporate expenses, franchise fees, other charges and
foreign currency transaction gains (losses).
The reconciliation of segment combined EBITDA to loss before income tax benefit
is as follows:
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30,
---------------------------------------------------------------
2000 1999
---------------------------------------------------------------
(in millions)
<S> <C> <C>
Segment combined EBITDA $ 154.2 $ 129.4
(Add) deduct:
Franchise fees - 22.3
Other charges 19.7 -
Corporate expenses 14.1 18.4
Depreciation and amortization 677.0 518.4
Interest income and other, net (3.5) (26.8)
Interest expense 547.8 484.5
Foreign currency transaction (gains) losses 25.5 (22.5)
---------------------------------------------------------------
1,280.6 994.3
---------------------------------------------------------------
(Loss) before income tax benefit $(1,126.4) $ (864.9)
===============================================================
</TABLE>
12
<PAGE> 14
NTL Communications Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (unaudited) (continued)
NOTE H - COMMITMENTS AND CONTINGENT LIABILITIES
At September 30, 2000, the Company was committed to pay approximately $135.0
million for equipment and services.
The Company is involved in certain disputes and litigation arising in the
ordinary course of its business. None of these matters are expected to have a
material adverse effect on the Company's financial position, results of
operations or cash flows.
NOTE I - SUBSEQUENT EVENT
In October 2000, the Company issued $500.0 million principle amount 11-7/8%
Senior Notes due 2010. The Notes were issued at a price of 97.872% of the
aggregate principal amount at maturity or $489.4 million. The underwriters'
discount and commissions were $11.3 million. Interest is payable semiannually in
cash at the rate of 11-7/8% per annum beginning on April 1, 2001. The Notes may
be redeemed at the Company's option, in whole or in part, at any time on or
after October 1, 2005. Also in October 2000, Pound Sterling110.6 million ($163.5
million) of the principal amount outstanding under the NTL Business and NTLCL
credit agreement was repaid.
13
<PAGE> 15
NTL Communications Corp. and Subsidiaries
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION.
The following table shows the cable television and telephony customer statistics
for NTL in the United Kingdom and Ireland:
<TABLE>
<CAPTION>
===========================================================================================================================
CABLE TELEVISION AND TELEPHONY CUSTOMERS
AS OF SEPTEMBER 30, 2000
---------------------------------------------------------------------------------------------------------------------------
"Original" 1998 Cablelink and UK and Ireland
NTL(1) Acquisitions (2) BT Cable (3) Consolidated
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Homes in franchise (4) 2,090,000 3,037,600 640,500 5,768,100
---------------------------------------------------------------------------------------------------------------------------
Homes passed 1,423,500 2,427,500 605,500 4,456,500
---------------------------------------------------------------------------------------------------------------------------
Homes marketed (Tel.) 1,230,500 2,101,600 1,000 3,333,100
---------------------------------------------------------------------------------------------------------------------------
Homes marketed (CATV) 1,230,500 2,161,900 560,600 3,953,000
---------------------------------------------------------------------------------------------------------------------------
Total customers (5) 615,000 893,500 432,000 1,940,500
---------------------------------------------------------------------------------------------------------------------------
Dual 566,800 518,600 200 1,085,600
---------------------------------------------------------------------------------------------------------------------------
Telephone-only (5) 24,300 288,500 0 312,800
---------------------------------------------------------------------------------------------------------------------------
Cable-only 23,900 86,400 431,800 542,100
---------------------------------------------------------------------------------------------------------------------------
Total RGUs(6) 1,181,800 1,412,100 432,200 3,026,100
---------------------------------------------------------------------------------------------------------------------------
Net adds (customers) (7) 18,800 32,300 7,900 59,000
---------------------------------------------------------------------------------------------------------------------------
Net adds (RGUs) (7) 35,200 79,000 8,100 122,300
---------------------------------------------------------------------------------------------------------------------------
Customer penetration 50.0% 41.3% 77.1% 49.1%
---------------------------------------------------------------------------------------------------------------------------
RGU penetration 96.0% 65.3% 77.1% 76.6%
---------------------------------------------------------------------------------------------------------------------------
Telephone penetration 48.0% 38.4% 20.0% 42.0%
---------------------------------------------------------------------------------------------------------------------------
Cable penetration 48.0% 28.0% 77.1% 41.2%
===========================================================================================================================
</TABLE>
(1) Data for franchises which NTL has been developing since 1993.
(2) Data for the following franchises: Triangle, ComTel and Diamond Cable.
(3) Data for Cablelink (Ireland) and BT Cable (Westminster / Milton Keynes).
(4) Franchise home information from The Media Map Datafile 2000.
(5) Excludes approximately 44,000 off-net telephony customers and over 1.25
million Internet customers.
(6) An RGU is one cable television account or one telephone account; a dual
customer generates two RGUs.
(7) Total additional customers and RGUs, respectively, as compared to June
30, 2000.
14
<PAGE> 16
NTL Communications Corp. and Subsidiaries
The following table shows the Internet statistics for operations wholly-owned by
NTL:
<TABLE>
<CAPTION>
================================================================================================
INTERNET CUSTOMERS AS OF SEPTEMBER 30, 2000
------------------------------------------------------------------------------------------------
ntlworld &
NTL DIRECT UK WHOLESALE TOTAL NTL
------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Internet customers 399,400 853,500 1,252,900
================================================================================================
</TABLE>
15
<PAGE> 17
NTL Communications Corp. and Subsidiaries
On May 18, 2000, NTL Incorporated completed a corporate restructuring to create
a holding company structure. The holding company restructuring was accomplished
through a merger so that all the stockholders of NTL Incorporated at the
effective time of the merger became stockholders of the new holding company, and
NTL Incorporated became a subsidiary of the new holding company. The new holding
company has taken the name NTL Incorporated and the holding company's subsidiary
simultaneously changed its name to NTL (Delaware), Inc. NTL Communications Corp.
("the Company") is a wholly-owned subsidiary of NTL (Delaware), Inc.
RESULTS OF OPERATIONS
As a result of the completion of the acquisitions of Diamond Cable
Communications Limited ("Diamond") in March 1999 and Cablelink Limited
("Cablelink") in July 1999, the Company consolidated the results of operations
of these businesses from the dates of acquisition.
On November 2, 2000, the Company announced the completion of a consolidation
review. Based on a comprehensive review of the combined company following the
acquisition of ConsumerCo and the integration of several other acquired
businesses over the last 18 months, the Company identified significant
efficiency improvements and cost savings. These include the elimination of
duplicate technologies and processes, consolidation of support functions and
reductions in levels of management. Approximately 1,300 roles will become
redundant over the next 15 months as part of the cost savings. The Company
expects to realize the cost savings beginning in the latter half of 2001. The
Company expects to incur a restructuring charge in fiscal 2000 as a result of
this review, although to date the Company is still in the process of finalizing
this charge.
Three Months Ended September 30, 2000 and 1999
----------------------------------------------
Residential telecommunications and television revenues increased to $240.3
million from $218.4 million as a result of acquisitions and from customer growth
that increased the Company's current revenue stream. The 2000 and 1999 revenue
includes $58.6 million and $52.1 million, respectively, from acquired companies.
The Company expects its customer base to continue to increase which will drive
further revenue growth as the Company continues to connect customers to its
broadband network. The Company also expects revenue growth from the continuing
rollout of its cable modem and digital cable television services.
National and international telecommunications revenues increased to $156.1
million from $130.6 million as a result of acquisitions and from increases in
business telecommunications revenues, Internet services revenues and carrier
services revenues. The 2000 and 1999 revenue includes $11.2 million and $10.1
million, respectively, from acquired companies. Business telecommunications and
Internet services revenues increased primarily as a result of customer growth.
The Company expects its business telecommunications and Internet services
customer base to continue to increase, which will drive further revenue growth.
The Company continues to focus specific sales and marketing effort on business
customers and for Internet services in its completed network. Carrier services
revenues increased due to growth in voice, video and data services provided by
the Company's wholesale operation to broadcasters and telephone companies,
respectively. Revenue growth in carrier services is primarily dependent upon the
Company's ability to continue to attract new customers and expand services to
existing customers.
Broadcast transmission and other revenues increased to $40.7 million from $40.3
million due to increases in broadcast television and FM radio customers and
accounts, which exceeded price cap reductions in the Company's regulated
services. This revenue increase was Pound Sterling2.4 million but was reduced by
exchange rate fluctuations. The Company expects its digital broadcasting
services to increase in the future.
16
<PAGE> 18
NTL Communications Corp. and Subsidiaries
Operating expenses increased to $194.7 million from $184.9 million primarily as
a result of costs from acquired business. The 2000 and 1999 expense includes
$36.3 million and $25.6 million, respectively, from acquired companies.
Selling, general and administrative expenses increased to $214.1 million from
$142.7 million as a result of increases in telecommunications and CATV sales and
marketing costs and increases in additional personnel and overhead to service
the increasing customer base. The 2000 and 1999 expense includes $33.4 million
and $16.9 million, respectively, from acquired companies.
Pursuant to the terms of various United Kingdom licenses, the Company incurred
license fees paid to the Independent Television Commission ("ITC") to operate as
the exclusive service provider in certain of its franchise areas. Upon a request
by the Company in 1999, the ITC converted all of the Company's fee bearing
exclusive licenses to non-exclusive licenses at the end of 1999, and the
Company's liability for license payments ceased upon the conversion. Franchise
fees were $7.7 million in 1999.
One of the Company's major costs has been for the integration of acquired
companies' information technology systems, while simultaneously upgrading them
for digital television, interactive services and video-on-demand. Other charges
of $6.0 million in 2000 were incurred for this integration effort.
Corporate expenses decreased to $2.2 million from $6.2 million due to a
decrease in various overhead costs.
Depreciation and amortization expense increased to $222.4 million from $190.0
million due to an increase in depreciation of telecommunications and CATV
equipment. The 2000 and 1999 expense includes $63.0 million and $59.3 million,
respectively, from acquired companies, including amortization of acquisition
related intangibles.
Interest income and other, net decreased to expense of $10.3 million from income
of $6.7 million as a result of increases in the net losses of affiliates
accounted for by the equity method and decreases in interest income.
Interest expense decreased to $178.2 million from $185.9 million due to an
increase in capitalized interest offset by the issuance of additional debt, and
the increase in the accretion of original issue discount on the deferred coupon
notes. The 2000 and 1999 expense includes $41.4 million and $40.3 million,
respectively, related to acquisitions. Interest of $92.2 million and $79.9
million was paid in the three months ended September 30, 2000 and 1999,
respectively.
Foreign currency transaction gains decreased to $31.0 million from $33.4 million
primarily due to the effect of unfavorable changes in exchange rates. The
Company's results of operations are impacted by changes in foreign currency
exchange rates as follows. The Company has cash, cash equivalents and debt
denominated in foreign currencies that are effected by changes in exchange
rates. In addition, foreign subsidiaries of the Company whose functional
currency is not the U.S. dollar hold cash, cash equivalents and debt denominated
in U.S. dollars which are effected by changes in exchange rates.
17
<PAGE> 19
NTL Communications Corp. and Subsidiaries
Nine Months Ended September 30, 2000 and 1999
---------------------------------------------
Residential telecommunications and television revenues increased to $732.2
million from $583.7 million as a result of acquisitions and from customer growth
that increased the Company's current revenue stream. The 2000 and 1999 revenue
includes $179.3 million and $101.4 million, respectively, from acquired
companies. The Company expects its customer base to continue to increase which
will drive further revenue growth as the Company continues to connect customers
to its broadband network. The Company also expects revenue growth from the
continuing rollout of its cable modem and digital cable television services.
National and international telecommunications revenues increased to $457.2
million from $349.2 million as a result of acquisitions and from increases in
business telecommunications revenues, Internet services revenues and carrier
services revenues. The 2000 and 1999 revenue includes $35.4 million and $22.7
million, respectively, from acquired companies. Business telecommunications and
Internet services revenues increased primarily as a result of customer growth.
The Company expects its business telecommunications and Internet services
customer base to continue to increase, which will drive further revenue growth.
The Company continues to focus specific sales and marketing effort on business
customers and for Internet services in its completed network. Carrier services
revenues increased due to growth in voice, video and data services provided by
the Company's wholesale operation to broadcasters and telephone companies,
respectively. Revenue growth in carrier services is primarily dependent upon the
Company's ability to continue to attract new customers and expand services to
existing customers.
Broadcast transmission and other revenues increased to $122.9 million from
$119.9 million due to increases in broadcast television and FM radio customers
and accounts, which exceeded price cap reductions in the Company's regulated
services. The Company expects its digital broadcasting services to increase in
the future.
Operating expenses increased to $620.5 million from $507.3 million as a result
of increases in interconnection costs and programming costs due to customer
growth. The 2000 and 1999 expense includes $86.2 million and $47.2 million,
respectively, from acquired companies.
Selling, general and administrative expenses increased to $537.6 million from
$416.1 million as a result of increases in telecommunications and CATV sales and
marketing costs and increases in additional personnel and overhead to service
the increasing customer base. The 2000 and 1999 expense includes $90.7 million
and $37.6 million, respectively, from acquired companies.
Pursuant to the terms of various United Kingdom licenses, the Company incurred
license fees paid to the ITC to operate as the exclusive service provider in
certain of its franchise areas. Upon a request by the Company in 1999, the ITC
converted all of the Company's fee bearing exclusive licenses to non-exclusive
licenses at the end of 1999, and the Company's liability for license payments
ceased upon the conversion. Franchise fees were $22.3 million in 1999.
One of the Company's major costs has been for the integration of acquired
companies' information technology systems, while simultaneously upgrading them
for digital television, interactive services and video-on-demand. Other charges
of $19.7 million in 2000 were incurred for this integration effort.
18
<PAGE> 20
NTL Communications Corp. and Subsidiaries
Corporate expenses decreased to $14.1 million from $18.4 million due to a
decrease in various overhead costs.
Depreciation and amortization expense increased to $677.0 million from $518.4
million due to an increase in depreciation of telecommunications and CATV
equipment. The 2000 and 1999 expense includes $191.4 million and $136.1 million,
respectively, from acquired companies, including amortization of acquisition
related intangibles.
Interest income and other, net decreased to $3.5 million from $26.8 million as
a result of increases in net losses of affiliates accounted for by the equity
method and decreases in interest income.
Interest expense increased to $547.8 million from $484.5 million due to the
issuance of additional debt, and the increase in the accretion of original issue
discount on the deferred coupon notes. The 2000 and 1999 expense includes $123.2
million and $92.6 million, respectively, related to acquisitions. Interest of
$242.3 million and $172.1 million was paid in the nine months ended September
30, 2000 and 1999, respectively.
Foreign currency transaction gains (losses) decreased to a loss of $25.5 million
from a gain of $22.5 million primarily due to the effect of unfavorable changes
in the exchange rates. The Company's results of operations are impacted by
changes in foreign currency exchange rates as follows. The Company has cash,
cash equivalents and debt denominated in foreign currencies that are effected by
changes in exchange rates. In addition, foreign subsidiaries of the Company
whose functional currency is not the U.S. dollar hold cash, cash equivalents and
debt denominated in U.S. dollars which are effected by changes in exchange
rates.
LIQUIDITY AND CAPITAL RESOURCES
The Company will continue to require significant amounts of capital to finance
construction of its local and national networks, for connection of telephone,
telecommunications, Internet and CATV customers to the networks, for other
capital expenditures and for debt service. The Company estimates that these
requirements, net of cash from operations, will aggregate up to approximately
$1,400.0 million from October 1, 2000 to September 30, 2001. The Company's
commitments at September 30, 2000 for equipment and services through September
30, 2001 are included in the anticipated requirements. The Company had $103.9
million in cash on hand at September 30, 2000. The Company expects to fund the
balance of these requirements with the proceeds from the issuance of notes in
October 2000, borrowings under the NTL Communications Limited ("NTLCL") and NTL
Business Limited ("NTL Business") credit agreement, borrowings under the NTLCL
Pound Sterling1,300.0 million ($1,922.3 million) credit agreement or through the
issuance of debt or equity to NTL (Delaware), Inc.
In October 2000, the Company issued $500.0 million principal amount of 11-7/8%
Senior Notes due 2010. The Notes were issued at a price of 97.872% of the
aggregate principal amount at maturity or $489.4 million. The underwriters'
discount and commissions were $11.3 million. Interest is payable semiannually in
cash at the rate of 11-7/8% per annum beginning on April 1, 2001. The Notes may
be redeemed at the Company's option, in whole or in part, at any time on or
after October 1, 2005. Also in October 2000, Pound Sterling110.6 million ($163.5
million) of the principal amount outstanding under the NTLCL and NTL Business
credit agreement was repaid.
19
<PAGE> 21
NTL Communications Corp. and Subsidiaries
NTLCL, a wholly-owned indirect subsidiary of the Company and NTL Business, a
wholly-owned subsidiary of NTL (Delaware), Inc., have the option to
draw on the unused portion of the Pound Sterling2,500.0 million ($3,696.8)
commitment amounting to Pound Sterling586.7 million ($867.6) at October 31,
2000. The unused portion of the commitment is available for refinancing
ConsumerCo indebtedness and for working capital requirements of the UK Group, as
defined. For purposes of this credit agreement, Diamond Cable Communications
Limited and subsidiaries, NTL (Triangle) LLC and subsidiaries and certain other
entities are excluded from the UK Group.
NTLCL entered into a Pound Sterling1,300.0 million ($1,922.3 million) credit
agreement with a group of banks dated May 30, 2000. Pursuant to the credit
agreement, in connection with the issuance in October 2000 of $500.0 million
aggregate principal amount of the Company's 11-7/8% notes, the commitment has
been reduced by Pound Sterling161.8 million ($239.3 million). As of September
30, 2000, there were no amounts borrowed under this agreement. NTLCL and other
members of the UK Group may utilize the proceeds under this credit agreement to
finance the working capital requirements of the UK Group (as defined above),
provided that in no event shall the proceeds be used for a purpose other than to
finance the construction, capital expenditure and working capital needs of a
cable television or telephone or telecommunications business, or a related
business, in the United Kingdom or Ireland. Interest is payable at least every
six months at LIBOR plus a margin rate of 4.5% per annum. The margin rate shall
increase by 0.5% on the three month anniversary of the initial advance and by an
additional 0.5% on each subsequent three month anniversary, up to a maximum
total interest rate of 16% per annum. The unused portion of the commitment is
subject to a commitment fee of 0.75% payable quarterly. Principal is due in full
on March 31, 2006.
Regarding the Company's estimated cash requirements described above, there can
be no assurance that: (a) actual construction costs will not exceed the amounts
estimated or that additional funding substantially in excess of the amounts
estimated will not be required, (b) conditions precedent to advances under
credit facilities will be satisfied when funds are required, (c) the Company and
its subsidiaries will be able to generate sufficient cash from operations to
meet capital requirements, debt service and other obligations when required, (d)
the Company will be able to access such cash flow, or (e) the Company will not
incur losses from its exposure to exchange rate fluctuations or be adversely
affected by interest rate fluctuations.
The Company is highly leveraged. The accreted value at September 30, 2000 of the
Company's consolidated long-term indebtedness is $7,931.1 million, representing
approximately 108.3% of total capitalization. The following summarizes the terms
of those notes issued by the Company and its subsidiaries.
NTL Communications:
(1) 12-3/4% Senior Deferred Coupon Notes due April 15, 2005, principal amount
at maturity of $277.8 million, interest payable semiannually beginning on
October 15, 2000, redeemable at the Company's option on or after April
15, 2000;
(2) 11-1/2% Senior Deferred Coupon Notes due February 1, 2006, principal
amount at maturity of $1,050.0 million, interest payable semiannually
beginning on August 1, 2001, redeemable at the Company's option on or
after February 1, 2001;
20
<PAGE> 22
NTL Communications Corp. and Subsidiaries
(3) 10% Senior Notes due February 15, 2007, principal amount at maturity of
$400.0 million, interest payable semiannually from August 15, 1997,
redeemable at the Company's option on or after February 15, 2002;
(4) 9-1/2% Senior Sterling Notes due April 1, 2008, principal amount at
maturity of Pound Sterling125.0 million ($184.8 million), interest
payable semiannually from October 1, 1998, redeemable at the Company's
option on or after April 1, 2003;
(5) 10-3/4% Senior Deferred Coupon Sterling Notes due April 1, 2008,
principal amount at maturity of Pound Sterling300.0 million ($443.6
million), interest payable semiannually beginning on October 1, 2003,
redeemable at the Company's option on or after April 1, 2003;
(6) 9-3/4% Senior Deferred Coupon Notes due April 1, 2008, principal amount
at maturity of $1,300.0 million, interest payable semiannually beginning
on October 1, 2003, redeemable at the Company's option on or after April
1, 2003;
(7) 9-3/4% Senior Deferred Coupon Sterling Notes due April 15, 2009,
principal amount at maturity of Pound Sterling330.0 million ($488.0
million), interest payable semiannually beginning on October 15, 2004,
redeemable at the Company's option on or after April 15, 2004;
(8) 11-1/2% Senior Notes due October 1, 2008, principal amount at maturity of
$625.0 million, interest payable semiannually from April 1, 1999,
redeemable at the Company's option on or after October 1, 2003;
(9) 12-3/8% Senior Deferred Coupon Notes due October 1, 2008, principal
amount at maturity of $450.0 million, interest payable semiannually
beginning on April 1, 2004, redeemable at the Company's option on or
after October 1, 2003;
(10) 7% Convertible Subordinated Notes due December 15, 2008, principal amount
at maturity of $599.3 million, interest payable semiannually from June
15, 1999, convertible into shares of the Company's common stock at a
conversion price of $39.20 per share, redeemable at the Company's option
on or after December 15, 2001;
(11) 9-1/4% Senior Euro Notes due November 15, 2006, principal amount at
maturity of EURO250.0 million ($220.9 million), interest payable
semiannually from May 15, 2000;
(12) 9-7/8% Senior Euro Notes due November 15, 2009, principal amount at
maturity of EURO350.0 million ($309.3 million), interest payable
semiannually from May 15, 2000, redeemable at the Company's option on or
after November 15, 2004;
(13) 11-1/2% Senior Deferred Coupon Euro Notes due November 15, 2009,
principal amount at maturity of EURO210.0 million ($185.6 million),
interest payable semiannually beginning on May 15, 2005, redeemable at
the Company's option on or after November 15, 2004;
21
<PAGE> 23
NTL Communications Corp. and Subsidiaries
NTL Triangle:
(14) 11.2% Senior Discount Debentures due November 15, 2007, principal amount
at maturity of $517.3 million, interest payable semiannually beginning on
May 15, 2001, redeemable at NTL Triangle's option after November 15,
2000;
NTLCL:
(15) Credit Agreement along with NTL Business (which is not a subsidiary of
the Company) of Pound Sterling2,500.0 million ($3,696.8 million) of which
Pound Sterling2,012.5 million ($2,976.0 million) was outstanding at
September 30, 2000, the NTLCL portion was Pound Sterling110.2 million
($163.0 million), interest payable at least every six months at LIBOR
plus a margin rate of 2.25% per annum, which is subject to adjustment,
effective interest rate on the aggregate outstanding amount at September
30, 2000 was 8.32%, the unused portion of the commitment is subject to a
commitment fee of 0.75% payable quarterly, which is reduced to 0.50% when
over 50% of the commitment is utilized, principal is due in six quarterly
installments beginning on June 30, 2004;
Diamond:
(16) 13-1/4% Senior Discount Notes due September 30, 2004, principal amount at
maturity of $285.1 million, interest payable semiannually from June 30,
2000, redeemable at Diamond's option after September 30, 1999;
(17) 11-3/4% Senior Discount Notes due December 15, 2005, principal amount at
maturity of $531.0 million, interest payable semiannually beginning on
June 15, 2001, redeemable at Diamond's option on or after December 15,
2000;
(18) 10-3/4% Senior Discount Notes due February 15, 2007, principal amount at
maturity of $420.5 million, interest payable semiannually beginning on
August 15, 2002, redeemable at Diamond's option on or after December 15,
2002;
(19) 10% Senior Sterling Notes due February 1, 2008, issued by Diamond
Holdings plc, a wholly-owned subsidiary of Diamond, principal amount at
maturity of Pound Sterling135.0 million ($199.6 million), interest
payable semiannually from August 1, 1998, redeemable at Diamond's option
on or after February 1, 2003 and;
(20) 9-1/8% Senior Notes due February 1, 2008, issued by Diamond Holdings plc,
principal amount at maturity of $110.0 million, interest payable
semiannually from August 1, 1998, redeemable at Diamond's option on or
after February 1, 2003.
Management does not anticipate that the Company and its subsidiaries will
generate sufficient cash flow from operations to repay at maturity the entire
principal amount of the outstanding indebtedness of the Company and its
subsidiaries. Accordingly, the Company may be required to consider a number of
measures, including: (a) refinancing all or a portion of such indebtedness, (b)
seeking modifications to the terms of such indebtedness, (c) seeking additional
debt financing, which may be subject to obtaining necessary lender consents, (d)
seeking additional equity financing, or (e) a combination of the foregoing.
22
<PAGE> 24
NTL Communications Corp. and Subsidiaries
The Company's operations are conducted through its direct and indirect
wholly-owned subsidiaries. As a holding company, the Company holds no
significant assets other than cash and its investments in and advances to its
subsidiaries. Accordingly, the Company's ability to make scheduled interest and
principal payments when due to holders of its indebtedness may be dependent upon
the receipt of sufficient funds from its subsidiaries.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Cash provided by operating activities was $22.2 million and $20.3 million in the
nine months ended September 30, 2000 and 1999, respectively. This change is
primarily due to changes in working capital as a result of the timing of
receipts and disbursements.
Purchases of fixed assets were $1,143.9 million in 2000 and $855.7 million in
1999 as a result of the continuing fixed asset purchases and construction,
including purchases and construction by acquired companies.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Certain statements contained herein constitute "forward-looking statements" as
that term is defined under the Private Securities Litigation Reform Act of 1995.
When used herein, the words, "believe," "anticipate," "should," "intend,"
"plan," "will," "expects," "estimates," "projects," "positioned," "strategy,"
and similar expressions identify such forward-looking statements. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause the actual results, performance or achievements of
the Company, or industry results, to be materially different from those
contemplated, projected, forecasted, estimated or budgeted, whether expressed or
implied, by such forward-looking statements. Such factors include the following:
general economic and business conditions, the Company's ability to continue to
design networks, install facilities, obtain and maintain any required
governmental licenses or approvals and finance construction and development, all
in a timely manner at reasonable costs and on satisfactory terms and conditions,
as well as assumptions about customer acceptance, churn rates, overall market
penetration and competition from providers of alternative services, the impact
of new business opportunities requiring significant up-front investment, and
availability, terms and deployment of capital.
23
<PAGE> 25
NTL Communications Corp. and Subsidiaries
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.
During the quarter ended September 30, 2000, the Company filed the
following current reports on Form 8-K:
(i) Report dated August 3, 2000 (filed August 7, 2000)
reporting under Item 5, Other Events, that NTL Incorporated
announced its preliminary operating statistics for its
residential services for the quarter ended June 30, 2000.
(ii) Report dated September 25, 2000 (filed September 26, 2000)
reporting under Item 5, Other Events, that the Company had
launched an issue of $500.0 million of Senior Notes due
2010.
No financial statements were filed with these reports.
24
<PAGE> 26
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.
NTL COMMUNICATIONS CORP.
Date: November 13, 2000 By: /s/ Barclay Knapp
-------------------------
Barclay Knapp
President and Chief Executive Officer
Date: November 13, 2000 By: /s/ Gregg N. Gorelick
--------------------------
Gregg N. Gorelick
Vice President-Controller
(Principal Accounting Officer)
25
