-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HTBnfWtqmzEZUDL4uTluG+1piNndapt2CpBiF+Yt4J36cu7g2M/pmv9HgCIvK4kc msgagcQ81yEEW6CWoq1PJg== 0000950134-01-505437.txt : 20010815 0000950134-01-505437.hdr.sgml : 20010815 ACCESSION NUMBER: 0000950134-01-505437 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENSTAR INCOME PROGRAM II-1 LP CENTRAL INDEX KEY: 0000757595 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 581628877 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14508 FILM NUMBER: 1712119 BUSINESS ADDRESS: STREET 1: 12444 POWERSCOURT DR CITY: ST LOUIS STATE: MO ZIP: 63131 BUSINESS PHONE: 3108249990 MAIL ADDRESS: STREET 1: 474 SOUTH RAYMOND AVE #200 CITY: PASADENA STATE: CA ZIP: 91105 10-Q 1 c64578e10-q.txt FORM 10-Q FOR QUARTER ENDING JUNE 30, 2001 1 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 June 30, 2001 ------------------------------------------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------------------- ---------------------- Commission File Number 0-14508 ------- Enstar Income Program II-1, L.P. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Georgia 58-1628877 - --------------------------------- -------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 12405 Powerscourt Drive St. Louis, Missouri 63131 - ---------------------------------------- -------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (314) 965-0555 -------------------------- - -------------------------------------------------------------------------------- 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 --- --- 2 PART I - FINANCIAL INFORMATION ITEM 1. - FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- ENSTAR INCOME PROGRAM II-1, L.P. CONDENSED BALANCE SHEETS ================================================================================
JUNE 30, DECEMBER 31, 2001 2000 * ----------- ------------- (UNAUDITED) ASSETS ASSETS: Cash $ 1,319,700 $ 1,861,600 Accounts receivable, net of allowance for doubtful accounts of $4,700 and $6,100, respectively 66,200 119,300 Prepaid expenses and other assets 38,300 37,000 Due from affiliates 284,900 41,400 Property, plant and equipment, net of accumulated depreciation of $4,307,100 and $3,933,900, respectively 5,805,400 6,046,300 Franchise cost, net of accumulated amortization of $66,000 and $59,700, respectively 49,800 56,100 ----------- ------------- $ 7,564,300 $ 8,161,700 =========== ============= LIABILITIES AND PARTNERSHIP CAPITAL LIABILITIES: Accounts payable $ 50,600 $ 633,100 Accrued liabilities 206,500 404,700 ----------- ------------- 257,100 1,037,800 ----------- ------------- PARTNERSHIP CAPITAL (DEFICIT): General Partners (900) (2,700) Limited Partners 7,308,100 7,126,600 ----------- ------------- TOTAL PARTNERSHIP CAPITAL 7,307,200 7,123,900 ----------- ------------- $ 7,564,300 $ 8,161,700 =========== =============
* Agrees with audited balance sheet included in the Partnership's Annual Report on Form 10-K. The accompanying notes are an integral part of these condensed financial statements. 2 3 ENSTAR INCOME PROGRAM II-1, L.P. CONDENSED STATEMENTS OF OPERATIONS ================================================================================
UNAUDITED ------------------------ THREE MONTHS ENDED JUNE 30, ------------------------ 2001 2000 ---------- ---------- REVENUES $ 792,700 $ 815,200 ---------- ---------- OPERATING EXPENSES: Service costs 213,100 202,700 General and administrative expenses 81,000 82,500 General partner management fees and reimbursed expenses 125,500 126,500 Depreciation and amortization 190,300 143,200 ---------- ---------- 609,900 554,900 ---------- ---------- OPERATING INCOME 182,800 260,300 ---------- ---------- OTHER INCOME (EXPENSE): Interest income 15,200 34,500 Interest expense -- (2,600) Other expense (32,000) -- ---------- ---------- (16,800) 31,900 ---------- ---------- NET INCOME $ 166,000 $ 292,200 ========== ========== Net income allocated to General Partners $ 1,600 $ 2,900 ========== ========== Net income allocated to Limited Partners $ 164,400 $ 289,300 ========== ========== NET INCOME PER UNIT OF LIMITED PARTNERSHIP INTEREST $ 5.49 $ 9.66 ========== ========== AVERAGE LIMITED PARTNERSHIP UNITS OUTSTANDING DURING PERIOD 29,936 29,936 ========== ==========
The accompanying notes are an integral part of these condensed financial statements. 3 4 ENSTAR INCOME PROGRAM II-1, L.P. CONDENSED STATEMENTS OF OPERATIONS ================================================================================
UNAUDITED -------------------------- SIX MONTHS ENDED JUNE 30, -------------------------- 2001 2000 ----------- ----------- REVENUES $ 1,596,600 $ 1,617,200 ----------- ----------- OPERATING EXPENSES: Service costs 443,400 416,800 General and administrative expenses 149,900 140,600 General partner management fees and reimbursed expenses 247,100 243,900 Depreciation and amortization 379,500 283,200 ----------- ----------- 1,219,900 1,084,500 ----------- ----------- OPERATING INCOME 376,700 532,700 ----------- ----------- OTHER INCOME (EXPENSE): Interest income 26,100 63,100 Interest expense -- (5,300) Other expense (31,000) -- ----------- ----------- (4,900) 57,800 ----------- ----------- NET INCOME $ 371,800 $ 590,500 =========== =========== Net income allocated to General Partners $ 3,700 $ 5,900 =========== =========== Net income allocated to Limited Partners $ 368,100 $ 584,600 =========== =========== NET INCOME PER UNIT OF LIMITED PARTNERSHIP INTEREST $ 12.30 $ 19.53 =========== =========== AVERAGE LIMITED PARTNERSHIP UNITS OUTSTANDING DURING PERIOD 29,936 29,936 =========== ===========
The accompanying notes are an integral part of these condensed financial statements. 4 5 ENSTAR INCOME PROGRAM II-1, L.P. CONDENSED STATEMENTS OF CASH FLOWS ================================================================================
UNAUDITED -------------------------- SIX MONTHS ENDED JUNE 30, -------------------------- 2001 2000 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 371,800 $ 590,500 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 379,500 283,200 Changes in: Accounts receivable, due from affiliates, and prepaid expenses and other assets (191,700) (71,900) Accounts payable and accrued liabilities (780,700) (345,600) ----------- ----------- Net cash from operating activities (221,100) 456,200 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (132,300) (150,200) ----------- ----------- Net cash from investing activities (132,300) (150,200) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Distributions to partners (188,500) (188,500) ----------- ----------- Net cash from financing activities (188,500) (188,500) ----------- ----------- INCREASE (DECREASE) IN CASH (541,900) 117,500 CASH AT BEGINNING OF PERIOD 1,861,600 2,309,000 ----------- ----------- CASH AT END OF PERIOD $ 1,319,700 $ 2,426,500 =========== ===========
The accompanying notes are an integral part of these condensed financial statements. 5 6 ENSTAR INCOME PROGRAM II-1, L.P. NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) ================================================================================ 1. INTERIM FINANCIAL STATEMENTS The accompanying condensed interim financial statements for Enstar Income Program II-1, L.P. (the "Partnership") as of June 30, 2001, and for the three and six months ended June 30, 2001 and 2000, are unaudited. These condensed interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2000. In the opinion of management, the condensed interim financial 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 and six months ended June 30, 2001, 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 (the "Management Agreement") with Enstar Cable Corporation (the "Manager"), a wholly owned subsidiary of Enstar Communications Corporation (ECC), the corporate general partner, for a monthly management fee of 5% of revenues to the Manager, excluding revenues from the sale of cable television systems or franchises. Management fee expense approximated $39,600 and $79,800 for the three and six months ended June 30, 2001, respectively. For the three and six months ended June 30, 2000, management fee expense approximated $40,800 and $80,900, respectively. Management fees are non-interest bearing. In addition to the monthly management fee, the Management Agreement also provides that the Partnership 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. Additionally, Charter Communications Holding Company, LLC and its affiliates (collectively, "Charter") provide other management and operational services for the Partnership. These expenses are charged to the properties served based primarily on the Partnership's allocable share of operational costs associated with the services provided. The total amount charged to the Partnership for these services was $85,900 and $167,300 for the three and six months ended June 30, 2001, respectively. For the three and six months ended June 30, 2000, the total amount charged to the Partnership for these services was $85,700 and $163,000, respectively. Substantially all programming services have been purchased through Charter. Charter charges the Partnership for these costs based on its actual costs. The Partnership recorded programming fee expense of $168,700 and $341,800 for the three and six months ended June 30, 2001, respectively. For the three and six months ended June 30, 2000, programming fee expense was $149,000 and $314,800, respectively. Programming fees are included in service costs in the accompanying condensed statements of operations. The Partnership provides cable television signals to certain cable systems in neighboring communities that are owned by other partnerships managed by ECC. Such services are provided without fee. 3. NET INCOME PER UNIT OF LIMITED PARTNERSHIP INTEREST Net income per unit of limited partnership interest is based on the average number of units outstanding during the periods presented. For this purpose, net income has 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. COMMITMENTS The Partnership, together with certain affiliates (collectively, the "Selling Partnerships"), entered into a purchase and sale agreement, dated as of August 8, 2000, as amended as of September 29, 2000 (the "Agreement"), with Multimedia Acquisition Corp., an affiliate of Gans Multimedia Partnership ("Gans"). The Agreement provided for Gans to acquire the assets comprising the 6 7 Partnership's Taylorville, Illinois cable system, as well as certain assets of the other Selling Partnerships. Following a series of discussions and meetings, the Partnership and Gans determined that they will not be able to agree on certain further amendments to the Agreement that are required in order to satisfy conditions precedent to close the transaction. In light of this, present economic and financial market conditions, and their impact on Gans' inability to arrange financing in order to close the acquisition, on April 18, 2001 the parties agreed to terminate the Agreement. The Partnership's corporate general partner will continue to operate the Partnership's cable television systems and will continue to investigate potential divestiture transactions for the benefit of its unitholders. 5. NEW ACCOUNTING STANDARDS In July 2001, the Financial Accounting Standards Board adopted Statements of Financial Accounting Standards (SFAS) No. 141 "Business Combinations" and No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires all business combinations initiated after June 30, 2001 to be accounted for using the purchase method of accounting. SFAS No. 141 is required to be implemented for all acquisitions initiated after June 30, 2001 and all business combinations accounted for using the purchase method for which the date of acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will not impact the condensed financial statements of the Partnership. Under SFAS No. 142, goodwill is no longer subject to amortization over its useful life, rather, it is subject to at least annual assessments of impairment. Also, under SFAS No. 142, an intangible asset should be recognized if the benefit of the intangible is obtained through contractual or other legal rights or if the intangible asset can be sold, transferred, licensed, rented or exchanged. Such intangibles will be amortized over their useful lives. Certain intangibles have indefinite useful lives and will not be amortized. SFAS No. 142 will be implemented by the Partnership on January 1, 2002. All goodwill and intangible assets acquired after June 30, 2001 will be immediately subject to the provisions of SFAS No. 142. The Partnership is currently in process of assessing the future impact of adoption of SFAS No. 142. 6. SUBSEQUENT EVENT In August 2001, as a result of an auction process with sealed bids, the corporate general partner received a non-binding letter of intent from Charter, a related party, to acquire the Illinois cable systems of the Partnership and certain of its affiliates, including the Partnership's Taylorville, Illinois cable systems. The bid from Charter exceeded those of all other bidders. The sale of the cable systems is subject to approval by a majority of the Partnership's limited partners and certain closing conditions, including regulatory approvals. There can be no assurance that this proposed sale will be consummated. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION 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 herein, reference is made to our Annual Report on Form 10-K for the year ended December 31, 2000, for additional information regarding such matters and the effect thereof on the Partnership's business. RESULTS OF OPERATIONS Revenues decreased from $815,200 to $792,700, or 2.8%, and from $1,617,200 to $1,596,600, or 1.3%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. The decreases in revenues were due to a decline in the number of basic service customers, partially offset by an increase in the number of premium service customers. As of June 30, 2001 and 2000, we had approximately 6,400 and 6,700 basic service customers, respectively, and 1,100 and 1,000 premium service customers, respectively. 7 8 Service costs increased from $202,700 to $213,100, or 5.1%, and from $416,800 to $443,400, or 6.4%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. Service costs represent programming costs and other costs directly attributable to providing cable services to customers. The increases were primarily due to an increase in programming fees. Gross margin decreased from $612,500 to $579,600, or 5.4%, and from $1,200,400 to $1,153,200, or 3.9%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. As a percentage of revenues, gross margin decreased from 75.1% to 73.1%, and from 74.2% to 72.2%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. The decreases in gross margin dollars and gross margin dollars as a percentage of revenues were primarily due to the decrease in revenues coupled with the increase in service costs, as compared to the corresponding periods in 2000. General and administrative expenses decreased from $82,500 to $81,000, or 1.8%, and increased from $140,600 to $149,900, or 6.6%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. The decrease for the three months ended June 30, 2001 was primarily due to decreases in marketing expenses, partially offset by an increase in professional fees, as compared to the corresponding period in 2000. The increase for the six months ended June 30, 2001 was primarily due to an increase in professional fees, as compared to the corresponding period in 2000. General partner management fees and reimbursed expenses decreased from $126,500 to $125,500, or 0.8%, and increased from $243,900 to $247,100, or 1.3%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. Depreciation and amortization expense increased from $143,200 to $190,300, or 32.9%, and from $283,200 to $379,500, or 34.0%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. The increases were due to asset additions for cable system upgrades in 2001 and throughout 2000. Due to the factors described above, operating income decreased from $260,300 to $182,800, or 29.8%, and from $532,700 to $376,700, or 29.3%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. Interest income, net of interest expense, decreased from $31,900 to $15,200, or 52.4%, and from $57,800 to $26,100, or 54.8%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. The decreases are primarily due to lower average cash balances available for investment during the three and six months ended June 30, 2001. Other expense of $32,000 for the three months ended June 30, 2001 represents expenses associated with the termination of the Agreement with Gans. Due to the factors described above, net income decreased from $292,200 to $166,000 or 43.2%, and from $590,500 to $371,800, or 37.0%, for the three and six months ended June 30, 2001, respectively, as compared to the corresponding periods in 2000. Based on our experience in the cable television industry, we believe that income before interest, income taxes, 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 (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 decreased from $815,900 to $725,200, or 11.1%, for the six months ended June 30, 2001, as compared to the corresponding period in 2000. EBITDA as a percentage of revenues decreased from 50.5% to 45.4%, during the six months ended June 30, 2001, as compared to the corresponding period in 2000. The decrease was related to the changes in revenues and expenses as described above. Operating activities used $221,100 cash in the six months ended June 30, 2001. Changes in receivables, due from affiliates, and prepaid expenses and other assets used $191,700 cash during the six months ended June 30, 2001, due to an increase in the amount owed from affiliates offset by higher receivable collections. We used $780,700 cash to pay liabilities owed to affiliates and third party creditors during the six months ended June 30, 2001. We used $132,300 cash in investing activities during the six months ended June 30, 2001 on capital expenditures for systems upgrades. Cash used in financing activities of $188,500 represent distributions to partners during the six months ended June 30, 2001. 8 9 LIQUIDITY AND CAPITAL RESOURCES Our primary objective 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 and capital requirements relating to the expansion, improvement and upgrade of such cable systems. The Partnership, together with certain affiliates (collectively, the "Selling Partnerships"), entered into a purchase and sale agreement, dated as of August 8, 2000, as amended as of September 29, 2000 (the "Agreement"), with Multimedia Acquisition Corp., an affiliate of Gans Multimedia Partnership ("Gans"). The Agreement provided for Gans to acquire the assets comprising the Partnership's Taylorville, Illinois cable system, as well as certain assets of the other Selling Partnerships. Following a series of discussions and meetings, the Partnership and Gans determined that they will not be able to agree on certain further amendments to the Agreement that are required in order to satisfy conditions precedent to close the transaction. In light of this, present economic and financial market conditions, and their impact on Gans' inability to arrange financing in order to close the acquisition, on April 18, 2001 the parties agreed to terminate the Agreement. The Partnership's corporate general partner will continue to operate the Partnership's cable television systems and will continue to investigate potential divestiture transactions for the benefit of its unitholders. In August 2001, as a result of an auction process with sealed bids, the corporate general partner received a non-binding letter of intent from Charter, a related party, to acquire the Illinois cable systems of the Partnership and certain of its affiliates, including the Partnership's Taylorville, Illinois cable systems. The bid from Charter exceeded those of all other bidders. The sale of the cable systems is subject to approval by a majority of the Partnership's limited partners and certain closing conditions, including regulatory approvals. There can be no assurance that this proposed sale will be consummated. At June 30, 2001, the Partnership had no debt outstanding. The Partnership relies upon cash flow from operations to meet liquidity requirements and fund necessary capital expenditures. Although the Partnership currently maintains a cash balance, there can be no assurance that the Partnership's future cash flows combined with available cash balances will be adequate to meet its future liquidity requirements or to fund future capital expenditures. The Partnership has upgraded its cable system in Litchfield, Illinois under a provision of the franchise agreement. Total capital expenditures during 2000 and the six months ended June 30, 2001 approximated $1.6 million. We paid distributions to partners totaling $188,500 during the six months ended June 30, 2001, and expect to continue to pay distributions at approximately this level during 2001. There can, however, be no assurances regarding the level, timing or continuation of future distributions. The Partnership maintains insurance coverage for all of the cable television properties owned or managed by it to cover damage to cable distribution plant and customer 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 owned or managed by Charter, including those of the Partnership. All of our customers are served by our system in Taylorville, 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 insurable risks. Operating activities used $221,100 cash in the six months ended June 30, 2001. Changes in receivables, due from affiliates, and prepaid expenses and other assets used $191,700 cash during the six months ended June 30, 2001, due to an increase in the amount owed from affiliates offset by higher receivable collections. We used $780,700 cash to pay liabilities owed to affiliates and third party creditors during the six months ended June 30, 2001. We used $132,300 cash in investing activities during the six months ended June 30, 2001 on capital expenditures for systems upgrades. Cash used in financing activities of $188,500 represent distributions to partners during the six months ended June 30, 2001. 9 10 NEW ACCOUNTING STANDARDS In July 2001, the Financial Accounting Standards Board adopted Statements of Financial Accounting Standards (SFAS) No. 141 "Business Combinations" and No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires all business combinations initiated after June 30, 2001 to be accounted for using the purchase method of accounting. SFAS No. 141 is required to be implemented for all acquisitions initiated after June 30, 2001 and all business combinations accounted for using the purchase method for which the date of acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will not impact the condensed financial statements of the Partnership. Under SFAS No. 142, goodwill is no longer subject to amortization over its useful life, rather, it is subject to at least annual assessments of impairment. Also, under SFAS No. 142, an intangible asset should be recognized if the benefit of the intangible is obtained through contractual or other legal rights or if the intangible asset can be sold, transferred, licensed, rented or exchanged. Such intangibles will be amortized over their useful lives. Certain intangibles have indefinite useful lives and will not be amortized. SFAS No. 142 will be implemented by the Partnership on January 1, 2002. All goodwill and intangible assets acquired after June 30, 2001 will be immediately subject to the provisions of SFAS No. 142. The Partnership is currently in process of assessing the future impact of adoption of SFAS No. 142. 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. 10 11 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) EXHIBITS None. (B) REPORTS ON FORM 8-K On May 1, 2001, the Registrant filed a current report on Form 8-K to announce the termination of its sale agreement with Multimedia Acquisition Corp. 11 12 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 PROGRAM II-1, L.P. a GEORGIA LIMITED PARTNERSHIP ----------------------------------------------- (Registrant) By: ENSTAR COMMUNICATIONS CORPORATION General Partner Date: August 14, 2001 By: /s/ Paul E. Martin ---------------------------------------- Paul E. Martin, Vice President and Corporate Controller (Principal Financial Officer and Principal Accounting Officer) 12 -----END PRIVACY-ENHANCED MESSAGE-----