0000950134-95-001991.txt : 19950815
0000950134-95-001991.hdr.sgml : 19950815
ACCESSION NUMBER: 0000950134-95-001991
CONFORMED SUBMISSION TYPE: 10-Q
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 19950630
FILED AS OF DATE: 19950814
SROS: NONE
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: JONES PROGRAMMING PARTNERS 2-A LTD
CENTRAL INDEX KEY: 0000868610
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812]
IRS NUMBER: 841088829
STATE OF INCORPORATION: CO
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 10-Q
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-20944
FILM NUMBER: 95563456
BUSINESS ADDRESS:
STREET 1: 9697 E MINERAL AVE
STREET 2: C/O JONES ENTERTAINMENT GROUP LTD
CITY: ENGLEWOOD
STATE: CO
ZIP: 80155-3309
BUSINESS PHONE: 3037923111
MAIL ADDRESS:
STREET 1: P O BOX 3309
STREET 2: 9697 E MINERAL AVE
CITY: ENGLEWOOD
STATE: CO
ZIP: 80155
FORMER COMPANY:
FORMER CONFORMED NAME: JONES PROGRAMMING PARTNERS 2
DATE OF NAME CHANGE: 19600201
10-Q
1
FORM 10-Q
1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
/x/ Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended June 30, 1995.
/ / 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 0-20944
Jones Programming Partners 2-A, Ltd.
--------------------------------------------------------------------------------
Exact name of registrant as specified in charter
Colorado #84-1088819
--------------------------------------------------------------------------------
State of organization I.R.S. employer I.D.#
9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado 80155-3309
-----------------------------------------------------------------------
Address of principal executive office
(303) 792-3111
-----------------------------
Registrant's telephone number
Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section l3 or l5(d) of the Securities Exchange Act of l934 during
the preceding l2 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
JONES PROGRAMMING PARTNERS 2-A, LTD.
INDEX
Page
Number
------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited Balance Sheets
June 30, 1995 and December 31, 1994 3
Unaudited Statements of Operations
Three and Six Months Ended June 30, 1995 and 1994 4
Unaudited Statements of Cash Flows
Six Months Ended June 30, 1995 and 1994 5
Notes to Unaudited Financial Statements
June 30, 1995 6-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8-11
PART II. OTHER INFORMATION 12
2
3
JONES PROGRAMMING PARTNERS 2-A, LTD.
(A Limited Partnership)
UNAUDITED BALANCE SHEETS
June 30, December 31,
ASSETS 1995 1994
------ ----------- ------------
CASH AND CASH EQUIVALENTS $ 614,620 $ 160,888
ACCOUNTS RECEIVABLE -- 174,363
INVESTMENT IN AND ADVANCES FOR FILM PRODUCTION,
net of accumulated amortization of $2,399,887 and $2,831,101
as of June 30, 1995 and December 31, 1994, respectively 1,631,364 3,121,249
NOTE RECEIVABLE FROM GENERAL PARTNER,
net of unamortized discount of $122,860 and $-0- as of June 30,
1995 and December 31, 1994, respectively 766,306 --
----------- -----------
Total assets $ 3,012,290 $ 3,456,500
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
LIABILITIES:
Accounts payable to affiliates $ 15,287 $ --
Accrued distributions to partners 141,781 141,781
Accrued liabilities 7,622 7,430
----------- -----------
Total liabilities 164,690 149,211
----------- -----------
PARTNERS' CAPITAL (DEFICIT):
General partner-
Contributed capital 1,000 1,000
Distributions (16,252) (13,416)
Accumulated deficit (3,522) (1,761)
----------- -----------
Total general partner deficit (18,774) (14,177)
----------- -----------
Limited partners -
Contributed capital, net of offering costs (11,229 units outstanding
as of June 30, 1995 and December 31, 1994) 4,823,980 4,823,980
Distributions (1,608,970) (1,328,244)
Accumulated deficit (348,636) (174,270)
----------- -----------
Total limited partners' capital 2,866,374 3,321,466
----------- -----------
Total partners' capital 2,847,600 3,307,289
----------- -----------
Total liabilities and partners' capital $ 3,012,290 $ 3,456,500
=========== ===========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
3
4
JONES PROGRAMMING PARTNERS 2-A, LTD.
(A Limited Partnership)
UNAUDITED STATEMENTS OF OPERATIONS
For the Three Months Ended For the Six Months Ended
June 30, June 30,
--------------------------- ---------------------------
1995 1994 1995 1994
--------- ---------- --------- ----------
GROSS REVENUES $ 101,398 $1,505,074 $ 102,548 $1,586,143
COSTS AND EXPENSES:
Costs of filmed entertainment 92,488 1,310,440 93,538 1,383,405
Distribution fees and expenses 50,350 572 50,925 9,693
Operating, general and administrative expenses 7,234 10,412 15,199 14,219
--------- ---------- --------- ----------
Total costs and expenses 150,072 1,321,424 159,662 1,407,317
--------- ---------- --------- ----------
OPERATING INCOME (LOSS) (48,674) 183,650 (57,114) 178,826
--------- ---------- --------- ----------
OTHER INCOME (EXPENSE):
Interest income 1,644 1,988 3,847 2,657
Loss on sale of film production (122,860) -- (122,860) --
--------- ---------- --------- ----------
Other income (expense), net (121,216) 1,988 (119,013) 2,657
--------- ---------- --------- ----------
NET INCOME (LOSS) $(169,890) $ 185,638 $(176,127) $ 181,483
========= ========== ========= ==========
ALLOCATION OF NET INCOME (LOSS):
General partner $ (1,699) $ 1,856 $ (1,761) $ 1,815
========= ========== ========= ==========
Limited partners $(168,191) $ 183,782 $(174,366) $ 179,668
========= ========== ========= ==========
NET INCOME (LOSS) PER LIMITED
PARTNERSHIP UNIT $ (14.98) $ 16.37 $ (15.53) $ 16.00
========= ========== ========= ==========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING 11,229 11,229 11,229 11,229
========= ========== ========= ==========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
4
5
JONES PROGRAMMING PARTNERS 2-A, LTD.
(A Limited Partnership)
UNAUDITED STATEMENTS OF CASH FLOWS
For the Six Months Ended
June 30,
----------------------------
1995 1994
--------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $(176,127) $ 181,483
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Amortization of filmed entertainment costs 93,538 1,383,405
Loss on sale of film production 122,860 --
Decrease in accounts receivable 174,363 274,338
Increase (decrease) in accrued liabilities 192 (487)
Increase in accounts payable to affiliates 15,287 170,228
Increase in deferred revenue -- (980,167)
--------- -----------
Net cash provided by operating activities 230,113 1,028,800
--------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of film production 500,000 --
Payment of production and overhead fee -- (468,000)
Net (increase) decrease in production advances 7,181 (314,827)
--------- -----------
Net cash provided by (used in) investing activities 507,181 (782,827)
--------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Interest distribution to limited partners -- (2,534)
Distributions to partners (283,562) (283,562)
--------- -----------
Net cash used in financing activities (283,562) (286,096)
--------- -----------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 453,732 (40,123)
CASH AND CASH EQUIVALENTS, beginning of period 160,888 253,758
--------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 614,620 $ 213,635
========= ===========
SUPPLEMENTAL SCHEDULE OF NON-CASH ACTIVITIES:
Note receivable from sale of film production,
net of unamortized discount $ 766,306 $ --
========= ===========
The accompanying notes to unaudited financial statements
are an integral part of these unaudited statements.
5
6
JONES PROGRAMMING PARTNERS 2-A, LTD.
(A Limited Partnership)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(1) BASIS OF PRESENTATION
This Form 10-Q is being filed in conformity with the SEC requirements
for unaudited financial statements and does not contain all of the
necessary footnote disclosures required for a fair presentation of the
Balance Sheets and Statements of Operations and Cash Flows in
conformity with generally accepted accounting principles. However, in
the opinion of management, this data includes all adjustments,
consisting only of normal recurring accruals, necessary to present
fairly the financial position of Jones Programming Partners 2-A, Ltd.
(the "Partnership") as of June 30, 1995 and December 31, 1994 and its
results of operations and its cash flows for the three and six month
periods ended June 30, 1995 and 1994. Results of operations for these
periods are not necessarily indicative of results to be expected for
the full year.
(2) TRANSACTIONS WITH AFFILIATED ENTITIES
The General Partner is entitled to reimbursement from the Partnership
for its direct and indirect expenses allocable to the operations of the
Partnership, which shall include, but not be limited to, rent,
supplies, telephone, travel, legal expenses, accounting and auditing
expenses, preparation and distribution of reports to investors and
salaries of any full or part-time employees. Although the General
Partner is entitled to reimbursement for all direct and indirect
expenses allocable to the Partnership, the Partnership was charged
$3,834 and $1,252 for direct expenses only for the three month periods
ended June 30, 1995 and 1994, respectively. For the six month periods
ended June 30, 1995 and 1994, $5,464 and $1,587, respectively, were
charged to the partnership for such expenses.
(3) INVESTMENT IN AND ADVANCES FOR FILM PRODUCTION
"Charlton Heston Presents: The Bible"
In 1992, the General Partner, on behalf of the Partnership, entered
into an agreement with Agamemnon Films, an unaffiliated party, to
produce four one-hour programs for television, entitled "Charlton
Heston Presents: The Bible" (the "Bible Programs"). The production
costs of the Bible Programs were approximately $2,130,000. In addition,
the Partnership paid a $240,000 production and overhead fee to the
General Partner. In return for agreeing to fund these production costs,
the Partnership acquired all rights to the Bible Programs in all
markets and in all media in perpetuity. The Partnership subsequently
assigned half of its ownership of the Bible Programs to an unaffiliated
party for an investment of $1,000,000 toward the production costs for
the Bible Programs. After consideration of the reimbursement, the
Partnership's total investment in the Bible Programs is $1,369,764 and
its net investment, after consideration of amortization, was $308,928
as of June 30, 1995. From inception to June 30, 1995, the Partnership
has recognized $884,251 of gross revenue from this film, which includes
$250,000 from the Arts & Entertainment Network (the "A&E"), which was
used to finance the program's production.
"Household Saints"
In 1993, the Partnership acquired a one-third ownership interest in a
film scheduled for world-wide theatrical release entitled "Household
Saints." The budgeted production costs of "Household Saints" were
approximately $5,000,000, and the final production costs were
approximately $5,300,000. For a one-third ownership interest in the
film, the Partnership contributed one-third of the budgeted production
costs, or $1,666,667. Two unaffiliated entities contributed similar
amounts. Prior to June 30, 1995, the Partnership had invested
approximately $1,913,918 in the film, which included a production and
overhead fee of $100,000 paid to the General Partner by the
Partnership. Although under the terms of the Partnership's limited
partnership agreement the General Partner was entitled to a fee of 12
percent of the lower of actual or budgeted production costs for each
Partnership film project, which would have been approximately $600,000
for "Household Saints," the General Partner only took $100,000 as its
production and overhead fee due to the limited involvement of the
General Partner in the film's production. Prior to June 30, 1995, the
Partnership's net limited investment in the film, after consideration
of
6
7
amortization, was $1,389,166. From inception to June 30, 1995, the
Partnership had recognized $603,198 of gross revenue from this film.
In January 1995, the General Partner's Board of Directors agreed in
principle to purchase the Partnership's interest in "Household Saints"
from the Partnership. The Partnership's limited partnership agreement
allows the General Partner to purchase completed programming projects
from the Partnership so long as the purchase price is an amount no less
than the average of three separate independent appraisals of the
project's fair market value. The General Partner subsequently obtained
three separate independent appraisals of the fair market value of the
Partnership's interest in "Household Saints." Sunrise Capital of
Bainbridge Island, Washington appraised the Partnership's interest in
the film at $141,495 as of March 15, 1995. GB Investment Corporation of
New York, New York appraised the Partnership's interest in the film at
$310,856 as of April 10, 1995. Kagan Media Appraisals Inc. of Carmel,
California appraised the Partnership's interest in the film at $443,000
as of April 27, 1995. The average of the three independent appraisals
of the fair market value of the Partnership's interest in "Household
Saints" was $298,450. This amount was significantly less than the
Partnership's $1,389,166 investment in the film (net of amortization)
prior to June 30, 1995. Although not obligated to do so, the General
Partner agreed to purchase the Partnership's interest in "Household
Saints" at a purchase price of $1,389,166, a price sufficient to enable
the Partnership to recover its investment in the film. Closing of this
sale occurred on June 30, 1995. The purchase price was paid $500,000 in
cash at closing, $500,000 in the form of a non-interest bearing
promissory note payable in full 12 months from the closing date and
$389,166 in the form of a non-interest bearing promissory note payable
in full 24 months from the closing date. Because both promissory notes
were non-interest bearing, the Partnership recognized imputed interest
of $122,860, thereby reducing the notes' carrying value of $766,306 and
incurring a loss on sale of the film of $122,860. This loss will be
offset by the Partnership in the form of interest income recognized as
the related discount on the promissory notes is amortized to interest
income over the next 24 months.
"The Whipping Boy"
In 1993, the Partnership acquired the rights to "The Whipping Boy. "The
Whipping Boy" was made into a two-hour telefilm. The film premiered in
the North American television market on The Disney Channel. The film's
final cost was approximately $4,100,000. As of June 30, 1995, the
Partnership had invested $2,661,487 in the film, which included a
$468,000 production and overhead fee paid to the General Partner. The
film was co-produced by the General Partner and Gemini Films, a German
company. The completed picture was delivered to The Disney Channel in
the second quarter of 1994. The Partnership's net investment in the
film, after consideration of amortization, was $1,322,436 as of June
30, 1995. From inception to June 30, 1995, the Partnership has
recognized $2,100,699 of gross revenue from this film, of which
$2,100,000 represents the initial license fee from The Disney Channel
that was used to finance the film's production.
7
8
JONES PROGRAMMING PARTNERS 2-A, LTD.
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
Liquidity and Capital Resources
The Partnership's principal sources of liquidity are cash on hand and amounts
received from the domestic and international distribution of its programming. As
of June 30, 1995, the Partnership had $614,620 in cash.
On June 30, 1995, the Partnership sold its interest in "Household Saints" to the
General Partner at a purchase price of $1,389,166. The purchase price was paid
$500,000 in cash at closing, $500,000 in the form of a non-interest bearing
promissory note payable in full 12 months from the closing date and $389,166 in
the form of a non-interest bearing promissory note payable in full 24 months
from the closing date. The General Partner has determined that the sale proceeds
from "Household Saints" will contribute to the liquidity and capital resources
of the Partnership, allowing the Partnership to fund its operating needs and
enabling the Partnership to fund future distributions to the limited partners.
At a minimum, the Partnership will distribute enough of the sale proceeds to the
limited partners to cover the limited partners' federal income tax liability, if
any, resulting from the sale.
In December 1994, the Partnership declared a distribution of $141,781 which was
paid to the partners in February 1995. In March 1995, the Partnership declared a
distribution of $141,781, which was paid to the partners in May 1995. In June
1995, the Partnership declared a distribution of $141,781, which will be paid to
the partners in August 1995. These distributions are made using cash on hand,
interest income and cash provided by operating activities. Distributions are
expected to continue, although no determination has been made regarding any
specific level of future distributions. Distributions reduce the financial
flexibility of the Partnership.
The General Partner believes that the Partnership has, and will continue to
have, sufficient liquidity to fund its operations and to meet its obligations
during 1995. Liquidity will come primarily from the Partnership's programming
projects as follows:
"Charlton Heston Presents: The Bible"
In 1992, the General Partner, on behalf of the Partnership, entered into an
agreement with Agamemnon Films, an unaffiliated party, to produce four one-hour
programs for television, entitled "Charlton Heston Presents: The Bible" (the
"Bible Programs") for A&E. The production costs of the Bible Programs were
approximately $2,370,000, which included a $240,000 production and overhead fee
to the General Partner. In return for agreeing to fund these production costs,
the Partnership acquired all rights to the Bible Programs in all markets and in
all media in perpetuity.
In order to reduce the Partnership's financial exposure, the General Partner, on
behalf of the Partnership, assigned one-half of the Partnership's interest in
the Bible Programs to GoodTimes Home Video Corporation ("GoodTimes"), an
unaffiliated entity directly involved in the specialty home video and
international television distribution business, for an investment by GoodTimes
of $1,000,000. The Partnership and GoodTimes funded Jones Documentary Film
Corporation ("JDFC"), which in turn contracted with Agamemnon Films for the
production of the Bible Programs. JDFC was formed to insulate the Partnership
and GoodTimes from certain risks and potential liabilities associated with the
production of programming in foreign countries because the Bible Programs were
filmed on location in the Holy Lands.
The Partnership and JDFC granted the General Partner the exclusive rights to
distribute the Bible Programs. To accomplish this, the General Partner, on its
own behalf, and GoodTimes entered into an agreement to form J/G Distribution
Company to distribute the Bible Programs. J/G Distribution Company was formed as
of June 24, 1992 and the Partnership granted it the sole and exclusive right to
exhibit and distribute, and to license others to exhibit and distribute, the
Bible Programs in all markets, all languages, and all media in perpetuity. J/G
Distribution Company holds the copyright for the benefit of the Partnership (50
percent interest) and GoodTimes (50 percent interest). J/G Distribution Company
is currently distributing the Bible Programs in the retail home video market. As
of June 30, 1995, gross sales
8
9
made by J/G Distribution Company totaled $1,268,502, of which $634,251 has been
retained by J/G Distribution Company for its fees and marketing costs, with the
remaining $634,251 belonging 50 percent to the Partnership and 50 percent to
Goodtimes. Additionally, $250,000 was received directly by the Partnership as
its share of the initial license fee from A&E. As of June 30, 1995, the
Partnership had received both $317,126 from J/G Distribution and the $250,000
from A&E.
In 1994, J/G Distribution Company, an affiliate of the General Partner, and
Jones Interactive, Inc. ("JII"), also an affiliate of the General Partner,
entered into an agreement to produce a CD-ROM version of the Bible Programs. The
total cost for production of the CD-ROM version will be funded by J/G
Distribution Company. No Partnership funds will be utilized in the production of
the CD-ROM version; however, after production costs, distribution fees and costs
associated with distribution are recouped, a percentage of net revenues will
flow to the Partnership in the form of a royalty. The production is being done
on two separate discs, one for the Old Testament, which is expected to be
completed in the third quarter of 1995, and a second disc for the New Testament,
which is expected to be completed in the fourth quarter of 1995. Distribution of
the CD-ROM version will be done in the United States and Canada by affiliates of
J/G Distribution Company. As of June 30, 1995, the agreement to produce the
CD-ROM version was being renegotiated, with final agreement terms, including the
percentage of the royalty payable to the Partnership, expected in the third
quarter of 1995.
"Household Saints"
In February 1993, the Partnership acquired a one-third ownership interest in a
film scheduled for world-wide theatrical release entitled "Household Saints."
For a one-third ownership interest in the film, the Partnership has contributed
one-third of the budgeted production costs, or $1,666,667, along with two other
unaffiliated entities. Prior to June 30, 1995, the Partnership had invested
$1,913,918 in the film, which included a production and overhead fee of $100,000
paid to the General Partner by the Partnership. Although under the terms of the
Partnership's limited partnership agreement the General Partner was entitled to
a fee of 12 percent of the lower of actual or budgeted production costs for each
Partnership film project, which fee would have been approximately $600,000 for
"Household Saints," the General Partner only took $100,000 as its production and
overhead fee due to the limited involvement of the General Partner in the film's
production. In addition, the Partnership paid approximately $406,000 for prints
and advertising costs.
"Household Saints" was released in theaters in the United States and Canada in
September 1993 and the film performed to a disappointing box office of
approximately $600,000 in the United States. The disappointing U.S. theatrical
box office translated to a disappointing unit volume of rental home video sales
(under 10,000 units have been sold). As of June 30, 1995, domestic home video
sales of approximately $26,000 had been made.
In January 1995, the General Partner's Board of Directors agreed in principle to
purchase the Partnership's interest in "Household Saints" from the Partnership.
The Partnership's limited partnership agreement allows the General Partner to
purchase completed programming projects from the Partnership so long as the
purchase price is an amount no less than the average of three separate
independent appraisals of the project's fair market value. The General Partner
subsequently obtained three separate independent appraisals of the fair market
value of the Partnership's interest in "Household Saints." Sunrise Capital of
Bainbridge Island, Washington appraised the Partnership's interest in the film
at $141,495 as of March 15, 1995. GB Investment Corporation of New York, New
York appraised the Partnership's interest in the film at $310,856 as of April
10, 1995. Kagan Media Appraisals Inc. of Carmel, California appraised the
Partnership's interest in the film at $443,000 as of April 27, 1995. The average
of the three independent appraisals of the fair market value of the
Partnership's interest in "Household Saints" was $298,450. This amount was
significantly less than the Partnership's $1,389,166 investment in the film (net
of amortization) prior to June 30, 1995. Although not obligated to do so, the
General Partner agreed to purchase the Partnership's interest in "Household
Saints" at a purchase price of $1,389,166, a price sufficient to enable the
Partnership to recover its investment in the film. Closing of this sale occurred
on June 30, 1995. The purchase price was paid $500,000 in cash at closing,
$500,000 in the form of a non-interest bearing promissory note payable in full
12 months from the closing date and $389,166 in the form of a non-interest
bearing promissory note payable in full 24 months from the closing date. Because
both promissory notes were non-interest bearing, the Partnership recognized
imputed interest of $122,860, thereby reducing the notes' carrying value to
$766,306 and incurring a loss on sale of the film of $122,860. This loss will be
offset by the Partnership in the form of interest income recognized as the
related discount on the promissory notes is amortized to interest income over
the next 24 months.
9
10
"The Whipping Boy"
In August 1993, the Partnership acquired the rights to the Newbury Award-winning
book "The Whipping Boy." The project was co-developed by the Partnership and The
Disney Channel and the completed telefilm was delivered to The Disney Channel in
the second quarter of 1994. The film premiered in the North American television
market in July 1994. As of June 30, 1995, the Partnership had invested
$2,661,487 in the film, which included a $468,000 production and overhead fee
payable to the General Partner. The Partnership has received approximately
$2,100,000 from The Disney Channel for licensing certain rights to the film to
The Disney Channel.
The Partnership was responsible for approximately one-half of the $4,100,000
production cost, with the balance of the production budget funded by Gemini
Films and other co-production partners and/or territorial advances from the
film's international distributors. The amount contributed to the product budget
by the Partnership was partially reimbursed by the license advances totaling
$2,100,000 received from the Disney Channel.
Gemini Films will have, in perpetuity, the copyright and all exploitation rights
to the film in German language territories (defined as Germany, Austria,
German-speaking Switzerland and German-speaking Luxembourg). The film was
released theatrically in Germany in the fourth quarter of 1994. Although these
exploitation rights will remain the sole property of Gemini Films, Gemini Films
will account to the Partnership for any revenue therefrom.
The Partnership will own the worldwide copyright, excluding German language
territories, in perpetuity. Although the Partnership will own all exploitation
rights in all media in North America, which is defined as the United States,
Canada and their respective territories and possessions, the Partnership will
account to Gemini Films for any revenue generated therefrom.
From the movie's North American revenues, the Partnership will first be entitled
to recover its investment plus interest. Thereafter, the Partnership will
receive 90 percent of all North American revenues and Gemini Films will receive
10 percent of such revenues. With respect to international revenues from the
movie's distribution, after Gemini Films recovers $250,000 of its investment in
the movie's production budget, any funded overages and interest out of net
international revenues, the Partnership will receive 20 percent of net
international revenues and Gemini Films will receive 80 percent of net
international revenues.
The General Partner and Gemini Films have selected Canal Plus Distribution as
the company that will distribute and exploit the movie outside of North America.
Canal Plus Distribution will earn distribution fees of 15 percent of the film's
gross receipts outside of North America, and it will be reimbursed for its
expenses capped at 10 percent of the film's gross receipts outside of North
America (excluding dubbing costs). Canal Plus Distribution will be responsible
for accounting and remitting to Gemini Films the net revenues from the film's
distribution in all markets and in all media outside of North America. Gemini
Films will be responsible for forwarding the Partnership's share of such
revenues within 10 days of receipt of such funds from Canal Plus.
RESULTS OF OPERATIONS
Revenues of the Partnership decreased $1,483,595, from $1,586,143 for the six
month period ended June 30, 1994 to $102,548 for the similar period in 1995.
Revenues of the Partnership decreased $1,403,676 from $1,505,074 for the three
month period ended June 30, 1994 to $101,398 for the similar period in 1995.
These decreases were the result of decreased sales of the Partnership's
programming during 1995. In 1995, the Partnership recognized revenue of $-0-
from "Household Saints," $101,849 from "Charlton Heston Presents: The Bible"
(the "Bible Programs") and $699 from "The Whipping Boy" compared to 1994
revenues of $29,897, $85,996, and $1,470,250, respectively.
Filmed entertainment costs decreased $1,289,867, from $1,383,405 for the six
month period ended June 30, 1994 to $93,538 for the similar period in 1995.
Filmed entertainment costs decreased $1,217,952, from $1,310,440 for the three
month period ended June 30, 1994 to $92,488 for the similar period in 1995.
These increases were the result of decreased revenues as mentioned above. Filmed
entertainment costs are amortized over the life of each film in the ratio that
current gross revenue bear to anticipated total gross revenues.
Distribution fees and expenses increased $41,232, from $9,693 for the six month
period ended June 30, 1994 to $50,925 for the similar period in 1995.
Distribution fees and expenses increased $49,778, from $572 for the three month
period
10
11
ended June 30, 1994 to $50,350 for the similar period in 1995. These increases
were the result of increased home video sales of "Charlton Heston Presents: The
Bible" under the Partnership's distribution agreement with J/G Distribution
Company. Distribution fees and expenses relate to the compensation due and costs
incurred by unaffiliated parties in selling the Partnership's film productions
in the international theatrical, television and home video markets.
Operating, general and administrative expenses increased $980, from $14,219 for
the six month period ended June 30, 1994 to $15,199 for the similar period in
1995. This increase was primarily due to an increase in direct costs allocable
to the operations of the Partnership that were charged to the Partnership by the
General Partner during the six month period ended June 30, 1995 as compared to
the similar period in 1994. Operating, general and administrative expenses
decreased $3,178, from $10,412 for the three month period ended June 30, 1994 to
$7,234 for the similar period in 1995. This decrease was primarily due to a
decrease in professional service costs incurred by the Partnership during the
three month period ended June 30,1995 as compared to the similar period in 1994.
Loss on sale of film production increased $122,860 from $-0- for the three and
six month periods ended June 30, 1994 to $122,860 for the similar periods in
1995. This increase was the result of the sale of "Household Saints" to the
General Partner on June 30, 1995. The loss resulted from the Partnership's
recognition of imputed interest on two non-interest bearing promissory notes
received from the General Partner as part of the sale agreement.
Interest income increased $1,190, from $2,657 for the six month period ended
June 30, 1994 to $3,847 for the similar period in 1995. Interest income
decreased $344, from $1,988 for the three month period ended June 30, 1994 to
$1,644 for the similar period in 1995. These changes in interest income are the
result of changes in average cash balances invested during 1995 as compared to
1994.
11
12
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
Report dated June 30, 1995 disclosing the closing of the sale by
Jones Programming Partners 2-A, Ltd. of its one-third ownership
interest in "Household Saints" to Jones Entertainment Group, Ltd.
12
13
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.
JONES PROGRAMMING PARTNERS 2-A, LTD.
BY: JONES ENTERTAINMENT GROUP, LTD.
General Partner
By: /s/ Theodore A. Henderson
---------------------------------------
Theodore A. Henderson
Principal Financial and Accounting Officer
Dated: August 14, 1995
13
14
EXHIBIT INDEX
Exhibit No. Exhibit Description Page
----------- ------------------- ----
Financial Data Schedule
EX-27
2
FINANCIAL DATA SCHEDULE
5
1
U.S. DOLLARS
6-MOS
DEC-31-1995
JAN-1-1995
JUN-30-1995
1
614,620
0
766,306
0
0
0
0
0
3,012,290
164,690
0
0
0
0
2,847,600
3,012,290
0
102,548
0
159,662
119,013
0
0
(176,127)
0
(176,127)
0
0
0
(176,127)
(15.53)
(15.53)