UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
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Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934 |
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For the quarterly period ended March 31, 2003
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Commission File Number 0-30673
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NTL EUROPE, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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13-4105887
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(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification No.) |
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37 Purchase Street
Rye, New York |
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10580
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(Address of principal executive offices)
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(Zip code)
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Registrant’s telephone number, including area code: (914) 921-1800
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 and 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 
NO 
NO Indicate by check mark whether the registrant is an accelerated filer as defined in Rule 12b-2 of the Act. YES NO
NO Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan by a court. YES NO
NO Number of shares outstanding at July 23, 2003: 19,657,718 shares of Common Stock, par value $.01 per share.
INDEX TO FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2003.
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PART I:
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FINANCIAL INFORMATION
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Item 1: Financial Statements
NTL Europe, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(amounts in millions)
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March 31,
2003 Reorganized Company |
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December 31,
2002 Predecessor Company (see note) |
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(unaudited)
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(audited)
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Assets
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Current assets:
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Cash and cash equivalents
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$
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195.9
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$
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277.5
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Marketable securities
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—
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17.3
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Accounts receivable — trade, less allowance for doubtful accounts of $10.1 (2003) and $9.4 (2002)
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84.9
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243.4
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Other
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62.6
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50.3
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Discontinued operations
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—
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12,968.1
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Total current assets
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343.4
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13,556.6
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Fixed assets, net
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1,171.9
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1,682.1
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Goodwill
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—
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218.7
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Reorganizational value in excess of amounts allocable to identifiable assets
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221.0
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—
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Customer lists, net of accumulated amortization of $2.4 (2003) and $171.4 (2002)
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211.8
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62.8
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Investments in and loans to affiliates, net
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20.9
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13.0
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Deferred tax asset
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91.6
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195.3
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Other assets, net of accumulated amortization of $62.4 (2002)
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23.3
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120.9
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Total assets
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$
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2,083.9
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$
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15,849.4
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2
NTL Europe, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets - continued
(amounts in millions)
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March 31,
2003 Reorganized Company |
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December 31,
2002 Predecessor Company (see note) |
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(unaudited)
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(audited)
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Liabilities and shareholders’ (deficiency)
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Liabilities not subject to compromise
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Current liabilities:
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Accounts payable
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$
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42.6
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$
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49.3
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Accrued expenses and other
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68.0
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92.5
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Interest payable
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6.0
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43.5
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Deferred revenue
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196.8
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235.6
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Current portion of long-term debt
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2,443.1
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2,719.3
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Discontinued operations (including liabilities subject to compromise of $10,157.8)
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—
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17,956.2
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Total current liabilities
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2,756.5
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21,096.4
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Other
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135.2
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132.7
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Deferred income taxes
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135.8
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226.0
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Liabilities subject to compromise, including redeemable preferred stock
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—
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4,294.1
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Commitments and contingent liabilities
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Mandatorily redeemable preferred stock – authorized 20.0 shares; issued and outstanding 6.9 shares, liquidation preference $343.0
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110.3
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—
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Shareholders’ (deficiency):
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Common stock - $.01 par value; authorized 60.0 shares; issued and outstanding 19.7 shares (2003); $.01 par value; authorized 800.0 shares; issued and outstanding 276.6 shares (2002)
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0.2
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2.8
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Additional paid-in capital
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—
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13,574.9
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Accumulated other comprehensive (loss)
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(12.5
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(830.2
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(Deficit)
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(1,041.6
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(22,647.3
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(1,053.9
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(9,899.8
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Total liabilities and shareholders’ (deficiency)
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$
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2,083.9
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$
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15,849.4
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See accompanying notes.
3
NTL Europe, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(unaudited)
(amounts in millions, except per share amounts)
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Three months ended March 31,
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2003
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2002
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Reorganized
Company |
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Predecessor
Company (see note) |
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Revenues
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$
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119.6
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$
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88.6
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Costs and expenses
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Operating expenses (exclusive of depreciation shown separately below)
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44.2
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44.2
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Selling, general and administrative expenses
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29.8
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20.5
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Other charges
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3.5
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1.0
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Corporate expenses
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4.7
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6.9
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Depreciation
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45.7
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45.9
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Amortization
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2.5
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17.8
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130.4
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136.3
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Operating (loss)
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(10.8
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(47.7
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Other income (expense)
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Interest income and other, net
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(0.1
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11.3
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Interest expense
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(1,025.9
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(46.9
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Share of (losses) from equity investments
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(0.4
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(49.2
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Foreign currency transaction gains
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0.5
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—
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(Loss) before recapitalization items, income taxes and discontinued operations
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(1,036.7
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(132.5
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Recapitalization items, net
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—
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(13.7
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(Loss) before income taxes and discontinued operations
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(1,036.7
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(146.2
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Income tax benefit (expense)
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(0.7
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10.8
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(Loss) from continuing operations
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(1,037.4
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(135.4
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Discontinued operations:
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(Loss) from discontinued operations, net of income tax benefit of $12.5 (2002)
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—
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(470.5
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