Comcast 2011 Annual Report Download - page 96

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Following the close of the NBCUniversal transaction, our provision for income taxes includes a federal and
state tax provision on our allocable share of the earnings of NBCUniversal Holdings and NBCUniversal, as
well as the state, local and foreign tax provisions of NBCUniversal Holdings and NBCUniversal, adjusted for
any foreign tax credits.
Contingent Consideration
(in millions)
Balance, January 28, 2011 $ 590
Fair value adjustments 29
Payments (36)
Balance, December 31, 2011 $ 583
Goodwill
Goodwill is calculated as the excess of the consideration transferred over the identifiable net assets acquired
and represents the future economic benefits expected to arise from other intangible assets acquired that do
not qualify for separate recognition, including assembled workforce, noncontractual relationships, and agree-
ments between us and NBCUniversal. Due to the partnership structure of NBCUniversal Holdings, the
goodwill is not deductible for tax purposes.
Transaction-Related Expenses
We have incurred significant transaction costs directly related to the NBCUniversal transaction. The
incremental expenses related to legal, accounting and valuation services and investment banking fees are
included in operating costs and expenses. We also incurred certain financing costs and other shared costs
with GE associated with NBCUniversal’s debt facilities that were entered into in December 2009 and the
issuance of NBCUniversal’s senior notes in 2010, which are included in other expense and interest expense.
In addition, during 2011, NBCUniversal incurred transaction-related costs associated with severance and
other related compensation charges, which are included in operating costs and expenses.
The table below presents the amounts related to these expenses included in our consolidated statement of
income.
Year ended December 31 (in millions) 2011 2010
Operating costs and expenses:
Transaction costs $63 $80
Transaction-related costs 92 —
Total operating costs and expenses 155 80
Other expense 16 129
Interest expense —7
Total $ 171 $ 216
Universal Orlando Transaction
On July 1, 2011, NBCUniversal acquired the remaining 50% equity interest in Universal City Development
Partners, Ltd. (“Universal Orlando”) that it did not already own for $1 billion. Universal Orlando is now a wholly
owned consolidated subsidiary of NBCUniversal, the operations of which are reported in our Theme Parks
segment. NBCUniversal funded this acquisition with cash on hand, borrowings under its revolving credit
facility and a $250 million 1 year note due to us, which was repaid in December 2011.
Comcast 2011 Annual Report on Form 10-K 94