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COMCAST CORP
FORM 10-K
(Annual Report)
Filed 02/12/14 for the Period Ending 12/31/13
CIK 0001166691
Symbol CMCSA
SIC Code 4841 - Cable and Other Pay Television Services
Industry Broadcasting & Cable TV
Sector Services
Fiscal Year 12/31
http://www.edgar-online.com
© Copyright 2014, EDGAR Online, Inc. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

Table of contents

  • Page 1
    COMCAST CORP FORM 10-K (Annual Report) Filed 02/12/14 for the Period Ending 12/31/13 CIK Symbol SIC Code Industry Sector Fiscal Year 0001166691 CMCSA 4841 - Cable and Other Pay Television Services Broadcasting & Cable TV Services 12/31 http://www.edgar-online.com © Copyright 2014, EDGAR Online...

  • Page 2
    ... Employer Identification No. 27-0000798 333-174175 NBCUniversal Media, LLC DELAWARE 30 Rockefeller Plaza New York, NY 10112-0015 (212) 664-4444 14-1682529 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Comcast Corporation - Title of Each Class Class A Common Stock, $0.01 par value...

  • Page 3
    ...aggregate market value of the Comcast Corporation Class A common stock and Class A Special common stock held by non-affiliates of the Registrant was $88.984 billion and $18.733 billion, respectively. As of December 31, 2013, there were 2,138,075,133 shares of Comcast Corporation Class A common stock...

  • Page 4
    ... Officers and Corporate Governance Item 11 Executive Compensation Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13 Certain Relationships and Related Transactions, and Director Independence Item 14 Principal Accountant Fees and Services...

  • Page 5
    ..., 2013. This Annual Report on Form 10-K modifies and supersedes documents filed before it. The Securities and Exchange Commission ("SEC") allows us to "incorporate by reference" information that we file with it, which means that we can disclose important information to you by referring you directly...

  • Page 6
    ... Fargo Center arena in Philadelphia and operates arena management-related businesses. For financial and other information about our reportable business segments, refer to Note 19 to Comcast's consolidated financial statements and Note 18 to NBCUniversal's consolidated financial statements included...

  • Page 7
    ... of business services and our home security and automation services • our X1 platform is now available in all of the markets in which we operate, and we have purchased and deployed over 7 million wireless gateways • the continued expansion of video offerings for our customers via On Demand and...

  • Page 8
    ... typically billed in advance on a monthly basis. Residential customers may generally discontinue service at any time, while business customers may only discontinue service in accordance with the terms of their contracts, which typically have 2 to 5 year terms. 3 Comcast 2013 Annual Report on Form 10...

  • Page 9
    ... programs, such as sporting events and concerts. We plan to continue increasing the number of On Demand choices available, including HD programming. In 2013, we began to offer our customers the option to purchase select movies and television shows electronically. Comcast 2013 Annual Report on Form...

  • Page 10
    ... force to sell a portion of the advertising time allocated to us. We also represent the advertising sales of other multichannel video providers in some markets. In addition, we generate revenue from the sale of advertising online and on our On Demand service. 5 Comcast 2013 Annual Report on Form...

  • Page 11
    ... Under the terms of our franchise agreements, we are generally required to pay to the cable franchising authority an amount based on our gross video revenue. Our home security and automation offerings provide home monitoring services to our customers, as well as the ability to manage other functions...

  • Page 12
    ... as email and security software) and content (such as news feeds) for our portal, XFINITY.comcast.net, from a variety of suppliers under contracts in which we generally pay on a fixedfee basis, on a per subscriber basis in the case of software product licenses or on a video advertising revenue share...

  • Page 13
    ... Horror and suspense Global financial news Gamer lifestyle Crime, mystery and suspense General entertainment HD programming (a) Subscriber data is based on The Nielsen Company's January 2014 report, which is derived from information available during the period December 22, 2013 through December 28...

  • Page 14
    ... primarily from the sale of advertising, from content licensing and from fees received under retransmission consent agreements. Advertising revenue is generated from the sale of advertising time on our broadcast networks, owned local television stations and related digital media properties. Content...

  • Page 15
    ... hold the Spanish-language U.S. broadcast rights to FIFA World Cup soccer from 2015 through 2022 and the Spanish-language U.S. broadcast rights for the NFL games that the NBC network will broadcast through the 2022-23 season as part of our agreement with the NFL. Comcast 2013 Annual Report on Form...

  • Page 16
    ... provides certain non-network programming and operations services under a time brokerage agreement. Filmed Entertainment Our Filmed Entertainment segment produces, acquires, markets and distributes both live-action and animated filmed entertainment worldwide. We also develop, produce and license...

  • Page 17
    ... new companies, some with significant financial resources, that potentially may compete on a larger scale with our cable services. For example, companies continue to emerge that provide Internet streaming and downloading of video programming, some of which charge a Comcast 2013 Annual Report on Form...

  • Page 18
    ... DBS providers that transmit satellite signals containing video programming and other information to receiving dishes located on the customer's premises • phone companies that have built and continue to build fiber-optic-based networks that provide cable services similar to ours, which now overlap...

  • Page 19
    ...companies that sell Internet-connected TVs or gaming consoles that provide their own user interface for searching TV programs and offer links to various third-party apps. The success of these newer services could negatively impact demand for our video services, including for our DVR, premium network...

  • Page 20
    ... cable, broadcast and premium networks, local broadcast television stations, home entertainment, pay-per-view and video-on-demand services, online activities, such as social networking and viewing user-generated content, and other forms of entertainment, news and information. Our cable networks...

  • Page 21
    ... investment required to introduce new attractions in our theme parks can be significant. Advertising Our cable communications business, cable networks, broadcast television networks, and owned local broadcast television stations compete for the sale of advertising time with other television networks...

  • Page 22
    ... existing customers or regain those we have lost. Leased Access The Communications Act requires a cable system to make available up to 15% of its channel capacity for commercial leased access by third parties to provide programming that may compete with services offered 17 Comcast 2013 Annual Report...

  • Page 23
    ... aimed at promoting the manufacture of plug-and-play TV sets and other equipment that can connect directly to a cable system with a CableCARD and receive one-way video services without the need for a set-top box. The regulations also require cable operators to provide a credit to customers who use...

  • Page 24
    ... in 2014. As required by STELA, the Copyright Office, the GAO and the FCC all issued reports to Congress in 2011 that generally supported an eventual phaseout of the compulsory licenses, although they also acknowledged the potential adverse impact on cable 19 Comcast 2013 Annual Report on Form 10-K

  • Page 25
    ... of persons suspected of criminal activity. In 2010, the FCC adopted "open Internet" regulations applicable to broadband Internet service providers ("ISPs"). The regulations required broadband ISPs such as us to disclose information regarding network management, performance and commercial terms of...

  • Page 26
    ... Contents ary 2015 and to reinforce the promotion of our stand-alone broadband offerings, including training our sales representatives with respect to these offerings. A federal program known as the Universal Service program generally requires telecommunications service providers to pay a fee based...

  • Page 27
    ... as DBS providers and phone companies that offer multichannel video programming services. In addition, the Communications Act and FCC regulations had limited the ability of cable-affiliated cable networks to offer exclusive programming contracts to a cable operator. In October 2012, the FCC allowed...

  • Page 28
    ... television networks, including our regional sports networks. In addition, under the NBCUniversal Order and NBCUniversal Consent Decree, we are required to make certain of our cable network, broadcast television and filmed entertainment programming available to bona fide online video distributors...

  • Page 29
    ...the stations' programming. The Communications Act also requires prior FCC approval for any sale of a broadcast station license, whether through the assignment of the license and related assets from one company to another or the transfer of control of the stock or other equity of a company holding an...

  • Page 30
    ... regarding whether local news-sharing agreements, shared services agreements, and joint sales agreements that involve the right to jointly negotiate retransmission consent should count toward the FCC's ownership limitations. The stations owned by the NBC network or the Telemundo network, however, do...

  • Page 31
    ... certain of our cable network, broadcast television and filmed entertainment programming available to bona fide online video distributors in certain circumstances, and they may invoke commercial arbitration to resolve disputes regarding the availability, and the price, terms and conditions of access...

  • Page 32
    ... rights. In particular, piracy of programming and films through unauthorized distribution of counterfeit DVDs, peer-to-peer file sharing and other platforms presents challenges for our cable networks, broadcast television and filmed entertainment businesses. The 27 Comcast 2013 Annual Report on Form...

  • Page 33
    ... for customer proprietary network information related to our voice services. Several states and numerous local jurisdictions have enacted privacy laws or franchise privacy provisions that apply to cable services. The FTC has continued to exercise authority over privacy protections generally, using...

  • Page 34
    ... to reach thirdparty service providers that knowingly collect personal information through a child-directed website or service. We are also subject to state and federal regulations and laws regarding information security. Most of these regulations and laws apply to customer information that could be...

  • Page 35
    ... our businesses, including the mandatory blackout of syndicated, network and sports programming; customer service standards; loudness of commercial advertisements; political advertising; Emergency Alert System requirements; equal employment opportunity; lottery programming; recordkeeping and public...

  • Page 36
    ... pricing and packaging for services comparable to our cable services. Companies that offer services that enable Internet video streaming and downloading of video programming may also compete with our video services. Recently, Google launched high-speed Internet and video services in a limited number...

  • Page 37
    ... competes for consumers with other film producers and distributors and all other forms of entertainment inside and outside the home. Our cable communications business, cable networks, broadcast television networks and owned local broadcast television stations compete for the sale of advertising time...

  • Page 38
    ... to various other laws and regulations at the international, federal, state and local levels, including laws and regulations relating to environmental protection, which have become more stringent over time, and the safety of consumer products and theme 33 Comcast 2013 Annual Report on Form 10-K

  • Page 39
    ... The regulations required broadband ISPs such as us to disclose information regarding network management, performance and commercial terms of the service (the "transparency rule"); barred broadband ISPs from blocking access to lawful content, applications, services or non-harmful devices; and barred...

  • Page 40
    ... for sports programming rights, our results of operations and cash flows over the term of a contract depend on a number of factors, including the strength of the advertising market, our audience size, the ability to impose surcharges on multichannel video providers for the content and the timing and...

  • Page 41
    ... loss of any of these agreements, or the renewal of these agreements on less favorable terms, could reduce the reach of our television programming and its attractiveness to advertisers, which in turn could adversely affect our cable networks, broadcast television and filmed entertainment businesses...

  • Page 42
    ... to our network management, customer service operations and programming delivery, are critical to our business activities. Network and information systems-related events, such as computer hackings, cyber attacks, computer viruses, worms or other destructive or disruptive software, process breakdowns...

  • Page 43
    ... to diverse local labor laws and regulations, and potentially adverse tax developments. In addition, doing business internationally is subject to risks relating to political or social unrest, corruption and government regulation, including U.S. laws such as Comcast 2013 Annual Report on Form 10-K 38

  • Page 44
    ... owns all of the outstanding shares of our Class B common stock and, accordingly, has considerable influence over our company and the potential ability to transfer effective control by selling the Class B common stock, which could be at a premium. 39 Comcast 2013 Annual Report on Form 10-K

  • Page 45
    ...located near the receiving devices. Our distribution network consists primarily of coaxial and fiber-optic cables, lasers, routers, switches and related electronic equipment. Our cable plant and related equipment generally are connected to utility poles under pole rental agreements with local public...

  • Page 46
    ... was the principal physical operating asset of our other businesses as of December 31, 2013. Item 3: Legal Proceedings Refer to Note 18 to Comcast Corporation's consolidated financial statements included in this Annual Report on Form 10-K for a discussion of recent developments related to our legal...

  • Page 47
    ... no established public trading market for Comcast's Class B common stock. The Class B common stock can be converted, on a share for share basis, into Class A or Class A Special common stock. Dividends Declared 2013 Month Declared: Dividend Per Share Month Declared: 2012 Dividend Per Share February...

  • Page 48
    ... of shares during 2014, subject to market conditions. Comcast Common Stock Sales Price Table The following table sets forth, for the indicated periods, the high and low sales prices of Comcast's Class A and Class A Special common stock. Class A High Low Class A Special High Low 2013 First Quarter...

  • Page 49
    ...invested on December 31, 2008 in our Class A common stock and Class A Special common stock and in each of the following indices and assumes the reinvestment of dividends. Comparison of 5 Year Cumulative Total Return 2009 2010 2011 2012 2013 Comcast Class A Comcast Class A Special S&P 500 Stock...

  • Page 50
    ... to Comcast Corporation shareholders Dividends declared per common share Balance Sheet Data (at year end) Total assets Total debt, including current portion Comcast Corporation shareholders' equity Statement of Cash Flows Data Net cash provided by (used in): Operating activities Investing activities...

  • Page 51
    ... they receive and the type of equipment they use. Residential customers may generally discontinue service at any time, while business customers may only discontinue service in accordance with the terms of their contracts, which typically have 2 to 5 year terms. Comcast 2013 Annual Report on Form 10...

  • Page 52
    ... from the sale of advertising on our broadcast networks, our owned local broadcast television stations and our related digital media properties, the licensing of our owned programming and fees received under retransmission consent agreements. Filmed Entertainment Our Filmed Entertainment segment...

  • Page 53
    ... of business services and our home security and automation services • our X1 platform is now available in all of the markets in which we operate, and we have purchased and deployed over 7 million wireless gateways • the continued expansion of video offerings for our customers via On Demand and...

  • Page 54
    ... cable network, broadcast television and filmed entertainment content, as the number of entertainment choices available to consumers increases and as video programming is more reliably delivered over the Internet and more easily viewed via the Internet on televisions. Wireless services and devices...

  • Page 55
    ... the Olympic Games and the Super Bowl. Our advertising revenue generally increases in the period of these broadcasts from increased demand for advertising time, and our operating costs and expenses also increase as a result of our production costs and the amortization of the related rights fees. All...

  • Page 56
    ... of revenue associated with our broadcasts of the 2012 Super Bowl and the 2012 London Olympics, respectively, consolidated revenue increased 5.8% in 2013. In 2012, our Cable Communications, Broadcast Television and Filmed Entertainment segments accounted for substantially all of the increase in...

  • Page 57
    ... production costs, other operating and administrative expenses, and advertising, marketing and promotion expenses. Reclassifications have been made to 2012 and 2011 to conform to the classifications used in 2013. Cable Communications Segment Results of Operations Comcast 2013 Annual Report on Form...

  • Page 58
    ... from 2012 to 2013 % Change from 2011 to 2012 Revenue Residential: Video High-speed Internet Voice Business services Advertising Other Total revenue Operating costs and expenses Programming Technical and product support Customer service Franchise and other regulatory fees Advertising, marketing and...

  • Page 59
    ... gain market share from competitors by offering competitive products and pricing. Advertising As part of our distribution agreements with cable networks, we generally receive an allocation of scheduled advertising time on cable networks that we sell to local, regional and national advertisers under...

  • Page 60
    ... to increases in the number of customers as well as sales and related support activities associated with the continued deployment of enhanced services and devices, including our X1 platform and wireless gateways, and continued growth in business services. 55 Comcast 2013 Annual Report on Form 10-K

  • Page 61
    ... services revenue. Advertising, Marketing and Promotion Expenses Advertising, marketing and promotion expenses increased in 2013 and 2012 primarily due to increases in spending associated with attracting new residential and business services customers and expanding our services to existing customers...

  • Page 62
    ...% Change 2011 to 2012 (in millions) Year Ended Year Ended Year Ended December 31 December 31 December 31 Revenue Distribution Advertising Content licensing and other Total revenue Operating costs and expenses Programming and production Other operating and administrative Advertising, marketing and...

  • Page 63
    ... are eliminated in Comcast's consolidated financial statements but are included in the amounts presented above. Advertising Advertising revenue is generated from the sale of advertising time on our cable networks and related digital media properties. Our advertising revenue is generally based on...

  • Page 64
    ...markets, general economic conditions, and the success and ratings of our programming. Advertising revenue decreased in 2013 and increased in 2012 primarily due to $1.2 billion of advertising revenue recorded in 2012 associated with our broadcasts of the 2012 Super Bowl and the 2012 London 59 Comcast...

  • Page 65
    .... Advertising, Marketing and Promotion Advertising, marketing and promotion expenses consist primarily of the costs associated with promoting our owned television programming, as well as the marketing of DVDs and costs associated with our digital media properties. Comcast 2013 Annual Report on Form...

  • Page 66
    ... 2012 to 2013 % Change 2011 to 2012 Revenue Theatrical Content licensing Home entertainment Other Total revenue Operating costs and expenses Programming and production Other operating and administrative Advertising, marketing and promotion Total operating costs and expenses Operating income (loss...

  • Page 67
    ... by several factors, including the timing of the exhibition of a film in movie theaters, holiday periods and the timing of competitive releases. Home entertainment revenue remained flat in 2013 primarily due to a decrease in the number of releases in 2013 compared to 2012 offset by the strong...

  • Page 68
    ... profits, if any, until the film generates home entertainment and content licensing revenue. The costs associated with producing and marketing films have generally increased in recent years and may continue to increase in the future. Advertising, marketing and promotion expenses decreased in 2013...

  • Page 69
    ... and the Wells Fargo Center arena in Philadelphia and operates arena management-related businesses. Other revenue increased in 2013 primarily due to an increase in the number of NHL games compared to 2012 due to the lockout in 2012. Other revenue decreased in 2012 primarily due to a loss in revenue...

  • Page 70
    ... due to the $443 million gain related to the sale of our investment in Clearwire Corporation ("Clearwire") in July 2013. The components of investment income (loss), net in 2013, 2012 and 2011 are presented in a table in Note 6 to Comcast's consolidated financial statements. Equity in Net Income...

  • Page 71
    ...March 2013, we, four of our wholly owned cable holding company subsidiaries (the "cable guarantors") and NBCUniversal entered into a series of agreements and supplemental indentures to include NBCUniversal as part of our existing cross-guarantee structure. As members of the cross-guarantee structure...

  • Page 72
    ... of receivables monetization programs Changes in operating assets and liabilities Cash basis operating income Payments of interest Payments of income taxes Proceeds from investments and other Excess tax benefits under share-based compensation Net cash provided by operating activities $ 13...

  • Page 73
    ... of the property located at 10 Universal City Plaza, which is adjacent to Universal Studios in Hollywood, California and our purchase of an 80% interest in a business whose primary asset is our corporate headquarters located in Philadelphia, Pennsylvania. Comcast 2013 Annual Report on Form 10-K 68

  • Page 74
    ...by operating activities. In 2011, proceeds from sales of businesses and investments were primarily related to the sale of the Philadelphia 76ers. Return of Capital from Investees In 2013, return of capital from investees consisted primarily of a distribution received from The Weather Channel Holding...

  • Page 75
    ... in April 2014. We expect to continue to pay quarterly dividends, although each dividend is subject to approval by our Board of Directors. The table below sets forth information on our share repurchases and dividends paid in 2013, 2012 and 2011. Contractual Obligations The table below presents our...

  • Page 76
    ...us to construct and operate a cable business within a specified geographic area. The value of a franchise is derived from the economic benefits we receive from the right to solicit new customers and to market new services, such as advanced video services and highspeed Internet and voice services, in...

  • Page 77
    ... generated by the underlying assets, current market transactions and profitability information. In 2013, we performed a qualitative assessment of our cable franchise rights. We considered various factors that would affect the estimated fair values of our cable franchise rights, including changes in...

  • Page 78
    ... exceed the production's fair value. The fair value assessment is generally based on estimated future discounted cash flows, which are supported by our internal forecasts. Adjustments to capitalized film and stage play production costs of $167 million and $161 million were recorded in 2013 and 2012...

  • Page 79
    ... to NBCUniversal's consolidated financial statements for all periods presented. Interest rate derivative financial instruments may have a significant effect on Comcast's interest expense in the future. The table below summarizes the fair values and contract terms of financial instruments subject to...

  • Page 80
    ... outstanding contracts at that time. See Note 2 to each of the Comcast and NBCUniversal consolidated financial statements for additional information on our accounting policies for derivative financial instruments. Foreign Exchange Risk Management NBCUniversal has significant operations in a number...

  • Page 81
    ... Comcast's exposure to and the benefits from price fluctuations in the common stock of some of its investments, it uses equity derivative financial instruments. These derivative financial instruments, which are accounted for at fair value, may include equity collar agreements, prepaid forward sale...

  • Page 82
    ... Item 8: Comcast Corporation Financial Statements and Supplementary Data Index Page Report of Management Report of Independent Registered Public Accounting Firm Consolidated Balance Sheet Consolidated Statement of Income Consolidated Statement of Comprehensive Income Consolidated Statement of Cash...

  • Page 83
    ... financial statements be included in this Form 10-K. Brian L. Roberts Chairman and Chief Executive Officer Comcast 2013 Annual Report on Form 10-K Michael J. Angelakis Vice Chairman and Chief Financial Officer 78 Lawrence J. Salva Senior Vice President, Chief Accounting Officer and Controller

  • Page 84
    ... Public Accounting Firm To the Board of Directors and Stockholders of Comcast Corporation Philadelphia, Pennsylvania We have audited the accompanying consolidated balance sheets of Comcast Corporation and subsidiaries (the "Company") as of December 31, 2013 and 2012, and the related consolidated...

  • Page 85
    ... Corporation Consolidated Balance Sheet December 31 (in millions, except share data) 2013 2012 Assets Current Assets: Cash and cash equivalents Investments Receivables, net Programming rights Other current assets Total current assets Film and television costs Investments Property and equipment...

  • Page 86
    Table of Contents Comcast Corporation Consolidated Statement of Income Year ended December 31 (in millions, except per share data) 2013 2012 2011 Revenue Costs and Expenses: Programming and production Other operating and administrative Advertising, marketing and promotion Depreciation Amortization ...

  • Page 87
    Table of Contents Comcast Corporation Consolidated Statement of Comprehensive Income Year ended December 31 (in millions) 2013 2012 2011 Net income Unrealized gains (losses) on marketable securities, net of deferred taxes of $(110), $(95) and $(2) Deferred gains (losses) on cash flow hedges, net of...

  • Page 88
    ...) loss on investment activity and other Deferred income taxes Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: Change in current and noncurrent receivables, net Change in film and television costs Change in accounts payable and accrued expenses related to...

  • Page 89
    ...(loss) Balance, December 31, 2012 16,998 Stock compensation plans Repurchases and retirements of common stock Employee stock purchase plans Dividends declared Other comprehensive income (loss) (9) Purchase of NBCUniversal noncontrolling common equity interest (17,006) Redeemable subsidiary preferred...

  • Page 90
    ...Wells Fargo Center arena in Philadelphia and operates arena management-related businesses. Basis of Presentation The accompanying consolidated financial statements include all entities in which we have a controlling voting interest ("subsidiaries") and variable interest entities ("VIEs") required to...

  • Page 91
    ... subscriptions to our video, high-speed Internet and voice services ("cable services") and from the sale of advertising. We recognize revenue from cable services as each service is provided. Customers are typically billed in advance on a monthly basis. We manage credit risk by screening applicants...

  • Page 92
    ...multiyear distribution agreements. From time to time, the distribution agreements expire while programming continues to be provided to the distributor based on interim arrangements while the parties negotiate new contract terms. Revenue recognition is generally limited to current payments being made...

  • Page 93
    ... or removal provisions. The disposal obligations related to our properties are not material to our consolidated financial statements. We do not have any significant liabilities related to asset retirements recorded in our consolidated financial statements. Comcast 2013 Annual Report on Form 10-K 88

  • Page 94
    ... preference of Series A cumulative preferred stock of NBCUniversal Enterprise. See Note 9 for additional information on NBCUniversal Enterprise's senior debt securities and credit facility and Note 21 for additional information on our cross-guarantee structure. 89 Comcast 2013 Annual Report on Form...

  • Page 95
    ... Holdings and NBCUniversal and other related income tax matters. Because we maintained control of the Comcast Content Business, the excess of the fair value received over the historical book value and the related tax impact were recorded to additional paid-in capital. Comcast 2013 Annual Report...

  • Page 96
    ... and residual payments to programming and production expense. We generally record the amortization and the accrued costs using the individual film forecast computation method, which amortizes such costs in the same ratio as the associated ultimate rev91 Comcast 2013 Annual Report on Form 10-K

  • Page 97
    ... unamortized cost or fair value. We do not capitalize costs related to the distribution of a film to movie theaters or the licensing or sale of a film or television production, which are primarily costs associated with the marketing and distribution of film and television programming. In determining...

  • Page 98
    Table of Contents Comcast Corporation Note 6: Investments December 31 (in millions) 2013 2012 Fair Value Method Equity Method: The Weather Channel Hulu Other Cost Method: AirTouch Other Total investments Less: Current investments Noncurrent investments Investment Income (Loss), Net Year ended ...

  • Page 99
    ... term of the financial instrument. The derivative component of the prepaid forward sale agreements are equity derivative financial instruments embedded in the related contracts, which we use to manage our exposure to and benefits from price fluctuations in the common stock of the related investments...

  • Page 100
    ...recorded at $100 million as of both December 31, 2013 and 2012, and those amounts are included in noncontrolling interests in our consolidated balance sheet. The carrying amounts of the nonredeemable subsidiary preferred shares approximate their fair value. 95 Comcast 2013 Annual Report on Form 10-K

  • Page 101
    ...method investments, which were primarily related to a regional sports cable network based in Houston, Texas. Note 7: Property and Equipment Weighted-Average Original Useful Life As of December 31, 2013 December 31 (in millions) 2013 2012 Cable distribution system Customer premise equipment Other...

  • Page 102
    ... in New York City and CNBC's headquarters in Englewood Cliffs, New Jersey. The CNBC property was previously recorded as a capital lease in our consolidated balance sheet. Other acquisitions included NBCUniversal's purchase in September 2013 of a business whose primary asset is a property located at...

  • Page 103
    ... cash flow models, we also consider multiples of operating income before depreciation and amortization generated by the underlying assets, current market transactions, and profitability information. If the fair value of our cable franchise rights or other indefinite-lived intangible assets were less...

  • Page 104
    ... business combinations, cable franchise renewal costs, contractual operating rights, intellectual property rights and software. Our finite-lived intangible assets are amortized primarily on a straight-line basis over their estimated useful life or the term of the respective agreement. We capitalize...

  • Page 105
    ... the debt. To estimate the fair value of debt for which there are no quoted market prices, we use interest rates available to us for debt with similar terms and remaining maturities. See Note 21 for additional information on our subsidiary guarantee structures. Debt Maturities (in millions) Weighted...

  • Page 106
    ... of Credit As of December 31, 2013, we and certain of our subsidiaries had unused irrevocable standby letters of credit totaling $515 million to cover potential fundings under various agreements. Note 10: Fair Value Measurements The accounting guidance related to financial assets and financial...

  • Page 107
    ... are sensitive to the assumptions related to future revenue and tax benefits, respectively, as well as to current interest rates, and therefore, the adjustments are recorded to other income (expense), net in our consolidated statement of income. Comcast 2013 Annual Report on Form 10-K 102

  • Page 108
    ... these agreements, we would generally be required to purchase the interest at fair value on the date of redemption. These interests are presented on the balance sheet outside of equity under the caption "redeemable noncontrolling interests and redeemable subsidiary preferred stock." Noncontrolling...

  • Page 109
    ...(a) The fair value of the plan assets are primarily based on Level 1 inputs using quoted market prices for identical financial instruments in an active market. (b) We did not recognize service cost in 2013 as our pension plans were frozen. The 2012 and 2011 amounts included service costs related to...

  • Page 110
    ... the future payments related to our deferred compensation plans. As of December 31, 2013 and 2012, the cash surrender value of these policies, which is recorded to other noncurrent assets, was $565 million and $478 million, respectively. Retirement Investment Plans We sponsor several 401(k) defined...

  • Page 111
    ... any of these plans, applicable law requires us to fund our allocable share of the unfunded vested benefits, which is known as a withdrawal liability. In addition, actions taken by other participating employers may lead to adverse changes in the financial condition of one of these plans, which could...

  • Page 112
    ...our Board of Directors increased our share repurchase program authorization to $7.5 billion, which does not have an expiration date. Under this authorization, we may repurchase shares in the open market or in private transactions. Share Repurchases Year ended December 31 (in millions) 2013 2012 2011...

  • Page 113
    ... generally vest over a period of 5 years and in the case of stock options, have a 10 year term. Additionally, through our employee stock purchase plans, employees are able to purchase shares of Comcast Class A common stock at a discount through payroll deductions. Comcast 2013 Annual Report on Form...

  • Page 114
    ... RSUs and Class A common stock options awarded under our various plans and the related weightedaverage valuation assumptions. Year Ended December 31 2013 2012 2011 RSUs fair value Stock options fair value Stock Option Valuation Assumptions: Dividend yield Expected volatility Risk-free interest rate...

  • Page 115
    ...income tax expense was recorded. We recorded U.S. income tax expense on our allocable share of NBCUniversal's income before domestic and foreign taxes, which was reduced by a U.S. tax credit equal to our allocable share of NBCUniversal's foreign income tax expense. Comcast 2013 Annual Report on Form...

  • Page 116
    ... and timing of the recognition of any such tax benefit is dependent on the completion of our tax examinations and the expiration of statutes of limitations. A majority of the amount of our uncertain tax positions relates to positions taken in years before 2007. 111 Comcast 2013 Annual Report on Form...

  • Page 117
    ... in other noncurrent assets, net that primarily relate to the licensing of our television and film productions to third parties. Cash Payments for Interest and Income Taxes Year ended December 31 (in millions) 2013 2012 2011 Interest Income taxes Comcast 2013 Annual Report on Form 10-K 112 $ 2,355...

  • Page 118
    ... Orlando transaction) • we acquired $1 billion of property and equipment and intangible assets that were accrued but unpaid • we recorded a liability of $305 million for a quarterly cash dividend of $0.1125 per common share paid in January 2012 113 Comcast 2013 Annual Report on Form 10-K

  • Page 119
    ... accrued expenses related to trade creditors. The net cash payments on transfers that are included within net cash provided by operating activities in our consolidated statement of cash flows were $86 million and $237 million in 2012 and 2011, respectively. The receivables monetization programs did...

  • Page 120
    ... and our minimum annual rental commitments for office space, equipment and transponder service agreements under operating leases. Programming and talent commitments include acquired film and television programming, including U.S. television rights to the future Olympic Games through 2020, Sunday...

  • Page 121
    ... state court in July 2009 alleging that we improperly "tie" the rental of set-top boxes to the provision of digital cable services in violation of the West Virginia Antitrust Act and the West Virginia Consumer Credit and Protection Act. The Attorney General also alleges a claim for unjust enrichment...

  • Page 122
    ... Amortization Operating Income (Loss) Capital Expenditures Assets 2012 Cable Communications (a) NBCUniversal Cable Networks Broadcast Television (b) Filmed Entertainment Theme Parks Headquarters and Other (d) Eliminations (e) NBCUniversal Corporate and Other Eliminations (e) Comcast Consolidated...

  • Page 123
    ... Amortization Operating Income (Loss) Capital Expenditures 2011 Cable Communications (a) NBCUniversal Cable Networks Broadcast Television Filmed Entertainment Theme Parks (c) Headquarters and Other (d) Eliminations (e) NBCUniversal Corporate and Other Eliminations (e) Comcast Consolidated $ 37...

  • Page 124
    ... reported in accordance with GAAP. Note 20: Quarterly Financial Information (Unaudited) First Quarter Second Quarter Third Quarter Fourth Quarter (in millions, except per share data) Total Year 2013 Revenue Operating income Net income attributable to Comcast Corporation Basic earnings per common...

  • Page 125
    ... Media, LLC guarantee the Comcast Holdings ZONES due October 2029. None of Comcast Parent, the cable guarantors nor NBCUniversal Media, LLC guarantee the $62 million principal amount currently outstanding of Comcast Holdings' ZONES due November 2029. Comcast 2013 Annual Report on Form 10-K 120

  • Page 126
    ... Comcast Holdings CCCL Parent Combined CCHMO Parents Elimination Nonand Media Guarantor Consolidation Parent Subsidiaries Adjustments Consolidated Comcast Corporation Assets Cash and cash equivalents Investments Receivables, net Programming rights Other current assets Total current assets Film...

  • Page 127
    ... - Receivables, net - Programming rights - Other current assets 233 Total current assets 233 - Film and television costs - Investments Investments in and amounts due from subsidiaries eliminated upon consolidation 74,227 Property and equipment, net 242 - Franchise rights Goodwill - Other intangible...

  • Page 128
    ... Parent Combined CCHMO Parents Media Parent NonGuarantor Subsidiaries Elimination and Consolidation Adjustments Consolidated Comcast Corporation Revenue: Service revenue Management fee revenue Costs and Expenses: Programming and production Other operating and administrative Advertising, marketing...

  • Page 129
    ... Parent Combined CCHMO Parents Media Parent NonGuarantor Subsidiaries Elimination and Consolidation Adjustments Consolidated Comcast Corporation Revenue: Service revenue Management fee revenue Costs and Expenses: Programming and production Other operating and administrative Advertising, marketing...

  • Page 130
    ... Parent Combined CCHMO Parents Media Parent NonGuarantor Subsidiaries Elimination and Consolidation Adjustments Consolidated Comcast Corporation Revenue: Service revenue Management fee revenue Costs and Expenses: Programming and production Other operating and administrative Advertising, marketing...

  • Page 131
    ... Comcast Holdings CCCL Parent Combined CCHMO Parents Media Parent NonGuarantor Subsidiaries Elimination and Consolidated Consolidation Comcast Adjustments Corporation Net cash provided by (used in) operating activities $ (600) $ Investing Activities: Net transactions with affiliates 66 Capital...

  • Page 132
    ... Comcast Holdings CCCL Parent Combined CCHMO Parents Media Parent NonGuarantor Subsidiaries Elimination and Consolidation Adjustments Consolidated Comcast Corporation Net cash provided by (used in) operating activities $ (362) $ Investing Activities: Net transactions with affiliates 3,845 Capital...

  • Page 133
    ... 31, 2011 (in millions) Comcast Parent Comcast Holdings CCCL Parent Combined CCHMO Parents Media Parent NonGuarantor Subsidiaries Elimination and Consolidated Consolidation Comcast Adjustments Corporation Net cash provided by (used in) operating activities $ (513) $ (19) $ (209) $ (131) $ Investing...

  • Page 134
    ... control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. 129 Comcast 2013 Annual...

  • Page 135
    ... of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, NBCUniversal's internal control over financial reporting. Item 9B: Other Information None. Comcast 2013 Annual Report on Form 10-K 130

  • Page 136
    ... NBCUniversal Holdings and NBCUniversal Executive Vice President Executive Vice President; President and Chief Executive Officer, Comcast Cable Senior Vice President; General Counsel; Secretary Senior Vice President; Chief Accounting Officer; Controller Brian L. Roberts has served as a director and...

  • Page 137
    ... President; Director of NBCUniversal Holdings Senior Vice President For the year ended December 31, 2013, NBCUniversal reimbursed Comcast approximately $27 million for direct services provided by our executive officers. Item 11: Executive Compensation Comcast incorporates the information required...

  • Page 138
    ...annual financial statements, reviews of its quarterly financial statements and audit services provided in connection with other statutory or regulatory filings. Audit-related fees in 2013 and 2012 consisted primarily of fees paid or accrued for audits associated with employee benefit plans. Tax fees...

  • Page 139
    ...the quarter ended June 30, 2009). Amended and Restated By-Laws of Comcast Corporation (incorporated by reference to Exhibit 3.1 to Comcast's Current Report on Form 8-K filed on November 23, 2011). Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.1 to Comcast's Annual...

  • Page 140
    ... as Administrative Agent and the Issuing Lender (incorporated by reference to Exhibit 10.1 to Comcast's Quarterly Report on Form 10-Q for the quarter ended June 30, 2012). Amended and Restated Credit Agreement, dated as of March 19, 2013, among NBCUniversal Enterprise, Inc. (f/k/a Navy Holdings, Inc...

  • Page 141
    ... 10.5 to Comcast's Quarterly Report on Form 10-Q for the quarter ended March 31, 2011). Comcast Corporation Retirement-Investment Plan, as amended and restated effective January 1, 2014. Comcast Corporation 2002 Non-Employee Director Compensation Plan, as amended and restated effective May 14, 2013...

  • Page 142
    ... 1, 2008 (incorporated by reference to Exhibit 99.1 to Comcast's Current Report on Form 8-K filed on February 13, 2008). Compensation and Deferred Compensation Agreement and Stock Appreciation Bonus Plan between Comcast Holdings Corporation and Ralph J. Roberts, as amended and restated March 16...

  • Page 143
    ...June 30, 2009). Insurance Premium Termination Agreement between Comcast Corporation and Ralph J. Roberts, effective as of January 30, 2004 (incorporated by reference to Exhibit 10.1 to Comcast's Quarterly Report on Form 10-Q for the quarter ended March 31, 2004). Employment Agreement between Comcast...

  • Page 144
    ...to Comcast's Quarterly Report on Form 10-Q for the quarter ended June 30, 2009). Statement of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Dividends. List of subsidiaries. Consent of Deloitte & Touche LLP. Certification of Chief Executive Officer and Chief Financial...

  • Page 145
    ... not applicable, or because the information required is included in the consolidated financial statements and notes thereto. (b) Exhibits required to be filed by Item 601 of Regulation S-K: 2.1 Transaction Agreement, dated February 12, 2013, by and among Comcast Corporation, General Electric Company...

  • Page 146
    ...Report on Form 10-Q of Comcast Corporation for the quarter ended March 31, 2013). Credit Agreement, dated as of June 6, 2012, among Comcast Corporation, Comcast Cable Communications, LLC, the Financial Institutions party thereto and JP Morgan Chase Bank, N.A., as Administrative Agent and the Issuing...

  • Page 147
    .... The following financial statements from NBCUniversal Media, LLC's Annual Report on Form 10-K for the year ended December 31, 2013, filed with the Securities and Exchange Commission on February 12, 2014, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheet...

  • Page 148
    ...; Director (Principal Executive Officer) Founder; Chairman Emeritus of the Board Vice Chairman and CFO (Principal Financial Officer) Senior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) Director Director Director Director Director Director Director Director...

  • Page 149
    ... J. Salva Comcast 2013 Annual Report on Form 10-K Principal Executive Officer of NBCUniversal Media, LLC Principal Financial Officer of NBCUniversal Media, LLC; Director of NBCUniversal, LLC Director of NBCUniversal, LLC Director of NBCUniversal, LLC Principal Accounting Officer of NBCUniversal...

  • Page 150
    ... Consolidated Balance Sheet Consolidated Statement of Income Consolidated Statement of Comprehensive Income Consolidated Statement of Cash Flows Consolidated Statement of Changes in Equity Notes to Consolidated Financial Statements 145 146 147 148 149 150 151 152 Comcast 2013 Annual Report on Form...

  • Page 151
    ... Report of Independent Registered Public Accounting Firm To the Member of NBCUniversal Media, LLC New York, New York We have audited the accompanying consolidated balance sheets of NBCUniversal Media, LLC and subsidiaries (the "Company"), as of December 31, 2013 and 2012, the related consolidated...

  • Page 152
    ... LLC Consolidated Balance Sheet Successor 2013 December 31 (in millions) 2012 Assets Current Assets: Cash and cash equivalents Receivables, net Programming rights Other current assets Total current assets Film and television costs Investments Property and equipment, net Goodwill Intangible assets...

  • Page 153
    ... 28, 2011 (in millions) Year Ended December 31, 2013 Revenue Costs and Expenses: Programming and production Other operating and administrative Advertising, marketing and promotion Depreciation Amortization Operating income Other Income (Expense): Interest expense Investment income (loss), net...

  • Page 154
    ... (loss) attributable to NBCUniversal See accompanying notes to consolidated financial statements. $ $ 2,122 $ 95 (41) (5) 2,171 (154) 2,017 $ 3,231 $ 14 (1) - 3,244 (176) 3,068 $ 1,861 (64) (14) - 1,783 (178) 1,605 $ $ (25) 4 1 (2) (22) 2 (20) 149 Comcast 2013 Annual Report on Form 10...

  • Page 155
    ...) loss on investment activity and other Deferred income taxes Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: Change in current and noncurrent receivables, net Change in film and television costs Change in accounts payable and accrued expenses related to...

  • Page 156
    ... of Comcast Content Business Total member's equity at January 28, 2011 Compensation plans Dividends declared Issuance of subsidiary shares to noncontrolling interests Contributions from (distributions to) noncontrolling interests, net Other Other comprehensive income (loss) Net income (loss) Balance...

  • Page 157
    ...news and information, sports, and other content for global audiences. In 2011, Comcast closed its transaction with General Electric Company ("GE"), in which Comcast acquired control of the businesses of NBCUniversal Media, LLC ("NBCUniversal"), and in 2013, Comcast acquired GE's remaining 49% common...

  • Page 158
    ... to the industries in which we operate: • capitalization and amortization of film and television costs (see Note 5) Information on our other accounting policies or methods related to our consolidated financial statements are included, where applicable, in their respective footnotes that follow...

  • Page 159
    ...consolidated balance sheet at fair value. The impact of our derivative financial instruments on our consolidated financial statements was not material for all periods presented. Note 3: Significant Transactions 2013 Redemption Transaction On March 19, 2013, Comcast acquired GE's remaining 49% common...

  • Page 160
    ... included transaction-related costs. Comcast also agreed to share with GE certain tax benefits as they are realized that relate to the form and structure of the Joint Venture transaction. These payments to GE are contingent on Comcast realizing tax benefits in the future and are accounted for as...

  • Page 161
    ... to NBCUniversal Holdings on a periodic basis to enable its owners to meet their obligations to pay taxes on taxable income generated by our businesses. We also make quarterly distributions to NBCUniversal Holdings to enable it to make its required quarterly payComcast 2013 Annual Report on Form 10...

  • Page 162
    ... and the subsequent sale of NBCUniversal Enterprise's preferred stock and senior notes by GE to unaffiliated third parties in March 2013, we no longer consider GE to be a related party. In February 2013, Comcast closed an agreement with GE, General Electric Capital Corporation ("GECC") and LIN...

  • Page 163
    ... unamortized cost or fair value. We do not capitalize costs related to the distribution of a film to movie theaters or the licensing or sale of a film or television production, which are primarily costs associated with the marketing and distribution of film and television programming. In determining...

  • Page 164
    ... investment were to issue additional securities that would change our proportionate share of the entity, we would recognize the change, if any, as a gain or loss in our consolidated statement of income. The Weather Channel In June 2013, we received a distribution from The Weather Channel Holding...

  • Page 165
    ... Plaza in New York City and CNBC's headquarters in Englewood Cliffs, New Jersey. The CNBC property was previously recorded as a capital lease in our consolidated balance sheet. Other acquisitions included our purchase in September 2013 of a business whose primary asset is a property located at 10...

  • Page 166
    ... and Intangible Assets Goodwill Successor (in millions) Cable Networks Broadcast Television Filmed Entertainment Theme Parks Total Balance, December 31, 2011 Acquisitions: MSNBC.com Other Adjustments (a) Balance, December 31, 2012 Acquisitions Adjustments (a) Balance, December 31, 2013 $ 12...

  • Page 167
    ... under the discounted cash flow models, we also consider multiples of operating income before depreciation and amortization generated by the underlying assets, current market transactions, and profitability information. If the fair value of our indefinite-lived intangible assets were less than the...

  • Page 168
    ... program was terminated and we entered into a revolving credit agreement with Comcast. See Note 4 for additional information on the revolving credit agreement with Comcast. Cross-Guarantee Structure On March 27, 2013, we, Comcast and four of Comcast's wholly owned cable holding company subsidiaries...

  • Page 169
    ... of fair value of a production is determined using Level 3 inputs, primarily an analysis of future expected cash flows. Adjustments to capitalized film and stage play production costs of $167 million and $161 million were recorded in 2013 and 2012, respectively. Comcast 2013 Annual Report on Form 10...

  • Page 170
    ...(a) The fair value of the plan assets are primarily based on Level 1 inputs using quoted market prices for identical financial instruments in an active market. (b) We did not recognize service cost in 2013 as our pension plans were frozen. The 2012 and 2011 amounts included service costs related to...

  • Page 171
    ... other postretirement benefit plans that cover some of our employees and temporary employees who are represented by labor unions. We make periodic contributions to these plans in accordance with the terms of applicable collective bargaining agreements and Comcast 2013 Annual Report on Form 10-K 166

  • Page 172
    ... any of these plans, applicable law requires us to fund our allocable share of the unfunded vested benefits, which is known as a withdrawal liability. In addition, actions taken by other participating employers may lead to adverse changes in the financial condition of one of these plans, which could...

  • Page 173
    ... and Class A common stock options awarded under Comcast's various plans to employees of NBCUniversal and the related weighted-average valuation assumptions. Year Ended December 31, 2013 Successor Year Ended For the Period January 29, December 31, 2011 to December 31, 2012 2011 RSUs fair value Stock...

  • Page 174
    ... are examining our tax returns through 2012. The majority of the periods under examination relate to tax years 2004 and forward. All periods prior to January 28, 2011 that are subject to audit are covered by the indemnification from GE or Comcast. 169 Comcast 2013 Annual Report on Form 10-K

  • Page 175
    ... in the application of acquisition accounting for the Universal Orlando transaction (see Note 3 for additional information on the Universal Orlando transaction) • we acquired $339 million of intellectual property rights that were accrued and unpaid Comcast 2013 Annual Report on Form 10-K 170...

  • Page 176
    ... accrued expenses related to trade creditors. The net cash payments on transfers that are included within net cash provided by operating activities in our consolidated statement of cash flows were $86 million and $237 million in 2012 and 2011, respectively. The receivables monetization programs did...

  • Page 177
    ...) Revenue (e)(g) Depreciation and Amortization Operating Income (Loss) Capital Expenditures Assets 2013 Cable Networks Broadcast Television Filmed Entertainment Theme Parks Headquarters and Other (c) Eliminations (d) Total Comcast 2013 Annual Report on Form 10-K $ $ 9,201 $ 7,120 5,452...

  • Page 178
    ...in millions) Revenue (e)(g) Operating Income (Loss) Before Depreciation and Amortization (f) Depreciation and Amortization Operating Income (Loss) Capital Expenditures Assets 2012 Cable Networks Broadcast Television (a) Filmed Entertainment Theme Parks Headquarters and Other (c) Eliminations...

  • Page 179
    ...our Cable Networks segment. (e) No single customer accounted for a significant amount of revenue in any period. (f) We use operating income (loss) before depreciation and amortization, excluding impairment charges related to fixed and intangible assets and gains or losses from the sale of assets, if...

  • Page 180
    ... Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Comcast Corporation Philadelphia, Pennsylvania We have audited the consolidated financial statements of Comcast Corporation and subsidiaries (the "Company") as of December 31, 2013 and 2012...

  • Page 181
    ... financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. /s/ Deloitte & Touche LLP New York, New York February 12, 2014 Comcast 2013 Annual Report on Form...

  • Page 182
    ... for doubtful accounts Allowance for returns and customer incentives Valuation allowance on deferred tax assets 177 $ 46 $ 307 73 34 $ 425 53 7 $ - 57 33 $ 525 8 19 $ 599 23 35 $ 536 9 14 $ 460 21 7 $ 717 3 8 $ 111 13 65 372 60 46 307 73 34 425 53 $ $ Comcast 2013 Annual Report on Form 10-K

  • Page 183
    ... hereby amends and restates the Comcast Corporation 2003 Stock Option Plan, (the "Plan"), effective October 22, 2013. (b) Purpose . The purpose of the Plan is to assist the Sponsor and its Affiliates in retaining valued employees, officers and directors by offering them a greater stake in the...

  • Page 184
    ... 5(b). (j) " Common Stock " means the Sponsor's Class A Common Stock, par value, $.01. (k) " Company " means the Sponsor and the Subsidiary Companies. (l) " Date of Grant " means the date as of which an Option is granted. (m) " Director Emeritus " means an individual designated by the Board, in its...

  • Page 185
    ... to pay the option price and the fair market value of Shares withheld to pay applicable tax liabilities shall be determined based on the available price of Shares at the time the option exercise transaction is executed. (ii) (p) " Family Member " has the meaning given to such term in General...

  • Page 186
    ... that were not acquired by such Optionee or such Optionee's Family Member pursuant to a Comcast Plan or otherwise in connection with the performance of services to the Sponsor or an Affiliate; plus the excess, if any of: (A) the total number of Shares owned by an Optionee or such Optionee's Family...

  • Page 187
    ... the preceding six months, been provided to the Sponsor in connection with the crediting of "Deferred Stock Units" to such Optionee's Account under the Comcast Corporation 2002 Deferred Stock Option Plan (as in effect from time to time). For purposes of this Paragraph 2(w), a Share that is subject...

  • Page 188
    ... Class A Special Common Stock, par value $0.01. (cc) " Sponsor " means Comcast Corporation, a Pennsylvania corporation, including any successor thereto by merger, consolidation, acquisition of all or substantially all the assets thereof, or otherwise. (dd) " Subsidiary Companies " means all business...

  • Page 189
    ... number of Shares for a price not less than the Fair Market Value on the Date of Grant; and Cash Rights, which give an Optionee the right for a specified time period, and subject to such conditions, if any, as shall be determined by the Committee and stated in the option document, to receive...

  • Page 190
    ... (ii) (iii) such time as the Committee shall, in its sole and absolute discretion, revoke such delegation of authority; in the case of delegation to a person that is conditioned on such person's continued service as an employee of the Company or as a member of the Board, the date such delegate shall...

  • Page 191
    ...to Paragraph 7. The terms and conditions of Options granted to Non-Employee Directors shall be determined by the Board, subject to Paragraph 7. (b) An Incentive Stock Option shall not be granted to a Ten Percent Shareholder except on such terms concerning the option price and term as are provided in...

  • Page 192
    ...by such Optionee, free of all liens, claims and encumbrances of every kind and having a Fair Market Value on the date of delivery that is equal to or greater than the aggregate option price for the Option Shares subject to payment by the surrender of Shares, accompanied by stock powers duly endorsed...

  • Page 193
    ... the Optionee Shares having a Fair Market Value at the time of exercise, equal to the excess, if any, of (A) the Fair Market Value of such Shares at the time of exercise of the Option over (B) the sum of (1) the aggregate option price for such Shares, plus (2) the applicable tax withholding amounts...

  • Page 194
    ... an Option and a check for the Fair Market Value on the date of exercise of any fractional Share to which the Optionee is entitled. (f) Termination of Employment . For purposes of the Plan, a transfer of an employee between two employers, each of which is a Company, shall not be deemed a termination...

  • Page 195
    ... made payment in full of the option price for such Shares. Each such exercise shall be irrevocable when given. Each notice of exercise must (i) specify the Incentive Stock Option, Non-Qualified Option or combination thereof being exercised; and (ii) if applicable, include a statement of preference...

  • Page 196
    ... the Plan, following the date of exercise, the Company shall deliver to the Optionee Shares having a value, at the time of exercise, equal to the excess, if any, of (A) the value of such Shares based on the last reported sale price of such Shares on the principal exchange on which Shares are listed...

  • Page 197
    ... Sponsor for the payment of applicable taxes consistent with Paragraph 15. 10. CHANGES IN CAPITALIZATION In the event that Shares are changed into or exchanged for a different number or kind of shares of stock or other securities of the Sponsor, whether through merger, consolidation, reorganization...

  • Page 198
    ...any Cash Rights. Any reference to the option price in the Plan and in option documents shall be a reference to the option price as so adjusted. Any reference to the term "Shares" in the Plan and in option documents shall be a reference to the appropriate number and class of shares of stock available...

  • Page 199
    ... the Plan at any time during the term of such option (other than by adjustment pursuant to Paragraph 10 relating to Changes in Capitalization). This Paragraph 13(b) may not be repealed, modified or amended without the prior approval of the Sponsor's shareholders. 14. SECURITIES LAW (a) In General...

  • Page 200
    ... applicable law; provided that the Optionee certifies in writing to the Sponsor that the Optionee owns a number of Other Available Shares having a Fair Market Value that is at least equal to the Fair Market Value of Option Shares to be withheld by the Company for the then-current exercise on account...

  • Page 201
    ... of a portion of the Shares underlying the Incentive Stock Option exercised having a Fair Market Value approximately equal to the minimum amount of taxes required to be withheld by the Sponsor under applicable law. Any election pursuant to this Paragraph 15(c) must be in writing made prior to the...

  • Page 202
    ... federal or state securities laws, and all Shares issued under the Plan shall be subject to the terms and restrictions contained in the Articles of Incorporation and By-Laws of the Sponsor, as amended from time to time. Executed as of the 22nd day of October, 2013. COMCAST CORPORATION BY: /s/ David...

  • Page 203
    ... Plan . In recognition of the services provided by certain key employees and in order to make additional retirement benefits and increased financial security available on a tax-favored basis to those individuals, the Board of Directors of Comcast Corporation, a Pennsylvania corporation (the "Board...

  • Page 204
    ... actively employed by a Participating Company as an Eligible Employee. 2.3. " Administrator " means the Committee or its delegate. 2.4. " Affiliate " means, with respect to any Person, any other Person that, directly or indirectly, is in control of, is controlled by, or is under common control with...

  • Page 205
    ...12. " Company " means Comcast Corporation, a Pennsylvania corporation, including any successor thereto by merger, consolidation, acquisition of all or substantially all the assets thereof, or otherwise. 2.13. " Company Stock " means with respect to amounts credited to the Company Stock Fund pursuant...

  • Page 206
    ...3.1(a), Comcast Corporation Class A Common Stock, par value $0.01, including a fractional share, and such other securities issued by Comcast Corporation as may be subject to adjustment in the event that shares of either class of Company Stock are changed into, or exchanged for, a different number or...

  • Page 207
    ... is receiving income replacement benefits for a period of not less than three months under an accident or health plan covering employees of the individual's employer. 2.22. " Disabled Participant " means: (a) A Participant whose employment or, in the case of a Participant who is an Outside Director...

  • Page 208
    ... common payroll system: (a) For the 2012 Plan Year, each employee of a Participating Company who was an Eligible Employee under the rules of the Plan as in effect on December 31, 2011, including employees who are Comcast-legacy employees of NBCUniversal. (b) For the 2013 Plan Year, (i) each employee...

  • Page 209
    ...the 2013 Plan Year: (i) Is not a member of NBCUniversal's Operating Committee; (ii) Transferred employment directly from the Company to NBCUniversal in 2011 or 2012; (iii) Was an Eligible Employee under the rules of the Plan as in effect immediately before transferring employment from the Company to...

  • Page 210
    ... (e) Each New Key Employee who is an employee of NBCUniversal, 2.27. " Fair Market Value " (a) If shares of Company Stock are listed on a stock exchange, Fair Market Value shall be determined based on the last reported sale price of a share on the principal exchange on which shares are listed on the...

  • Page 211
    ...and before October 1, 2013: (i) An Eligible Comcast Employee's Account; plus (ii) Such Eligible Comcast Employee's Account in the Prior Plan; plus (iii) Such Eligible Comcast Employee's Account in the Restricted Stock Plan to the extent such Account is credited to the "Income Fund." (b) With respect...

  • Page 212
    ...is not in active service as an Outside Director or Director Emeritus and is not actively employed by a Participating Company. 2.32. " Income Fund " means a hypothetical investment fund pursuant to which income, gains and losses are credited to a Participant's Account as if the Account, to the extent...

  • Page 213
    ... Eligible Employee's Account in the Plan, plus (y) the value of the Eligible Employee's Account in the Prior Plan, plus (z) the value of the Eligible Employee's Account in the Restricted Stock Plan to the extent such Account is credited to the "Income Fund" thereunder, exceeds the Contribution Limit...

  • Page 214
    ...from time to time; and (b) For a Participant who is an Outside Director or Director Emeritus immediately preceding his termination of service, the Participant's normal retirement from the Board. 2.37. " Outside Director " means a member of the Board, who is not an employee of a Participating Company...

  • Page 215
    ... business day preceding the first day of each calendar year beginning thereafter. 2.46. " Prior Plan " means the Comcast Corporation 2002 Deferred Compensation Plan. 2.47. " Protected Account Balance " means: (a) The amount credited to the Account of an Eligible Comcast Employee, an Outside Director...

  • Page 216
    ... by the Administrator, the Protected Account Balance of an Eligible Comcast Employee who is re-employed by a Participating Company following an employment termination date that occurs after December 31, 2013 shall be zero. 2.48. " Restricted Stock Plan " means the Comcast Corporation 2002 Restricted...

  • Page 217
    ... Person, together with such Person's Affiliates, provided that the term "Third Party" shall not include the Company or an Affiliate of the Company. 2.55. " Total Compensation " means: (a) For Plan Years beginning before 2015, the sum of an Eligible Employee's Annual Rate of Pay, plus Company Credits...

  • Page 218
    ... Accounts of Outside Directors in the form of Company Stock shall be credited to the Company Stock Fund and credited with income, gains and losses in accordance with Section 5.2(c). (b) Subsequent Elections . Each Participant or Beneficiary shall have the right to elect to defer the time of payment...

  • Page 219
    ...Outside Director, Director Emeritus or Eligible Employee shall, contemporaneously with an Initial Election, also elect the time of payment of the amount of the deferred Compensation to which such Initial Election relates; provided, however, that, except as otherwise specifically provided by the Plan...

  • Page 220
    ... Participant or a Disabled Participant to make a Subsequent Election to defer the time of payment of any part or all of such Retired or Disabled Participant's Account that would not otherwise become payable within twelve (12) months of such Subsequent Election for a minimum of five (5) years and...

  • Page 221
    ... of the Plan or the terms of any Initial Election or Subsequent Election, distribute the Account balance of each Participant in full and thereby effect the revocation of any outstanding Initial Elections or Subsequent Elections. 3.7. Withholding and Payment of Death Taxes . (a) Notwithstanding any...

  • Page 222
    ... entry to such Eligible Employee's Account in accordance with Section 5.1. From and after the date Company Credits are allocated as designated by the Administrator, Company Credits shall be credited to the Income Fund. Company Credits and income, gains and losses credited with respect to Company...

  • Page 223
    ...'s Account shall be calculated by crediting income, gains and losses under the Company Stock Fund and Income Fund, as applicable, through the date immediately preceding the date on which the distribution request is transmitted to the recordkeeper. 4.3. Plan-to-Plan Transfers; Change in Time and Form...

  • Page 224
    ... of amounts credited to the Company Stock Fund with respect to Outside Directors' Accounts shall be distributable in the form of Company Stock, rounded to the nearest whole share. (d) Timing of Credits . Compensation deferred pursuant to the Plan shall be deemed invested in the Income Fund on the...

  • Page 225
    ... Stock Fund shall be based on hypothetical purchases and sales of Company Stock at Fair Market Value as of the effective date of an investment election. 5.3. Status of Deferred Amounts . Regardless of whether or not the Company is a Participant's employer, all Compensation deferred under this Plan...

  • Page 226
    ... the Participant or Beneficiary in writing on a form provided by the Administrator, and shall not be effective unless it is provided immediately preceding the time of payment. The Company's payment pursuant to such a payee designation shall relieve the Company and its Affiliates of all liability for...

  • Page 227
    ...does not receive timely payment of benefits to which the Applicant believes he is entitled under the Plan, the Applicant may make a claim for benefits in the manner hereinafter provided. An Applicant may file a claim for benefits with the Administrator on a form supplied by the Administrator. If the...

  • Page 228
    ...regulations of the Department of Labor set forth in 29 CFR § 2560.503-1. Claims for benefits under the Plan must be filed with the Administrator at the following address: Comcast Corporation One Comcast Center 1701 John F. Kennedy Boulevard Philadelphia, PA 19103 Attention: General Counsel ARTICLE...

  • Page 229
    ...form, and vice versa , as the context may require. 12.4. Law Governing Construction . The construction and administration of the Plan and all questions pertaining thereto, shall be governed by the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and other applicable federal law...

  • Page 230
    IN WITNESS WHEREOF, COMCAST CORPORATION has caused this Plan to be executed by its officers thereunto duly authorized, and its corporate seal to be affixed hereto, on the 17 th day of December, 2013. COMCAST CORPORATION BY: /s/ David L. Cohen ATTEST: /s/ Arthur R. Block -28-

  • Page 231
    Exhibit 10.14 THE COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN (Amended and Restated Effective January 1, 2014)

  • Page 232
    ... Prevention of Violation of Limitation on Pre-Tax Contributions and Matching Contributions Maximum Allocation Safe Harbor Status Distribution of Excess Contributions Accounts Valuation Apportionment of Gain or Loss Accounting for Allocations General Separation from Service Death Total Disability...

  • Page 233
    ... Benefit Death Benefits Explanations to Participants Beneficiary Designation Recalculation of Life Expectancy Transfer of Account to Other Plan Section 401(a)(9) Nonforfeitable Amounts Vesting of Comcast Retirement Contributions Years of Service for Vesting Breaks in Service and Loss of Service...

  • Page 234
    ... 70 70 70 72 72 ARTICLE XI THE FUND ARTICLE XII AMENDMENT OR TERMINATION OF THE PLAN ARTICLE XIII TOP-HEAVY PROVISIONS ARTICLE XIV GENERAL PROVISIONS ARTICLE XV ADDITIONAL SERVICE CREDIT FOR FORMER EMPLOYEES OF CERTAIN ACQUIRED BUSINESSES ARTICLE XVI COMCAST SPORTS NETWORK (PHILADELPHIA) L.P.

  • Page 235
    Page Section 16.2. Section 16.3. Section 16.4. APPENDIX A Eligibility and Vesting Service Eligibility to Participate Separate Testing 72 72 72 74 78 79 82 -iv- SCHEDULE A MINIMUM DISTRIBUTION REQUIREMENTS EXHIBIT A PARTICIPATING COMPANIES/LISTED EMPLOYERS EXHIBIT B NBCUNIVERSAL, LLC

  • Page 236
    ...Golf Channel 401(k) Profit Sharing Plan - August 1, 2002 Effective April 1, 1998, assets from the tax-qualified defined contribution plan of Marcus Cable (the "Marcus Cable Plan"), attributable to the account balances of participants in the Marcus Cable Plan who transferred employment directly from...

  • Page 237
    ...account balances of participants in the Greater Media Plans who transferred employment directly from Greater Media to the Company in connection with the Company's acquisition of the Philadelphia cable television business of Greater Media, were transferred to the Plan. Effective April 1, 2002, assets...

  • Page 238
    ... in this Comcast Corporation Retirement-Investment Plan (the "Plan"), subject to the eligibility requirements set forth herein. On or about the January 1, 2013, the assets of the NBCUniversal Capital Accumulation Plan representing the accounts of NBCUniversal, LLC employees who are eligible...

  • Page 239
    ... Contributions" under the CCCHI Plan, and (iii) amounts transferred from a Participant's "Frozen After-Tax Contribution Account" are credited to this Account. " Broadband Heritage Matching Contribution Account " - the Account to which are credited Broadband Heritage Matching Contributions and Prior...

  • Page 240
    " Comcast Retirement Contributions Account " - the Account to which are credited a Participant's Comcast Retirement Contributions, adjustments for withdrawals and distributions, and the earnings, losses and expenses attributable thereto. " DC Adder Contribution Account (Frozen) " - the Account to ...

  • Page 241
    ... retirement plan, other than an employee stock ownership plan as defined in section 4975(e)(7) of the Code or a tax credit employee stock ownership plan as defined in section 409(a) of the Code, maintained by the Participating Company or any Affiliated Company; to (b) the Early Entry Eligible...

  • Page 242
    ... " means the plan administrator within the meaning of ERISA. The Committee shall be the Administrator. " Affiliated Company " means, with respect to any Participating Company: (a) In General. (1) any corporation that is a member of a controlled group of corporations, as determined under section...

  • Page 243
    ... call out pay, standby pay, shift differential and bereavement pay; and excluding overtime pay, pay in respect of any period while the Employee is on long-term or short-term disability, and bonus payments and other incentive compensation. Base Pay shall be subject to the annual dollar limitation set...

  • Page 244
    ... to the limitations set forth in subsection (c) of this definition, his wages as reported on Form W-2 ( i.e. , wages as defined in section 3401(a) of the Code and all other payments of compensation for which the Participating Company is required to furnish the employee a written statement under...

  • Page 245
    ... limitations set forth in subsection (c) of this definition, the Employee's wages as reported on Form W-2 ( i.e. , wages as defined in section 3401(a) of the Code and all other payments of compensation for which the Participating Company is required to furnish the employee a written statement under...

  • Page 246
    ... transferred employment directly from Comcast to NBCUniversal) who is designated on the books and records of NBCUniversal or its applicable subsidiary as employed in a job classification or, with respect to an individual whose employment is subject to a collective bargaining agreement, a collective...

  • Page 247
    ... a collective bargaining agreement that covers Employees at the Detroit, Michigan or New Haven, Michigan locations. " Early Entry Eligible Employee " means an Eligible Employee who has satisfied the eligibility requirements of Section 2.2.1, but has not completed a Period of Service of three months...

  • Page 248
    ...416(i) of the Code at any time during the Plan Year or preceding Plan Year; or (b) for the preceding Plan Year received more than $115,000 (as indexed) in Compensation from a Participating Company or an Affiliated Company. " Hour of Service " means, for any Employee, a credit awarded with respect to...

  • Page 249
    ...assets of his Account. " Investment Stock " means Comcast Corporation Class A Special Common Stock. " Leased Employee " means any person, other than an employee of a Participating Company or an Affiliated Company, who, pursuant to an agreement between a Participating Company or an Affiliated Company...

  • Page 250
    ... 31, 2009, New England Cable News and its subsidiaries. " Payroll Period " means a weekly, bi-weekly, semi-monthly, or monthly pay period or such other standard pay period of the Participating Company applicable to the class of Employees of which the Eligible Employee is a part. " Period of Service...

  • Page 251
    ... " means The Comcast Corporation Retirement-Investment Plan, a profit sharing plan, as set forth herein. " Plan Year " means each 12-consecutive month period that begins on January 1st and ends on the next following December 31st. " Pre-Tax Contributions " means Pre-Tax Matched Contributions and Pre...

  • Page 252
    ... first day following a One-Year Period of Severance on which an Employee is entitled to be credited with an Hour of Service described in Paragraph (a)(1) of the definition of "Hour of Service" in this Article. " Required Beginning Date " means: (a) For any Participant who attains Age 70 1 ⁄ 2 and...

  • Page 253
    ... becoming eligible for and receiving benefits under a long-term disability program sponsored by a Participating Company or an Affiliated Company. " Trust Agreement " means any agreement and declaration of trust executed under this Plan. " Trustee " means the corporate trustee or trustees or...

  • Page 254
    ... of the Plan applicable to that Covered Employee, become an Eligible Employee on the Entry Date next following his completion of a Period of Service of three months. 2.2.3. If an individual is not a Covered Employee on the Entry Date next following the date he meets the requirements of Section...

  • Page 255
    ... Employee's employer by a Participating Company (whether via a merger, stock acquisition or asset acquisition) and (ii) does not elect to make Pre-Tax Contributions or Roth Contributions and become an Active Participant pursuant to Section 2.3 will be automatically enrolled in the Plan on the Entry...

  • Page 256
    ... in the Plan. The Participating Company shall contribute an amount equal to such percentage of the Eligible Employee's Compensation to the Fund for credit to the Eligible Employee's Pre-Tax Matched Contribution Account and/or Pre-Tax Unmatched Contribution Account, as applicable, provided that...

  • Page 257
    ... of the Plan. Section 3.2. After-Tax Contributions . With respect to Participants who are Covered Union Employees (Broadband), the total amount of Pre-Tax Contributions and After-Tax Contributions credited to a Participant's Account may not exceed 50% of the Participant's Compensation. Section...

  • Page 258
    ... Employee (Broadband)) and (ii) as of the first day of such Plan Year (or, if later, the applicable Participant's Employment Commencement Date or Reemployment Commencement Date), eligible to contribute to the Comcast Corporation 2005 Deferred Compensation Plan. 3.5.2. The Participating Companies...

  • Page 259
    ... of the Comcast Retirement Contribution for that Plan Year will be determined solely with respect to the Base Pay (or Annual Benefit Base Rate, as applicable) received by such Employee for the portion of the Plan Year he or she was employed by the Company or one of its subsidiaries (other than...

  • Page 260
    ..., or within one year after disallowance. Section 3.9. Limitation on Pre-Tax Contributions and Matching Contributions . 3.9.1. For any Plan Year, the Average Actual Deferral Percentage for the Highly Compensated Early Entry Eligible Employees for the current Plan Year shall not exceed the greater of...

  • Page 261
    ...qualified retirement plan maintained by a Participating Company or any Affiliated Company to insure against exceeding the limits of Section 3.9. To the extent practicable, the Plan Administrator may prospectively limit (i) some or all of the Highly Compensated Early Entry Eligible Employees' Pre-Tax...

  • Page 262
    ... order of priority, the Highly Compensated Early Entry Eligible Employees' Matching Contributions and employee contributions and employer matching contributions under any other qualified retirement plan maintained by the Participating Company or an Affiliated Company, in order beginning with the...

  • Page 263
    ... transferred employment between the NBCUniversal and its subsidiaries and the Company and its subsidiaries during applicable Limitation Year. Section 3.12. Safe Harbor Status . Other than with respect to the Plan as it applies to Early Entry Eligible Employees and Covered Union Employees (Broadband...

  • Page 264
    ... shall be credited to Participants' Accounts as set forth in Article III or Exhibit B (as applicable). Section 4.2. Valuation . The value of each Investment Medium in the Fund shall be computed by the Trustee as of the close of business on each Valuation Date on the basis of the fair market value of...

  • Page 265
    ... elections to reallocate the investment of funds held in Participants' Accounts to the Investment Medium that holds Company Stock pursuant to the real time trading guidelines established by agreement between the Company and the Trustee. Shares of Company Stock and Investment Stock shall be converted...

  • Page 266
    ...to any benefit, including but not limited to any acceleration of vesting, that would be provided under the Plan had the Participant resumed employment with his employer and then terminated employment on account of his death. Section 5.4. Total Disability . If a Participant who is an Employee suffers...

  • Page 267
    ..., the maximum number of years permitted by section 401(a)(9) of the Code and the applicable regulations; or (b) a single sum payment in cash, except that a Participant may elect to receive the portion of his Account invested in Company Stock and/or Investment Stock in the form of shares. (c) in the...

  • Page 268
    ... Account invested in Company Stock and/or Investment Stock in the form of shares; or (2) approximately equal annual installments over the remainder of the period over which the Participant had elected to receive installment payments (with such remainder to be determined in accordance with applicable...

  • Page 269
    ... of: 5.10.1. the terms and conditions of each optional mode of payment, including information explaining the relative values of each mode of benefit, in accordance with applicable governmental regulations under section 401(a)(11) of the Code; 5.10.2. the Participant's right to elect an optional mode...

  • Page 270
    ...located; or (2) furnishes a court order to the Committee establishing that the Participant is legally separated or has been abandoned (within the meaning of local law), unless a qualified domestic relations... not to be required no longer exist prior to the Participant's Benefit Commencement Date. 5.11...

  • Page 271
    ... or beneficiary entitled to receive a distribution from the Plan, either pursuant to this Article or pursuant to Article VIII, may direct the Committee to have the Trustee transfer the amount to be distributed directly to: (1) an individual retirement account described in section 408(a) of...

  • Page 272
    ... distributions from the individual retirement account that receives the non-Spouse beneficiary's distribution. 5.13.2. The Participant or beneficiary must specify the name of the plan or account to which the Participant or beneficiary wishes to have the amount transferred, on a form and in a manner...

  • Page 273
    Section 5.14. Section 401(a)(9) . Required minimum distributions shall be made in accordance with section 401(a)(9) of the Code and the regulations thereunder, as provided in Schedule A attached hereto. -38-

  • Page 274
    ...6.3.3. If a former Employee is reemployed by a Participating Company or an Affiliated Company before he incurs a One-Year Period of Severance and if such Employee's Period of Severance commenced with a quit, discharge or retirement, the Employee shall be credited with Years of Service for the Period...

  • Page 275
    ... Corp . Effective December 14, 1999, any Active Participant who transfers employment directly from a Participating Company to CIC Development Corp., shall have his service with CIC Development Corp. credited for purposes of vesting under the Plan for the period commencing with the effective date...

  • Page 276
    ... again becomes a Covered Employee prior to incurring five consecutive One-Year Periods of Severance, the amount so forfeited shall be restored to his new Broadband Heritage Matching Contribution Account, Prior Company Matching Contribution Account, Comcast Retirement Contribution Account and/or NBCU...

  • Page 277
    ...in the distributing plan. In addition, a Covered Employee who has established an individual retirement account to hold distributions received from qualified retirement plans of former employers may transfer all of the assets of such individual retirement account to the Fund. 7.1.2. The Trustee shall...

  • Page 278
    ...prior employer's tax-qualified defined contribution plan, the Committee, in its sole discretion, may permit the rollover of outstanding loan balances. The Committee, in its sole discretion, may permit the rollover of an outstanding loan balance from the NBCU CAP by an Eligible Employee who transfers...

  • Page 279
    ... Heritage Matching Contributions and Prior Broadband Heritage Matching Contributions are not eligible for withdrawal if they were credited in the Plan Year of withdrawal or the two preceding Plan Years; and 8.1.7. Prior Company Matching Contribution Account (Vested), provided that contributions are...

  • Page 280
    ... nonforfeitable portion of his Prior Company Matching Contribution Account (Unvested); (d) his Catch-Up Contribution Account; (e) his Pre-Tax Matched Contribution Account (consisting of all amounts credited as of December 31, 1988 plus the sum of his Pre-Tax Matched Contributions made after December...

  • Page 281
    ... any Affiliated Company, which other plan conditions such withdrawal upon the Participant's being subject to rules similar to those stated in this Section 8.2.5 and Section 8.2.4, such Participant may not make Pre-Tax Contributions (and, in the case of a Covered Union Employee (Broadband), After-Tax...

  • Page 282
    ... any health or welfare plan, including a health or welfare plan that is part of a cafeteria plan described in section 125 of the Code) maintained by the Participating Company or an Affiliated Company for the time period specified in Section 8.2.5. Any Eligible Employee whose Pre-Tax Contributions...

  • Page 283
    ...8.3.7. Pre-Tax Matched Contribution Account; 8.3.8. Pre-Tax Unmatched Contribution Account; 8.3.9. Matching Contribution Account; 8.3.10. Broadband Heritage Matching Contribution Account; 8.3.11. DC Adder Contribution Account; 8.3.12. Comcast Retirement Contributions Account; 8.3.13. NBCU Retirement...

  • Page 284
    ... and conditions set forth in this Section. Withdrawals shall be made in a single sum payment in cash, except that a Participant making a withdrawal pursuant to Section 8.1 or 8.3 may elect to receive all or a portion of the withdrawal in the form of shares of Company Stock and/or Investment Stock to...

  • Page 285
    ...in a normal commercial setting by an entity in the business of making loans and as the Committee determines necessary to safeguard the Fund. Section 9.3. Amount of Loan . 9.3.1. Generally, a Participant shall not be permitted to have more than one loan outstanding at any time from this Plan; however...

  • Page 286
    ...at any time by notifying the Committee of his intent to do so and by forwarding to the Committee payment in full of the then outstanding balance, plus interest accrued to the date of payment. The amount of principal and interest repaid by a Participant shall be credited to a Participant's Account as...

  • Page 287
    ...the Plan under applicable law. 9.5.3. The Committee also shall be entitled to take any and all other actions necessary and appropriate to foreclose upon any property other than the Participant's Account pledged as security for the loan or to otherwise enforce collection of the outstanding balance of...

  • Page 288
    Section 9.6. Additional Rules . The Committee may establish additional rules relating to Participant loans under the Plan, which rules shall be applied on a uniform and non-discriminatory basis. -53-

  • Page 289
    ... of such Committee. The Committee shall be the Administrator and the "named fiduciary" of the Plan, as defined in section 402(a)(2) of ERISA. Each member of the Committee may, but need not be, a director, officer or Employee of a Participating Company and each shall serve until his or her successor...

  • Page 290
    ... management of the Plan's assets, including any voting rights for any securities held by the Trustee; (d) direct the Trustee to pay investment-related expenses properly chargeable to the Plan, including Trustee expenses; (e) enter into a trust agreement with such Trustee(s) on behalf of the Company...

  • Page 291
    ... of plan assets; and (g) appoint, monitor and remove one or more investment manager(s), as defined in section 3(38) of ERISA, to manage any portion of the Trust or an insurance company single-client or pooled separate account, including the exercise of any voting rights of any securities managed by...

  • Page 292
    ... Trustee to pay benefits and any Plan expenses properly chargeable to the Plan that are related to claims for benefits. 10.2.5. The Committee shall be deemed to have delegated its responsibilities for determining benefits and eligibility for benefits to a third party administrator, insurer or other...

  • Page 293
    ...accounting, actuarial, investment, Trustee, management, and administrative fees and expenses may be paid out of the Trust or any other Plan asset to the extent that it is legally permissible for these fees and expenses to be so paid. A Participating Company may, but is not required, to pay such fees...

  • Page 294
    ...'s benefit claim will be deemed permanently waived and abandoned, and the claimant will be precluded from reasserting it. Section 10.8. Indemnification . Each member (or former member) of the Committee, and any other person who is an Employee or director of a Participating Company or an Affiliated...

  • Page 295
    ... other than for the exclusive benefit of Participants and their beneficiaries except as expressly provided in this Plan and in the Trust Agreement. Section 11.3. No Interest in Fund . No person shall have any interest in or right to any part of the assets or income of the Fund, except to the extent...

  • Page 296
    ... for investment purposes. 11.5.5. The Trustee may hold assets of the Fund and make distributions therefrom in the form of cash without liability for interest, if for administrative purposes it becomes necessary or practical to do so. 11.5.6. The Committee may limit the right of a Participant...

  • Page 297
    ...be permanent. However, each Participating Company reserves the right to terminate its participation in this Plan at any time by action of its board of directors or other governing body. Furthermore, the Company reserves the power to amend or terminate the Plan at any time and to any extent by action...

  • Page 298
    ... of the Code), Accounts shall be distributed in accordance with applicable law. Section 12.2. Merger . The Plan shall not be merged with or consolidated with, nor shall its assets be transferred to, any other qualified retirement plan unless each Participant would receive a benefit after such merger...

  • Page 299
    ... deceased Employee) who at any time during the Plan Year that includes the Determination Date was an officer of a Participating Company having Compensation for a Plan Year greater than $165,000 (as adjusted under section 415(i)(1) of the Code), a 5% owner of a Participating Company, or a 1% owner of...

  • Page 300
    ... (or fund to fund transfers) to the Plan by an Employee after December 31, 1983 from a plan sponsored by an employer which is not a Participating Company or an Affiliated Company; (2) any amount that is included in Sections 13.2.4(a) or 13.2.4(b) for a person who is a Non-Key Employee as to the Plan...

  • Page 301
    ... three percent (3%) of the Eligible Employee's Compensation for the Plan Year. Elective deferrals to such plans shall not be used to meet the minimum contribution requirements. However, employer matching contributions under the Plan shall be taken into account for purposes of satisfying the minimum...

  • Page 302
    ...in Section 13.3.1 participates in both a defined benefit plan and a defined contribution plan described in Sections 13.2.1(a) and (b), the Participating Company is not required to provide such Employee with both the minimum benefit under the defined benefit plan and the minimum contribution. In such...

  • Page 303
    ... be construed as giving to any Employee the right to be retained in the employ of the Company or any Participating Company, or any right to payment except to the extent of the benefits provided in the Plan to be paid from the Fund. Section 14.2. Governing Law . Except to the extent superseded by...

  • Page 304
    ...or beneficiary does not claim his benefits by the applicable required beginning date in accordance with section 401(a)(9) of the Code and the regulations thereunder, the Plan shall forfeit the Account. If and when a claim for benefits is made after such forfeiture, the Account balance as of the date...

  • Page 305
    ... any individual who becomes an employee of a Participating Company directly from Susquehanna Cable Co. ("Susquehanna") or any of the Selling Subsidiaries as defined in the Asset Purchase Agreement between Susquehanna and Comcast Corporation dated October 31, 2005 (the "Susquehanna APA"), during the...

  • Page 306
    to the effective date of an entity being designated as a Listed Employer with which he was employed, unless he would have become a Participant at an earlier date without regard to this Article. -71-

  • Page 307
    ... of the Plan that benefits employees of CSN and all entities which are Affiliated Companies with respect to CSN shall be treated, to the extent required by law, as a separate part of a multiple employer plan, unless and until CSN and its Affiliated Companies become members of the controlled group of...

  • Page 308
    Executed as of the 22nd of October, 2013 COMCAST CORPORATION BY: /s/ David L. Cohen ATTEST: /s/ Arthur R. Block -73-

  • Page 309
    ... 1, 1984, in accordance with section 242(b)(2) of the Tax Equity and Fiscal Responsibility Act (TEFRA) and the provisions of the Plan that relate to section 242(b)(2) of TEFRA. 2. Time and Manner of Distribution . (A) Required Beginning Date . The Participant's entire interest will be distributed...

  • Page 310
    ...Schedule A. If the Participant's interest is distributed in the form of an annuity purchased from an insurance company, distributions thereunder will be made in accordance with the requirements... the Participant's Account Balance by the number in the Joint and Last Survivor Table set forth in section...

  • Page 311
    ...the Participant's death is the quotient obtained by dividing the Participant's Account Balance by the Participant's remaining Life Expectancy calculated using the age of...Death of Surviving Spouse Before Distributions to Surviving Spouse Are Required to Begin . If the Participant dies before the date ...

  • Page 312
    ...this Schedule, the following definitions are used. (A) Account Balance . The Account balance as...Account Balance for the valuation calendar year includes any amounts rolled over or transferred to the Plan... distributions are required to begin under Section 2(B). The required minimum distribution for...

  • Page 313
    ... A Union Location Union Code Date of Cessation of Eligible Union Employee Status Modesto, CA LA West/Bellflower Sacramento, CA Needham, MA Minneapolis (warehouse) Canonsburg (Techs) Canonsburg (CSRs) Coraopolis (Techs) Corliss (CSRs) Corliss (Techs) East Hills Pittsburgh (Call Center) South Hills...

  • Page 314
    EXHIBIT A PARTICIPATING COMPANIES/LISTED EMPLOYERS Name of Entity Participating Company Listed Employer Effective Date Ad Sales Acquisitions TeleMedia Charter Communications Mediacom Cox Communications YES YES December 29, 2003 Gemstar TV Guide US Cable Coastal of Texas LP (Georgia and South ...

  • Page 315
    ...dated December 3, 2009, by and among General Electric Company, a New York corporation, NBC Universal, Inc., a Delaware Time Warner NY Cable LLC NO YES thePlatform for Media, Inc. Insight Media E! Entertainment Television, Inc. New England Cable News NBCUniversal, LLC and its subsidiaries YES NO...

  • Page 316
    ...Participating Company Listed Employer Effective Date Company pursuant to the terms and conditions of Exhibit B . corporation, Comcast and Navy, LLC, a Delaware limited liability company. With respect to the provisions of Exhibit B , January 1, 2013. NON-PARTICIPATING COMPANIES Company Effective...

  • Page 317
    ... become a Participating Company hereunder effective January 1, 2013. The terms and conditions of the Plan shall generally apply to Covered Employees of NBCUniversal and its participating subsidiaries, except to the extent such provisions contradict with the terms and conditions set forth in this...

  • Page 318
    ...; (b) "Paid Intern" means an Employee whose employment is classified by the Participating Company to which such Employee is employed as pursuant to an internship and such Employee receives regular wages from the Participating Company in consideration for such employment; and (c) "Entry Date" means...

  • Page 319
    ...the Plan. The Participating Company shall contribute an amount equal to such percentage of the Eligible Employee's Compensation to the Fund for credit to the Eligible Employee's Pre-Tax Contribution Account. (b) Catch-Up Contributions . Eligible Employees who have attained Age 50 before the close of...

  • Page 320
    ...least 3% of such Eligible Employee's Compensation for that Plan Year. In the event that an Employee is eligible to receive an allocation of the NBCU Retirement Contribution for a particular Plan Year and such Employee is employed by the Company or one of its subsidiaries (other than NBCUniversal and...

  • Page 321
    ...benefits employees of NBCUniversal and all entities which are Affiliated Companies with respect to NBCUniversal shall be treated, to the extent required by law, as a separate part of a multiple employer plan, unless and until NBCUniversal and its Affiliated Companies become members of the controlled...

  • Page 322
    ...2013, between COMCAST CORPORATION, a Pennsylvania corporation (together with its subsidiaries, the "Company"), and BRIAN L. ROBERTS ("Employee"). BACKGROUND WHEREAS, the parties entered into an Employment Agreement dated as of January 1, 2005, as amended (the "Agreement"), that sets forth the terms...

  • Page 323
    ... of equity investees and (e) our share of pretax losses of equity investees for which charges arising from guarantees are included in fixed charges and (2) subtracting (i) interest capitalized, (ii) preference security dividend requirements of consolidated subsidiaries and (iii) the noncontrolling...

  • Page 324
    ... Management Services, Inc. Centaur Funding Corporation Century-TCI California Communications, L.P. CNBC LLC CNBC/MSNBC, L.L.C. Comcast A/TW Note Holdings, Inc. Comcast ABB Note Consolidation, Inc. Comcast ABB Note Sub Consolidation I, Inc. Comcast Broadband Security, LLC Comcast Cable Communications...

  • Page 325
    ... LLC Comcast of Michigan II, LLC Comcast of Milton, Inc. Comcast of Needham, Inc. Comcast of New Jersey II, LLC Comcast of Oregon II, Inc. Comcast of Pennsylvania I, LLC Comcast of Pennsylvania II, L.P. Comcast of Pennsylvania/Washington/West Virginia, L.P. Comcast of Philadelphia II, LLC Comcast of...

  • Page 326
    ...Holdings, Inc. Comcast Telephony Communications, LLC Comcast Telephony Services Holdings, Inc. Comcast Visible World Holdings, Inc. Comcast Wireless Investment, LLC Continental Australia Programming, Inc. Continental Cablevision Asia Pacific, Inc. Continental Teleport Partners, Inc. E! Entertainment...

  • Page 327
    ...Florida Holding Co. II Universal City Property Management II LLC Universal City Studios LLC Universal City Studios Productions LLLP Universal City Travel Partners Universal Network Television LLC Universal Orlando Online Merchandise Store Universal Studios Company LLC Universal Studios International...

  • Page 328
    ...12, 2014, relating to the consolidated financial statements and consolidated financial statement schedule of Comcast Corporation, and the effectiveness of Comcast Corporation's internal control over financial reporting, appearing in this Annual Report on Form 10-K of Comcast Corporation for the year...

  • Page 329
    ... 12, 2014, relating to the consolidated financial statements and consolidated financial statement schedule of NBC Universal, Inc. and subsidiaries (predecessor) and NBCUniversal Media, LLC (successor) appearing in this Annual Report on Form 10-K of NBCUniversal Media, LLC and subsidiaries for the...

  • Page 330
    ... relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; designed such internal control over financial reporting, or caused such internal control over financial...

  • Page 331
    ... relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; designed such internal control over financial reporting, or caused such internal control over financial...

  • Page 332
    ... relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; designed such internal control over financial reporting, or caused such internal control over financial...

  • Page 333
    ... relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; designed such internal control over financial reporting, or caused such internal control over financial...

  • Page 334
    ... Exchange Act; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Comcast Corporation. / S / B RIAN L. R OBERTS Name: Brian L. Roberts Title: Chief Executive Officer / S / M ICHAEL J. A NGELAKIS Name: Michael...

  • Page 335
    ... of his knowledge: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of NBCUniversal Media, LLC. / S / B RIAN...