Comcast 2013 Annual Report Download - page 160

Table of Contents
NBCUniversal Media, LLC
The total consideration for these transactions consisted of $11.4 billion of cash on hand (of which we funded $4.6 billion); $4 billion
of senior debt securities issued by NBCUniversal Enterprise, Inc. (“NBCUniversal Enterprise”),
a holding company whose principal
assets are its interests in NBCUniversal Holdings; $750 million of cash funded through Comcast’
s commercial paper program;
$1.25 billion of borrowings under NBCUniversal Enterprise’
s credit facility, which replaced our credit facility; and $725 million
aggregate liquidation preference of Series A cumulative preferred stock of NBCUniversal Enterprise. After the close of the
transaction, GE sold the interests in NBCUniversal Enterprise’
s senior debt securities and preferred stock it acquired in the
Redemption Transaction to unaffiliated third parties.
Following the close of the Redemption Transaction, Comcast owns 96% of NBCUniversal Holdings’
common units and
NBCUniversal Enterprise owns the remaining 4%. NBCUniversal Enterprise is now a consolidated subsidiary of Comcast, but we
do not have any ownership interests in NBCUniversal Enterprise. NBCUniversal Enterprise also owns all of NBCUniversal Holdings’
preferred units with a $9.4 billion aggregate liquidation preference. NBCUniversal Holdings is required to make quarterly payments
to NBCUniversal Enterprise at an initial rate of 8.25% per annum on the $9.4 billion aggregate liquidation preference of the
preferred units. On March 1, 2018, and thereafter on every fifth anniversary of such date, this rate will reset to 7.44% plus the yield
on actively traded United States Treasury securities having a 5 year maturity. NBCUniversal Holdings has the right to redeem all of
the preferred units during the 30 day period beginning on March 1, 2018, and NBCUniversal Enterprise has the right to cause
NBCUniversal Holdings to redeem 15% of its preferred units during the 30 day period beginning on March 19, 2020. The price and
units in a redemption initiated by either party will be based on the liquidation preference plus accrued but unpaid dividends and
adjusted, in the case of an exercise of NBCUniversal Enterprise’
s right, to the extent the equity value of NBCUniversal Holdings is
less than the liquidation preference. Our cash flows are, and will continue to be, the primary source of funding for the required
payments and any future redemption of the NBCUniversal Holdings preferred units.
2011
Joint Venture Transaction
On January 28, 2011, Comcast and GE closed the Joint Venture transaction, which among other things, converted our company
into a limited liability company that became a wholly owned subsidiary of NBCUniversal Holdings. NBCUniversal comprises the
NBCUniversal contributed businesses and the Comcast Content Business. In addition to contributing the Comcast Content
Business to NBCUniversal, Comcast made a cash payment to GE of $6.2 billion, which 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
contingent consideration by Comcast.
Universal Orlando Transaction
On July 1, 2011, we acquired the remaining 50% equity interest in Universal Orlando that we did not already own for $1 billion.
Following the close of the transaction, Universal Orlando is a wholly owned consolidated subsidiary, and its operations are reported
in our Theme Parks segment. We recorded $982 million of goodwill in our allocation of purchase price for this transaction, which
was fully allocated to our Theme Parks segment.
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Comcast 2013 Annual Report on Form 10-
K