Comcast Announces Intention to Create Leading Independent Media Business Through Spin-off of Select Cable Television Networks
Comcast (NASDAQ: CMCSA) announced plans to create a new publicly traded company through a tax-free spin-off of select NBCUniversal cable networks. The new company (SpinCo) will include networks like USA Network, CNBC, MSNBC, and digital assets such as Fandango and Rotten Tomatoes. Mark Lazarus will serve as CEO and Anand Kini as CFO/COO.
SpinCo generated approximately $7 billion in revenue over the last twelve months and will reach about 70 million U.S. households. The transaction is expected to complete in approximately one year, subject to regulatory approvals and other conditions.
Comcast (NASDAQ: CMCSA) ha annunciato piani per creare una nuova società quotata in borsa attraverso un'operazione di scissione fiscale di alcune reti via cavo di NBCUniversal. La nuova azienda (SpinCo) includerà reti come USA Network, CNBC, MSNBC e asset digitali come Fandango e Rotten Tomatoes. Mark Lazarus sarà il CEO e Anand Kini il CFO/COO.
SpinCo ha generato circa $7 miliardi di entrate nell'ultimo anno e raggiungerà circa 70 milioni di famiglie statunitensi. Si prevede che la transazione venga completata entro circa un anno, soggetta ad approvazioni regolatorie e altre condizioni.
Comcast (NASDAQ: CMCSA) anunció planes para crear una nueva empresa cotizada en bolsa mediante una escisión fiscal de ciertas redes de cable de NBCUniversal. La nueva compañía (SpinCo) incluirá redes como USA Network, CNBC, MSNBC, y activos digitales como Fandango y Rotten Tomatoes. Mark Lazarus será el CEO y Anand Kini el CFO/COO.
SpinCo generó aproximadamente $7 mil millones en ingresos en los últimos doce meses y llegará a alrededor de 70 millones de hogares en EE.UU.. Se espera que la transacción se complete en aproximadamente un año, sujeta a aprobaciones regulatorias y otras condiciones.
컴캐스트 (NASDAQ: CMCSA)는 NBC유니버설의 일부 케이블 네트워크를 세금 면제로 분사하여 새로운 상장 회사를 만들 계획을 발표했습니다. 새로운 회사(SpinCo)는 USA Network, CNBC, MSNBC와 같은 네트워크와 Fandango, Rotten Tomatoes와 같은 디지털 자산을 포함할 것입니다. Mark Lazarus는 CEO로, Anand Kini는 CFO/COO로 일할 예정입니다.
SpinCo는 지난 12개월 동안 약 70억 달러의 수익을 올렸으며, 약 7000만 가구에 도달할 것입니다. 이 거래는 규제 승인과 기타 조건에 따라 약 1년 후에 완료될 예정입니다.
Comcast (NASDAQ: CMCSA) a annoncé des plans pour créer une nouvelle société cotée en bourse par le biais d'une scission fiscale de certaines chaînes câblées de NBCUniversal. La nouvelle entreprise (SpinCo) comprendra des chaînes comme USA Network, CNBC, MSNBC, ainsi que des actifs numériques comme Fandango et Rotten Tomatoes. Mark Lazarus sera le PDG et Anand Kini le CFO/COO.
SpinCo a généré environ 7 milliards de dollars de revenus au cours des douze derniers mois et atteindra environ 70 millions de foyers américains. La transaction devrait être finalisée dans environ un an, sous réserve d'approbations réglementaires et d'autres conditions.
Comcast (NASDAQ: CMCSA) gab bekannt, dass sie plant, ein neues börsennotiertes Unternehmen durch eine steuerneutrale Abspaltung ausgewählter NBCUniversal-Kabelnetzwerke zu gründen. Das neue Unternehmen (SpinCo) wird Netzwerke wie USA Network, CNBC, MSNBC sowie digitale Assets wie Fandango und Rotten Tomatoes umfassen. Mark Lazarus wird CEO und Anand Kini CFO/COO sein.
SpinCo hat in den letzten zwölf Monaten etwa 7 Milliarden Dollar Umsatz generiert und wird etwa 70 Millionen US-Haushalte erreichen. Die Transaktion wird voraussichtlich in etwa einem Jahr abgeschlossen sein, vorbehaltlich regulatorischer Genehmigungen und anderer Bedingungen.
- Generated $7 billion in revenue over last 12 months
- Reaches approximately 70 million U.S. households
- Tax-free spin-off structure preserves shareholder value
- Transaction expected to be accretive to Comcast's revenue growth
- Well-capitalized independent structure with strong credit metrics
- Potential execution risks in completing the spin-off
- Separation may result in loss of operational synergies
- Subject to regulatory approvals and market conditions
Insights
This strategic spin-off represents a significant transformation for Comcast, creating a new media entity with
The transaction's neutral impact on Comcast's leverage and credit ratings suggests careful financial engineering. SpinCo's well-capitalized status and dual-class share structure mirror Comcast's, indicating strong corporate governance continuity. The retention of high-growth assets like Peacock and theme parks in NBCUniversal positions the parent company for focused expansion in streaming and experiential entertainment.
Key metrics to watch include the eventual capital structure of SpinCo, potential synergies lost from the separation and the market's valuation of both entities post-spin-off. The move appears defensive against cord-cutting trends while creating a more agile entity that could participate in future media consolidation.
This restructuring reflects broader industry trends toward unbundling traditional media assets from growth-oriented digital and experiential businesses. SpinCo's formation with 70 million U.S. household reach creates a pure-play cable network company that could attract different investor profiles than Comcast's infrastructure-heavy business.
The appointment of Mark Lazarus and Anand Kini brings deep industry expertise to navigate the challenging cable network landscape. The strategic positioning of SpinCo as a potential acquirer suggests it could become a consolidator in the traditional media space, while Comcast focuses on high-growth areas like broadband and streaming.
This separation could provide better visibility into the performance of legacy cable networks versus growth businesses, potentially unlocking shareholder value through more focused capital allocation and strategic flexibility for both entities.
New company to provide world-class news, sports and entertainment with significant scale and resources
Media veterans Mark Lazarus and Anand Kini to lead the new company
Comcast will continue its strategic focus on driving its core growth businesses, including residential broadband, wireless, business services and NBCUniversal’s streaming, studios and theme parks
Tax-free transaction expected to be completed in approximately one year
SpinCo will be an industry-leading news, sports and entertainment cable television business with a focused strategic direction. SpinCo’s stable of marquee brands will provide a diverse and differentiated content offering that will reach approximately 70 million
“When you look at our assets, talented management team and balance sheet strength, we are able to set these businesses up for future growth,” said Brian L. Roberts, Chairman and CEO of Comcast. “With significant financial resources from day one, SpinCo will be ideally positioned for success and highly attractive to investors, content creators, distributors and potential partners.”
The planned spin-off will also strategically position NBCUniversal with its leading broadcast and streaming media properties, including NBC entertainment, sports, news and Bravo – which all power Peacock – along with Telemundo, the theme parks business and film and television studios.
“This transaction positions both SpinCo and NBCUniversal to play offense in a changing media landscape,” said Mike Cavanagh, President of Comcast. “Taken together, the entirety of NBCUniversal will be on a new growth trajectory, fueled by our world-class content, technology, IP, properties and talent – all working in concert with each other as an integrated media company.”
As a global media and technology company, Comcast will be well-positioned to continue to invest in its strategic core growth businesses across its Content & Experiences and Connectivity & Platforms businesses, including residential broadband, wireless, business services, streaming, studios and theme parks. The transaction is expected to be accretive to revenue growth at Comcast and approximately neutral to Comcast’s leverage position. The company does not anticipate any change to its credit profile or ratings as a result of this transaction.
SpinCo Leadership Team and Profile
SpinCo will be led by an experienced and well-respected management team. Mark Lazarus, current Chairman of NBCUniversal Media Group, will serve as the company’s Chief Executive Officer, and Anand Kini, current Chief Financial Officer of NBCUniversal and EVP of Corporate Strategy at Comcast, as its Chief Financial Officer and Chief Operating Officer. Together they will lead the development of an independent strategy, while also establishing SpinCo as a potential partner and acquirer of other complementary media businesses.
“As a standalone company with these outstanding assets, we will be better positioned to serve our audiences and drive shareholder returns in this incredibly dynamic media environment across news, sports and entertainment,” said Mark Lazarus. “We see a real opportunity to invest and build additional scale and I'm excited about the growth opportunities this transition will unlock. Our financial strength will also provide capacity for an attractive capital return policy while allowing for investment in the growth of these businesses.”
Over the last twelve months ended September 30, 2024, SpinCo generated approximately
- Financial flexibility to pursue growth opportunities
- A dedicated management team with deep sector expertise that can tailor decisions and allocate capital based on the needs of the business
- Well capitalized balance sheet with strong credit metrics
- Capacity for attractive capital return policy to drive shareholder value
- Increased operational focus
- Dedicated board of directors
While SpinCo will operate as an independent business, it will enter into a transition services agreement with NBCUniversal to allow SpinCo to operate seamlessly from day one.
Transaction Details
Comcast is targeting to complete the spin-off in approximately one year, subject to the satisfaction of customary conditions, including obtaining final approval from the Comcast Board of Directors, satisfactory completion of SpinCo financing, receipt of tax opinions and receipt of any regulatory approvals. There can be no assurance that a separation transaction will occur, or, if one does occur, of its terms or timing.
Advisors
Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are serving as financial advisors to Comcast, and Davis Polk & Wardwell LLP is serving as legal counsel.
About Comcast Corporation
Comcast Corporation (Nasdaq: CMCSA) is a global media and technology company. From the connectivity and platforms we provide, to the content and experiences we create, our businesses reach hundreds of millions of customers, viewers, and guests worldwide. We deliver world-class broadband, wireless, and video through Xfinity, Comcast Business, and Sky; produce, distribute, and stream leading entertainment, sports, and news through brands including NBC, Telemundo, Universal, Peacock, and Sky; and bring incredible theme parks and attractions to life through Universal Destinations & Experiences. Visit www.comcastcorporation.com for more information.
Caution Concerning Forward-Looking Statements
This press release includes statements that may constitute forward-looking statements. In evaluating these statements, readers should consider various factors, including the risks and uncertainties we describe in the “Risk Factors” sections of our most recent Annual Report on Form 10-K, our most recent Quarterly Report on Form 10-Q and other reports filed with the Securities and Exchange Commission (SEC). Factors that could cause our actual results to differ materially from these forward-looking statements include changes in and/or risks associated with: the competitive environment; consumer behavior; the advertising market; consumer acceptance of our content; programming costs; key distribution and/or licensing agreements; use and protection of our intellectual property; our reliance on third-party hardware, software and operational support; keeping pace with technological developments; cyber attacks, security breaches or technology disruptions; weak economic conditions; acquisitions and strategic initiatives; operating businesses internationally; natural disasters, severe weather-related and other uncontrollable events; loss of key personnel; labor disputes; laws and regulations; adverse decisions in litigation or governmental investigations; and other risks described from time to time in reports and other documents we file with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they are made, and involve risks and uncertainties that could cause actual events or our actual results to differ materially from those expressed in any such forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise. The amount and timing of any dividends and share repurchases are subject to business, economic and other relevant factors.
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Investor Contacts:
Marci Ryvicker
(215) 286-4781
Jane Kearns
(215) 286-4794
Marc Kaplan
(215) 286-6527
Press Contacts:
Comcast
Jennifer Khoury
(215) 531-3296
John Demming
(215) 286-8011
NBCUniversal
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Source: Comcast Corporation
FAQ
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