How Comcast Scared Up All That GE Cash

Deal to buy remaining 49 percent stake of NBCU will close by end of Q1

Comcast on Tuesday announced it will pay $16.7 billion to acquire the 49 percent stake in NBCUniversal owned by General Electric, a move that accelerates the buyout well ahead of analysts’ expectations.

The Philadelphia-based cable giant will pay $11.4 billion in cash, funding the remainder with $4 billion in senior notes to be issued to GE, plus debt and subsidiary preferred stock. The deal is expected to close before the end of the first quarter.

Along with the media portfolio—a suite of television properties that includes the NBC broadcast network and cable outlets such as USA Network, Syfy, MSNBC and Bravo—the deal involves the purchase of NBCU’s 30 Rockefeller Center footprint as well as CNBC’s headquarters in Englewood Cliffs, N.J., for $1.4 billion.

The real estate transactions will come loaded with the naming rights for Raymond Hood’s iconic GE Building, an Art Deco skyscraper that has been a fixture in Midtown Manhattan since its completion 1933.

The completed buyout will be the talk of Comcast’s fourth quarter 2012 earnings call, which is set to take place Wednesday morning.

“I am really pleased to report strong results for the quarter…and delighted that we are able to accelerate the acquisition of General Electric’s 49 percent common equity interest in NBCUniversal while also having the financial strength to return capital to shareholders,” said Comcast chairman and CEO Brian Roberts, by way of announcing the deal.

Under a $30 billion purchase agreement first announced in 2009 and completed in January 2011, Comcast had been granted the option to buy the remaining GE shares within a seven-year time frame. So how exactly did the cable operator manage to pull together that much dough that quickly?

  • April: The company’s sort-of subsidiary, SpectrumCo, sells $3.6 billion worth of wireless spectrum to Verizon in a deal that causes major agita on Capitol Hill. Comcast has a 63.6 percent stake on SpectrumCo and gets $2.3 billion out of the deal.
  • May: Comcast sells its stake in A+E Networks, netting an estimated $3.03 billion, according to a filing with the Securities and Exchange Commission. The high-performing private cable network group operates heavyweights History, A&E and Lifetime, among others.
  • July: Comcast completes the sale of $1 billion in senior notes due in 10 years, and another $1.25 billion due in 20 years.
  • September: Comcast lays off some 1,000 employees in its Northern California call center (this isn’t a huge savings, to be fair to Comcast—assuming the call center employees were mostly making minimum wage, it’s unlikely this helped secure much more than $20 million. Still, every little bit helps). In November, NBCUniversal will lay off another 500 as the company attempts to shave costs.
  • January: NBCUniversal finishes selling nearly $3 billion in senior notes—$725 million is redeemable in 10 years, another $1.7 billion redeemable in 20, and $500,000 are redeemable in 30. The company finishes selling them on the 14th. 
  • Here’s an intriguing entry from a 2012 SEC filing: Comcast appears to enter into a “revolving credit agreement” to borrow up to $6.25 billion “for general corporate purposes” from itself, or rather, from Comcast Cable LLC, a limited liability company that effectively counts all Comcast’s assets as its own, but is a subsidiary of the company proper.

The bottom line is that there’s a lot of debt here. The A+E Networks and Verizon spectrum sales account for $5.6 billion of ready cash, and the company’s margins are comfortably wide, but of course it’s also a huge operation that has to have a certain amount of liquidity to function. It’s a safe bet that, at the very least, the ~$3 billion in bonds just issued are a part of this package, not to mention the $4 billion in newly announced senior notes and some part of the other debt issued over the last two years.

“We believe the terms of the transaction are attractive and have planned for this event by taking a number of financial steps to prepare our balance sheet,” Roberts said.