| Issuer: | Comcast Corporation (the “Company”) |
|
| Guarantors: | Comcast Cable Communications, LLC Comcast Cable Communications Holdings, Inc. Comcast Cable Holdings, LLC Comcast MO Group, Inc. Comcast MO of Delaware, LLC |
|
| Issue of Securities: | 5.875%
Notes due 2018 6.45% Notes due 2037 |
|
| Denomination: | $1,000
and multiples thereof |
|
| Use of Proceeds: | The Company intends to use the proceeds from
this offering, after deducting fees and
expenses related to this offering, for working
capital and general corporate purposes,
including for the repayment of commercial paper
obligations; provided however, it may use a
portion of the proceeds to purchase the
remaining 39.5% interest in E! Entertainment
Television that it does not currently own
should such an acquisition be consummated. As
of September 30, 2006, the Company’s
indebtedness, excluding the derivative
component for its indexed debt instruments
whose changes in fair value are recorded to
investment income (loss), net, had a weighted
average annual interest rate of 7.16% and an
average maturity date in 2020. |
|
| Indenture: | Indenture dated as of January 7, 2003 by and
among the Company, the Cable Guarantors (other
than Comcast MO of Delaware, LLC) and the Bank
of |
New York, as Trustee (the “Trustee”), as
amended by the First Supplemental Indenture
dated as of March 25, 2003 by and among the
Company, the Cable Guarantors and the Trustee |
||
| Trustee: | The Bank of New York |
|
| Expected Ratings: | Moody’s: Baa2; S&P: BBB+; Fitch: BBB+ |
|
| Joint Book-Running Managers: |
Banc
of America Securities LLC J.P. Morgan Securities Inc. Wachovia Capital Markets, LLC |
|
| Co-Managers: | ABN AMRO Incorporated Barclays Capital Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Daiwa Securities America Inc. Deutsche Bank Securities Inc. Goldman, Sachs & Co. Lazard Capital Markets LLC Lehman Brothers Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated The Royal Bank of Scotland plc UBS Securities LLC BNY Capital Markets, Inc. SunTrust Capital Markets, LLC |
|
| Junior Co-Managers: | Guzman & Company Samuel A. Ramirez & Co., Inc. The Williams Capital Group, L.P. Blaylock & Company Inc. Cabrera Capital Markets, Inc. Loop Capital Markets, LLC M.R. Beal & Company Muriel Siebert & Co., Inc. |
|
| Trade Date: | November 14, 2006 |
|
| Settlement Date: | November 17, 2006 (T+3) |
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| 5.875% Notes Due 2018 | ||
| Aggregate Principal: Amount: | $900,000,000 |
|
| Amount: | ||
| Maturity: | February 15, 2018 |
|
| Interest Rate: | 5.875% per annum, accruing from November
17, 2006 (calculated on the basis of a
360-day year consisting of twelve 30-day
months) |
|
| Interest Payment Dates: | February 15 and August 15 commencing
February 15, 2007 |
|
| Pricing Benchmark: | T 4.625% due November 15, 2016 |
|
| UST Spot (Yield): | 100-13 (4.574%) |
|
| Spread to Benchmark: | +132 bps |
|
| Yield to Maturity: | 5.894% |
|
| Makewhole Redemption: | The 5.875% Notes due 2018 are redeemable
at the option of the Company at any
time, in whole or in part, at a
redemption price equal to the greater of
(i) 100% of the principal amount of such
notes and (ii) the sum of the present
values of remaining scheduled payments
of principal and interest (exclusive of
interest accrued to the date of
redemption) discounted to the redemption
date on a semiannual basis at the
Treasury Rate plus 20 basis points, plus
in each case accrued interest thereon to
the date of redemption. |
|
| Additional Issuances: | An unlimited amount of additional 5.875%
Notes due 2018 may be issued. The
5.875% Notes due 2018 and any additional
5.875% Notes due 2018 that may be issued
will be treated as a single series for
all purposes under the indenture. |
|
| CUSIP Number: | 20030N AR 2 |
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| Public Offering Price: | 99.856% plus accrued interest, if any,
from November 17, 2006 |
|
| Gross Spread: | 0.45% |
|
| Net proceeds to Comcast, before expenses: | 99.406% per $1,000 principal amount of
Notes due 2018; $894,654,000 total |
|
| 6.45% Notes Due 2037 | ||
| Aggregate Principal: Amount: |
$600,000,000 |
|
| Maturity: | March 15, 2037 |
|
| Interest Rate: | 6.45% per annum, accruing from November
17, 2006 (calculated on the basis of a
360-day year consisting of twelve
30-day months) |
|
| Interest Payment Dates: | March 15 and September 15 commencing
March 15, 2007 |
|
| Pricing Benchmark: | T 4.50% due February 15, 2036 |
|
| UST Spot (Yield): | 97-11 (4.667%) |
|
| Spread to Benchmark: | +159 bps |
|
| Yield to Maturity: | 6.257% |
|
| Makewhole Redemption: | The 6.45% Notes due 2037 are redeemable
at the option of the Company at any
time, in whole or in part, at a
redemption price equal to the greater
of (i) 100% of the principal amount of
such notes and (ii) the sum of the
present values of remaining scheduled
payments of principal and interest
(exclusive of interest accrued to the
date of redemption) discounted to the
redemption date on a semiannual basis
at the Treasury Rate plus 25 basis
points, plus in each case accrued
interest thereon to the date of |
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redemption. |
||
| Additional Issuances: | An unlimited amount of additional 6.45%
Notes due 2037 may be issued. The
$1,250,000,000 aggregate principal
amount of 6.45% Notes due 2037 already
outstanding, the 6.45% Notes due 2037
offered hereby and any additional 6.45%
Notes due 2037 that may be issued will
be treated as a single series for all
purposes under the indenture. |
|
| CUSIP Number: | 20030N AM 3 |
|
| Public Offering Price: | 102.597% plus accrued interest from
September 16, 2006 |
|
| Gross Spread: | 0.875% |
|
| Net proceeds to Comcast, before expenses: | 101.722% per $1,000 principal amount of
Notes due 2037; $610,332,000 total |
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