Comcast (CMCSA) announced its intent to create a new publicly traded company comprised of a portfolio of NBCUniversal’s cable television networks, including USA Network, CNBC, MSNBC, Oxygen, E!, SYFY and Golf Channel along with digital assets including Fandango and Rotten Tomatoes, GolfNow and Sports Engine, through a tax-free spin-off. The independent company, or SpinCo, will have significant scale as a pure-play set of assets anchored by news, sports and entertainment content. SpinCo’s stable of brands will provide a content offering that will reach approximately 70M U.S. households. The planned spin-off will also position NBCUniversal with its 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. Mark Lazarus, current chairman of NBCUniversal Media Group, will serve as the company’s CEO, and Anand Kini, current CFO of NBCUniversal and EVP of corporate strategy at Comcast, as its CFO and COO. 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. Over the last twelve months ended September 30, SpinCo generated approximately $7B in revenue. SpinCo will have the same dual-class share structure as Comcast. While SpinCo will operate as an independent business, it will enter into a transition services agreement with NBCUniversal to allow SpinCo to operate from day one. 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.
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