Item 16. Form 10-K Summary
112K characters. Original on sec.gov · Markdown
Item 16. Form 10-K Summary
None.
| 120 | Comcast 2019 Annual Report on Form 10-K |
Signatures
Comcast
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized in Philadelphia, Pennsylvania on January 30, 2020.
| By: | /s/ BRIAN L. ROBERTS | ||
| Brian L. Roberts | |||
| Chairman and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ BRIAN L. ROBERTS | Chairman and Chief Executive Officer; Director (Principal Executive Officer) | January 30, 2020 | ||
| Brian L. Roberts | ||||
| /s/ MICHAEL J. CAVANAGH | Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer) | January 30, 2020 | ||
| Michael J. Cavanagh | ||||
| /s/ DANIEL C. MURDOCK | Senior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) | January 30, 2020 | ||
| Daniel C. Murdock | ||||
| /s/ KENNETH J. BACON | Director | January 30, 2020 | ||
| Kenneth J. Bacon | ||||
| /s/ MADELINE S. BELL | Director | January 30, 2020 | ||
| Madeline S. Bell | ||||
| /s/ SHELDON M. BONOVITZ | Director | January 30, 2020 | ||
| Sheldon M. Bonovitz | ||||
| /s/ EDWARD D. BREEN | Director | January 30, 2020 | ||
| Edward D. Breen | ||||
| /s/ GERALD L. HASSELL | Director | January 30, 2020 | ||
| Gerald L. Hassell | ||||
| /s/ JEFFREY A. HONICKMAN | Director | January 30, 2020 | ||
| Jeffrey A. Honickman | ||||
| /s/ MARITZA G. MONTIEL | Director | January 30, 2020 | ||
| Maritza G. Montiel | ||||
| /s/ ASUKA NAKAHARA | Director | January 30, 2020 | ||
| Asuka Nakahara | ||||
| /s/ DAVID C. NOVAK | Director | January 30, 2020 | ||
| David C. Novak | ||||
| Comcast 2019 Annual Report on Form 10-K | 121 |
NBCUniversal
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized in Philadelphia, Pennsylvania on January 30, 2020.
| NBCUNIVERSAL MEDIA, LLC | |||||
| By: NBCUNIVERSAL, LLC, its sole member | |||||
| By: | /s/ STEPHEN B. BURKE | ||||
| Stephen B. Burke | |||||
| Chairman |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ BRIAN L. ROBERTS | Principal Executive Officer of NBCUniversal Media, LLC | January 30, 2020 | ||
| Brian L. Roberts | ||||
| /s/ MICHAEL J. CAVANAGH | Principal Financial Officer of NBCUniversal Media, LLC; Director of NBCUniversal, LLC | January 30, 2020 | ||
| Michael J. Cavanagh | ||||
| /s/ THOMAS J. REID | Director of NBCUniversal, LLC | January 30, 2020 | ||
| Thomas J. Reid | ||||
| /s/ DAVID L. COHEN | Director of NBCUniversal, LLC | January 30, 2020 | ||
| David L. Cohen | ||||
| /s/ DANIEL C. MURDOCK | Principal Accounting Officer of NBCUniversal Media, LLC | January 30, 2020 | ||
| Daniel C. Murdock |
| 122 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC Financial Statements and Supplementary Data
| Comcast 2019 Annual Report on Form 10-K | 123 |
Report of Independent Registered Public Accounting Firm
To the Member of NBCUniversal Media, LLC
New York, New York
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of NBCUniversal Media, LLC and subsidiaries (the “Company”) as of December 31, 2019 and 2018, the related consolidated statements of income, comprehensive income, cash flows and changes in equity for each of the three years in the period ended December 31, 2019, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ Deloitte & Touche LLP
New York, New York
January 30, 2020
We have served as the Company’s auditor since 2011.
| 124 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Consolidated Statement of Income
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| Revenue | $ | 34,021 | $ | 35,895 | $ | 32,950 | |||||
| Costs and Expenses: | |||||||||||
| Programming and production | 14,462 | 16,330 | 14,276 | ||||||||
| Other operating and administrative | 8,123 | 7,980 | 7,687 | ||||||||
| Advertising, marketing and promotion | 2,681 | 2,952 | 2,806 | ||||||||
| Depreciation | 1,023 | 1,001 | 994 | ||||||||
| Amortization | 1,106 | 1,107 | 1,047 | ||||||||
| Other operating gains | — | (141 | ) | (337 | ) | ||||||
| Total costs and expenses | 27,395 | 29,229 | 26,473 | ||||||||
| Operating income | 6,626 | 6,666 | 6,477 | ||||||||
| Interest expense | (738 | ) | (489 | ) | (727 | ) | |||||
| Investment and other income (loss), net | 396 | (521 | ) | (144 | ) | ||||||
| Income before income taxes | 6,284 | 5,656 | 5,606 | ||||||||
| Income tax expense | (320 | ) | (351 | ) | (392 | ) | |||||
| Net income | 5,964 | 5,305 | 5,214 | ||||||||
| Less: Net income attributable to noncontrolling interests | 180 | 68 | 134 | ||||||||
| Net income attributable to NBCUniversal | $ | 5,784 | $ | 5,237 | $ | 5,080 |
See accompanying notes to consolidated financial statements.
| Comcast 2019 Annual Report on Form 10-K | 125 |
NBCUniversal Media, LLC
Consolidated Statement of Comprehensive Income
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| Net income | $ | 5,964 | $ | 5,305 | $ | 5,214 | |||||
| Unrealized gains (losses) on marketable securities, net | — | — | (233 | ) | |||||||
| Deferred gains (losses) on cash flow hedges, net | (5 | ) | 3 | (13 | ) | ||||||
| Employee benefit obligations, net | (53 | ) | 14 | 112 | |||||||
| Currency translation adjustments, net | 6 | (16 | ) | 189 | |||||||
| Comprehensive income | 5,912 | 5,306 | 5,269 | ||||||||
| Less: Net income attributable to noncontrolling interests | 180 | 68 | 134 | ||||||||
| Less: Other comprehensive income (loss) attributable to noncontrolling interests | (12 | ) | (41 | ) | 81 | ||||||
| Comprehensive income attributable to NBCUniversal | $ | 5,744 | $ | 5,279 | $ | 5,054 |
See accompanying notes to consolidated financial statements.
| 126 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Consolidated Statement of Cash Flows
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| Operating Activities | |||||||||||
| Net income | $ | 5,964 | $ | 5,305 | $ | 5,214 | |||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Depreciation, amortization and other operating gains | 2,129 | 1,967 | 1,704 | ||||||||
| Net (gain) loss on investment activity and other | 120 | 689 | 428 | ||||||||
| Deferred income taxes | (42 | ) | (39 | ) | 2 | ||||||
| Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: | |||||||||||
| Current and noncurrent receivables, net | 43 | (452 | ) | (594 | ) | ||||||
| Film and television costs, net | (911 | ) | 35 | (199 | ) | ||||||
| Accounts payable and accrued expenses related to trade creditors | (27 | ) | 57 | (43 | ) | ||||||
| Other operating assets and liabilities | (58 | ) | 341 | 564 | |||||||
| Net cash provided by operating activities | 7,218 | 7,903 | 7,076 | ||||||||
| Investing Activities | |||||||||||
| Capital expenditures | (2,072 | ) | (1,730 | ) | (1,502 | ) | |||||
| Cash paid for intangible assets | (285 | ) | (448 | ) | (295 | ) | |||||
| Note receivable from Comcast | (2,900 | ) | (2,054 | ) | — | ||||||
| Construction of Universal Beijing Resort | (1,116 | ) | (460 | ) | (71 | ) | |||||
| Acquisitions, net of cash acquired | (211 | ) | (80 | ) | (140 | ) | |||||
| Proceeds from sales of businesses and investments | 464 | 70 | 45 | ||||||||
| Purchases of investments | (1,024 | ) | (587 | ) | (490 | ) | |||||
| Other | 16 | (51 | ) | 586 | |||||||
| Net cash provided by (used in) investing activities | (7,128 | ) | (5,340 | ) | (1,867 | ) | |||||
| Financing Activities | |||||||||||
| Proceeds from borrowings | 791 | 692 | 3,948 | ||||||||
| Proceeds from collateralized obligation | 5,175 | — | — | ||||||||
| Repurchases and repayments of debt | (3,778 | ) | (438 | ) | (3,498 | ) | |||||
| Proceeds from (repayments of) borrowings from Comcast, net | (70 | ) | (1,777 | ) | (872 | ) | |||||
| Distributions to member | (2,113 | ) | (1,627 | ) | (1,968 | ) | |||||
| Distributions to noncontrolling interests | (242 | ) | (205 | ) | (209 | ) | |||||
| Purchase of Universal Studios Japan noncontrolling interests | — | — | (2,299 | ) | |||||||
| Other | 127 | (121 | ) | 79 | |||||||
| Net cash provided by (used in) financing activities | (110 | ) | (3,476 | ) | (4,819 | ) | |||||
| Increase (decrease) in cash, cash equivalents and restricted cash | (20 | ) | (913 | ) | 390 | ||||||
| Cash, cash equivalents and restricted cash, beginning of year | 1,464 | 2,377 | 1,987 | ||||||||
| Cash, cash equivalents and restricted cash, end of year | $ | 1,444 | $ | 1,464 | $ | 2,377 |
See accompanying notes to consolidated financial statements.
| Comcast 2019 Annual Report on Form 10-K | 127 |
NBCUniversal Media, LLC
Consolidated Balance Sheet
| December 31 (in millions) | 2019 | 2018 | |||||
| Assets | |||||||
| Current Assets: | |||||||
| Cash and cash equivalents | $ | 1,424 | $ | 1,444 | |||
| Receivables, net | 7,236 | 7,293 | |||||
| Programming rights | 1,545 | 1,323 | |||||
| Notes receivable from Comcast | 3,886 | 2,054 | |||||
| Other current assets | 1,274 | 1,133 | |||||
| Total current assets | 15,365 | 13,247 | |||||
| Film and television costs | 7,956 | 7,292 | |||||
| Investments | 1,560 | 1,680 | |||||
| Investment securing collateralized obligation | 694 | — | |||||
| Note receivable from Comcast | 1,069 | — | |||||
| Property and equipment, net | 15,751 | 13,189 | |||||
| Goodwill | 24,240 | 24,118 | |||||
| Intangible assets, net | 12,940 | 13,666 | |||||
| Other noncurrent assets, net | 3,473 | 1,822 | |||||
| Total assets | $ | 83,048 | $ | 75,014 | |||
| Liabilities and Equity | |||||||
| Current Liabilities: | |||||||
| Accounts payable and accrued expenses related to trade creditors | $ | 2,209 | $ | 1,933 | |||
| Accrued participations and residuals | 1,736 | 1,808 | |||||
| Program obligations | 917 | 965 | |||||
| Deferred revenue | 1,655 | 1,118 | |||||
| Accrued expenses and other current liabilities | 2,300 | 2,195 | |||||
| Notes payable to Comcast | 99 | 54 | |||||
| Current portion of long-term debt | 301 | 151 | |||||
| Total current liabilities | 9,217 | 8,224 | |||||
| Long-term debt, less current portion | 9,709 | 12,731 | |||||
| Collateralized obligation | 5,166 | — | |||||
| Accrued participations, residuals and program obligations | 1,570 | 1,712 | |||||
| Other noncurrent liabilities | 6,548 | 5,177 | |||||
| Commitments and contingencies (Note 14) | |||||||
| Redeemable noncontrolling interests | 452 | 389 | |||||
| Equity: | |||||||
| Member’s capital | 49,040 | 45,618 | |||||
| Accumulated other comprehensive income (loss) | 214 | 254 | |||||
| Total NBCUniversal member’s equity | 49,254 | 45,872 | |||||
| Noncontrolling interests | 1,132 | 909 | |||||
| Total equity | 50,386 | 46,781 | |||||
| Total liabilities and equity | $ | 83,048 | $ | 75,014 |
See accompanying notes to consolidated financial statements.
| 128 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Consolidated Statement of Changes in Equity
| (in millions) | 2019 | 2018 | 2017 | ||||||||
| Redeemable Noncontrolling Interests | |||||||||||
| Balance, beginning of year | $ | 389 | $ | 409 | $ | 530 | |||||
| Contributions from (distributions to) noncontrolling interests, net | (59 | ) | (52 | ) | (65 | ) | |||||
| Other | 4 | (4 | ) | (84 | ) | ||||||
| Net income (loss) | 118 | 36 | 28 | ||||||||
| Balance, end of year | $ | 452 | $ | 389 | $ | 409 | |||||
| Member’s Capital | |||||||||||
| Balance, beginning of year | $ | 45,618 | $ | 42,148 | $ | 38,894 | |||||
| Cumulative effects of adoption of accounting standards | — | (232 | ) | — | |||||||
| Distributions to member | (2,362 | ) | (1,627 | ) | (1,968 | ) | |||||
| Contributions from member | — | — | 662 | ||||||||
| Purchase of Universal Studios Japan noncontrolling interests | — | — | (704 | ) | |||||||
| Other | — | 92 | 184 | ||||||||
| Net income (loss) | 5,784 | 5,237 | 5,080 | ||||||||
| Balance, end of year | $ | 49,040 | $ | 45,618 | $ | 42,148 | |||||
| Accumulated Other Comprehensive Income (Loss) | |||||||||||
| Balance, beginning of year | $ | 254 | $ | (20 | ) | $ | (135 | ) | |||
| Cumulative effects of adoption of accounting standards | — | 232 | — | ||||||||
| Other comprehensive income (loss) | (40 | ) | 42 | (26 | ) | ||||||
| Purchase of Universal Studios Japan noncontrolling interests | — | — | 141 | ||||||||
| Balance, end of year | $ | 214 | $ | 254 | $ | (20 | ) | ||||
| Noncontrolling Interests | |||||||||||
| Balance, beginning of year | $ | 909 | $ | 913 | $ | 2,116 | |||||
| Contributions from (distributions to) noncontrolling interests, net | 189 | 299 | (120 | ) | |||||||
| Other comprehensive income (loss) | (12 | ) | (41 | ) | 81 | ||||||
| Purchase of Universal Studios Japan noncontrolling interests | — | — | (1,736 | ) | |||||||
| Other | (16 | ) | (294 | ) | 466 | ||||||
| Net income (loss) | 62 | 32 | 106 | ||||||||
| Balance, end of year | $ | 1,132 | $ | 909 | $ | 913 | |||||
| Total equity | $ | 50,386 | $ | 46,781 | $ | 43,041 |
See accompanying notes to consolidated financial statements.
| 129 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Notes to Consolidated Financial Statements
| Note 1: Basis of Presentation and Summary of Significant Accounting Policies |
Unless indicated otherwise, throughout these notes to the consolidated financial statements, we refer to NBCUniversal and its consolidated subsidiaries as “we,” “us” and “our.” We are one of the world’s leading media and entertainment companies that develops, produces and distributes entertainment, news and information, sports, and other content for global audiences, and owns and operates theme parks worldwide.
We present our operations as the following four reportable business segments: Cable Networks, Broadcast Television, Filmed Entertainment and Theme Parks. See Note 2 for additional information on our reportable business segments.
Basis of Presentation
The accompanying consolidated financial statements include all entities in which we have a controlling voting interest and variable interest entities (“VIEs”) required to be consolidated in accordance with generally accepted accounting principles in the United States (“GAAP”). Transactions between NBCUniversal and both Comcast and Comcast’s consolidated subsidiaries are reflected in these consolidated financial statements and disclosed as related party transactions when material.
We translate assets and liabilities of our foreign operations where the functional currency is the local currency, primarily the Japanese yen, euro, British pound and Chinese renminbi, into U.S. dollars at the exchange rate as of the balance sheet date and translate revenue and expenses using average monthly exchange rates. The related translation adjustments are recorded as a component of accumulated other comprehensive income (loss) in our consolidated balance sheet. Any foreign currency transaction gains or losses are included in our consolidated statement of income.
Accounting Policies
Our consolidated financial statements are prepared in accordance with GAAP, which require us to select accounting policies, including in certain cases industry-specific policies, and make estimates that affect the reported amount of assets, liabilities, revenue and expenses, and the related disclosure of contingent assets and contingent liabilities. Actual results could differ from these estimates. We believe that the judgments and related estimates for the following items are critical in the preparation of our consolidated financial statements:
| • | film and television costs (see Note 4) |
| • | valuation and impairment testing of goodwill and intangible assets (see Note 11) |
In addition, the following accounting policy is specific to the industries in which we operate:
| • | capitalization and amortization of film and television costs (see Note 4) |
Information on other accounting policies and methods that we use in the preparation of our consolidated financial statements are included, where applicable, in their respective footnotes that follow. The collateralized obligation related to our investment in Hulu, LLC (“Hulu”) is discussed in Note 9 and our other long-term debt is discussed in Note 6. Below is a discussion of accounting policies and methods used in our consolidated financial statements that are not presented within other footnotes.
Advertising Expenses
Advertising costs are expensed as incurred.
Derivative Financial Instruments
We use derivative financial instruments to manage our exposure to the risks associated with fluctuations in foreign exchange rates and interest rates. Our objective is to manage the financial and operational exposure arising from these risks by offsetting gains and losses on the underlying exposures with gains and losses on the derivatives used to economically hedge them.
Our derivative financial instruments are recorded in our consolidated balance sheet at fair value. The impact of our derivative financial instruments on our consolidated financial statements was not material in any of the periods presented.
Fair Value Measurements
The accounting guidance related to fair value measurements establishes a hierarchy based on the types of inputs used for the various valuation techniques. The levels of the hierarchy are described below.
| 130 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
| • | Level 1: Values are determined using quoted market prices for identical financial instruments in an active market |
| • | Level 2: Values are determined using quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets |
| • | Level 3: Values are determined using models that use significant inputs that are primarily unobservable, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation |
We use these levels of hierarchy to measure the fair value of certain financial instruments on a recurring basis, such as for investments; on a non-recurring basis, such as for acquisitions and impairment testing; for disclosure purposes, such as for long-term debt; and for other applications, as discussed in their respective footnotes. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation and classification within the fair value hierarchy.
| Note 2: Segment Information |
Cable Networks consists primarily of our national cable networks that provide a variety of entertainment, news and information, and sports content; our regional sports and news networks; our international cable networks; our cable television studio production operations; and various digital properties.
Broadcast Television consists primarily of the NBC and Telemundo broadcast networks, our NBC and Telemundo owned local broadcast television stations, the NBC Universo national cable network, our broadcast television studio production operations, and various digital properties.
Filmed Entertainment consists primarily of the operations of Universal Pictures, which produces, acquires, markets and distributes filmed entertainment worldwide; our films are also produced under the Illumination, DreamWorks Animation and Focus Features names.
Theme Parks consists primarily of our Universal theme parks in Orlando, Florida; Hollywood, California; and Osaka, Japan. In addition, we are developing a theme park in Beijing, China along with a consortium of Chinese state-owned companies, and an additional theme park in Orlando, Florida.
We use Adjusted EBITDA to evaluate the profitability of our operating segments and the components of net income attributable to NBCUniversal excluded from Adjusted EBITDA are not separately evaluated. We do not present a measure of total assets for our reportable business segments as this information is not used by management to allocate resources and capital. Our financial data by business segment is presented in the tables below.
| (in millions) | Revenue | Adjusted EBITDA(c) | Depreciation and Amortization | Capital Expenditures | Cash Paid for Intangible Assets | ||||||||||
| 2019 | |||||||||||||||
| Cable Networks | $ | 11,513 | $ | 4,444 | $ | 735 | $ | 41 | $ | 17 | |||||
| Broadcast Television | 10,261 | 1,730 | 157 | 161 | 15 | ||||||||||
| Filmed Entertainment | 6,493 | 833 | 79 | 21 | 22 | ||||||||||
| Theme Parks | 5,933 | 2,455 | 696 | 1,605 | 60 | ||||||||||
| Headquarters and Other(a) | 142 | (706 | ) | 462 | 244 | 171 | |||||||||
| Eliminations(b) | (321 | ) | (1 | ) | — | — | — | ||||||||
| Total | $ | 34,021 | $ | 8,755 | $ | 2,129 | $ | 2,072 | $ | 285 |
| Comcast 2019 Annual Report on Form 10-K | 131 |
NBCUniversal Media, LLC
| (in millions) | Revenue | Adjusted EBITDA(c) | Depreciation and Amortization | Capital Expenditures | Cash Paid for Intangible Assets | ||||||||||
| 2018 | |||||||||||||||
| Cable Networks(d) | $ | 11,773 | $ | 4,428 | $ | 738 | $ | 42 | $ | 23 | |||||
| Broadcast Television(d) | 11,439 | 1,657 | 146 | 204 | 81 | ||||||||||
| Filmed Entertainment | 7,152 | 734 | 145 | 35 | 25 | ||||||||||
| Theme Parks | 5,683 | 2,455 | 660 | 1,143 | 173 | ||||||||||
| Headquarters and Other(a) | 212 | (645 | ) | 419 | 306 | 146 | |||||||||
| Eliminations(b)(d) | (364 | ) | 4 | — | — | — | |||||||||
| Total | $ | 35,895 | $ | 8,633 | $ | 2,108 | $ | 1,730 | $ | 448 |
| (in millions) | Revenue | Adjusted EBITDA(c) | Depreciation and Amortization | Capital Expenditures | Cash Paid for Intangible Assets | ||||||||||
| 2017 | |||||||||||||||
| Cable Networks | $ | 10,497 | $ | 4,053 | $ | 755 | $ | 33 | $ | 19 | |||||
| Broadcast Television | 9,563 | 1,251 | 133 | 180 | 22 | ||||||||||
| Filmed Entertainment | 7,595 | 1,276 | 109 | 58 | 23 | ||||||||||
| Theme Parks | 5,443 | 2,384 | 648 | 960 | 78 | ||||||||||
| Headquarters and Other(a) | 179 | (779 | ) | 396 | 271 | 153 | |||||||||
| Eliminations(b) | (327 | ) | (4 | ) | — | — | — | ||||||||
| Total | $ | 32,950 | $ | 8,181 | $ | 2,041 | $ | 1,502 | $ | 295 |
| (a) | Headquarters and Other activities include costs associated with overhead, allocations, personnel costs and headquarter initiatives. |
| (b) | Included in Eliminations are transactions that our segments enter into with one another, which consisted primarily of the licensing of film and television content from Filmed Entertainment and Broadcast Television to Cable Networks; for segment reporting, this revenue is recognized as the programming rights asset for the licensed content is amortized based on third-party revenue. |
| (c) | We use Adjusted EBITDA as the measure of profit or loss for our operating segments. Adjusted EBITDA is defined as net income attributable to NBCUniversal before net income (loss) attributable to noncontrolling interests, investment and other income (loss), net, interest expense, depreciation and amortization expense, and other operating gains and losses (such as impairment charges related to fixed and intangible assets and gains or losses on the sale of long-lived assets), if any. From time to time we may exclude from Adjusted EBITDA the impact of certain events, gains, losses or other charges (such as significant legal settlements) that affect the period-to-period comparability of our operating performance. Our reconciliation of the aggregate amount of Adjusted EBITDA for our reportable segments to consolidated income before income taxes is presented in the table below. |
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||
| Adjusted EBITDA | $ | 8,755 | $ | 8,633 | $ | 8,181 | |||
| Depreciation | (1,023 | ) | (1,001 | ) | (994 | ) | |||
| Amortization | (1,106 | ) | (1,107 | ) | (1,047 | ) | |||
| Other operating gains | — | 141 | 337 | ||||||
| Interest expense | (738 | ) | (489 | ) | (727 | ) | |||
| Investment and other income (loss), net | 396 | (521 | ) | (144 | ) | ||||
| Income before income taxes | $ | 6,284 | $ | 5,656 | $ | 5,606 |
| (d) | The revenue and operating costs and expenses associated with our broadcast of the 2018 PyeongChang Olympics were reported in Cable Networks and Broadcast Television. The revenue and operating costs and expenses associated with our broadcast of the 2018 Super Bowl were reported in Broadcast Television. Included in Eliminations are transactions relating to these events that Broadcast Television and Cable Networks enter into with other segments. |
| 132 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
| Note 3: Revenue |
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| Distribution | $ | 6,790 | $ | 6,826 | $ | 6,081 | |||||
| Advertising | 3,478 | 3,587 | 3,359 | ||||||||
| Content licensing and other | 1,245 | 1,360 | 1,057 | ||||||||
| Total Cable Networks | 11,513 | 11,773 | 10,497 | ||||||||
| Advertising | 5,712 | 7,010 | 5,654 | ||||||||
| Content licensing | 2,157 | 2,182 | 2,114 | ||||||||
| Distribution and other | 2,392 | 2,247 | 1,795 | ||||||||
| Total Broadcast Television | 10,261 | 11,439 | 9,563 | ||||||||
| Theatrical | 1,469 | 2,111 | 2,192 | ||||||||
| Content licensing | 3,045 | 2,899 | 2,956 | ||||||||
| Home entertainment | 957 | 1,048 | 1,287 | ||||||||
| Other | 1,022 | 1,094 | 1,160 | ||||||||
| Total Filmed Entertainment | 6,493 | 7,152 | 7,595 | ||||||||
| Total Theme Parks | 5,933 | 5,683 | 5,443 | ||||||||
| Headquarters and Other | 142 | 212 | 179 | ||||||||
| Eliminations(a) | (321 | ) | (364 | ) | (327 | ) | |||||
| Total NBCUniversal | $ | 34,021 | $ | 35,895 | $ | 32,950 |
| (a) | Included in Eliminations are transactions that our segments enter into with one another. See Note 2 for a description of these transactions. |
We operate primarily in the United States, but also in select international markets primarily in Europe and Asia. The table below summarizes revenue by geographic location.
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| United States | $ | 27,002 | $ | 28,309 | $ | 25,303 | |||||
| Foreign | 7,019 | 7,586 | 7,647 | ||||||||
| Total revenue | $ | 34,021 | $ | 35,895 | $ | 32,950 |
Distribution
Cable Networks generates revenue from the distribution of our cable network programming to traditional and virtual multichannel video providers. Broadcast Television generates revenue from the fees received under retransmission consent agreements and associated fees received from NBC-affiliated local broadcast television stations.
These arrangements are accounted for as licenses of functional intellectual property and revenue is recognized as programming is provided on a monthly basis, generally under multiyear agreements. Monthly fees received under distribution agreements with multichannel video providers are generally based on the number of subscribers. Payment terms and conditions vary by contract type, although terms generally include payment within 60 days.
Advertising
Cable Networks and Broadcast Television generate revenue from the sale of advertising on our cable and broadcast networks, our owned local broadcast television stations and various digital properties.
We enter into advertising arrangements with customers and have determined that a contract exists once all terms and conditions are agreed upon, typically when the number of advertising units is specifically identified and the timing of airing is scheduled. Advertisements are generally aired or viewed within one year once all terms are agreed upon. Revenue is recognized, net of agency commissions, in the period in which advertisements are aired or viewed and payment occurs thereafter, with payment generally required within 30 days. In some instances, we guarantee audience ratings for the advertisements. To the extent there is a shortfall in contracts where the ratings were guaranteed, a portion of the revenue is deferred until the shortfall is settled, typically by providing additional advertising units generally within one year of the original airing.
| Comcast 2019 Annual Report on Form 10-K | 133 |
NBCUniversal Media, LLC
Theatrical
Filmed Entertainment generates revenue from the worldwide theatrical release of produced and acquired films for exhibition in movie theaters. Theatrical revenue is affected by the timing, nature and number of films released in movie theaters and their acceptance by audiences. It is also affected by the number of exhibition screens, ticket prices, the percentage of ticket sale retention by the exhibitors and the popularity of competing films at the time when films are released. We recognize revenue as the films are viewed and exhibited in theaters and payment generally occurs within 30 days after exhibition.
Content Licensing
Cable Networks, Broadcast Television and Filmed Entertainment generate revenue from the licensing of our owned film and television content in the United States and internationally to cable, broadcast and premium networks and subscription video on demand services. Our agreements generally include fixed pricing and span multiple years. For example, following a film’s theatrical release, Filmed Entertainment may license the exhibition rights of a film to different customers over multiple successive distribution windows.
We recognize revenue when the content is delivered and available for use by the licensee. When the term of an existing agreement is renewed or extended, we recognize revenue at the later of when the content is available or when the renewal or extension period begins. Payment terms and conditions vary by contract type, although payments are generally collected over the license term. The amount of future revenue to be earned related to fixed pricing under existing agreements at any given time equals approximately 1 to 2 years of annual Filmed Entertainment content licensing revenue, which is the segment with the largest portion of this future revenue. The majority of this revenue will be recognized within 2 years. This amount may fluctuate from period to period depending on the timing of the releases and the availability of content under existing agreements and may not represent the total revenue expected to be recognized as it does not include revenue from future agreements or from variable pricing or optional purchases under existing agreements.
For our agreements that include variable pricing, such as pricing based on the number of subscribers to a subscription video on demand service sold by our customers, we generally recognize revenue as our customers sell to their subscribers.
Home Entertainment
Filmed Entertainment generates revenue from the sale of our produced and acquired films on standard-definition digital video discs and Blu-ray discs (together, “DVDs”) and through digital distribution services. Cable Networks and Broadcast Television also generate revenue from the sale of owned programming on DVDs and through digital distribution services, which is reported in other revenue. We generally recognize revenue from DVD sales, net of estimated returns and customer incentives, on the date that DVDs are delivered to and made available for sale by retailers. Payment terms generally include payment within 60 to 90 days from delivery to the retailer.
Theme Parks
Theme Parks generates revenue primarily from guest spending at our Universal theme parks in Orlando, Florida; Hollywood, California; and Osaka, Japan. Guest spending includes ticket sales and in-park spending on food, beverages and merchandise. We recognize revenue from ticket sales when the tickets are used, generally within a year from the date of purchase. For annual passes, we generally recognize revenue on a straight-line basis over the period the pass is available to be used. We recognize revenue from in-park spending at the point of sale.
Consolidated Balance Sheet
The following tables summarize our accounts receivable and other balances that are not separately presented in our consolidated balance sheet that relate to the recognition of revenue and collection of the related cash.
| December 31 (in millions) | 2019 | 2018 | |||||
| Receivables, gross | $ | 7,336 | $ | 7,392 | |||
| Less: Allowance for doubtful accounts | 100 | 99 | |||||
| Receivables, net | $ | 7,236 | $ | 7,293 |
| December 31 (in millions) | 2019 | 2018 | |||||
| Noncurrent receivables (included in other noncurrent assets, net) | $ | 1,146 | $ | 1,180 | |||
| Noncurrent deferred revenue (included in other noncurrent liabilities) | $ | 394 | $ | 481 |
| 134 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
| Note 4: Film and Television Costs |
| December 31 (in millions) | 2019 | 2018 | ||||
| Film Costs: | ||||||
| Released, less amortization | $ | 1,546 | $ | 1,600 | ||
| Completed, not released | 187 | 144 | ||||
| In production and in development | 1,314 | 1,063 | ||||
| 3,047 | 2,807 | |||||
| Television Costs: | ||||||
| Released, less amortization | 2,706 | 2,161 | ||||
| In production and in development | 1,162 | 953 | ||||
| 3,868 | 3,114 | |||||
| Programming rights, less amortization | 2,586 | 2,694 | ||||
| 9,501 | 8,615 | |||||
| Less: Current portion of programming rights | 1,545 | 1,323 | ||||
| Film and television costs | $ | 7,956 | $ | 7,292 |
Based on our current estimates of the total remaining revenue from all sources (“ultimate revenue”), in 2020 we expect to amortize approximately $1.9 billion of film and television costs associated with our original film and television productions that have been released, or are completed and have not been released. Through 2022, we expect to amortize approximately 88% of unamortized film and television costs for our released productions, excluding amounts allocated to acquired libraries.
As of December 31, 2019, acquired film and television libraries, which are included within the “released, less amortization” captions in the table above, had remaining unamortized costs of $328 million. These costs are generally amortized over a period not to exceed 20 years, and approximately 47% of these costs are expected to be amortized through 2022.
Capitalization of Film and Television Costs
We capitalize film and television production costs, including direct costs, production overhead, print costs, development costs and interest. We amortize capitalized film and television production costs, including acquired libraries, and accrue costs associated with participation and residual payments to programming and production expenses. We generally record the amortization and the accrued costs using the individual film forecast computation method, which amortizes the costs in the same ratio as the associated ultimate revenue. Estimates of ultimate revenue and total costs are based on anticipated release patterns, public acceptance and historical results for similar productions. Unamortized film and television production costs, including acquired libraries, are stated at the lower of unamortized cost or fair value. We do not capitalize costs related to the distribution of a film in movie theaters or the licensing or sale of a film or television production, which primarily include costs associated with marketing and distribution.
In determining the method of amortization and estimated life of an acquired film or television library, we generally use the method and the life that most closely follow the undiscounted cash flows over the estimated life of the asset.
When an event or a change in circumstance occurs that was known or knowable as of the balance sheet date and that indicates the fair value of a film is less than its unamortized costs, we determine the fair value of the film and record an impairment charge for the amount by which the unamortized capitalized costs exceed the film’s fair value. The estimated fair value of a production is based on level 3 inputs that primarily use an analysis of future expected cash flows. Adjustments to capitalized film production costs were not material in any of the periods presented.
We may enter into cofinancing arrangements with third parties to jointly finance or distribute certain of our film productions. Cofinancing arrangements can take various forms, but in most cases involve the grant of an economic interest in a film to an investor. The number of investors and the terms of these arrangements can vary, although investors generally assume the full risks and rewards for the portion of the film acquired in these arrangements. We account for the proceeds received from a third-party investor under these arrangements as a reduction to our capitalized film costs. Under these arrangements, the investor owns an undivided copyright interest in the film, and therefore in each period we record either a charge or a benefit to programming and production expenses to reflect the estimate of the third-party investor’s interest in the profit or loss of the film. The estimate of the third-party investor’s interest in the profit or loss of a film is determined using the ratio of actual revenue earned to date to the ultimate revenue expected to be recognized over the film’s useful life.
We capitalize the costs of programming rights for content that we license but do not own at the earlier of when payments are made for the programming or when the license period begins and the content is made available for use. We amortize capitalized programming costs as the associated programs are broadcast. We recognize the costs of multiyear, live-event sports programming rights as the rights are utilized over the contract term based on estimated relative value. Estimated relative value is generally based
| Comcast 2019 Annual Report on Form 10-K | 135 |
NBCUniversal Media, LLC
on the ratio of the current period revenue to the estimated ultimate revenue or the terms of the contract. Advance payments for rights to multiyear, live-event sports programming are included in programming rights.
Programming costs are recorded at the lower of unamortized cost or net realizable value on a program by program, package, channel or daypart basis. A daypart is an aggregation of programs broadcast during a particular time of day or programs of a similar type. Programming acquired by Cable Networks is primarily tested on a channel basis for impairment, whereas programming acquired by Broadcast Television is tested on a daypart basis. If we determine that the estimates of future cash flows are insufficient or if there is no plan to broadcast certain programming, we recognize an impairment charge to programming and production expenses.
| Note 5: Income Taxes |
| Components of Income Tax Expense | |||||||||
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||
| Foreign | |||||||||
| Current income tax expense | $ | (184 | ) | $ | (230 | ) | $ | (201 | ) |
| Deferred income tax expense | 44 | 31 | 7 | ||||||
| Withholding tax expense | (145 | ) | (163 | ) | (187 | ) | |||
| U.S. domestic tax expense | (35 | ) | 11 | (11 | ) | ||||
| Income tax expense | $ | (320 | ) | $ | (351 | ) | $ | (392 | ) |
We are a limited liability company and are disregarded for U.S. federal income tax purposes as an entity separate from NBCUniversal Holdings, a tax partnership. For U.S. federal and state income tax purposes, our income is included in tax returns filed by Comcast and its subsidiaries, and therefore we are not expected to incur any significant current or deferred U.S. domestic income taxes. Our tax liability is comprised primarily of withholding tax on foreign licensing activity and income taxes on foreign earnings. As a result of our tax status, the deferred tax assets and liabilities included in our consolidated balance sheet at December 31, 2019 and 2018 were not material.
In jurisdictions in which we are subject to income taxes, we base our provision for income taxes on our current period income, changes in our deferred income tax assets and liabilities, income tax rates, changes in estimates of our uncertain tax positions, and tax planning opportunities available in the jurisdictions in which we operate. We recognize deferred tax assets and liabilities when there are temporary differences between the financial reporting basis and tax basis of our assets and liabilities and for the expected benefits of using net operating loss carryforwards. When a change in the tax rate or tax law has an impact on deferred taxes, we apply the change based on the years in which the temporary differences are expected to reverse. We record the change in our consolidated financial statements in the period of enactment.
The liabilities for uncertain tax positions included in our consolidated balance sheet were not material as of December 31, 2019 and 2018. Various domestic and foreign tax authorities are examining our tax returns through tax year 2017. The majority of the periods under examination relate to tax years 2010 and forward.
| 136 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
| Note 6: Long-Term Debt |
| Long-Term Debt Outstanding | |||||||||
| December 31 (in millions) | Weighted-Average Interest Rate as of December 31, 2019 | 2019**(a)** | 2018(a) | ||||||
| Term loans | 2.04 | % | $ | 3,740 | $ | 4,122 | |||
| Senior notes with maturities of 5 years or less, at face value | 3.88 | % | 3,000 | 5,000 | |||||
| Senior notes with maturities between 5 and 10 years, at face value | — | — | — | ||||||
| Senior notes with maturities greater than 10 years, at face value | 5.50 | % | 2,759 | 2,759 | |||||
| Notes due 2049 to Comcast | — | — | 610 | ||||||
| Other, including capital lease obligations | — | 544 | 427 | ||||||
| Debt issuance costs, premiums and discounts, net | — | (33 | ) | (36 | ) | ||||
| Total debt | 3.59 | % | 10,010 | 12,882 | |||||
| Less: Current portion | 301 | 151 | |||||||
| Long-term debt | $ | 9,709 | $ | 12,731 |
| (a) | As of December 31, 2019, included in our outstanding debt were foreign currency denominated borrowings with principal amounts of ¥284 billion and ¥9 billion RMB. As of December 31, 2018, included in our outstanding debt were foreign currency denominated borrowings with principal amounts of ¥400 billion and ¥4 billion RMB. |
As of December 31, 2019 and 2018, our debt, excluding our revolving credit agreement with Comcast, had an estimated fair value of $11.0 billion and $13.2 billion, respectively. The estimated fair value of our publicly traded debt was primarily based on level 1 inputs that use quoted market value for the debt. The estimated fair value of debt for which there are no quoted market prices was based on level 2 inputs that use interest rates available to us for debt with similar terms and remaining maturities.
| Principal Maturities of Debt | |||
| (in millions) | |||
| 2020 | $ | 303 | |
| 2021 | $ | 2,383 | |
| 2022 | $ | 2,031 | |
| 2023 | $ | 1,021 | |
| 2024 | $ | 15 | |
| Thereafter | $ | 4,290 |
Guarantee Structure
We, Comcast and a 100% owned cable holding company subsidiary of Comcast (“CCCL Parent”) fully and unconditionally guarantee each other’s debt securities, including the $7.6 billion Comcast revolving credit facility due 2022. As of December 31, 2019, $82.5 billion principal amount of outstanding debt securities of Comcast and CCCL Parent were subject to the cross-guarantee structure.
We do not, however, guarantee the obligations of NBCUniversal Enterprise with respect to its $1.5 billion outstanding debt securities, including its senior notes, revolving credit facility, commercial paper program nor its $725 million liquidation preference of Series A cumulative preferred stock.
The Universal Studios Japan term loans are not subject to the cross-guarantee structure, however they have a separate guarantee from Comcast.
The Universal Beijing Resort term loan is not guaranteed.
| Comcast 2019 Annual Report on Form 10-K | 137 |
NBCUniversal Media, LLC
| Note 7: Significant Transactions |
2018
Universal Beijing Resort
In 2018, we entered into an agreement with a consortium of Chinese state-owned companies to build and operate a Universal theme park and resort in Beijing, China (“Universal Beijing Resort”). We own a 30% interest in Universal Beijing Resort and the construction is being funded through a combination of debt financing and equity contributions from the investors in accordance with their equity interests. The debt financing, which is being provided by a syndicate of Chinese financial institutions, contains certain financial and operating covenants and a maximum borrowing limit of ¥26.6 billion RMB (approximately $3.8 billion). The debt financing is secured by the assets of Universal Beijing Resort and the equity interests of the investors. As of December 31, 2019, Universal Beijing Resort had $1.3 billion principal amount of a term loan outstanding under the debt financing agreement.
We have concluded that Universal Beijing Resort is a variable interest entity based on its governance structure, and we consolidate it because we have the power to direct activities that most significantly impact its economic performance. There are no liquidity arrangements, guarantees or other financial commitments between us and Universal Beijing Resort, and therefore our maximum risk of financial loss is our 30% interest. Universal Beijing Resort’s results of operations are reported in our Theme Parks segment. Our consolidated statement of cash flows includes the costs of construction and related borrowings in the “construction of Universal Beijing Resort” and “proceeds from borrowings” captions, respectively, and equity contributions from the noncontrolling interests are included in other financing activities.
In March 2018, Universal Beijing Resort received initial equity investments through a combination of cash and noncash contributions from the investors. As of December 31, 2019, our consolidated balance sheet included assets, primarily property and equipment, and liabilities, including the term loan, of Universal Beijing Resort totaling $3.0 billion and $2.1 billion, respectively.
2017
FCC Spectrum Auction
On April 13, 2017, the Federal Communications Commission announced the results of its spectrum auction. In the auction, we relinquished our spectrum rights in the New York, Philadelphia and Chicago designated market areas (“DMAs”) where NBC and Telemundo had overlapping spectrum. We received proceeds of $482 million in July 2017, which were recorded in other investing activities in our consolidated statement of cash flows. We recognized a pretax gain of $337 million in other operating gains in 2017. NBC and Telemundo stations share broadcast signals in these DMAs.
Universal Studios Japan
On April 6, 2017, we acquired the remaining interests in Universal Studios Japan that we did not already own for $2.3 billion. The acquisition was funded through borrowings under our revolving credit agreement with Comcast. Because we maintained control of Universal Studios Japan, the difference between the consideration transferred and the recorded value of the noncontrolling interests, as well as the related accumulated other comprehensive income impacts, were recorded to additional paid-in capital.
| Note 8: Recent Accounting Pronouncements |
Leases
In February 2016, the FASB updated the accounting guidance related to leases. The most significant change in the updated accounting guidance requires lessees to recognize lease assets and liabilities on the balance sheet for all operating leases with the exception of short-term leases. The standard also expands the disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. For a lessee, the recognition, measurement and presentation of expenses and cash flows arising from a lease did not significantly change from previous guidance. We adopted the updated guidance on January 1, 2019 on a prospective basis and as a result, prior period amounts were not adjusted to reflect the impacts of the updated guidance. In addition, as permitted under the transition guidance within the new standard, prior scoping and classification conclusions were carried forward for leases existing as of the adoption date.
Upon adoption, we recorded $1.7 billion and $1.8 billion for operating lease assets and liabilities, respectively, which includes the impact of fair value adjustments, prepaid and deferred rent and lease incentives. The adoption of the updated accounting guidance did not significantly impact our recognition of finance leases, which were previously described as capital leases. As of the date of adoption, our liabilities for finance leases were $332 million which were recorded in long-term debt, and the related assets were recorded in property and equipment, net. Our finance leases were not considered material for further disclosure. The adoption of the new accounting guidance did not have a material impact on our consolidated results of operations or cash flows. See Note 14 for further information.
| 138 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Film and Television Costs
In March 2019, the FASB updated the accounting guidance related to film and television costs. The updated guidance aligns the accounting for production costs of episodic television series with those of films, allowing for costs to be capitalized in excess of amounts of revenue contracted for each episode. The updated guidance also updates certain presentation and disclosure requirements for capitalized film and television costs and requires impairment testing to be performed at a group level for capitalized film and television costs when the content is predominantly monetized with other owned or licensed content. We will adopt the updated accounting guidance prospectively in the first quarter of 2020. Following adoption, we will present all film and television costs, including capitalized costs of acquired programming rights, as noncurrent assets in the consolidated balance sheet. We do not expect the updated accounting guidance to have a material impact on our consolidated results of operations or financial position.
Credit Losses
In June 2016, the FASB updated the accounting guidance related to the measurement of credit losses on financial instruments, including trade receivables and loans. The updated guidance requires the recognition of credit losses on financial instruments based on an estimate of expected losses, replacing the incurred loss model in the prior guidance. We will adopt the updated accounting guidance prospectively in the first quarter of 2020. We do not expect the updated accounting guidance to have a material impact on our consolidated results of operations or financial position.
| Note 9: Investments |
| Investment and Other Income (Loss), Net | |||||||||||
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| Equity in net income (losses) of investees, net | $ | (402 | ) | $ | (371 | ) | $ | (201 | ) | ||
| Realized and unrealized gains (losses) on equity securities, net | 466 | (217 | ) | — | |||||||
| Other income (loss), net | 332 | 67 | 57 | ||||||||
| Investment and other income (loss), net | $ | 396 | $ | (521 | ) | $ | (144 | ) |
| Investments | |||||||
| December 31 (in millions) | 2019 | 2018 | |||||
| Equity method | $ | 1,156 | $ | 707 | |||
| Marketable equity securities | 295 | 162 | |||||
| Nonmarketable equity securities | 804 | 811 | |||||
| Total investments | 2,255 | 1,680 | |||||
| Less: Current investments | 1 | — | |||||
| Less: Investment securing collateralized obligation | 694 | — | |||||
| Noncurrent investments | $ | 1,560 | $ | 1,680 |
Equity Method
We use the equity method to account for investments in which we have the ability to exercise significant influence over the investee’s operating and financial policies, or in which we hold a partnership or limited liability company interest in an entity with specific ownership accounts, unless we have virtually no influence over the investee’s operating and financial policies. Equity method investments are recorded at cost and are adjusted to recognize (1) our share, based on percentage ownership or other contractual basis, of the investee’s net income or loss after the date of investment, (2) amortization of the recorded investment that exceeds our share of the book value of the investee’s net assets, (3) additional contributions made and dividends received, and (4) impairments resulting from other-than-temporary declines in fair value. For some investments, we record our share of the investee’s net income or loss one quarter in arrears due to the timing of our receipt of such information. Gains or losses on the sale of equity method investments are recorded to other income (loss), net. If an equity method investee were to issue additional securities that would change our proportionate share of the entity, we would recognize the change, if any, as a gain or loss to other income (loss), net.
Hulu and Collateralized Obligation
In May 2019, we entered into a series of agreements (the “Hulu Transaction”) with The Walt Disney Company and certain of its subsidiaries (“Disney”), whereby we relinquished our board seats and substantially all voting rights associated with our investment in Hulu, and Disney assumed full operational control. We also acquired our proportionate share of the approximate 10% interest in Hulu previously held by AT&T Inc. (“AT&T”) for approximately $477 million, increasing our ownership interest to approximately 33% from approximately 30%.
| Comcast 2019 Annual Report on Form 10-K | 139 |
NBCUniversal Media, LLC
Following the Hulu Transaction, future capital calls are limited to $1.5 billion in the aggregate each year, with any excess funding requirements funded with member loans. We have the right, but not the obligation, to fund our proportionate share of these capital calls, and if we elect not to fund our share of future equity capital calls, our ownership interest will be diluted, subject to an ownership floor of 21%. The Hulu Transaction agreements include put and call provisions regarding our ownership interest in Hulu, pursuant to which, as early as January 2024, we can require Disney to buy, and Disney can require us to sell our interest, in either case, for fair value at that future time subject to a minimum equity value of $27.5 billion for 100% of the equity of Hulu. The minimum total equity value and ownership floor guarantee minimum proceeds of approximately $5.8 billion upon exercise of the put or call.
In connection with the Hulu Transaction, we agreed to extend certain licenses of NBCUniversal content until late 2024. We can terminate most of our content license agreements with Hulu beginning in 2022, and beginning in 2020, we have the right to modify certain content licenses that are currently exclusive to Hulu, so that we can exhibit the content on our platforms in return for reducing the license fee.
In August 2019, we entered into a financing arrangement with a syndicate of banks whereby we received proceeds of $5.2 billion under a term loan facility due March 2024. The principal amount of the term loan is secured by the proceeds guaranteed by Disney under the put/call provisions related to our investment in Hulu. The proceeds from the put/call provisions are available only for the repayment of the term loan and are not available to us unless and until the bank lenders are fully paid under the term loan provisions. The bank lenders have no rights to proceeds from the put/call provisions in excess of amounts owed under the term loan. As a result of this transaction, we now present our investment in Hulu and the term loan separately in our consolidated balance sheet in the captions “investment securing collateralized obligation” and “collateralized obligation”, respectively. The recorded value of our investment reflects our historical cost in applying the equity method, and as a result, is less than its fair value. As of December 31, 2019, our collateralized obligation had a carrying value of $5.2 billion and an estimated fair value of $5.2 billion. The estimated fair value was based on level 2 inputs that use interest rates for debt with similar terms and remaining maturities.
We account for our investment using the equity method. In 2019, 2018 and 2017, we recognized losses of $473 million, $454 million and $276 million, respectively, in equity in net income (losses) of investees, net. In 2019, 2018 and 2017, we made cash capital contributions totaling $903 million, inclusive of the funding for the acquisition of the AT&T interest, $454 million and $300 million, respectively, to Hulu. As of December 31, 2019 and 2018, our investment was $694 million and $248 million, respectively.
In August 2016, Time Warner Inc., which was acquired by AT&T in 2018, acquired a 10% interest in Hulu, diluting our interest at that time from approximately 33% to approximately 30%. Given the contingent nature of put and call options related to that interest, we recorded a deferred gain as a result of the dilution. In the first quarter of 2019, the put and call options expired unexercised and we recognized the previously deferred gain of $159 million in other income (loss), net.
Marketable Equity Securities
We classify investments with readily determinable fair values that are not accounted for under the equity method as marketable equity securities. Marketable equity securities are recorded at cost and adjusted to fair value at each reporting period. The changes in fair value between measurement dates are recorded in realized and unrealized gains (losses) on equity securities, net. The fair values of our marketable equity securities are based on level 1 inputs that use quoted market prices.
Snap
In March 2017, Comcast acquired an interest in Snap Inc. as part of its initial public offering. On March 31, 2017, Comcast contributed its investment in Snap to us as an equity contribution of $662 million, which was recorded in our consolidated statement of equity based on the fair value of the investment as of March 31, 2017 and was classified as a marketable equity security. We sold our investment in 2019. We recognized gains of $293 million and losses of $268 million in 2019 and 2018, respectively. As of December 31, 2018, our investment was $162 million.
Peloton
In 2019, we recognized unrealized gains of $184 million which included unrealized gains as a result of Peloton’s initial public offering in September 2019. Following the initial public offering, we now present our investment in marketable equity securities, which was previously presented in non-marketable equity securities. As of December 31, 2019 and 2018, our investment was $294 million and $110 million, respectively.
| 140 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Nonmarketable Equity Securities
We classify investments without readily determinable fair values that are not accounted for under the equity method as nonmarketable equity securities. The accounting guidance requires nonmarketable equity securities to be recorded at cost and adjusted to fair value at each reporting period. However, the guidance allows for a measurement alternative, which is to record the investments at cost, less impairment, if any, and subsequently adjust for observable price changes of identical or similar investments of the same issuer. We apply this measurement alternative to our nonmarketable equity securities. When an observable event occurs, we estimate the fair values of our nonmarketable equity securities based on level 2 inputs that are derived from observable price changes of similar securities adjusted for insignificant differences in rights and obligations. The changes in value are recorded in realized and unrealized gains (losses) on equity securities, net.
Impairment Testing of Investments
We review our investment portfolio, other than our marketable equity securities, each reporting period to determine whether there are identified events or circumstances that would indicate there is a decline in the fair value. For our nonpublic investments, if there are no identified events or circumstances that would have a significant adverse effect on the fair value of the investment, then the fair value is not estimated. For our equity method investments and held to maturity investments, if an investment is deemed to have experienced an other-than-temporary decline below its cost basis, we reduce the carrying amount of the investment to its quoted or estimated fair value, as applicable, and establish a new cost basis for the investment. For our nonmarketable equity securities, we record the impairment to realized and unrealized gains (losses) on equity securities, net. For our equity method investments and our held to maturity investments, we record the impairment to other income (loss), net.
| Note 10: Property and Equipment |
| December 31 (in millions) | Weighted-Average Original Useful Life as of December 31, 2019 | 2019 | 2018 | ||||
| Buildings and leasehold improvements | 31 years | $ | 9,438 | $ | 8,877 | ||
| Furniture, fixtures and equipment | 12 years | 6,049 | 5,501 | ||||
| Construction in process | N/A | 4,884 | 2,676 | ||||
| Land | N/A | 1,179 | 1,129 | ||||
| Property and equipment, at cost | 21,550 | 18,183 | |||||
| Less: Accumulated depreciation | 5,799 | 4,994 | |||||
| Property and equipment, net | $ | 15,751 | $ | 13,189 |
Property and equipment are stated at cost. We capitalize improvements that extend asset lives and expense repairs and maintenance costs as incurred. We record depreciation using the straight-line method over the asset’s estimated useful life. For assets that are sold or retired, we remove the applicable cost and accumulated depreciation and, unless the gain or loss on disposition is presented separately, we recognize it as a component of depreciation expense. Capital expenditures for the construction of Universal Beijing Resort are presented separately in our consolidated statement of cash flows.
We evaluate the recoverability of our property and equipment whenever events or substantive changes in circumstances indicate that the carrying amount may not be recoverable. The evaluation is based on the cash flows generated by the underlying asset groups, including estimated future operating results, trends or other determinants of fair value. If the total of the expected future undiscounted cash flows were less than the carrying amount of the asset group, we would recognize an impairment charge to the extent the carrying amount of the asset group exceeded its estimated fair value. Unless presented separately, the impairment charge is included as a component of depreciation expense.
| Comcast 2019 Annual Report on Form 10-K | 141 |
NBCUniversal Media, LLC
| Note 11: Goodwill and Intangible Assets |
| Goodwill | |||||||||||||||
| (in millions) | Cable Networks | Broadcast Television | Filmed Entertainment | Theme Parks | Total | ||||||||||
| Balance, December 31, 2017 | $ | 13,427 | $ | 806 | $ | 3,212 | $ | 6,544 | $ | 23,989 | |||||
| Acquisitions | — | 36 | — | — | 36 | ||||||||||
| Dispositions | — | — | (8 | ) | — | (8 | ) | ||||||||
| Adjustments | (13 | ) | 1 | (9 | ) | — | (21 | ) | |||||||
| Foreign currency translation | (7 | ) | — | (11 | ) | 140 | 122 | ||||||||
| Balance, December 31, 2018 | 13,407 | 843 | 3,184 | 6,684 | 24,118 | ||||||||||
| Acquisitions | 162 | 14 | — | — | 176 | ||||||||||
| Dispositions | — | — | — | — | — | ||||||||||
| Adjustments | (105 | ) | — | 1 | — | (104 | ) | ||||||||
| Foreign currency translation | (2 | ) | — | (3 | ) | 55 | 50 | ||||||||
| Balance, December 31, 2019 | $ | 13,462 | $ | 857 | $ | 3,182 | $ | 6,739 | $ | 24,240 |
Goodwill is calculated as the excess of the consideration transferred over the identifiable net assets acquired in a business combination and represents the future economic benefits expected to arise from anticipated synergies and intangible assets acquired that do not qualify for separate recognition, including assembled workforce, noncontractual relationships and other agreements. We assess the recoverability of our goodwill annually, or more frequently whenever events or substantive changes in circumstances indicate that the carrying amount of a reporting unit may exceed its fair value. We test goodwill for impairment at the reporting unit level. To determine our reporting units, we evaluate the components one level below the segment level and we aggregate the components if they have similar economic characteristics. As a result of this assessment, our reporting units are generally the same as our four reportable segments. We evaluate the determination of our reporting units used to test for impairment periodically or whenever events or substantive changes in circumstances occur. The assessment of recoverability may first consider qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. A quantitative assessment is performed if the qualitative assessment results in a more-likely-than-not determination or if a qualitative assessment is not performed. The quantitative assessment considers whether the carrying amount of a reporting unit exceeds its fair value, in which case an impairment charge is recorded to the extent the reporting unit’s carrying value exceeds its fair value. Unless presented separately, the impairment charge is included as a component of amortization expense. We did not recognize any impairment charges in any of the periods presented.
| Intangible Assets | |||||||||||||
| 2019 | 2018 | ||||||||||||
| December 31 (in millions) | Weighted-Average Original Useful Life as of December 31, 2019 | Gross Carrying Amount | Accumulated Amortization | Gross Carrying Amount | Accumulated Amortization | ||||||||
| Finite-Lived Intangible Assets: | |||||||||||||
| Customer relationships | 19 years | $ | 13,261 | $ | (6,929 | ) | $ | 13,269 | $ | (6,283 | ) | ||
| Software | 5 years | 2,088 | (1,205 | ) | 1,779 | (932 | ) | ||||||
| Other | 19 years | 3,711 | (1,525 | ) | 3,619 | (1,375 | ) | ||||||
| Indefinite-Lived Intangible Assets: | |||||||||||||
| Trade names | N/A | 2,927 | 2,981 | ||||||||||
| FCC licenses | N/A | 612 | 608 | ||||||||||
| Total | $ | 22,599 | $ | (9,659 | ) | $ | 22,256 | $ | (8,590 | ) |
| 142 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Indefinite-Lived Intangible Assets
Indefinite-lived intangible assets consist of trade names and FCC licenses. We assess the recoverability of our indefinite-lived intangible assets annually, or more frequently whenever events or substantive changes in circumstances indicate that the assets might be impaired. We evaluate the unit of account used to test for impairment of our indefinite-lived intangible assets periodically or whenever events or substantive changes in circumstances occur to ensure impairment testing is performed at an appropriate level. The assessment of recoverability may first consider qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount. A quantitative assessment is performed if the qualitative assessment results in a more-likely-than-not determination or if a qualitative assessment is not performed. When performing a quantitative assessment, we estimate the fair value of our indefinite-lived intangible assets primarily based on a discounted cash flow analysis that involves significant judgment. When analyzing the fair values indicated under the discounted cash flow models, we also consider multiples of Adjusted EBITDA generated by the underlying assets, current market transactions and profitability information. If the fair value of our indefinite-lived intangible assets were less than the carrying amount, we would recognize an impairment charge for the difference between the estimated fair value and the carrying value of the assets. Unless presented separately, the impairment charge is included as a component of amortization expense. We did not recognize any material impairment charges in any of the periods presented.
Finite-Lived Intangible Assets
| Estimated Amortization Expense of Finite-Lived Intangible Assets | |||
| (in millions) | |||
| 2020 | $ | 1,099 | |
| 2021 | $ | 1,006 | |
| 2022 | $ | 914 | |
| 2023 | $ | 876 | |
| 2024 | $ | 847 |
Finite-lived intangible assets are subject to amortization and consist primarily of customer relationships acquired in business combinations, software and intellectual property rights. Our finite-lived intangible assets are amortized primarily on a straight-line basis over their estimated useful life or the term of the associated agreement.
We capitalize direct development costs associated with internal-use software, including external direct costs of material and services and payroll costs for employees devoting time to these software projects. We also capitalize costs associated with the purchase of software licenses. We generally amortize them on a straight-line basis over a period not to exceed five years. We expense maintenance and training costs, as well as costs incurred during the preliminary stage of a project, as they are incurred. We capitalize initial operating system software costs and amortize them over the life of the associated hardware.
We evaluate the recoverability of our finite-lived intangible assets whenever events or substantive changes in circumstances indicate that the carrying amount may not be recoverable. The evaluation is based on the cash flows generated by the underlying asset groups, including estimated future operating results, trends or other determinants of fair value. If the total of the expected future undiscounted cash flows were less than the carrying amount of the asset group, we would recognize an impairment charge to the extent the carrying amount of the asset group exceeded its estimated fair value. Unless presented separately, the impairment charge is included as a component of amortization expense.
| Note 12: Employee Benefit Plans |
Deferred Compensation Plans
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||
| Benefit obligation | $ | 858 | $ | 719 | $ | 621 | |||
| Interest expense | $ | 99 | $ | 58 | $ | 64 |
Certain members of management participate in Comcast’s unfunded, nonqualified deferred compensation plans as well as similar plans sponsored by us. The amount of compensation deferred by each participant is based on participant elections. Participant accounts are credited with income primarily based on a fixed annual rate. Participants are eligible to receive distributions from their account based on elected deferral periods that are consistent with the plans and applicable tax law.
| Comcast 2019 Annual Report on Form 10-K | 143 |
NBCUniversal Media, LLC
Pension and Postretirement Benefit Plans
We sponsor several defined contribution retirement plans, including 401(k) plans, that allow eligible employees to contribute a portion of their compensation through payroll deductions in accordance with specified plan guidelines. We make contributions to the plans that include matching a percentage of the employees’ contributions up to certain limits. In 2019, 2018 and 2017, expenses related to these plans totaled $229 million, $213 million and $201 million, respectively.
We provide postretirement benefits to eligible employees through a retiree health and welfare benefits plan. The plan provides credit to employees for length of service provided before Comcast’s acquisition of NBCUniversal. The plan provides eligible employees who retire with an annual stipend for reimbursement of certain eligible healthcare costs. The amount of the stipend for an eligible retiree is fixed at a predetermined amount based on the retiree’s years of service and whether the retiree is eligible for Medicare. We sponsor various nonqualified defined benefit pension plans for domestic employees. The future benefits for these plans have been frozen since the beginning of 2013. In addition to the defined benefit plans we sponsor, we are also obligated to reimburse The General Electric Company (“GE”) for future benefit payments to those participants who were vested in the supplemental pension plan sponsored by GE at the time of Comcast’s acquisition of NBCUniversal. These plans are all unfunded and not material.
We participate in various multiemployer benefit plans, including pension and postretirement benefit plans, that cover some of our employees and temporary employees who are represented by labor unions. We also participate in other multiemployer benefit plans that provide health and welfare and retirement savings benefits to active and retired participants. If we cease to be obligated to make contributions or were to otherwise withdraw from participation in any of these plans, applicable law would require us to fund our allocable share of the unfunded vested benefits, which is known as a withdrawal liability. In addition, actions taken by other participating employers may lead to adverse changes in the financial condition of one of these plans, which could result in an increase in our withdrawal liability. In 2019, 2018 and 2017, the total contributions we made to multiemployer benefit plans were not material.
Severance Benefits
We provide severance benefits to certain former employees. A liability is recorded when payment is probable, the amount is reasonably estimable, and the obligation relates to rights that have vested or accumulated. In 2019, 2018 and 2017, we recorded severance costs of $125 million, $146 million and $108 million, respectively.
| Note 13: Supplemental Financial Information |
| Cash Payments for Interest and Income Taxes | |||||||||
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||
| Interest | $ | 440 | $ | 408 | $ | 517 | |||
| Income taxes | $ | 356 | $ | 430 | $ | 282 |
Noncash Activities
During 2019:
| • | we acquired $866 million of property and equipment and intangible assets that were accrued but unpaid |
During 2018:
| • | we acquired $1.4 billion of property and equipment and intangible assets that were accrued but unpaid |
| • | we received noncash contributions from noncontrolling interests totaling $391 million related to Universal Beijing Resort (see Note 7) |
During 2017:
| • | we acquired $325 million of property and equipment and intangible assets that were accrued but unpaid |
| • | Comcast contributed its investment in Snap to us at its fair value, which was a noncash transaction (see Note 9) |
| • | we and Comcast completed a senior notes exchange in the fourth quarter of 2017 (see Note 15) |
| 144 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
Cash, Cash Equivalents and Restricted Cash
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the consolidated balance sheet to the total of the amounts reported in our consolidated statement of cash flows.
| December 31 (in millions) | 2019 | 2018 | ||||
| Cash and cash equivalents | $ | 1,424 | $ | 1,444 | ||
| Restricted cash included in other noncurrent assets, net | 20 | 20 | ||||
| Cash, cash equivalents and restricted cash, end of year | $ | 1,444 | $ | 1,464 |
The carrying amounts of our cash equivalents approximate their fair values. Our cash equivalents consist primarily of money market funds and U.S. government obligations, as well as commercial paper and certificates of deposit with maturities of three months or less when purchased.
| Accumulated Other Comprehensive Income (Loss) | ||||||
| December 31 (in millions) | 2019 | 2018 | ||||
| Deferred gains (losses) on cash flow hedges | $ | 7 | $ | 12 | ||
| Unrecognized gains (losses) on employee benefit obligations | 87 | 140 | ||||
| Cumulative translation adjustments | 120 | 102 | ||||
| Accumulated other comprehensive income (loss) | $ | 214 | $ | 254 |
| Note 14: Commitments and Contingencies |
Programming and Talent Commitments
We enter into long-term commitments with third parties in the ordinary course of our business, including commitments to acquire film and television programming, obligations under various creative talent agreements, and various other television-related commitments. Some of our employees, including writers, directors, actors, technical and production personnel, and others, as well as some of our on-air and creative talent, are covered by collective bargaining agreements or works councils. As of December 31, 2019, the total number of employees covered by collective bargaining agreements was 9,400 full-time equivalent employees. Approximately, 12% of these full-time equivalent employees were covered by collective bargaining agreements that have expired or are scheduled to expire during 2020.
The table below summarizes our minimum annual programming and talent commitments. Programming and talent commitments include acquired film and television programming, broadcast rights to sporting events, such as the Olympics, and other programming commitments, as well as various contracts with creative talent.
| As of December 31, 2019 (in millions) | Programming and Talent Commitments | ||
| 2020 | $ | 7,179 | |
| 2021 | $ | 4,655 | |
| 2022 | $ | 4,813 | |
| 2023 | $ | 2,609 | |
| 2024 | $ | 3,555 | |
| Thereafter | $ | 13,317 |
Leases
Our leases consist primarily of real estate, vehicles and other equipment. We determine if an arrangement is a lease at inception. Lease assets and liabilities are recognized upon commencement of the lease based on the present value of the future minimum lease payments over the lease term. The lease term includes options to extend the lease when it is reasonably certain that we will exercise that option. We generally utilize our incremental borrowing rate based on information available at the commencement of the lease in determining the present value of future payments. The lease asset also includes any lease payments made and initial direct costs incurred and excludes lease incentives. Lease assets and liabilities are not recorded for leases with an initial term of one year or less. Lease expense for operating leases recorded in the balance sheet is included in operating costs and expenses and is based on the future minimum lease payments recognized on a straight-line basis over the term of the lease plus any variable lease costs. Operating lease expenses, inclusive of short-term and variable lease expenses, recognized in our consolidated statement of income for the period ended December 31, 2019 was $443 million. This amount does not include lease costs associated with production activities or other amounts capitalized in our consolidated balance sheet, which are not material.
| Comcast 2019 Annual Report on Form 10-K | 145 |
NBCUniversal Media, LLC
The table below summarizes the operating lease assets and liabilities recorded in our consolidated balance sheet.
Consolidated Balance Sheet
| (in millions) | December 31, 2019 | ||
| Other noncurrent assets, net | $ | 1,551 | |
| Accrued expenses and other current liabilities | $ | 189 | |
| Other noncurrent liabilities | $ | 1,481 |
The table below summarizes our future minimum lease commitments for operating leases as of December 31, 2019 applying the new guidance.
| (in millions) | December 31, 2019 | ||
| 2020 | $ | 256 | |
| 2021 | 224 | ||
| 2022 | 186 | ||
| 2023 | 161 | ||
| 2024 | 146 | ||
| Thereafter | 1,335 | ||
| Total future minimum lease payments | 2,308 | ||
| Less: imputed interest | 638 | ||
| Total liability | $ | 1,670 |
The weighted average remaining lease term for operating leases and the weighted average discount rate used to calculate our operating lease liabilities as of December 31, 2019 were 15 years and 4.06%, respectively.
In 2019, cash payments for operating leases recorded in the consolidated balance sheet were $271 million. Leases that have not yet commenced and lease assets and liabilities associated with leases entered into during the year were not material.
The tables below summarize our future minimum rental commitments for operating leases as of December 31, 2018 and rent expense for operating leases using the accounting guidance in effect at that time.
| (in millions) | December 31, 2018 | ||
| 2019 | $ | 248 | |
| 2020 | $ | 232 | |
| 2021 | $ | 199 | |
| 2022 | $ | 168 | |
| 2023 | $ | 144 | |
| Thereafter | $ | 1,380 |
| Year ended December 31 (in millions) | 2018 | 2017 | ||||
| Rental expense | $ | 286 | $ | 274 |
Contractual Obligation
We are party to a contractual obligation that involves an interest held by a third party in the revenue of certain theme parks. The arrangement provides the counterparty with the right to periodic payments associated with current period revenue which are recorded as an operating expense, and beginning in June 2017, the option to require NBCUniversal to purchase the interest for cash in an amount based on a contractual formula. The contractual formula is based on an average of specified historical theme park revenue at the time of exercise, which amount could be significantly higher than our carrying value. As of December 31, 2019, our carrying value was $1.1 billion, and the estimated value of the contractual obligation was $1.8 billion based on inputs to the contractual formula as of that date.
| 146 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC
| Note 15: Related Party Transactions |
In the ordinary course of our business, we enter into transactions with Comcast.
We generate revenue from Comcast primarily from the distribution of our cable network programming, the fees received under retransmission consent agreements in our Broadcast Television segment and, to a lesser extent, the sale of advertising and our owned programming, and we incur expenses primarily related to advertising and various support services provided by Comcast to us.
As part of the Comcast cash management process, we and Comcast have a revolving credit agreement with a maturity date of 2026 that allows us to borrow from Comcast and for Comcast to borrow from us up to $5 billion. Depending on the receivable or payable position, amounts owed by us to Comcast or to us by Comcast under the revolving credit agreements are presented under the captions “notes payable to Comcast” and “notes receivable from Comcast,” respectively, in our consolidated balance sheet and are presented as current since the amounts include daily borrowings and repayments throughout the year based on our working capital needs.
In 2019, using a portion of the proceeds from a collateralized obligation, we issued $1.3 billion of non-interest bearing notes due 2024 to Comcast, repaid $1.0 billion under our revolving credit agreement with Comcast, and repaid the $610 million 4.00% notes due 2049 to Comcast. The early redemption of the notes due to Comcast were accounted for as a debt extinguishment, resulting in a charge of $178 million to interest expense in the third quarter of 2019.
In October 2017, we and Comcast completed a debt exchange transaction. Comcast issued new senior notes in exchange for $3.9 billion aggregate principal amount of certain series of outstanding senior notes issued by Comcast and us, including $442 million of our 6.40% senior notes due 2040. In connection with the exchange transaction, we issued $610 million of 4.00% notes due 2049 to Comcast. The debt exchange transaction was accounted for as a debt extinguishment, and therefore we recorded a charge of $157 million to interest expense upon retirement of the old notes.
Comcast is also the counterparty to one of our contractual obligations. As of both December 31, 2019 and 2018, the carrying value of the liability associated with this contractual obligation was $383 million.
The following tables present transactions with Comcast and its consolidated subsidiaries that are included in our consolidated financial statements.
| Consolidated Statement of Income | |||||||||||
| Year ended December 31 (in millions) | 2019 | 2018 | 2017 | ||||||||
| Transactions with Comcast and Consolidated Subsidiaries | |||||||||||
| Revenue | $ | 2,398 | $ | 2,156 | $ | 1,837 | |||||
| Total costs and expenses | $ | (287 | ) | $ | (245 | ) | $ | (214 | ) | ||
| Interest expense and investment and other income (loss), net | $ | (133 | ) | $ | (54 | ) | $ | (250 | ) |
| Consolidated Balance Sheet | |||||||
| December 31 (in millions) | 2019 | 2018 | |||||
| Transactions with Comcast and Consolidated Subsidiaries | |||||||
| Receivables, net | $ | 492 | $ | 464 | |||
| Other current assets | $ | 46 | $ | — | |||
| Notes receivable from Comcast, current | $ | 3,886 | $ | 2,054 | |||
| Film and television costs | $ | 26 | $ | 27 | |||
| Note receivable from Comcast, noncurrent | $ | 1,069 | $ | — | |||
| Other noncurrent assets, net | $ | 70 | $ | — | |||
| Accounts payable and accrued expenses related to trade creditors | $ | 84 | $ | 78 | |||
| Accrued expenses and other current liabilities | $ | 108 | $ | 32 | |||
| Notes payable to Comcast | $ | 99 | $ | 54 | |||
| Long-term debt (See Note 6) | $ | 156 | $ | 701 | |||
| Other noncurrent liabilities | $ | 454 | $ | 410 |
| Comcast 2019 Annual Report on Form 10-K | 147 |
NBCUniversal Media, LLC
Distributions to NBCUniversal Holdings
In addition to the transaction amounts presented in the table above, we make distributions to NBCUniversal Holdings on a periodic basis to enable its owners to meet their obligations to pay taxes on taxable income generated by our businesses. We also make quarterly distributions to NBCUniversal Holdings to enable it to make its required quarterly payments to NBCUniversal Enterprise at an initial annual rate of 8.25% on the $9.4 billion aggregate liquidation preference of its preferred units. On March 1, 2023, 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. These distributions are presented under the caption “distributions to member” in our consolidated statement of cash flows.
Share-Based Compensation
Comcast maintains share-based compensation plans that consist primarily of awards of restricted share units (“RSUs”) and stock options to certain employees and directors as part of its approach to long-term incentive compensation. Additionally, through its employee stock purchase plans, employees are able to purchase shares of Comcast common stock at a discount through payroll deductions. The cost associated with Comcast’s share-based compensation is based on an award’s estimated fair value at the date of grant and is recognized over the period in which any related services are provided. RSUs are valued based on the closing price of Comcast common stock on the date of grant and are discounted for the lack of dividends, if any, during the vesting period. Stock options are valued using the Black-Scholes option pricing model. Certain of our employees participate in these plans and the expense associated with their participation is settled in cash with Comcast. In 2019, 2018 and 2017, we recognized share-based compensation expense of $188 million, $151 million and $133 million, respectively. As of December 31, 2019, we had unrecognized pretax compensation expense of $308 million related to nonvested Comcast RSUs and unrecognized pretax compensation expense of $13 million related to nonvested Comcast stock options that will be recognized over a weighted-average period of approximately 1.5 years and 0.7 years, respectively.
| 148 | Comcast 2019 Annual Report on Form 10-K |
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of
Comcast Corporation
Philadelphia, Pennsylvania
Opinion on the Consolidated Financial Statement Schedule
We have audited the consolidated financial statements of Comcast Corporation and subsidiaries (the “Company”) as of December 31, 2019 and 2018, and for each of the three years in the period ended December 31, 2019, and the Company’s internal control over financial reporting as of December 31, 2019, and have issued our report thereon dated January 30, 2020; such consolidated financial statements and report are included elsewhere in this Form 10-K. Our audits also included the consolidated financial statement schedule of the Company listed in the Index at Item 15. This consolidated financial statement schedule is the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statement schedule based on our audits. In our opinion, such consolidated financial statement schedule, when considered in relation to the consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Philadelphia, Pennsylvania
January 30, 2020
| Comcast 2019 Annual Report on Form 10-K | 149 |
Report of Independent Registered Public Accounting Firm
To the Member of NBCUniversal Media, LLC
New York, New York
Opinion on the Consolidated Financial Statement Schedule
We have audited the consolidated financial statements of NBCUniversal Media, LLC and subsidiaries (the “Company”) as of December 31, 2019 and 2018, and for each of the three years in the period ended December 31, 2019, and have issued our report thereon dated January 30, 2020; such consolidated financial statements and report are included elsewhere in this Form 10-K. Our audits also included the consolidated financial statement schedule of the Company listed in the Index at Item 15. This consolidated financial statement schedule is the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statement schedule based on our audits. In our opinion, such consolidated financial statement schedule, when considered in relation to the consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
New York, New York
January 30, 2020
| 150 | Comcast 2019 Annual Report on Form 10-K |
Comcast Corporation
Schedule II – Valuation and Qualifying Accounts
Year ended December 31, 2019, 2018 and 2017
| Year ended December 31 (in millions) | Balance at Beginning of Year | Additions Charged to Costs and Expenses | Deductions from Reserves | Balance at End of Year | ||||||||
| 2019 | ||||||||||||
| Allowance for doubtful accounts | $ | 352 | $ | 769 | $ | 702 | $ | 419 | ||||
| Valuation allowance on deferred tax assets | 632 | 1,403 | 129 | 1,906 | ||||||||
| 2018 | ||||||||||||
| Allowance for doubtful accounts | $ | 288 | $ | 616 | $ | 552 | $ | 352 | ||||
| Valuation allowance on deferred tax assets | 377 | 367 | 112 | 632 | ||||||||
| 2017 | ||||||||||||
| Allowance for doubtful accounts | $ | 250 | $ | 554 | $ | 516 | $ | 288 | ||||
| Valuation allowance on deferred tax assets | 266 | 111 | — | 377 |
NBCUniversal Media, LLC
Schedule II – Valuation and Qualifying Accounts
Year ended December 31, 2019, 2018 and 2017
| Year ended December 31 (in millions) | Balance at Beginning of Year | Additions Charged to Costs and Expenses | Deductions from Reserves | Balance at End of Year | ||||||||
| 2019 | ||||||||||||
| Allowance for doubtful accounts | $ | 99 | $ | 48 | $ | 47 | $ | 100 | ||||
| Valuation allowance on deferred tax assets | 73 | 36 | 15 | 94 | ||||||||
| 2018 | ||||||||||||
| Allowance for doubtful accounts | $ | 88 | $ | 32 | $ | 21 | $ | 99 | ||||
| Valuation allowance on deferred tax assets | 87 | 13 | 27 | 73 | ||||||||
| 2017 | ||||||||||||
| Allowance for doubtful accounts | $ | 84 | $ | 23 | $ | 19 | $ | 88 | ||||
| Valuation allowance on deferred tax assets | 72 | 15 | — | 87 |
| Comcast 2019 Annual Report on Form 10-K | 151 |
Previous: Item 15. Exhibits and Financial Statement Schedules