Comcast (CMCSA) 10-K risk factor changes: FY2020 vs FY2019
The 2020-12-31 10-K against the 2019-12-31 one, compared heading by heading and sentence by sentence.
Item 1A65 rewritten61 added20 removed107 unchanged
All filing items1,628 rewritten1,254 added1,963 removed1,302 unchanged
Summary
counted, not written
- Item 1A lists 20 risk factor headings: 1 new, 2 reworded and 17 unchanged since FY2019. 0 headings from FY2019 no longer appear.
- Sentence by sentence, 1,254 added, 1,963 removed, 1,628 rewritten and 1,302 unchanged across 20 items that differ.
- Not in this year's filing: Item 9B. Other Information.
New Item 1A headings (1)
- The COVID-19 pandemic has had, and will likely continue to have, a material adverse effect on our businesses and results of operations.
Removed Item 1A headings (0)
Every FY2019 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (2)
- Programming expenses for our video services are increasing, which could adversely affect Cable Communications’
[removed: and Sky’s]video businesses. - Less favorable [added: European] telecommunications access regulations, the loss of Sky’s transmission [added: access] agreements with satellite or telecommunications providers or the renewal of these agreements on less favorable terms could adversely affect Sky’s businesses.
A heading is new when no FY2019 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2020; struck-through words were in FY2019. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
65 rewritten, 61 added, 20 removed, 107 unchanged
All of our businesses operate in intensely competitive, [removed: consumer-driven and] [added: consumer-driven,] rapidly changing environments and compete with a growing number of companies that provide a broad range of communications products and services [removed: and] [added: as well as] entertainment, news and information content to consumers.
[removed: | • |] [added: -] Cable Communications’ and Sky’s high-speed internet services compete primarily against [removed: phone] [added: wireline telecommunications] companies with fiber-based [removed: networks] [added: networks, wireless telecommunications companies] offering [removed: speeds and pricing comparable to ours. Wireless] internet [removed: services, such] [added: services (such] as 4G and 5G wireless broadband [removed: services, satellite-delivered internet services and Wi-Fi networks, and devices such as smartphones, tablets, wireless data cards, and mobile and fixed wireless routers that connect to such services, also may compete with our high-speed internet services, particularly as wireless technology evolves. Some] [added: services), certain] municipalities in the United States [added: that] own and operate their own broadband networks and [removed: additional municipalities may do so in the future. |][added: DBS providers.]
[removed: | • |] [added: -] NBCUniversal and Sky face substantial and increasing competition from providers of similar types of content, as well as from other forms of entertainment and recreational activities. [removed: |]
[removed: | • | NBCUniversal and Sky must compete to obtain talent, content and other resources required to operate their businesses.] This competition has intensified as [added: DTC streaming and other] OTT service providers seek to develop high-quality programming to attract viewers. [removed: |]
Consolidation of, or cooperation between, our competitors, including suppliers and distributors of content, may increase competition in all of these [removed: areas.][added: areas, as may the emergence of additional competitors with significant resources and efficiencies of scale who are competing with our businesses in all forms of content distribution and production.]
The ability of our businesses to compete effectively also depends on our perceived image and reputation among our various constituencies, including our customers, consumers, advertisers, [added: business partners,] employees, investors and government authorities.
While we continue to seek ways to enhance the value of our businesses, such as by growing high-speed internet services and business services and by investing in [removed: new theme parks] [added: Peacock as the media] and [removed: Peacock,] [added: entertainment landscape continues to rapidly evolve,] there can be no assurance that we can execute on these and other initiatives in a manner sufficient to grow or maintain our revenue or operating margins or to compete successfully in the future.
[removed: These distribution platforms] [added: DTC streaming and other OTT services] have driven, and will continue to drive, changes in consumer behavior as consumers seek more control over when, where and how they consume content and access communications services, and how much they pay for such content.
| | [removed: 20] | [added: | 21 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
[removed: Consumers are] [added: As consumers] increasingly [removed: turning] [added: turn] to [removed: online sources for viewing] [added: DTC streaming] and [removed: purchasing content, which is reducing] [added: other OTT services,] the number of Cable Communications’ video customers and subscribers to NBCUniversal’s cable networks [added: decrease,] even as [removed: it makes] Cable Communications’ high-speed internet services [added: become] more important to consumers.
[removed: These changing consumer behaviors also are occurring] [added: For example,] in Europe, as more of Sky’s new video customers have recently subscribed, and may continue to subscribe, to Sky’s [removed: OTT video] [added: DTC streaming] service instead of its traditional DTH video service.
Although we have attempted to adapt our video service offerings and enhance our high-speed internet services for changing consumer behaviors, for example, by deploying the X1 and Sky Q platforms and Flex, which [removed: can] more easily aggregate [removed: linear and OTT programming choices for our customers, the continuing trend of OTT service providers delivering their] content [removed: directly to consumers over the internet rather than through, or in addition to, traditional video distribution services continues to disrupt] [added: from linear (i.e.,] traditional [removed: video distribution business models.][added: television channels) and]
The increase in [added: DTC streaming and other] OTT service providers also has significantly increased the number of entertainment choices available to consumers, which has intensified audience fragmentation and disaggregated the way that content traditionally has been distributed and viewed by consumers.
Time-shifting technologies, such as DVR and on demand services, [removed: also] reduce [removed: the viewing of content through traditional and virtual multichannel video providers,] [added: viewership,] which has caused and likely will continue to cause audience ratings declines for our programming channels.
Cable Communications, NBCUniversal and Sky compete for the sale of advertising time with [added: digital media distributors,] other television networks and stations, as well as with all other advertising platforms, such as [removed: digital media,] radio and print.
Declines can be caused by the economic prospects of specific advertisers or industries, increased competition for the leisure time of viewers, such as from social media and video games, audience fragmentation, increased viewing of content through [added: DTC streaming and other] OTT service providers, regulatory intervention regarding where and when advertising may be placed, or economic conditions generally.
[removed: In addition, advertisers have increasingly shifted their expenditures to digital media and their] [added: Their] willingness to purchase advertising from us may be adversely affected by lower audience ratings, which many of NBCUniversal’s networks and some of Sky’s television channels have experienced and likely will continue to [removed: experience.][added: experience, or from the level of popularity or perceived acceptance of Peacock.]
For example, certain methods of viewing content, such as through [added: DTC streaming or other] OTT [removed: services] [added: service providers] or delayed viewing through DVR or on demand services, might not be [added: fully] counted in audience measurements or may generate less, if any, revenue than traditional linear television distribution methods, which could have an adverse effect on our advertising revenue.
For example, current and new wireless internet technologies such as 4G and 5G wireless broadband services continue to evolve rapidly [removed: to] [added: and may] allow for greater speed and [removed: reliability, and some companies and municipalities are building advanced fiber-based networks that provide very fast internet access speeds.][added: reliability.]
We expect [removed: other] advances in communications technology to [added: continue to] occur in the future.
We also will continue to incur additional costs as we execute our technology initiatives, such as the deployment of Flex and Sky Q set-top [removed: boxes and] [added: boxes,] wireless [removed: gateways.][added: gateways and the development of Peacock.]
There can be no assurance that we can execute on these and other initiatives in a manner sufficient to grow or maintain our revenue or to [removed: compete] successfully [added: compete] in the future.
| Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 21] | | [added: 22 | | | | | |]
[removed: The FCC, FTC] [added: These legislators] and [removed: certain] [added: regulators have been active in considering rulemakings and legislation, at times looking to adopt regulatory approaches from different countries that may be more burdensome, and they, along with some] state attorneys general and foreign governmental [removed: authorities] [added: authorities,] also have been active in conducting inquiries and reviews regarding our services, and this trend likely will continue.
Legislators and regulators at all levels of [removed: government, including foreign authorities,] [added: government] frequently consider changing, and sometimes do change, existing statutes, rules or regulations, or interpretations of existing statues, rules or regulations, or prescribe new ones, any of which may [removed: address communications and other issues that could] significantly affect our [removed: businesses.][added: businesses and ability to effectively compete.]
[removed: These requirements and any] [added: Any] future legislative, judicial, regulatory or administrative actions may increase our costs or impose additional restrictions on our businesses, some of which may be significant.
Programming expenses for our video services are increasing, which could adversely affect Cable Communications’ [removed: and Sky’s] video businesses.
We expect programming expenses for our video services to continue to be the largest single expense item for our Cable Communications [removed: and Sky segments] [added: segment] and to increase for the foreseeable future.
If we are unable to raise our customers’ rates or [added: otherwise] offset programming cost increases through the sale of additional [removed: services or] [added: services,] cost management [added: or other] initiatives, the increasing cost of programming could have an adverse effect on our Cable Communications [removed: and Sky segments’] [added: segment’s] results of operations.
Moreover, as our contracts with content providers expire, there can be no assurance that they will be renewed on acceptable terms, [removed: if renewed] [added: or] at all, in which case we may be unable to provide such content as part of Cable [removed: Communications’ or Sky’s] [added: Communication’s] video services, and our businesses and results of operations could be adversely affected.
[removed: The success of these businesses depends on our] ability to consistently create, acquire, market and distribute television programming, filmed entertainment, theme park attractions and other content that meet the changing preferences of the broad domestic and international consumer markets.
| | [removed: 22] | [added: | 23 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | |]
[added: We also may be unable to license popular third-party content for NBCUniversal’s and Sky’s] programming channels if media companies [added: determine that licensing the content to us is not in their strategic best interests (for example, they may] launch [removed: successful] [added: DTC streaming or other] OTT services for their owned [removed: content such that they] [added: content,] forgo license fees from us and only provide their content directly to [removed: consumers.][added: consumers or they may license their content on an exclusive basis to certain of our competitors or rival DTC streaming or other OTT service providers).]
Increasingly, NBCUniversal and Sky [removed: are entering into agreements to] license their prior season and library content on [removed: other] [added: third party] distribution platforms, including [added: to DTC streaming and other] OTT [removed: services.][added: service providers.]
If this programming does not attract sufficient viewers, [removed: traditional and virtual multichannel video] [added: these] providers may not distribute NBCUniversal’s or Sky’s programming, and [added: DTC streaming and other] OTT [removed: services] [added: service providers] may not license programming NBCUniversal or Sky [removed: creates.][added: creates (or license it at reduced rates).]
In addition, we expect not to license certain popular content, and we may decide not to license additional [added: owned] popular [removed: content that we own,] [added: content,] to third parties so we may offer it exclusively through Peacock, which would result in foregone licensing revenue.
[removed: However,] [added: In particular, piracy of programming and films through unauthorized distribution platforms continues to present challenges for NBCUniversal’s cable networks, broadcast television and filmed entertainment businesses, and] certain illegal online entities may stream our broadcast television content online without our consent and without paying any compensation to us.
Less favorable [added: European] telecommunications access regulations, the loss of Sky’s transmission [added: access] agreements with satellite or telecommunications providers or the renewal of these agreements on less favorable terms could adversely affect Sky’s businesses.
For example, Sky relies on [removed: satellites] [added: satellite transponder capacity] leased from third parties to provide most of its video services.
Risks Related to Our Business, Industry and Operations
The COVID-19 pandemic has had, and will likely continue to have, a material adverse effect on our businesses and results of operations.
The impacts of COVID-19 and measures to prevent its spread across the globe have impacted our businesses in a number of ways.
While our Cable Communications results were strong in 2020, they were negatively affected by the significant deterioration in domestic economic conditions and by costs associated with our support of customer connectivity as people increasingly worked and learned remotely from home.
COVID-19 had material negative impacts on NBCUniversal and Sky results of operations during 2020.
For example, in late February we temporarily closed our theme park in Japan, and in mid-March we temporarily closed our theme parks in Orlando and Hollywood, and although our parks in Orlando and Japan reopened with limited capacity in June 2020, our park in Hollywood remains closed.
We cannot predict when the Hollywood park will reopen, if any reopened parks will remain open or estimate attendance levels at any of the parks.
We expect the results of operations at our theme parks will continue to be negatively impacted in the near to medium term.
The creation and availability of our film and television programming globally have been and will continue to be disrupted, including as a result of the postponement or cancellation of sporting events (such as the professional soccer, hockey, baseball and basketball leagues and the Olympics), theatrical closures and the suspension of entertainment content production.
We expect any continued deterioration of global economic conditions would result in lower advertising revenues and consumer spending across our businesses.
The impact of COVID-19 on our businesses also generally depends on the extent of restrictive governmental measures taken that affect day-to-day life and the length of time that such measures remain in place to respond to COVID-19, further deterioration of the global economy and the widespread availability of a vaccine.
At this point, it is impossible to predict such extent and duration and the degree to which our results of operations will continue to be affected.
COVID-19 may also have the effect of heightening many of the other risks set forth below.
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Some established DTC streaming and other OTT service providers have become core competitors to our video services and more continue to enter the market at a growing pace.
Competition for Cable Communications’ video services consists primarily of DBS providers, phone companies with fiber-based networks and increasingly DTC streaming and other OTT service providers and devices, each of which typically offer features, pricing and packaging for services comparable to ours, including bundled offers with high-speed internet services.
Sky faces competition for its services from cable and telecommunications providers in its European markets, many of which offer customers bundled services, which has increased competition.
NBCUniversal and Sky must compete to obtain talent, content (including sports programming) and other resources required to operate their businesses.
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
DTC streaming and other OTT services for our customers, and by launching Peacock, our DTC streaming service, the continuing trend of content owners delivering their content directly to consumers over the internet rather than through, or in addition to, traditional video distribution services continues to disrupt traditional distribution business models.
NBCUniversal’s revenue relatedly may be negatively impacted as traditional and virtual multichannel video providers, which pay NBCUniversal fees based on their respective numbers of customers, lose customers.
Consumers in many cases have multiple options for viewing the same content; for example, content may be available through traditional linear platforms, on demand services, or a DTC streaming or OTT service, which may also result in audience rating declines.
In addition, advertisers have shifted a portion of their total expenditures to digital media and mobile offerings, which can deliver targeted advertising.
The success of these businesses depends on our
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
NBCUniversal’s and Sky’s ability to renew these agreements on favorable terms may be affected by recent industry consolidation and new participants entering the market for distribution of content on digital platforms.
In addition, under the current regulatory regimes in the United Kingdom, Ireland and Italy, Sky
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
For example, weak economic conditions will likely impact our customers’ discretionary spending and as a result, they may reduce the level of services to which they subscribe or may
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
In particular, the success of our theme parks and theatrical releases largely depend on consumer demand for out-of-home entertainment experiences, which may be limited by weakened economic conditions (as well as natural disasters, infectious disease outbreaks (such as COVID-19), terrorist attacks or other similar events).
OTT service providers continue to proliferate, complicating the competitive landscape by influencing consumer behavior and challenging existing business models, which is discussed in more detail in the risk factor immediately below.
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| • | Competition for Cable Communications’ video, high-speed internet and voice services consists primarily of phone companies with fiber-based networks and DBS providers that typically offer features, pricing and packaging for services comparable to ours. Sky faces competition for its video, high-speed internet and voice services from cable and telecommunications providers in its European markets, many of which offer customers bundled services, which has increased competition. Increasingly, additional companies, some with significant financial resources or fewer regulatory burdens, have entered, or are seeking to enter, the video distribution market by offering OTT streaming services or selling devices that aggregate viewing of various OTT services. Many OTT service providers offer smaller packages of channels or subscriptions to access programming at price points lower than our standard packages or for free, which adversely affects demand for Cable Communications’ and Sky’s traditional DTH video services, including for expanded video packages, premium networks, and DVR and On Demand services. |
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In the United States, federal, state and local governments extensively regulate the high-speed internet, video and voice services industries.
Our broadcast television business is also highly regulated by U.S. laws and regulations.
NBCUniversal’s other businesses are also subject to various other laws and regulations at the international, federal, state and local levels.
Sky’s business is subject to various telecommunications and media-specific regulations where it operates.
In addition, regulators and the courts could adopt new interpretations of existing competition laws as new competition law theories emerge.
These legislators and regulators have been active in considering legislation and rulemakings regarding our services, at times looking to adopt regulatory approaches from different countries that may be more burdensome.
For example, some states have passed or introduced legislation or executive orders that impose various open internet and data privacy requirements.
Such attempts by the states to regulate portions of our businesses have the potential to create a patchwork of differing and/or conflicting state regulations.
We also may be unable to license popular third-party content for NBCUniversal’s and Sky’s
For the current three-year period, which commenced on January 1, 2018, all of our owned NBC broadcast television stations and our owned Telemundo broadcast television stations elected retransmission consent.
the creation, transmission and sharing of high-quality unauthorized copies.
In particular, piracy of programming and films through unauthorized distribution platforms continues to present challenges for NBCUniversal’s cable networks, broadcast television and filmed entertainment businesses.
rate fluctuations.
has considerable influence over our company and the potential ability to transfer effective control by selling the Class B common stock, which could be at a premium.
An excerpt. Shown here: 40 of 65 rewritten, 40 of 61 added and all 20 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2020 filing and the FY2019 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
414 rewritten, 436 added, 205 removed, 297 unchanged
| Introduction | [added: | |]
[removed: | • |] [added: -] Overview [removed: |]
[removed: | • |] [added: -] Results of Operations [removed: |]
[removed: | • |] [added: -] Non-GAAP Financial Measures [removed: |]
[removed: | • |] [added: -] Liquidity and Capital Resources [removed: |]
[removed: | • |] [added: -] Contractual Obligations [removed: |]
[removed: | • |] [added: -] Off-Balance Sheet Arrangements [removed: |]
[removed: | • |] [added: -] Recent Accounting Pronouncements [removed: |]
[removed: | • |] [added: -] Critical Accounting Judgments and Estimates [removed: |]
| Overview | [added: | |]
We present our operations for (1) Comcast Cable in one reportable business segment, referred to as Cable Communications; (2) NBCUniversal in four reportable business segments: Cable Networks, Broadcast Television, Filmed Entertainment and Theme [removed: Parks (collectively, the “NBCUniversal segments”);] [added: Parks;] and (3) Sky in one reportable business segment.
Additionally, refer to Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations in our [removed: [2018] [added: [2019] Annual Report on Form [removed: 10-K](https://www.sec.gov/Archives/edgar/data/902739/000116669119000005/cmcsa-12312018x10k.htm#sBBD6A11A3D43551799B5DA8E7D098C1C)] [added: 10-K](http://www.sec.gov/ix?doc=/Archives/edgar/data/902739/000116669120000008/cmcsa-12312019x10k.htm#s4EFEBECC48AC560F95613F8C7FCC5C42)] for management’s discussion and analysis of financial condition and results of operations for the fiscal year [removed: 2018] [added: 2019] compared to fiscal year [removed: 2017.][added: 2018.]
| Consolidated Revenue, Net Income Attributable to Comcast Corporation and Adjusted EBITDA(a) | [added: | |]
| (in billions) | [added: | |]
| | [added: | |] Revenue | | [added: | | | |] Net Income Attributable to Comcast Corporation | | [added: | | | |] Adjusted EBITDA | | [added: | | | |]
[removed: ][added: ]
[removed: | (a) | Adjusted EBITDA is a financial measure that is not defined by generally accepted accounting principles in the United States (“GAAP”).] Refer to the “Non-GAAP Financial Measure” section on page [removed: 51] [added: 57] for additional information, including our definition and our use of Adjusted EBITDA, and for a reconciliation from net income attributable to Comcast Corporation to Adjusted EBITDA. [removed: |]
| [removed: | 32 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 34 | | | | | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| [removed: 2019 Consolidated] [added: Consolidated] Operating [removed: Results by Segment(a)] [added: Results] | [added: | |]
| | | [added: | | | |] Revenue | | [added: | | | |] Adjusted EBITDA | [added: | |]
[removed: ][added: ]
[removed: | (a) | Charts] [added: (a)Charts] exclude the results of [removed: NBCUniversal Headquarters and Other,] Corporate and Other, and eliminations. [removed: |]
The following are the more significant developments in our businesses during [removed: 2019:][added: 2020:]
Cable Communications [removed: Segment]
[removed: | • |] [added: -] Revenue increased [removed: 3.7%] [added: 3.4%] to [removed: $58.1] [added: $60.1] billion, reflecting increases in high-speed internet, [added: wireless,] business services and [removed: wireless] [added: advertising] revenue, partially offset by declines in [removed: advertising,] [added: voice,] video and [removed: voice revenue |][added: other revenue.]
[removed: | • |] [added: -] Operating margin increased from [removed: 38.7%] [added: 40.1%] to [removed: 40.1%,] [added: 42.1%,] reflecting increases in revenue from high-speed internet and business services and decreases in losses in our wireless [removed: business, partially offset by higher technical and product support expenses |][added: business.]
[removed: | • |] [added: -] Capital expenditures decreased [removed: 10.5%] [added: 4.4%] to [removed: $6.9] [added: $6.6] billion, reflecting lower spending on [removed: scalable infrastructure and] customer premise [removed: equipment,] [added: equipment and support capital,] partially offset by an increase in [removed: support capital |][added: spending on scalable infrastructure.]
[removed: NBCUniversal] [added: | NBCUniversal] Segments [added: Overview | | |]
[removed: | • |] [added: -] Filmed Entertainment segment revenue decreased [removed: 9.2%] [added: 18.7%] to [removed: $6.5] [added: $5.3] billion, reflecting lower [removed: theatrical, home entertainment] [added: theatrical] and other [removed: revenue,] [added: revenues as a result of theater closures due to COVID-19,] partially offset by an increase in content licensing [removed: |][added: revenue.]
Sky [removed: Segment]
[removed: | • | On a pro forma basis, Sky revenue decreased 3.0% to $19.2 billion.] Excluding the impact of foreign currency, [removed: pro forma] Sky revenue [removed: increased 1.7% primarily] [added: decreased 4.2%] due to [removed: increases] [added: decreases] in [removed: content] [added: direct-to-consumer, advertising] and [removed: direct-to-consumer revenues, partially offset] [added: content revenues driven] by [removed: a decrease in advertising revenue |][added: impacts of COVID-19.]
| [added: | | | 35 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 33] | |
[removed: | • |] [added: -] Corporate and Other Adjusted EBITDA losses increased [removed: 12.9% to] [added: from] $880 million [added: to $2.4 billion] primarily due to [added: severance charges and] costs associated with [removed: the development of Peacock |][added: Peacock.]
[removed: | • | Announced] [added: - Launched] Peacock, our direct-to-consumer streaming service that [removed: will feature] [added: features] NBCUniversal content, which [removed: is expected] [added: was made available] to [removed: be launched] [added: Comcast customers] in [added: April] 2020 [removed: |][added: and launched nationally in July 2020.]
[removed: The results of operations of our reportable business segments are affected by competition, as all] [added: All] of our businesses operate in intensely competitive, consumer-driven and rapidly changing environments and compete with a growing number of companies that provide a broad range of communications products and services, and entertainment, news and information content to consumers.
Within the Business section, refer to the “Competition” discussion, and within the Risk Factors section, refer to the risk factors entitled “Our businesses operate in highly competitive and dynamic industries, and our businesses and results of operations could be adversely affected if we do not compete [removed: effectively.”] [added: effectively”] and “Changes in consumer behavior driven by online video distribution platforms for viewing content continue to adversely affect our businesses and challenge existing business models.”
Each of our businesses is [added: typically] subject to seasonal and cyclical variations.
| [removed: | 34 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 36 | | | | | |]
| [removed: Consolidated] [added: 2020 Consolidated] Operating [removed: Results] [added: Results(a)] | [added: | |]
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(a)Adjusted EBITDA is a financial measure that is not defined by generally accepted accounting principles in the United States (“GAAP”).
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
2020 Developments
Overall
- COVID-19 materially impacted our 2020 results of operations.
While Cable Communications results were strong, NBCUniversal and Sky results experienced material negative impacts due to the temporary closure of our theme parks and the postponement of sporting events, respectively.
- Repaid $18.8 billion and issued $18.6 billion of long-term debt in 2020 ending the year with $11.7 billion of cash on hand.
This financing activity resulted in a reduction in the weighted-average cost of debt due to the favorable interest rate environment and provides additional liquidity given the risks associated with the economic conditions caused by COVID-19.
- Adjusted EBITDA increased 8.6% to $25.3 billion.
- Total customer relationships increased by 1.6 million, total high-speed internet customers increased 2.0 million and total video customers decreased 1.4 million.
NBCUniversal
- Total NBCUniversal revenue decreased 17.3% to $28.1 billion and total NBCUniversal Adjusted EBITDA decreased 28.5% to $6.3 billion driven by the impacts of COVID-19.
- Cable Networks and Broadcast Television segments revenue decreased 5.8% to $10.8 billion and 0.2% to $10.2 billion, respectively, reflecting decreases in advertising revenue, partially offset by increases in content licensing revenue.
Distribution revenue decreased at Cable Networks and increased at Broadcast Television.
- Theme Parks segment revenue decreased 68.9% to $1.8 billion and Adjusted EBITDA decreased from $2.5 billion to a loss of $541 million, reflecting the temporary theme parks closures due to COVID-19.
- Sky revenue decreased 3.3% to $18.6 billion.
- Sky Adjusted EBITDA decreased 37.0% to $2.0 billion.
Excluding the impact of foreign currency, Sky Adjusted EBITDA decreased 37.6% primarily due to the decreases in revenue.
- Corporate and Other revenue increased 9.8% to $366 million primarily due to revenue generated from Peacock.
Impacts of COVID-19
COVID-19 and measures taken to prevent its spread across the globe have impacted our businesses in a number of ways.
Our Cable Communications results of operations were strong in 2020, despite having been affected by the significant deterioration in domestic economic conditions and by the costs associated with our support of customer connectivity as people worked and learned remotely from home.
COVID-19 had material negative impacts on NBCUniversal and Sky results of operations during
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2020 primarily due to the temporary closure of our theme parks and disruption of professional sports seasons, respectively.
We expect the impacts of the COVID-19 pandemic will continue to have a material adverse impact on our consolidated results of operations over the near to medium term, although the extent of such impact will depend on restrictive governmental measures, further deterioration of the global economy and widespread availability of vaccines.
Cable Communications
- Our distribution network performed well under the stress of increased traffic and peak usage driven by increased video streaming, gaming and videoconferencing as customers worked and learned remotely from home.
- We incurred costs in 2020 associated with compensating personnel in roles affected by COVID-19, primarily during the first half of the year.
These costs included additional compensation for frontline personnel who worked to keep our customers connected to our services and compensation for certain personnel who were unable to work due to the closing or suspension of operations.
- Beginning in March 2020 and continuing through June 2021, new qualifying customers for Internet Essentials, our low-income internet adoption program, receive 60 days of free internet services.
We also implemented programs, primarily during the second quarter of 2020, under which we elected to waive certain fees and to not disconnect internet, voice or wireless services for customers for nonpayment, and we are providing customers a variety of flexible and extended payment options.
As a result of these programs, our customer metrics for 2020 do not include customers in the free Internet Essentials offer or certain high-risk customers who continued to receive service following nonpayment.
The number of customers excluded from our customer metrics was highest as of June 30, 2020 and these customers were excluded from second quarter net additions.
The number of such customers decreased in the third and fourth quarters as some of these customers either began paying for service, resulting in customer net additions, or disconnected and no longer receive service.
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Following October 9, 2018, Sky’s results of operations are included in our consolidated results of operations.
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2019 Developments
| • | Adjusted EBITDA increased 7.3% to $23.3 billion |
| • | Total NBCUniversal revenue decreased 5.0% to $34.0 billion and total NBCUniversal Adjusted EBITDA increased 2.0% to $8.8 billion |
| • | Broadcast Television and Cable Networks segments revenue decreased 10.3% to $10.3 billion and 2.2% to $11.5 billion, respectively, reflecting the impact of our broadcasts of the 2018 PyeongChang Olympics and 2018 Super Bowl; excluding revenue associated with the 2018 PyeongChang Olympics and 2018 Super Bowl, Cable Networks and Broadcast Television segments revenue increased 1.0% and 0.1%, respectively, with the increase in Cable Networks primarily due to increases in distribution revenue, partially offset by decreases in content licensing revenue |
| • | Theme Parks segment revenue increased 4.4% to $5.9 billion, reflecting increased guest spending and higher attendance in 2019 due, in part, to natural disasters that negatively impacted attendance in Japan in 2018 |
| • | Announced that Universal Orlando Resort is building an additional theme park named Universal’s Epic Universe |
| • | Sky’s results of operations for the full year 2019 are included in our consolidated results, with revenue of $19.2 billion and Adjusted EBITDA of $3.1 billion |
| • | On a pro forma basis, Sky Adjusted EBITDA increased 7.1% to $3.1 billion. Excluding the impact of foreign currency, pro forma Sky Adjusted EBITDA increased 12.2% primarily due to contract termination costs and costs related to a settlement in the prior year period. |
| • | Corporate and Other revenue decreased 35.0% to $333 million primarily due to the sale of a controlling interest in our arena management-related businesses in the second quarter of 2018 |
| • | Entered into a series of agreements in May 2019 with Disney, whereby Disney assumed full operational control of Hulu, LLC (“Hulu”) in exchange for certain put and call provisions regarding our ownership interest, and in August 2019, we received proceeds of $5.2 billion from a collateralized obligation secured by the proceeds guaranteed under the put and call provisions |
| • | Repaid $15.6 billion of debt, including senior notes and term loans, and net repayments of commercial paper, which were funded with cash on hand, proceeds from the collateralized obligation related to Hulu and proceeds from the $4.8 billion issuance of senior notes in November 2019 |
Technological changes are further intensifying and complicating the competitive landscape and challenging existing business models.
In particular, consumers are increasingly turning to online sources for viewing and purchasing content, which has and likely will continue to reduce the number of our video customers and subscribers to our cable networks even as it makes high-speed internet services more important to consumers.
In addition, the increasing number of entertainment choices available to consumers has intensified audience fragmentation and disaggregated the way that content traditionally has been viewed by consumers.
This increase has caused and likely will continue to cause audience ratings declines at our programming channels.
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| • | Our acquisition of Sky in the fourth quarter of 2018, resulting in the inclusion of a full year of results for 2019 |
| • | A decrease in NBCUniversal revenue primarily due to the absence of revenue associated with our broadcasts of the 2018 PyeongChang Olympics and the 2018 Super Bowl |
| • | A decrease in NBCUniversal programming and production expenses primarily due to the absence of expenses associated with our broadcasts of the 2018 PyeongChang Olympics and the 2018 Super Bowl |
| • | An increase in technical and product support costs in our Cable Communications segment |
Consolidated depreciation and amortization expense increased in 2019 primarily due to the acquisition of Sky in the fourth quarter of 2018, with a full year of expense included in our results of operations for 2019.
Additionally, during the first quarter of 2019, we recorded adjustments to the purchase price allocation of Sky, primarily related to intangible assets and property and equipment.
This change resulted in an adjustment recorded in the first quarter of 2019 related to the fourth quarter of 2018 that increased depreciation and amortization expense by $53 million.
NBCUniversal depreciation and amortization expense was flat in 2019.
Consolidated other operating gains for 2018 included $200 million related to the sale of a controlling interest in our arena management-related businesses in Corporate and other (see Note 10 to Comcast’s consolidated financial statements) and $141 million related to the sale of a business in our Filmed Entertainment segment.
Interest expense increased in 2019 compared to 2018 primarily due to increases in our debt outstanding associated with the financing of and debt assumed in connection with the Sky transaction in the fourth quarter of 2018, as well as a $56 million charge related to the early redemption of debt that was recorded in the third quarter of 2019.
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An excerpt. Shown here: 40 of 414 rewritten, 40 of 436 added and 40 of 205 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2020 filing and the FY2019 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
28 rewritten, 15 added, 12 removed, 28 unchanged
| Interest Rate Risk Management | [added: | |]
These [removed: cross currency] [added: cross-currency] swaps effectively change our current fixed interest rates to different fixed interest rates.
The effect of our interest rate derivative financial instruments to our consolidated interest expense was a decrease of [added: $9 million in 2020, a decrease of] $49 million in 2019, [added: and] an increase of $2 million in [removed: 2018, and a decrease of $5 million in 2017.][added: 2018.]
The table below summarizes [removed: as of December 31, 2019] by contractual year of maturity the principal amount of our debt, effective rates, and fair values subject to interest rate risk maintained by [removed: us.][added: us as of December 31, 2020.]
| Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 59] | | [added: 66 | | | | | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| (in millions) | [removed: 2020] | | [removed: |] 2021 | | | 2022 | | | 2023 | | | 2024 | | | [added: 2025 | | |] Thereafter | | | Total | | | Estimated Fair Value as of December 31, [removed: 2019] [added: 2020] | | |
| Debt | | | | | | | | | | | | | | | | | | | | | | | | | [added: | |]
| Average interest rate | [removed: 1.4] | | [added: 0.7 | |] % | [removed: 1.9] [added: 0.8] | | % | [removed: 0.8] [added: 1.1] | | % | [removed: 1.8] [added: 1.5] | | % | [removed: 2.7] [added: —] | | % | 4.4 | | % | 1.9 | | % | | | |
We estimate interest rates on variable rate debt and swaps using the relevant average implied forward rates through the year of maturity based on the yield curve in effect on December 31, [removed: 2019,] [added: 2020,] plus the applicable borrowing margin.
We entered into a series of variable-to-fixed rate interest rate swaps on [removed: $3.6] [added: $5.2] billion of this term loan with average pay rate and average receive rate related to these interest rate swaps of [removed: 1.23%] [added: 1.12%] and [removed: 1.80%] [added: 0.15%] as of December 31, [removed: 2019 and 2018,] [added: 2020,] respectively.
As of December 31, [added: 2020 and] 2019, the estimated fair value of the term loan was $5.2 billion [added: for each period,] and the estimated fair value of the related interest rate swaps was a net [added: liability of $155 million and a net] asset of $34 [removed: million.][added: million, respectively.]
| Foreign Exchange Risk Management | [added: | |]
These changes could adversely affect the U.S. dollar equivalent value of our non-U.S. dollar [removed: revenue and operating costs and expenses,] [added: operations,] which could negatively affect our business, financial condition and results of operations in a given period or in specific territories.
As of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] we had foreign exchange contracts on transactions other than debt with a total notional value of [removed: $6.3 billion and $5.8 billion, respectively, including contracts at NBCUniversal of $1.4] [added: $8.1] billion and [removed: $1.2] [added: $6.3] billion, respectively.
As of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] the aggregate estimated fair value of these foreign exchange contracts was not material.
As of [removed: both] December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] we had cross-currency swaps designated as cash flow hedges on [added: $1.7 billion and] $3.7 billion of our foreign currency denominated [removed: debt.][added: debt, respectively.]
As of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] the aggregate estimated fair values of cross-currency swaps designated as cash flow hedges were a net [removed: asset] [added: liability] of [removed: $373] [added: $45] million and [removed: $399] [added: a net asset of $373] million, respectively.
We have foreign currency denominated debt and [removed: use] cross-currency swaps [removed: to hedge] [added: designated as hedges of] our net investments in certain of these subsidiaries.
[removed: The aggregate] [added: As of December 31, 2020 and 2019, the] amount of our net investment in foreign subsidiaries [removed: that have been] hedged using [removed: cross-currency swaps and] foreign currency denominated debt was [removed: $14.0] [added: $10.3] billion and [removed: $15.6] [added: $9.2] billion, [removed: as] [added: respectively, and the amount] of [removed: December 31, 2019] [added: our net investment in foreign subsidiaries hedged using cross-currency swaps was $4.0 billion] and [removed: 2018,] [added: $4.8 billion,] respectively.
As of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] the aggregate estimated fair value of [removed: the] [added: these] cross-currency swaps was a net liability of [removed: $373] [added: $376] million and [removed: $587] [added: $373] million, respectively.
[removed: As] [added: The amount] of [removed: December 31, 2019 and 2018, there were] pre-tax [removed: cumulative translation] gains [removed: of $339 million and pre-tax cumulative translation losses of $4 million, respectively,] [added: (losses)] related to [removed: these] net investment hedges [removed: recorded] [added: recognized] in [removed: accumulated] [added: the cumulative translation adjustments component of] other comprehensive income [removed: (loss).][added: (loss) were losses of $686 million in 2020, gains of $343 million in 2019 and losses of $3 million in 2018.]
We have analyzed our foreign currency exposure related to our foreign operations as of December 31, [removed: 2019,] [added: 2020,] including our hedging contracts, to identify assets and liabilities denominated in a currency other than their functional currency.
| | [removed: 60] | [added: | 67 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | |]
[added: For those assets and] liabilities, we then evaluated the effect of a hypothetical 10% shift in currency exchange rates, inclusive of the effects of derivatives.
The results of our analysis indicate that such a shift in exchange rates would not have a material impact on our [removed: 2019] [added: 2020] net income attributable to Comcast Corporation.
| Counterparty Credit Risk Management | [added: | |]
As of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] we were not required to post collateral under the terms of these agreements, nor did we hold any collateral under the terms of these agreements.
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| Fixed-rate debt | | | $ | 2,045 | | $ | 2,084 | | $ | 1,095 | | $ | 6,246 | | $ | 6,953 | | $ | 78,122 | | $ | 96,545 | | $ | 116,732 | |
| Average interest rate | | | 1.6 | | % | 6.7 | | % | 2.0 | | % | 3.1 | | % | 3.4 | | % | 3.9 | | % | 3.8 | | % | | | |
| Variable-rate debt | | | $ | 1,088 | | $ | 1,944 | | $ | 2,830 | | $ | 500 | | $ | — | | $ | 2,502 | | $ | 8,864 | | $ | 8,873 | |
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See Notes 1, 6 and 9 for additional information.
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The effect of NBCUniversal’s interest rate derivative financial instruments was not material to NBCUniversal’s consolidated financial statements for any period presented.
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| Fixed rate debt | $ | 2,267 | | $ | 5,801 | | $ | 3,735 | | $ | 3,839 | | $ | 6,226 | | $ | 69,020 | | $ | 90,888 | | $ | 102,819 | |
| Average interest rate | 4.4 | | % | 3.2 | | % | 4.9 | | % | 2.6 | | % | 3.3 | | % | 4.3 | | % | 4.1 | | % | | | |
| Variable rate debt | $ | 2,188 | | $ | 3,324 | | $ | 1,847 | | $ | 3,824 | | $ | 533 | | $ | 1,286 | | $ | 13,002 | | $ | 13,023 | |
See Notes 1, 7 and 10 to Comcast’s and Notes 1 and 9 to NBCUniversal’s consolidated financial statements for additional information on our derivative instruments and hedging activities.
For those assets and
| Comcast 2019 Annual Report on Form 10-K | 61 | |
Item 1. Business
233 rewritten, 146 added, 53 removed, 294 unchanged
Through transactions in 2011 and 2013, we acquired NBCUniversal, and in [removed: the fourth quarter of] 2018, we acquired Sky.
[removed: | • | Cable] [added: - Cable] Communications: Consists of the operations of Comcast Cable, which is a leading provider of high-speed internet, video, voice, wireless, and security and automation services to residential customers in the United States under the Xfinity brand; we also provide these and other services to business customers and sell advertising. [removed: |]
[removed: | • | Cable] [added: - 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. [removed: |]
[removed: | • | Broadcast] [added: - 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. [removed: |]
[removed: | • | Filmed] [added: - 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. [removed: |]
[removed: | • | 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. [removed: |]
[removed: | • | Sky:] [added: - Sky:] Consists of the operations of Sky, one of Europe’s leading entertainment companies, which primarily includes a direct-to-consumer business, providing video, high-speed internet, voice and wireless phone services, and a content business, operating entertainment networks, the Sky News broadcast network and Sky Sports networks. [removed: |]
Our other business interests consist primarily of the operations of Comcast Spectacor, which owns the Philadelphia Flyers and the Wells Fargo Center arena in Philadelphia, Pennsylvania, and other business initiatives, such as [removed: the development of] Peacock, our [added: new] direct-to-consumer streaming service that [removed: will feature] [added: features] NBCUniversal [removed: content.][added: content, which was made available to Comcast customers in April 2020 and launched across the United States in July 2020.]
For [added: a discussion of the risks related to COVID-19, refer to Item 1A: Risk Factors, and for a discussion of the impacts of COVID-19 and for] financial and other information about our reportable business segments, refer to Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 2 to [removed: each of Comcast’s and NBCUniversal’s] [added: the] consolidated financial statements included in this Annual Report on Form 10-K.
[removed: Comcast’s] [added: Our] phone number is (215) 286-1700, and [removed: its] [added: our] principal executive offices are located at One Comcast Center, Philadelphia, PA 19103-2838.
[removed: Comcast and NBCUniversal’s] [added: Our] Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to such reports filed with or furnished to the SEC under Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), are available free of charge on the SEC’s website at www.sec.gov and on [removed: Comcast’s] [added: our] website at www.comcastcorporation.com as soon as reasonably practicable after such reports are electronically filed with the SEC.
| [added: | | | 1 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 1] | |
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| Cable Communications Segment | [added: | |]
Revenue is generated primarily from residential and business customers that subscribe to our [removed: services, which are marketed individually and as bundled services,] [added: services] and from the sale of advertising.
Bundled service offerings aim to meet the needs of various segments of our customer base, ranging from high-speed internet services packaged with video [removed: or streaming] services that include a limited number of [removed: channels,] [added: channels or streaming services,] to a five-product bundle, consisting of high-speed internet, video, voice, wireless, and security and automation services.
As of December 31, [removed: 2019,] [added: 2020,] Cable Communications had [removed: 31.5] [added: 33.1] million total customer relationships, including [removed: 29.1] [added: 30.7] million residential customer relationships and 2.4 million business customer relationships, and passed more than [removed: 58] [added: 59] million homes and businesses.
As of December 31, [removed: 2019,] [added: 2020,] total customer relationships penetration of homes and businesses passed was [removed: 54%.][added: 56%.]
The map below highlights Cable Communications’ cable distribution footprint as of December 31, [removed: 2019] [added: 2020] and the designated market areas (“DMAs”) where we have 250,000 or more customer relationships, with the locations that are bolded representing one of the top 25 U.S. television DMAs as of December 31, [removed: 2019.][added: 2020.]
[removed: ][added: ]
| [removed: | 2 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 2 | | | | | |]
Cable Communications offers high-speed internet services with downstream speeds that range up to [removed: 1] [added: 1.2] gigabit per second (“Gbps”) and fiber-based speeds that range up to 2 Gbps.
These services include access to an online portal and mobile apps, which provide users with the ability to manage their home Wi-Fi network, [added: access to advanced security technology and other features including] email, an address [removed: book, calendars] [added: book] and [removed: online security features.][added: calendar.]
Customers with wireless gateways may also personalize and manage their Wi-Fi network [removed: remotely] [added: and connected home] with the xFi branded whole-home application and online portal, which includes [removed: viewing] [added: the ability to self-install] and [removed: changing] [added: set up] their Wi-Fi [added: environment, view and change their Wi-Fi] password, [removed: identifying] [added: identify] which devices are connected to their in-home [removed: network, setting] [added: network and set] parental controls and schedules, [added: along with] advanced [removed: security,] [added: security] and other features.
As of December 31, [removed: 2019, 26.4] [added: 2020, 28.4] million residential customers subscribed to our high-speed internet services.
Through the [removed: X1] [added: Sky Q] platform, customers have integrated search functionality, including the use of a voice-activated remote [removed: control,] [added: control;] personalized [removed: recommendations] [added: recommendations;] and access [removed: to,] [added: to] and [added: the] integration [removed: of, certain third-party internet apps,] [added: of content from DTC streaming services] such as [removed: Netflix,] Amazon Prime [removed: Video] [added: Video, Discovery+, Disney+, Netflix] and [removed: YouTube.][added: YouTube, and a variety of other internet-based apps providing content and music.]
Additionally, a variety of music apps such as Pandora are offered through [removed: X1.][added: Flex.]
As of December 31, [removed: 2019, 20.3] [added: 2020, 19.0] million residential customers subscribed to our video services.
[removed: The services provide] [added: Service options provided include] either unlimited or usage-based local and domestic long-distance [removed: calling and include] [added: calling, as well as] options for international calling plans, voicemail, [removed: voicemail transcriptions, text messaging] [added: readable voicemail, nuisance call blocking tools] and various call features such as caller ID and call waiting.
[removed: For customers with high-speed internet services, voice] [added: Voice] services also include the ability to access and manage [removed: voicemail, text messaging] [added: voicemail] and other account features through an online portal or mobile [removed: apps.][added: app.]
As of December 31, [removed: 2019, 9.9] [added: 2020, 9.6] million residential customers subscribed to our voice services.
| [added: | | | 3 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 3] | |
Cable Communications offers wireless [removed: phone] services [added: for handsets, tablets and smart watches] using mobile virtual network operator (“MVNO”) rights to provide the services over Verizon’s wireless network and our existing network of in-home and outdoor Wi-Fi hotspots.
[removed: The services are] [added: We] currently [removed: offered] only [added: offer these services] as part of our bundled service offerings to residential customers that subscribe to high-speed internet service within our cable distribution footprint and [removed: may in the future also be offered] to [added: a limited group of] small business [added: high-speed internet] customers on similar terms.
Customers may choose to pay for services on an unlimited data [removed: plan] [added: plan, shared data plans,] or per gigabyte of data used.
Customers have the ability to bring their own device or purchase [removed: handsets] [added: them from us] with the option to pay upfront or finance the purchase interest-free over 24 months.
As of December 31, [removed: 2019,] [added: 2020,] there were [removed: 2.1] [added: 2.8] million activated wireless lines that were subscribed to our wireless services.
High-speed internet services provide downstream speeds that range up to 1 Gbps and fiber-based speeds that range up to [removed: 10] [added: 100] Gbps.
Our service offerings for small business locations primarily include high-speed internet services, as well as voice and video services, that are similar to those provided to residential customers, [removed: as well as] cloud-based cybersecurity services, wireless backup connectivity, advanced Wi-Fi solutions, video monitoring services and cloud-based services that provide file sharing, online backup and web conferencing, among other features.
Cable Communications continues to focus on technology initiatives to design, develop and deploy next-generation media and content delivery platforms, such as the X1 platform and related cloud DVR technology, and Flex, which use IP technology and our own cloud network servers to deliver video and advanced search capabilities, including through a voice-activated remote control, and that provide access to certain [removed: third-party internet apps.][added: DTC streaming services.]
- Theme Parks: Consists primarily of our Universal theme parks in Orlando, Florida; Hollywood, California; and Osaka, Japan.
Each of our businesses has been impacted as a result of the novel coronavirus disease 2019 (“COVID-19”) pandemic.
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Customers can also choose to extend their Wi-Fi coverage with xFi Pods and have access to our expanding network of secure residential, outdoor and business Wi-Fi hotspots nationwide.
For high-speed internet customers that prefer streaming content over the internet rather than linear cable television, Cable Communications offers Flex, a streaming device that provides access to certain online programming on their television with integrated search functionality, including the use of a voice-activated remote control and personalized recommendations.
Flex programming includes our Peacock service and certain other internet-based apps at no additional charge, access to pay-per-view and video on demand content, and access to and the integration of certain third-party direct-to-consumer streaming services (“DTC streaming services”) such as Amazon Prime Video, HBO Max, Hulu, Netflix, YouTube, and, beginning in 2021, Disney+.
We earn commission revenue related to the sale of certain DTC streaming services.
Through the X1 platform, customers have integrated search functionality, including the use of a voice-activated remote control; personalized recommendations; and access to and the integration of Peacock, which X1 customers receive for no additional charge, certain third-party DTC streaming services and a variety of other internet-based apps providing content and music.
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(a)Household data is based on The Nielsen Company’s December 2020 Household Universe Estimate report.
The Nielsen report includes estimates based on subscribers to both traditional and certain virtual multichannel video providers.
We understand that the Nielsen Company’s ability to collect in-home data may have been disrupted as a result of COVID-19, which may have impacted its estimated household data as of December 2020.
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
Beginning in 2020, certain titles are also made available for viewing on demand following a shortened theatrical release window.
We are developing an additional theme park at Universal Orlando named Universal’s Epic Universe; however, we have temporarily delayed construction in response to COVID-19.
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NBCUniversal’s phone number is (212) 664-4444, and its principal executive offices are located at 30 Rockefeller Plaza, New York, NY 10112-0015.
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Cable Communications continues to expand its network of residential, outdoor and business Wi-Fi hotspots.
Certain high-speed internet customers who do not subscribe to our video services also receive Flex, a streaming device with access to various programming and other third-party internet apps on their television.
Additionally, Cable Communications offers a streaming video service throughout our footprint that allows high-speed internet customers to purchase video services and stream live programming to a computer, tablet, smartphone or other device for a monthly fee.
As of December 31, 2019, 1.4 million residential customers subscribed to our security and automation services.
Cable Networks
| | | | |
| --- | --- | --- | --- |
We also market and distribute cable network programming to subscription video on demand services, such as those offered by Amazon, Hulu and Netflix.
We anticipate that our cable television studio production operations will also produce content for and license content to Peacock.
Broadcast Television
We anticipate that our broadcast television studio production operations will also produce content for and license content to Peacock.
We anticipate that our film studios will also produce content for and license content to Peacock.
Theme Parks
watching in another.
Sky Q customers are offered personalized content recommendations and the use of a voice activated remote control, as well as integrated access to content from other providers such as Netflix, Spotify, Vevo and YouTube.
Sky also sells targeted advertising and generates revenue from online and mobile advertising and advertising across its On Demand services.
A growing number of commercial venues, such as retail malls, restaurants and airports, also offer Wi-Fi service.
| • | OTT service providers including: |
| ◦ | traditional television and film programmers, networks and media companies that provide content directly to consumers |
These businesses are also subject to other regulation by federal, state and local authorities and to agreements we enter into with local cable franchising authorities.
We provide high-speed internet services to our customers.
Many of these services are subject to a number of regulatory obligations or commitments described below.
Parties have sought further review of the court’s opinion.
and the regulatory framework for broadband internet access services.
These orders are being challenged in federal court, and we cannot predict the outcome of the litigation.
The FCC is currently considering additional measures that could result in further preemption of state and local laws or regulations as part of its broader efforts to accelerate wireless broadband infrastructure deployment.
For information on must-carry and retransmission consent issues relating to our broadcast television business, see “NBCUniversal Segments - Broadcast Television” below and refer to the “Must-Carry/Retransmission Consent” discussion within that section.
contribution obligations, rural call completion, customer equipment back-up power, service discontinuance and certain regulatory filing requirements.
In 2017, we began offering a wireless voice and data service.
Must Carry/Retransmission Consent
Our filmed entertainment business is subject to “trade practice laws” in effect in 25 states and Puerto Rico relating to theatrical distribution of motion pictures.
In countries outside the United States, a variety of existing or contemplated laws and regulations
may affect our ability to distribute and license motion picture and television products, as well as consumer merchandise products.
An excerpt. Shown here: 40 of 233 rewritten, 40 of 146 added and 40 of 53 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2020 filing and the FY2019 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 1 removed, 0 unchanged
[removed: Refer to] [added: See] Note [removed: 17 to Comcast’s consolidated financial statements] [added: 16] included in this Annual Report on Form 10-K for a discussion of [removed: recent developments related to our] legal proceedings.
NBCUniversal is subject to legal proceedings and claims that arise in the ordinary course of its business and it does not expect the final disposition of these matters to have a material adverse effect on its results of operations, cash flows or financial condition, although any such matters could be time-consuming and costly and could injure its reputation.
Cover and table of contents
51 rewritten, 30 added, 38 removed, 30 unchanged
[removed: FORM 10-K][added: FORM 10-K]
| (Mark One) | | [added: | | | |]
| ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
FOR THE FISCAL YEAR [removed: ENDED DECEMBER] [added: ENDED DECEMBER] 31, [removed: 2019][added: 2020]
| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
| | | [removed: ] | | | [added: |  | | | | | | | | |]
| Commission File Number | | [added: | | | |] Registrant; State of Incorporation; Address and Telephone Number | | [added: | | | |] I.R.S. Employer Identification No. | [added: | |]
| 001-32871 | | [added: | | | |] COMCAST CORPORATION | | [added: | | | |] 27-0000798 | [added: | |]
[removed: Philadelphia, PA 19103-2838][added: Philadelphia, PA 19103-2838]
[removed: (215) 286-1700][added: (215) 286-1700]
| SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: | | | | | [added: | | | | | | | | | |]
| Title of Each Class | | [added: | | | |] Trading symbol(s) | | [added: | | | |] Name of Each Exchange on Which Registered | [added: | |]
| Class A Common Stock, $0.01 par value | | [added: | | | |] CMCSA | | [added: | | | |] NASDAQ Global Select Market | [added: | |]
| 2.0% Exchangeable Subordinated Debentures due 2029 | | [added: | | | |] CCZ | | [added: | | | |] New York Stock Exchange | [added: | |]
| 5.50% Notes due 2029 | | [added: | | | |] CCGBP29 | | [added: | | | |] New York Stock Exchange | [added: | |]
| 9.455% Guaranteed Notes due 2022 | | [added: | | | |] CMCSA/22 | | [added: | | | |] New York Stock Exchange | [added: | |]
| SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: [removed: Comcast Corporation –] NONE [removed: NBCUniversal Media, LLC – NONE] | | | | | [added: | | | | | | | | | |]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T [added: (§232.405 of this chapter)] during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
| [removed: Comcast Corporation |] Large accelerated filer | [added: | |] ☒ | [added: | |] Accelerated filer | [added: | |] ☐ | [added: | |] Non-accelerated filer | [added: | |] ☐ | [added: | |] Smaller reporting company | [added: | |] ☐ | [added: | |] Emerging growth company | [added: | |] ☐ | [added: | |]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the [added: Exchange] Act).
As of June 30, [removed: 2019,] [added: 2020,] the aggregate market value of the Comcast Corporation common stock held by non-affiliates of the registrant was [removed: $190.526] [added: $176.648] billion.
Indicate the number of shares outstanding of each of the registrant’s classes of [added: common] stock, as of the latest practicable date:
As of December 31, [removed: 2019,] [added: 2020,] there were [removed: 4,543,590,270] [added: 4,571,211,797] shares of Comcast Corporation Class A common stock and 9,444,375 shares of Class B common stock outstanding.
Comcast Corporation – Part III – The registrant’s definitive Proxy Statement for its annual meeting of [removed: shareholders presently scheduled to be held in June 2020.][added: shareholders.]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
[removed: 2019] [added: 2020] Annual Report on Form 10-K
| PART I | | | [added: | | | | | |]
| Item 1 | [removed: [Business](#s782526449D285EC39393707D60257D3E)] | [removed: [1](#s782526449D285EC39393707D60257D3E)] | [added: [Business](#i07b1a2eeba0d4be6818f9b0e6b30ddac_13) | | | [1](#i07b1a2eeba0d4be6818f9b0e6b30ddac_13) | | |]
| Item 1A | [added: | |] [Risk [removed: Factors](#s28B33F40F8A15BC2911B3D00E28037E8)] [added: Factors](#i07b1a2eeba0d4be6818f9b0e6b30ddac_31)] | [removed: [20](#s28B33F40F8A15BC2911B3D00E28037E8)] | [added: | [21](#i07b1a2eeba0d4be6818f9b0e6b30ddac_31) | | |]
| Item 1B | [added: | |] [Unresolved Staff [removed: Comments](#s70DC8F4296705024A3E605030C62C969)] [added: Comments](#i07b1a2eeba0d4be6818f9b0e6b30ddac_34)] | [removed: [27](#s70DC8F4296705024A3E605030C62C969)] | [added: | [29](#i07b1a2eeba0d4be6818f9b0e6b30ddac_34) | | |]
| Item 2 | [removed: [Properties](#s6A3451DB4E8B541BAD4C8242777BC7B1)] | [removed: [27](#s6A3451DB4E8B541BAD4C8242777BC7B1)] | [added: [Properties](#i07b1a2eeba0d4be6818f9b0e6b30ddac_37) | | | [29](#i07b1a2eeba0d4be6818f9b0e6b30ddac_37) | | |]
| Item 3 | [added: | |] [Legal [removed: Proceedings](#s2F481E3636185B4CB0554EE41958C165)] [added: Proceedings](#i07b1a2eeba0d4be6818f9b0e6b30ddac_40)] | [removed: [28](#s2F481E3636185B4CB0554EE41958C165)] | [added: | [30](#i07b1a2eeba0d4be6818f9b0e6b30ddac_40) | | |]
| Item 4 | [added: | |] [Mine Safety [removed: Disclosures](#sBD36EA559A335D00B118E5388D84BF18)] [added: Disclosures](#i07b1a2eeba0d4be6818f9b0e6b30ddac_43)] | [removed: [28](#sBD36EA559A335D00B118E5388D84BF18)] | [added: | [30](#i07b1a2eeba0d4be6818f9b0e6b30ddac_43) | | |]
| PART II | | | [added: | | | | | |]
| Item 5 | [added: | |] [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#s4FA0EAF04A295FE78A7CC19CA905B022)] [added: Securities](#i07b1a2eeba0d4be6818f9b0e6b30ddac_49)] | [removed: [29](#s4FA0EAF04A295FE78A7CC19CA905B022)] | [added: | [31](#i07b1a2eeba0d4be6818f9b0e6b30ddac_49) | | |]
| Item 6 | [added: | |] [Selected Financial [removed: Data](#sB401E8698EC8513984830652E838B606)] [added: Data](#i07b1a2eeba0d4be6818f9b0e6b30ddac_55)] | [removed: [31](#sB401E8698EC8513984830652E838B606)] | [added: | [33](#i07b1a2eeba0d4be6818f9b0e6b30ddac_55) | | |]
| Item 7 | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s4EFEBECC48AC560F95613F8C7FCC5C42)] [added: Operations](#i07b1a2eeba0d4be6818f9b0e6b30ddac_58)] | [removed: [32](#s4EFEBECC48AC560F95613F8C7FCC5C42)] | [added: | [34](#i07b1a2eeba0d4be6818f9b0e6b30ddac_58) | | |]
| Item 7A | [added: | |] [Quantitative and Qualitative Disclosures About Market [removed: Risk](#s9560A1C63C3C5D18BA78A408732F673F)] [added: Risk](#i07b1a2eeba0d4be6818f9b0e6b30ddac_136)] | [removed: [59](#s9560A1C63C3C5D18BA78A408732F673F)] | [added: | [66](#i07b1a2eeba0d4be6818f9b0e6b30ddac_136) | | |]
| Item 8 | [added: | |] [Comcast Corporation Financial Statements and Supplementary [removed: Data](#sE010050EF566549BB66BB51BBB4CA63E)] [added: Data](#i07b1a2eeba0d4be6818f9b0e6b30ddac_139)] | [removed: [62](#sE010050EF566549BB66BB51BBB4CA63E)] | [added: | [68](#i07b1a2eeba0d4be6818f9b0e6b30ddac_139) | | |]
| Item 9 | [added: | |] [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#sAE94F4B05F5556AD8201C8D6757B8C8E)] [added: Disclosure](#i07b1a2eeba0d4be6818f9b0e6b30ddac_268)] | [removed: [108](#sAE94F4B05F5556AD8201C8D6757B8C8E)] | [added: | [102](#i07b1a2eeba0d4be6818f9b0e6b30ddac_268) | | |]
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| 0.250% Notes due 2027 | | | | | | CMCS27 | | | | | | NASDAQ Global Market | | |
| 1.500% Notes due 2029 | | | | | | CMCS29 | | | | | | NASDAQ Global Market | | |
| 0.750% Notes due 2032 | | | | | | CMCS32 | | | | | | NASDAQ Global Market | | |
| 1.875% Notes due 2036 | | | | | | CMCS36 | | | | | | NASDAQ Global Market | | |
| 1.250% Notes due 2040 | | | | | | CMCS40 | | | | | | NASDAQ Global Market | | |
| | | | | | | | | | | | | | | |
Yes ☒ No ☐
Yes ☐ No ☒
Yes ☒ No ☐
Yes ☒ No ☐
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Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
Yes ☒ No ☐
Yes ☐ No ☒
| Item 11 | | | [Executive Compensation](#i07b1a2eeba0d4be6818f9b0e6b30ddac_286) | | | [103](#i07b1a2eeba0d4be6818f9b0e6b30ddac_286) | | |
| Item 16 | | | [Form 10-K Summary](#i07b1a2eeba0d4be6818f9b0e6b30ddac_304) | | | [109](#i07b1a2eeba0d4be6818f9b0e6b30ddac_304) | | |
| [Signatures](#i07b1a2eeba0d4be6818f9b0e6b30ddac_307) | | | | | | [110](#i07b1a2eeba0d4be6818f9b0e6b30ddac_307) | | |
Beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, we are voluntarily complying with new disclosure rules for guarantors and issuers of guaranteed debt securities issued by the Securities and Exchange Commission (“SEC”) in March 2020, as permitted by the transition guidance contained in the SEC’s final rule release “Financial Disclosures about Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize a Registrant’s Securities.” As a result, this report includes disclosures related to our consolidated subsidiaries that guarantee or have issued guaranteed debt securities registered with the SEC that are included within our guarantee structure (refer to Guarantee Structure within the Liquidity and Capital Resources section of Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations).
As a result of these rules, NBCUniversal Media, LLC is no longer required to prepare stand-alone periodic reports under SEC rules, and our periodic reports are no longer prepared as a combined report being filed separately by Comcast Corporation and NBCUniversal Media, LLC.
[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
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| 001-36438 | | NBCUNIVERSAL MEDIA, LLC | | 14-1682529 |
Delaware
30 Rockefeller Plaza
New York, NY 10112-0015
(212) 664-4444
| Comcast Corporation – | | | | |
| NBCUniversal Media, LLC – NONE | | | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | Comcast Corporation | | Yes | ☒ | | No | ☐ | |
| | NBCUniversal Media, LLC | | Yes | ☒ | | No | ☐ | |
| | Comcast Corporation | | Yes | ☐ | | No | ☒ | |
| | NBCUniversal Media, LLC | | Yes | ☐ | | No | ☒ | |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| NBCUniversal Media, LLC | Large accelerated filer | ☐ | Accelerated filer | ☐ | Non-accelerated filer | ☒ | Smaller reporting company | ☐ | Emerging growth company | ☐ |
| | Comcast Corporation | | | ☐ | | | | |
| | NBCUniversal Media, LLC | | | ☐ | | | | |
Not applicable for NBCUniversal Media, LLC.
NBCUniversal Media, LLC meets the conditions set forth in General Instruction I(1)(a), (b) and (d) of Form 10-K and is therefore filing this form with the reduced disclosure format.
NBCUniversal Media, LLC – NONE
| | | |
| --- | --- | --- |
| Item 9B | [Other Information](#s0D9F3578A5005200A3F1AEED165AACAA) | [109](#s0D9F3578A5005200A3F1AEED165AACAA) |
| Item 11 | [Executive Compensation](#s715EC6F19BAA5548929F7E12FA3E7932) | [111](#s715EC6F19BAA5548929F7E12FA3E7932) |
| Item 16 | [Form 10-K Summary](#s9AE6ABD61ECC5EB9A187E6DC5603BEE9) | [120](#s9AE6ABD61ECC5EB9A187E6DC5603BEE9) |
| [Signatures](#s6DD7B81E6ACA56C6A0269D7122EF9464) | | [121](#s6DD7B81E6ACA56C6A0269D7122EF9464) |
| [NBCUniversal Media, LLC Financial Statements and Supplementary Data](#s5D78A903535C5976B4EC8146DE34B89A) | | [123](#s5D78A903535C5976B4EC8146DE34B89A) |
This Annual Report on Form 10-K is a combined report being filed separately by Comcast Corporation (“Comcast”) and NBCUniversal Media, LLC (“NBCUniversal”).
Comcast owns all of the common equity interests in NBCUniversal, and NBCUniversal meets the conditions set forth in General Instruction I(1)(a), (b) and (d) of Form 10-K and is therefore filing its information within this Form 10-K with the reduced disclosure format.
Each of Comcast and NBCUniversal is filing on its own behalf the information contained in this report that relates to itself, and neither company makes any representation as to information relating to the other company.
Where information or an explanation is provided that is substantially the same for each company, such information or explanation has been combined in this report.
Where information or an explanation is not substantially the same for each company, separate information and explanation has been provided.
In addition, separate consolidated financial statements for each company, along with notes to the consolidated financial statements, are included in this report.
An excerpt. Shown here: 40 of 51 rewritten, all 30 added and all 38 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2020 filing and the FY2019 filing.
Item 2. Properties
15 rewritten, 9 added, 3 removed, 25 unchanged
We believe that substantially all of our physical assets were in good operating condition as of December 31, [removed: 2019.][added: 2020.]
[removed: We own 80% interests in entities whose primary assets are the Comcast Center and] [added: Additionally, we completed construction of] the Comcast Technology [removed: Center,] [added: Center in 2019,] which is adjacent to the Comcast Center and is a center for Cable Communications’ technology and engineering workforce, as well as the home of our NBCUniversal and Telemundo owned local broadcast stations in Philadelphia, Pennsylvania.
| Cable Communications Segment | [added: | |]
We own or lease buildings throughout the [removed: U.S.] [added: United States] that contain customer service call centers, retail stores and customer service centers, warehouses and administrative space.
[removed: The digital] media center contains equipment that we own or lease, including equipment related to network origination, video transmission via satellite and terrestrial fiber-optics, broadcast studios, post-production services and interactive television services.
| NBCUniversal Segments | [added: | |]
NBCUniversal’s corporate headquarters are located in New York, New York at 30 Rockefeller Plaza and [added: surrounding campus and] include offices and studios, which are used by Headquarters and Other and the Cable Networks and Broadcast Television segments.
In addition, we own theme parks and own or lease related facilities in Orlando, Florida; Hollywood, California; and Osaka, Japan, which are used in the Theme Parks segment, and are [removed: currently constructing] [added: developing] new theme parks in Beijing, China and Orlando, Florida.
| [added: | | | 29 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 27] | |
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| Sky Segment | [added: | |]
In the [removed: U.K.,] [added: United Kingdom,] Sky uses a combination of its own core fiber network and wholesaling arrangements over third-party telecommunication providers’ networks as the core network and also accesses the “last mile” network from third-party network operators for a fee to provide its services to customers.
Additionally, Sky owns and leases offices, production facilities and studios, broadcasting facilities, and customer support centers throughout Europe, including in the [removed: U.K.,] [added: United Kingdom,] Ireland, Germany, Italy and Austria.
| Other | [added: | |]
The Wells Fargo Center, a large, multipurpose arena in Philadelphia, Pennsylvania that we own was the principal physical operating asset of our other businesses as of December 31, [removed: 2019.][added: 2020.]
The digital
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We are currently constructing a new studio production facility in Elstree, U.K., which Sky will lease upon completion.
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Construction of the Comcast Technology Center was completed in 2019.
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Item 4. Mine Safety Disclosures
2 rewritten, 2 added, 2 removed, 2 unchanged
| [removed: | 28 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 30 | | | | | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
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Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
23 rewritten, 15 added, 19 removed, 15 unchanged
| Dividends Declared | | | | | | | | | [added: | | | | | |]
| [removed: 2019] | | | [added: 2016] | | [added: | 2017 | | |] 2018 | | | [added: 2019] | [added: | | 2020 | | |]
| Month Declared: | [added: | |] Dividend Per Share | | | | [added: | |] Month Declared: | [added: | |] Dividend Per Share | | |
| January | [added: | |] $ | [removed: 0.21] [added: 0.23] | | | [added: | |] January | [added: | |] $ | [removed: 0.19] [added: 0.21] | |
| May | [added: | |] $ | [removed: 0.21] [added: 0.23] | | | [added: | |] May | [added: | |] $ | [removed: 0.19] [added: 0.21] | |
| July | [added: | |] $ | [removed: 0.21] [added: 0.23] | | | [added: | |] July | [added: | |] $ | [removed: 0.19] [added: 0.21] | |
| October (paid in January [removed: 2020)] [added: 2021)] | [added: | |] $ | [removed: 0.21] [added: 0.23] | | | [added: | |] October (paid in January [removed: 2019)] [added: 2020)] | [added: | |] $ | [removed: 0.19] [added: 0.21] | |
| Total | [added: | |] $ | [removed: 0.84] [added: 0.92] | | | [added: | |] Total | [added: | |] $ | [removed: 0.76] [added: 0.84] | |
In January [removed: 2020,] [added: 2021,] our Board of Directors approved a [removed: 10%] [added: 9%] increase in our dividend to [removed: $0.92] [added: $1.00] per share on an annualized basis.
Record holders as of December 31, [removed: 2019] [added: 2020] are presented in the table below.
| Stock Class | [added: | |] Record Holders | | [added: |]
| Class [removed: A] [added: B] Common Stock | [removed: 388,600] | | [added: 3 | | |]
| Class [removed: B] [added: A] Common Stock | [removed: 3] | | [added: 371,292 | | |]
| [added: | | | 31 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 29] | |
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| Stock Performance Graph | [added: | |]
The following graph compares the annual percentage change in the cumulative total shareholder return on Comcast’s Class A common stock during the five years ended December 31, [removed: 2019] [added: 2020] with the cumulative total returns on the Standard & Poor’s 500 Stock Index and a select peer group consisting of us and other companies engaged in the cable, communications and media industries.
This peer group consists of our Class A common stock and the common stock of [added: AT&T Inc., Charter Communications, Inc.,] DISH Network Corporation (Class A), [removed: Charter Communications, Inc., AT&T Inc., Verizon Communications Inc., CenturyLink, Inc., T-Mobile US, Inc., and Sprint Corporation (the “transmission and distribution subgroup”); and The Walt Disney Company, ViacomCBS] [added: Lumen Technologies,] Inc. [removed: (Class B)] (formerly [removed: CBS] [added: CenturyLink, Inc.), Sprint] Corporation [removed: (Class B)), Viacom Inc. (Class B)] (which is included through [removed: December 4, 2019] [added: April 1, 2020,] when it merged with [removed: CBS Corporation to form ViacomCBS] [added: T-Mobile US,] Inc.), [removed: Twenty-First Century Fox,] [added: T-Mobile US,] Inc. [removed: (Class A) (which is included through March 21, 2019 when it merged with the Walt Disney Company)] and [added: Verizon Communications Inc. (the “transmission and distribution subgroup”); and] Discovery, Inc. (Class [removed: A)] [added: A), ViacomCBS Inc. (Class B) and The Walt Disney Company] (the “media subgroup”).
The peer group is constructed as a composite peer group in which the transmission and distribution subgroup is weighted [removed: 66%] [added: 71%] and the media subgroup is weighted [removed: 34%] [added: 29%] based on the respective revenue of our transmission and distribution and media businesses.
The comparison assumes $100 was invested on December 31, [removed: 2014] [added: 2015] in our Class A common stock and in each of the following indices and assumes the reinvestment of dividends.
| Comparison of 5 Year Cumulative Total Return | | | | | [added: | | | | | | | | | |]
[removed: ][added: ]
| [removed: | 30 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 32 | | | | | |]
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| 2020 | | | | | | | | | 2019 | | | | | |
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| Comcast Class A | | | $ | 125 | | $ | 147 | | $ | 128 | | $ | 172 | | $ | 205 | |
| S&P 500 Stock Index | | | $ | 112 | | $ | 136 | | $ | 130 | | $ | 171 | | $ | 203 | |
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| Peer Group Index | | | $ | 126 | | $ | 131 | | $ | 121 | | $ | 159 | | $ | 175 | |
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
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There were no common stock repurchases during 2019.
Effective January 1, 2017, our Board of Directors increased our share repurchase program authorization to $12 billion, which does not have an expiration date.
As of December 31, 2019, $2 billion remained under our share repurchase program authorization.
Common stock repurchases referenced above exclude shares withheld upon the vesting or exercise of employee share-based awards to settle tax withholding obligations.
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Comcast
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| | 2015 | | | 2016 | | | 2017 | | | 2018 | | | 2019 | | |
| Comcast Class A | $ | 99 | | $ | 124 | | $ | 145 | | $ | 127 | | $ | 170 | |
| S&P 500 Stock Index | $ | 101 | | $ | 113 | | $ | 138 | | $ | 132 | | $ | 174 | |
| Peer Group Index | $ | 102 | | $ | 127 | | $ | 133 | | $ | 123 | | $ | 161 | |
NBCUniversal
NBCUniversal is a wholly owned subsidiary of NBCUniversal Holdings and there is no market for its equity securities.
Item 6. Selected Financial Data
22 rewritten, 8 added, 12 removed, 0 unchanged
| Year ended December 31 (in millions, except per share data) | [removed: 2019(c)] | | [added: 2020] | [removed: 2018(c)] | | [added: 2019] | [removed: 2017(d)] | | [added: 2018(c)] | [removed: 2016] | | [added: 2017(d)] | [removed: 2015] | | [added: 2016] | [added: | |]
| Statement of Income Data | | | | | | | | | | | | | | | | [added: | |]
| Revenue | [added: | |] $ | [removed: 108,942] [added: 103,564] | | $ | [removed: 94,507] [added: 108,942] | | $ | [removed: 85,029] [added: 94,507] | | $ | [removed: 80,736] [added: 85,029] | | $ | [removed: 74,510] [added: 80,736] | |
| Operating income | [removed: 21,125] | | [added: 17,493] | [removed: 19,009] | | [added: 21,125] | [removed: 18,018] | | [added: 19,009] | [removed: 16,831] | | [added: 18,018] | [removed: 15,998] | | [added: 16,831] | [added: | |]
| Net income attributable to Comcast Corporation(a) | [removed: 13,057] | | [added: 10,534] | [removed: 11,731] | | [added: 13,057] | [removed: 22,735] | | [added: 11,731] | [removed: 8,678] | | [added: 22,735] | [removed: 8,163] | | [added: 8,678] | [added: | |]
| Basic earnings per common share attributable to Comcast Corporation shareholders | [removed: 2.87] | | [added: 2.30] | [removed: 2.56] | | [added: 2.87] | [removed: 4.83] | | [added: 2.56] | [removed: 1.80] | | [added: 4.83] | [removed: 1.64] | | [added: 1.80] | [added: | |]
| Diluted earnings per common share attributable to Comcast Corporation shareholders | [removed: 2.83] | | [added: 2.28] | [removed: 2.53] | | [added: 2.83] | [removed: 4.75] | | [added: 2.53] | [removed: 1.78] | | [added: 4.75] | [removed: 1.62] | | [added: 1.78] | [added: | |]
| Dividends declared per common share | [removed: 0.84] | | [added: 0.92] | [removed: 0.76] | | [added: 0.84] | [removed: 0.63] | | [added: 0.76] | [removed: 0.55] | | [added: 0.63] | [removed: 0.50] | | [added: 0.55] | [added: | |]
| Balance Sheet Data (at year end) | | | | | | | | | | | | | | | | [added: | |]
| Total assets | [added: | |] $ | [removed: 263,414] [added: 273,869] | | $ | [removed: 251,684] [added: 263,414] | | $ | [removed: 187,462] [added: 251,684] | | $ | [removed: 181,017] [added: 187,462] | | $ | [removed: 166,574] [added: 181,017] | |
| Long-term debt(b) | [removed: 102,217] | | [added: 103,760] | [removed: 111,743] | | [added: 102,217] | [removed: 64,556] | | [added: 111,743] | [removed: 61,046] | | [added: 64,556] | [removed: 52,621] | | [added: 61,046] | [added: | |]
| Comcast Corporation shareholders’ equity | [removed: 82,726] | | [added: 90,323] | [removed: 71,613] | | [added: 82,726] | [removed: 68,616] | | [added: 71,613] | [removed: 53,932] | | [added: 68,616] | [removed: 52,269] | | [added: 53,932] | [added: | |]
| Statement of Cash Flows Data | | | | | | | | | | | | | | | | [added: | |]
| Net cash provided by (used in): | | | | | | | | | | | | | | | | [added: | |]
| Operating activities | [added: | |] $ | [removed: 25,697] [added: 24,737] | | $ | [removed: 24,297] [added: 25,697] | | $ | [removed: 21,261] [added: 24,297] | | $ | [removed: 19,691] [added: 21,261] | | $ | [removed: 19,485] [added: 19,691] | |
| Investing activities | [removed: (14,841] | | [removed: )] [added: (12,047)] | [removed: (50,854] | | [removed: )] [added: (14,841)] | [removed: (13,533] | | [removed: )] [added: (50,854)] | [removed: (18,265] | | [removed: )] [added: (13,533)] | [removed: (11,964] | | [removed: )] [added: (18,265)] | [added: | |]
| Financing activities | [removed: (9,181] | | [removed: )] [added: (6,513)] | [removed: 27,140] | | [added: (9,181)] | [removed: (7,572] | | [removed: )] [added: 27,140] | [removed: (434] | | [removed: )] [added: 7,572] | [removed: (9,136] | | [removed: )] [added: (434)] | [added: | |]
[removed: | (a) | For 2019] [added: (a)For 2020] and [removed: 2018,] [added: 2019,] refer to Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations included in this Annual Report on Form 10-K for a discussion of the effects of items impacting net income attributable to Comcast Corporation. [removed: In 2019, 2018, 2017, 2016 and 2015, net income attributable to Comcast Corporation is stated after deducting net income attributable to noncontrolling interests of $266 million, $131 million, $187 million, $350 million and $250 million, respectively. |]
[removed: | (b) | Includes long-term debt and the current portion of long-term debt as presented in the consolidated balance sheet.] Refer to footnotes to [removed: Comcast’s] [added: the] consolidated financial statements for discussion of our accounting policies related to debt obligations. [removed: |]
[removed: | (d) | 2017] [added: (d)2017] net income attributable to Comcast Corporation and earnings per common share attributable to Comcast Corporation shareholders included a $12.7 billion net income tax benefit as a result of the impacts of the 2017 tax reform legislation. [removed: Refer to Note 5 to Comcast’s consolidated financial statements for further discussion. |]
| [added: | | | 33 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 31] | |
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
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In 2020, 2019, 2018, 2017 and 2016, net income attributable to Comcast Corporation is stated after deducting net income attributable to noncontrolling interests of $167 million, $266 million, $131 million, $187 million and $350 million, respectively.
(b)Includes long-term debt and the current portion of long-term debt as presented in the consolidated balance sheet.
(c)Amounts include Sky from the date of acquisition on October 9, 2018.
Refer to Note 7 to the consolidated financial statements for further discussion.
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| Comcast |
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| (c) | 2019 and 2018 amounts include the results of operations of Sky from date of acquisition on October 9, 2018. Refer to Note 8 to Comcast’s consolidated financial statements for further discussion. |
| NBCUniversal |
Omitted pursuant to General Instruction I(2)(a) to Form 10-K.
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Item 8. Comcast Corporation Financial Statements and Supplementary Data
645 rewritten, 396 added, 549 removed, 475 unchanged
| Index | [added: | |] Page | [added: | |]
| [Report of [removed: Management](#s86A445B838D959CF868E23BC0AAED0F3)] [added: Management](#i07b1a2eeba0d4be6818f9b0e6b30ddac_142)] | [removed: [63](#s86A445B838D959CF868E23BC0AAED0F3)] | [added: | [69](#i07b1a2eeba0d4be6818f9b0e6b30ddac_142) | | |]
| [Report of Independent Registered Public Accounting [removed: Firm](#s9BAE437E6314511FAC2F900B147F5E1E)] [added: Firm](#i07b1a2eeba0d4be6818f9b0e6b30ddac_145)] | [removed: [64](#s9BAE437E6314511FAC2F900B147F5E1E)] | [added: | [70](#i07b1a2eeba0d4be6818f9b0e6b30ddac_145) | | |]
| [Consolidated Statement of [removed: Income](#sF1CFD190F8015BF19E353357A2AA81FC)] [added: Income](#i07b1a2eeba0d4be6818f9b0e6b30ddac_148)] | [removed: [66](#sF1CFD190F8015BF19E353357A2AA81FC)] | [added: | [72](#i07b1a2eeba0d4be6818f9b0e6b30ddac_148) | | |]
| [Consolidated Statement of Comprehensive [removed: Income](#sB8DA79DD8EB15894870274E7D6BF0B60)] [added: Income](#i07b1a2eeba0d4be6818f9b0e6b30ddac_151)] | [removed: [67](#sB8DA79DD8EB15894870274E7D6BF0B60)] | [added: | [73](#i07b1a2eeba0d4be6818f9b0e6b30ddac_151) | | |]
| [Consolidated Statement of Cash [removed: Flows](#sFA236624476250BEAC927C639BFC4431)] [added: Flows](#i07b1a2eeba0d4be6818f9b0e6b30ddac_157)] | [removed: [68](#sFA236624476250BEAC927C639BFC4431)] | [added: | [74](#i07b1a2eeba0d4be6818f9b0e6b30ddac_157) | | |]
| [Consolidated Balance [removed: Sheet](#sA08F8A68F0405725B669236BF145DC6B)] [added: Sheet](#i07b1a2eeba0d4be6818f9b0e6b30ddac_160)] | [removed: [69](#sA08F8A68F0405725B669236BF145DC6B)] | [added: | [75](#i07b1a2eeba0d4be6818f9b0e6b30ddac_160) | | |]
| [Consolidated Statement of Changes in [removed: Equity](#sD06E617305285FC9B44A8858708C5D2C)] [added: Equity](#i07b1a2eeba0d4be6818f9b0e6b30ddac_166)] | [removed: [70](#sD06E617305285FC9B44A8858708C5D2C)] | [added: | [76](#i07b1a2eeba0d4be6818f9b0e6b30ddac_166) | | |]
| [Notes to Consolidated Financial [removed: Statements](#s352B757EAF615E04A56345B450598B04)] [added: Statements](#i07b1a2eeba0d4be6818f9b0e6b30ddac_172)] | [removed: [71](#s352B757EAF615E04A56345B450598B04)] | [added: | [77](#i07b1a2eeba0d4be6818f9b0e6b30ddac_172) | | |]
| [removed: | 62 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 68 | | | | | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
Management’s Report on [removed: Comcast’s] Financial Statements
Our management is responsible for the preparation, integrity and fair presentation of information in [removed: Comcast’s] [added: the] consolidated financial statements, including estimates and judgments.
Our management believes the [removed: Comcast] consolidated financial statements and other financial information included in this report fairly present, in all material respects, [removed: Comcast’s] [added: the] financial condition, results of operations and cash flows as of and for the periods presented in this report.
The [removed: Comcast] consolidated financial statements have been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report, which is included herein.
Management’s Report on [removed: Comcast’s] Internal Control Over Financial Reporting
[removed: | • |] [added: -] Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of our assets. [removed: |]
[removed: | • |] [added: -] Provide reasonable assurance that our transactions are recorded as necessary to permit preparation of our financial statements in accordance with accounting principles generally accepted in the United States, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our directors. [removed: |]
[removed: | • |] [added: -] Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements. [removed: |]
Based on this evaluation, our management concluded that [removed: Comcast’s] [added: the] system of internal control over financial reporting was effective as of December 31, [removed: 2019.][added: 2020.]
The effectiveness of [removed: Comcast’s] internal [removed: controls] [added: control] over financial reporting [removed: of Comcast] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report, which is included herein.
The Audit Committee of the Board of Directors, which is comprised solely of independent directors, has oversight responsibility for our financial reporting process and the audits of [removed: Comcast’s] [added: the] consolidated financial statements and internal control over financial reporting.
The Audit Committee recommended, and the Board of Directors approved, that the [removed: Comcast] audited consolidated financial statements be included in this Form 10-K.
| /s/ BRIAN L. ROBERTS | | [added: | | | |] /s/ MICHAEL J. CAVANAGH | | [added: | | | |] /s/ DANIEL C. MURDOCK | [added: | |]
| Brian L. Roberts | | [added: | | | |] Michael J. Cavanagh | | [added: | | | |] Daniel C. Murdock | [added: | |]
| Chairman and Chief Executive Officer | | [removed: Senior Executive Vice President and] [added: | | | |] Chief Financial Officer | | [removed: Senior] [added: | | | | Executive] Vice President, Chief Accounting Officer and Controller | [added: | |]
| [added: | | | 69 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 63] | |
We have audited the accompanying consolidated balance sheets of Comcast Corporation and subsidiaries (the “Company”) as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] 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, [removed: 2019,] [added: 2020,] and the related notes (collectively referred to as the “financial statements”).
We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] in conformity with accounting principles generally accepted in the United States of America.
Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.
The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying *Management’s Report on [removed: Comcast’s] Internal Control Over Financial [removed: Reporting*.][added: Reporting.* Our responsibility is to express an opinion on these financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.]
[removed: Acquisition of Sky Limited] [added: Sky Goodwill] - Refer to Note [removed: 8] [added: 11] to the financial statements
| [removed: | 64 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 70 | | | | | |]
The Company amortizes capitalized film and television production costs [added: that are predominantly monetized on an individual basis] using the individual film forecast computation method, which amortizes such costs using the ratio of current period revenue to the total remaining revenue forecasted to be realized, also known as “ultimate revenue.” In addition, the Company recognizes the costs of multiyear, live-event sports programming rights as the rights are utilized over the contractual term based on estimated relative value.
The determination of ultimate revenue for capitalized film and television costs requires the Company to make significant estimates of future revenue based on [removed: anticipated release patterns, public acceptance,] [added: the distribution strategy] and historical [removed: results for] [added: performance of] similar [removed: productions.][added: content, as well as factors unique to the content itself.]
[removed: | • |] [added: -] We tested the effectiveness of management’s controls over its amortization of film and television costs and sports programming rights, including controls over forecasts of ultimate revenue. [removed: |]
[removed: | • | We] [added: In addition, we] evaluated the historical accuracy of management’s forecast of future revenues by comparing actual results to management’s historical estimates of ultimate revenue. [removed: |]
[removed: | • |] [added: -] For film and television productions, we tested management’s selection of inputs and assumptions, including considering the historical performance of similar titles, [added: expected distribution platforms,] factors unique to the individual film or television production, and third-party projections. [removed: |]
[removed: January 30, 2020][added: | 2020 | | | | | | | | | | | | | | | | | | | | |]
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
The Company’s evaluation of goodwill for impairment involves the comparison of the fair value of the Sky reporting unit to its carrying value.
The Company used the discounted cash flow model to estimate fair value, which requires management to make significant estimates and assumptions related to discount rates and forecasts of expected cash flows.
Changes in these assumptions could have a significant impact on
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
either the fair value, the amount of any goodwill impairment charge, or both.
The goodwill balance was $70,669 million as of December 31, 2020, of which $29,950 million was allocated to the Sky reporting unit.
Given the Company’s acquisition of Sky in the fourth quarter of 2018, the fair value of the Sky reporting unit remains in close proximity to its carrying value as of the measurement date.
We identified goodwill for Sky as a critical audit matter because of the significant judgments made by management to estimate the fair value of the Sky reporting unit.
This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions related to the selection of the discount rate and forecasts of future expected cash flows for the Sky reporting unit.
Our audit procedures related to the discount rate and forecasts of future expected cash flows used by management to estimate the fair value of Sky included the following, among others:
- We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of Sky, such as controls related to management’s selection of the discount rate and forecasts of future expected cash flows.
- With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodology and (2) discount rate, including testing the source information underlying the determination of the discount rate, testing the mathematical accuracy of the calculation, and developing a range of independent estimates and comparing those to the discount rate selected by management.
- We evaluated management’s ability to accurately forecast future revenue and cash flows by comparing actual results to (1) historical results, including management’s forecasting accuracy, (2) projections utilized in the purchase price allocation in connection with the 2018 acquisition of Sky, (3) internal communications to management, and (4) forecasted information included in Company press releases as well as in analyst and industry reports of the Company and companies in its peer group.
- For certain multiyear live-events sports programming rights, we evaluated management’s assessment of any significant changes to the estimated relative value of the rights including any significant contract amendments, changes to expected trends in the advertising market, and number of subscribers receiving or viewing the sports programming.
February 3, 2021
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
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NBCUniversal Media, LLC
See Index to NBCUniversal Media, LLC Financial Statements and Supplementary Data on page 123.
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Comcast Corporation
Our responsibility is to express an opinion on these financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.
The Company obtained a controlling interest in Sky Limited (“Sky”) for $39.4 billion on October 9, 2018 and finalized the purchase price allocation in 2019.
The Company accounted for the acquisition under the acquisition method of accounting for business combinations.
Accordingly,
the purchase price was allocated to the assets acquired and liabilities assumed based on their respective fair values, including identified intangible assets of $19.5 billion and resulting goodwill of $31.3 billion.
The assets acquired and liabilities assumed included, among others, certain customer relationships, trade names, and contractual obligations.
The fair value determination of these assets and liabilities required management to make significant estimates and assumptions, including future cash flows and discount rates as well as royalty rates and current market rates for trade names and contractual obligations, respectively.
Given the judgments necessary to estimate the fair value determination, auditing these estimates involved especially subjective judgment and involved the use of fair value specialists.
Our audit procedures related to the significant estimates and assumptions used in the valuation of customer relationships, trade names, and contractual obligations included the following, among others:
| • | We tested the effectiveness of management’s controls over the valuation of assets and liabilities, including management’s controls over forecasts of future cash flows, assumptions of market rates for contractual obligations, and selection of the discount rates and royalty rates. |
| • | We assessed the reasonableness of management’s forecasts of future cash flows by comparing the projections to historical results and certain peer companies. |
| • | We assessed the reasonableness of management’s assumptions of current market rates for contractual obligations by comparing the rates to historical contractual rates and industry data for similar contracts. |
| • | With the assistance of our fair value specialists, we evaluated the reasonableness of the valuation methodology, discount rates, and royalty rates by: |
| ◦ | Testing the source information underlying the determination of the discount rates and royalty rates and testing the mathematical accuracy of the calculations. |
| ◦ | Developing a range of independent estimates for the discount rates and comparing those to the discount rates selected by management. |
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Amounts reclassified to net income: | | | | | | | | | | | |
| Realized (gains) losses on cash flow hedges, net of deferred taxes of $(10), $(4) and $22 | 65 | | | | (6 | | ) | | (37 | | ) |
| Acquisitions and construction of real estate properties | (54 | | ) | | (143 | | ) | | (418 | | ) |
| Other | 140 | | | | 793 | | | | 785 | | |
| Purchase of Universal Studios Japan noncontrolling interests | — | | | | — | | | | (2,299 | | ) |
| Other | 357 | | | | (273 | | ) | | 100 | | |
| | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Purchase of Universal Studios Japan noncontrolling interests | — | | | | — | | | | (696 | | ) |
| Purchase of Universal Studios Japan noncontrolling interests | — | | | | — | | | | 194 | | |
| Purchase of Universal Studios Japan noncontrolling interests | — | | | | — | | | | (1,736 | | ) |
| |
| --- |
See Note 2 for additional information on our reportable business segments.
An excerpt. Shown here: 40 of 645 rewritten, 40 of 396 added and 40 of 549 removed. The counts are complete. For every sentence, read Item 8. Comcast Corporation Financial Statements and Supplementary Data in the FY2020 filing and the FY2019 filing.
Item 9A. Controls and Procedures
6 rewritten, 3 added, 25 removed, 4 unchanged
Our principal executive and principal financial officers, after evaluating the effectiveness of [removed: Comcast’s] [added: our] disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report, have concluded that, based on the evaluation of these controls and procedures required by paragraph (b) of Exchange Act Rules 13a-15 or 15d-15, [removed: Comcast’s] [added: such] disclosure controls and procedures were effective.
[removed: Management’s annual report] [added: Refer to Management’s Report] on [removed: internal control over financial reporting][added: Internal Control Over Financial Reporting on page 69.]
Refer to Report of Independent Registered Public Accounting Firm on page [removed: 64.][added: 70.]
There were no changes in [removed: Comcast’s] internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during [removed: our] [added: the] last fiscal quarter that have materially affected, or are reasonably likely to materially affect, [removed: Comcast’s] [added: our] internal control over financial reporting.
| [removed: | 108 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 102 | | | | | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
Part III
| |
| --- |
| Comcast Corporation |
Conclusions regarding disclosure controls and procedures
Refer to Management’s Report on Comcast’s Internal Control Over Financial Reporting on page 63.
Changes in internal control over financial reporting
| NBCUniversal Media, LLC |
Our principal executive and principal financial officers, after evaluating the effectiveness of NBCUniversal’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report, have concluded that, based on the evaluation of these controls and procedures required by paragraph (b) of Exchange Act Rules 13a-15 or 15d-15, NBCUniversal’s disclosure controls and procedures were effective.
Our management is responsible for establishing and maintaining an adequate system of internal control over financial reporting.
Our system of internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.
Our internal control over financial reporting includes those policies and procedures that:
| | |
| --- | --- |
| • | pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of our assets |
| • | provide reasonable assurance that our transactions are recorded as necessary to permit preparation of our financial statements in accordance with accounting principles generally accepted in the United States, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our directors |
| • | provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements |
Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements.
Further, because of changes in conditions, effectiveness of internal control over financial reporting may vary over time.
Our system contains self-monitoring mechanisms, and actions are taken to correct deficiencies as they are identified.
Our management conducted an evaluation of the effectiveness of the system of internal control over financial reporting based on the framework in *Internal Control — Integrated Framework* *(2013)* issued by the Committee of Sponsoring Organizations of the
| | | |
| --- | --- | --- |
Treadway Commission.
Based on this evaluation, our management concluded that NBCUniversal’s system of internal control over financial reporting was effective as of December 31, 2019.
There were no changes in NBCUniversal’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, NBCUniversal’s internal control over financial reporting.
Item 10. Directors, Executive Officers and Corporate Governance
13 rewritten, 14 added, 40 removed, 16 unchanged
Except for the information regarding executive officers required by Item 401 of Regulation S-K, we incorporate the information required by this item by reference to our definitive proxy statement for our annual meeting of [removed: shareholders presently scheduled to be held in June 2020.][added: shareholders.]
We refer to this proxy statement as the [removed: 2020] [added: 2021] Proxy Statement.
The following table sets forth information concerning our executive officers, including their ages, positions and tenure, as of [removed: the date of this Annual Report on Form 10-K.][added: December 31, 2020.]
| Name | [added: | |] Age | [added: | |] Officer Since | [added: | |] Position with Comcast | [added: | |]
| Brian L. Roberts | [removed: 60] | [added: | 61 | | |] 1986 | [added: | |] Chairman and Chief Executive Officer; President | [added: | |]
| Michael J. Cavanagh | [added: | |] 54 | [added: | |] 2015 | [removed: Senior Executive Vice President;] [added: | |] Chief Financial Officer | [added: | |]
| David N. Watson | [removed: 60] | [added: | 62 | | |] 2017 | [removed: Senior Executive Vice President;] [added: | |] President and Chief Executive Officer, Comcast Cable | [added: | |]
| Daniel C. Murdock | [removed: 46] | [added: | 47 | | |] 2017 | [removed: Senior] [added: | | Executive] Vice President; Chief Accounting Officer and Controller | [added: | |]
Roberts* has served as a director and as our President, [removed: Chief Executive Officer and] Chairman of the Board [added: and Chief Executive Officer] for more than five years.
As of December 31, [removed: 2019,] [added: 2020,] Mr. Roberts had sole voting power over approximately 331/3% of the combined voting power of our two classes of common stock.
[removed: Cohen*] [added: Watson*] has served as [removed: a Senior] [added: Chief] Executive [removed: Vice President] [added: Officer, Comcast Cable] since [removed: March 2015] [added: April 2017] and previously had served as [removed: an Executive Vice President] [added: Chief Operating Officer, Comcast Cable] for more than five years.
Reid* has served as [removed: a Senior Executive Vice President, General Counsel] [added: our Chief Legal Officer] and Secretary since April 2019.
Murdock* has served as [removed: a Senior] [added: an Executive] Vice President [removed: and] [added: since March 2020,] our Chief Accounting Officer [added: since March 2017] and [added: our] Controller since [removed: March 2017.][added: July 2015.]
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Jeffrey S. Shell | | | 55 | | | 2020 | | | Chief Executive Officer, NBCUniversal | | |
| Adam L. Miller | | | 50 | | | 2020 | | | Chief Administration Officer; Executive Vice President, NBCUniversal | | |
| Thomas J. Reid | | | 56 | | | 2019 | | | Chief Legal Officer and Secretary | | |
*Jeffrey S.
Shell* has served as the Chief Executive Officer of NBCUniversal since January 2020.
Previously, Mr. Shell was the Chairman of NBCUniversal Film and Entertainment since January 2019.
Prior to that, Mr. Shell served as the Chairman of Universal Filmed Entertainment Group (UFEG) since 2013 and Chairman of NBCUniversal International prior to joining UFEG.
Prior to joining NBCUniversal, Mr. Shell served as President of Comcast Programming Group for six years.
Prior to joining our company, Mr. Shell was the CEO of Gemstar TV Guide International and President of FOX Cable Networks Group.
*Adam L.
Miller* has served as Chief Administration Officer of Comcast since February 2020 and Executive Vice President of NBCUniversal since 2012.
Prior to joining our company, Mr. Miller was President of The Abernathy MacGregor Group, a leading strategic communications firm headquartered in New York.
| |
| --- |
| Comcast |
| | | | |
| --- | --- | --- | --- |
| Stephen B. Burke | 61 | 1998 | Senior Executive Vice President; Chairman, NBCUniversal |
| David L. Cohen | 64 | 2002 | Senior Executive Vice President |
| Thomas J. Reid | 55 | 2019 | Senior Executive Vice President; General Counsel; Secretary |
Mr. Cavanagh is also a director of Yum!
Brands, Inc.
*Stephen B.
Burke* was appointed Chairman of NBCUniversal effective January 1, 2020 and has served as a Senior Executive Vice President of Comcast Corporation since May 2015.
From January 2011 to December 2019, Mr. Burke was the President and Chief Executive Officer of NBCUniversal.
Prior to leading NBCUniversal, Mr. Burke had been Comcast’s Chief Operating Officer and the President of Comcast Cable.
Mr. Burke is also a director of JPMorgan Chase & Co. and Berkshire Hathaway Inc.
*David L.
Mr. Cohen is also a director of the FS Global Credit Opportunities Funds, the FS Global Credit Opportunities Fund A and the FS Global Credit Opportunities Fund D.
Watson* has served as a Senior Executive Vice President, Comcast Corporation and President and Chief Executive Officer, Comcast Cable since April 2017 and previously had served as Chief Operating Officer, Comcast Cable for more than five years.
He has been our Controller since July 2015.
| | | |
| --- | --- | --- |
| | 110 | Comcast 2019 Annual Report on Form 10-K |
[Table of Contents](#sE783F8581D755AA4869E7E1F141E3368)
| NBCUniversal |
Certain information under this Item 10 has been omitted pursuant to General Instruction I(2)(c) to Form 10-K.
The table below sets forth certain information with respect to each of NBCUniversal’s executive officers, each of whom has served as such since the close of the NBCUniversal transaction in January 2011, except for Michael J.
Cavanagh, who has served since July 2015, Daniel C.
Murdock, who has served since March 2017 and Thomas J.
Reid, who has served since April 2019.
The table also sets forth NBCUniversal Holdings’ directors as of December 31, 2019.
| | |
| --- | --- |
| Name | Title |
| Brian L. Roberts | Principal Executive Officer |
| Michael J. Cavanagh | Principal Financial Officer; Director of NBCUniversal Holdings |
| Stephen B. Burke | Chairman |
| David L. Cohen | Senior Executive Vice President; Director of NBCUniversal Holdings |
| Thomas J. Reid | Senior Executive Vice President; Director of NBCUniversal Holdings |
| Daniel C. Murdock | Senior Vice President; Principal Accounting Officer |
For the year ended December 31, 2019, NBCUniversal reimbursed Comcast $66 million for direct services provided by our executive officers.
Item 11. Executive Compensation
1 rewritten, 4 added, 1 removed, 0 unchanged
[removed: Comcast incorporates] [added: We incorporate] the information required by this item by reference to [removed: its 2020] [added: our 2021] Proxy Statement.
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | 103 | | | Comcast 2020 Annual Report on Form 10-K | | |
[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
This information is omitted for NBCUniversal pursuant to General Instruction I(2)(c) to Form 10-K.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 1 removed, 0 unchanged
[removed: Comcast incorporates] [added: We incorporate] the information required by this item by reference to [removed: its 2020] [added: our 2021] Proxy Statement.
This information is omitted for NBCUniversal pursuant to General Instruction I(2)(c) to Form 10-K.
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 5 removed, 0 unchanged
[removed: Comcast incorporates] [added: We incorporate] the information required by this item by reference to [removed: its 2020] [added: our 2021] Proxy Statement.
This information is omitted for NBCUniversal pursuant to General Instruction I(2)(c) to Form 10-K.
| | | |
| --- | --- | --- |
| Comcast 2019 Annual Report on Form 10-K | 111 | |
[Table of Contents](#sE783F8581D755AA4869E7E1F141E3368)
Item 14. Principal Accountant Fees and Services
3 rewritten, 2 added, 25 removed, 1 unchanged
[removed: Comcast incorporates] [added: We incorporate] the information required by this item by reference to [removed: its 2020] [added: our 2021] Proxy Statement.
| [removed: | 112 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 104 | | | | | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| |
| --- |
| NBCUniversal |
The Audit Committee of Comcast’s Board of Directors appointed Deloitte & Touche LLP as NBCUniversal’s independent registered public accounting firm for the years ended December 31, 2019 and 2018.
Set forth below are the fees paid or accrued for the services of Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their respective affiliates in 2019 and 2018.
| | | | | | | |
| --- | --- | --- | --- | --- | --- | --- |
| (in millions) | 2019 | | | 2018 | | |
| Audit fees | | $11.9 | | | $12.8 | |
| Audit-related fees | 0.7 | | | 0.7 | | |
| Tax fees | 0.2 | | | 0.2 | | |
| All other fees | — | | | 0.1 | | |
| Total | | $12.8 | | | $13.8 | |
Audit fees in 2019 and 2018 consisted of fees paid or accrued for services rendered to NBCUniversal and its subsidiaries for the audits of its annual financial statements, reviews of its quarterly financial statements and audit services provided in connection with other statutory or regulatory filings.
Audit-related fees in 2019 and 2018 consisted primarily of fees paid or accrued for due diligence services and attestation services related to contractual and regulatory compliance, and audits associated with employee benefit plans in 2018.
Tax fees in 2019 and 2018 consisted of fees paid or accrued for domestic and foreign tax compliance services.
All other fees in 2019 and 2018 primarily consisted of fees paid or accrued for subscription services.
Preapproval Policy of Audit Committee of Services Performed by Independent Auditors
As a consolidated subsidiary of Comcast, NBCUniversal is subject to the policies of Comcast’s Audit Committee regarding the preapproval of services provided by the independent auditors.
This policy requires that the Audit Committee preapprove all audit and non-audit services performed by the independent auditors to assure that the services do not impair the auditors’ independence.
Unless a type of service has received general preapproval, it requires separate preapproval by the Audit Committee.
Even if a service has received general preapproval, if the fee associated with the service exceeds $1 million in a single engagement or series of related engagements, it requires separate preapproval.
The Audit Committee has delegated its preapproval authority to its Chair.
| | | |
| --- | --- | --- |
Item 15. Exhibits and Financial Statement Schedules
74 rewritten, 92 added, 51 removed, 1 unchanged
(a) [removed: Comcast’s] [added: Our] consolidated financial statements are filed as a part of this report on Form 10-K in Item 8, Financial Statements and Supplementary Data, and a list of Comcast’s consolidated financial statements are found on page [removed: 62] [added: 68] of this report.
[removed: Schedule II, Valuation and Qualifying Accounts, is found on page 151 of this report; all other financial] [added: Financial] statement schedules are omitted because the required information is not applicable, or because the information required is included in the consolidated financial statements and notes thereto.
| [3.1](http://www.sec.gov/Archives/edgar/data/1166691/000095010315009516/dp61838_ex0301.htm) | | [added: | | | |] Amended and Restated Articles of Incorporation of Comcast Corporation (incorporated by reference to Exhibit 3.1 to Comcast’s Current Report on Form 8-K filed on December 15, 2015). | [added: | |]
| [3.2](https://www.sec.gov/Archives/edgar/data/902739/000116669119000005/ex32-12312018.htm) | | [added: | | | |] Amended and Restated By-Laws of Comcast Corporation (incorporated by reference to Exhibit 3.2 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2018). | [added: | |]
| [4.1](http://www.sec.gov/Archives/edgar/data/1166691/000095015903000238/exhibit4-1.txt) | | [added: | | | |] Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.1 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2002). | [added: | |]
| [4.2](http://www.sec.gov/Archives/edgar/data/1166691/000119312509033975/dex44.htm) | | [added: | | | |] Indenture, dated January 7, 2003, between Comcast Corporation, the subsidiary guarantor party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee (incorporated by reference to Exhibit 4.4 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2008). | [added: | |]
| [4.3](http://www.sec.gov/Archives/edgar/data/1166691/000119312509033975/dex45.htm) | | [added: | | | |] First Supplemental Indenture, dated March 25, 2003, to the Indenture between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, dated January 7, 2003 (incorporated by reference to Exhibit 4.5 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2008). | [added: | |]
| [4.4](http://www.sec.gov/Archives/edgar/data/1166691/000095010309002175/dp14665_8k-ex0401.htm) | | [added: | | | |] Second Supplemental Indenture, dated August 31, 2009, to the Indenture between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon, as Trustee, dated January 7, 2003, as supplemented by a First Supplemental Indenture dated March 25, 2003 (incorporated by reference to Exhibit 4.1 to Comcast’s Current Report on Form 8-K filed on September 2, 2009). | [added: | |]
| [4.5](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex44.htm) | | [added: | | | |] Third Supplemental Indenture, dated March 27, 2013, to the Indenture between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, dated January 7, 2003, as supplemented by a First Supplemental Indenture dated March 25, 2003 and a second Supplemental Indenture dated August 31, 2009 (incorporated by reference to Exhibit 4.4 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013). | [added: | |]
| [4.6](http://www.sec.gov/Archives/edgar/data/902739/000119312515354626/d98958dex41.htm) | | [added: | | | |] Fourth Supplemental Indenture, dated October 1, 2015, to the Indenture dated January 7, 2003 between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, as supplemented by a First Supplemental Indenture dated March 25, 2003, a second Supplemental Indenture dated August 31, 2009 and a Third Supplemental Indenture dated March 27, 2013 (incorporated by reference to Exhibit 4.1 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015). | [added: | |]
| [4.7](http://www.sec.gov/Archives/edgar/data/355069/000119312513370526/d554661dex43.htm) | | [added: | | | |] Senior Indenture dated September 18, 2013, among Comcast Corporation, the guarantors party thereto and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.3 to Comcast’s Registration Statement on Form S-3 filed September 18, 2013). | [added: | |]
| [4.8](http://www.sec.gov/Archives/edgar/data/902739/000119312515384253/d60854dex44.htm) | | [added: | | | |] First Supplemental Indenture dated as of November 17, 2015, to the Senior Indenture dated September 18, 2013, among Comcast Corporation, the guarantors party thereto, and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.4 to Post Effective Amendment No. 2 to Comcast’s Registration Statement on Form S-3 filed November 23, 2015). | [added: | |]
| [4.9](http://www.sec.gov/Archives/edgar/data/902739/000119312511139191/dex4.htm) | | [added: | | | |] Indenture, dated as of April 30, 2010, between NBC Universal, Inc. (n/k/a NBCUniversal Media, LLC) and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4 to the Registration Statement on Form S-4 of NBCUniversal Media, LLC (Commission File No. 333-174175) filed on May 13, 2011). | [added: | |]
| [added: | | | 105 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 113] | |
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
| [4.10](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex43.htm) | | [added: | | | |] First Supplemental Indenture, dated March 27, 2013, to the Indenture between NBCUniversal Media, LLC (f/k/a NBC Universal, Inc.) and The Bank of New York Mellon, as trustee, dated April 30, 2010 (incorporated by reference to Exhibit 4.3 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013). | [added: | |]
| [4.11](http://www.sec.gov/Archives/edgar/data/902739/000119312515354626/d98958dex42.htm) | | [added: | | | |] Second Supplemental Indenture, dated October 1, 2015, to the Indenture dated April 30, 2010 between NBC Universal, Inc. (n/k/a NBCUniversal Media, LLC) and The Bank of New York Mellon, as trustee, as supplemented by a First Supplemental Indenture dated March 27, 2013 (incorporated by reference to Exhibit 4.2 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015). | [added: | |]
| [4.12](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex41.htm) | | [added: | | | |] Indenture, dated March 19, 2013, among NBCUniversal Enterprise, Inc. (f/k/a Navy Holdings, Inc.), Comcast Corporation, the Cable Guarantors party thereto, and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013). | [added: | |]
| [4.13](http://www.sec.gov/Archives/edgar/data/902739/000116669119000005/ex413-12312018.htm) | | [added: | | | |] Trust Deed dated September 5, 2014 among BSKYB Finance UK plc, British Sky Broadcasting Group plc, the initial guarantors party thereto and BNY Mellon Corporate Trustee Services Limited, as trustee (incorporated by reference to Exhibit 4.13 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2018). | [added: | |]
| [4.14](http://www.sec.gov/Archives/edgar/data/902739/000116669119000005/ex414-12312018.htm) | | [added: | | | |] Supplemental Trust Deed dated March 18, 2015 among Sky Group Finance plc (f/k/a BSKYB Finance UK plc), Sky plc (f/k/a British Sky Broadcasting Group plc), the initial guarantors party thereto and BNY Mellon Corporate Trustee Services Limited, as trustee (incorporated by reference to Exhibit 4.14 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2018). | [added: | |]
| [removed: [4.15](https://www.sec.gov/Archives/edgar/data/1166691/000116669120000008/ex415-12312019.htm)] [added: [4.15](https://www.sec.gov/Archives/edgar/data/1166691/000116669121000008/ex415-123120.htm)] | | [added: | | | |] Description of Comcast Corporation’s securities registered pursuant to Section 12 of the Securities Exchange Act. | [added: | |]
| | | [added: | | | |] Certain instruments defining the rights of holders of long-term obligation of the registrant and certain of its subsidiaries (the total amount of securities authorized under each of which does not exceed ten percent of the total assets of the registrant and its subsidiaries on a consolidated basis), are omitted pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K. We agree to furnish copies of any such instruments to the SEC upon request. | [added: | |]
| [10.1](http://www.sec.gov/Archives/edgar/data/1166691/000119312516608609/d149151dex101.htm) | | [added: | | | |] Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on May 31, 2016). | [added: | |]
| [10.2](https://www.sec.gov/Archives/edgar/data/902739/000095010318005454/dp90124_ex1001.htm) | | [added: | | | |] Amendment No. 1 dated April 27, 2018, to Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on April 30, 2018). | [added: | |]
| [10.3](http://www.sec.gov/Archives/edgar/data/902739/000095010319008213/dp108508_ex1001.htm) | | [added: | | | |] Amendment No. 2 dated June 18, 2019, to Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on June 20, 2019). | [added: | |]
| [10.4](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex103.htm) | | [added: | | | |] Second Amended and Restated Certificate of Incorporation of NBCUniversal Enterprise, Inc. (f/k/a/ Navy Holdings, Inc.), dated March 19, 2013 (incorporated by reference to Exhibit 10.3 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013). | [added: | |]
| [10.5](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex104.htm) | | [added: | | | |] Certificate of Designations for Series A Cumulative Preferred Stock of NBCUniversal Enterprise, Inc. (f/k/a/ Navy Holdings, Inc.), dated March 19, 2013 (incorporated by reference to Exhibit 10.4 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013). | [added: | |]
| [10.6](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex105.htm) | | [added: | | | |] Amendment to Certificate of Designations for Series A Cumulative Preferred Stock of NBCUniversal Enterprise, Inc. dated March 19, 2013 (incorporated by reference to Exhibit 10.5 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013). | [added: | |]
| [10.7](http://www.sec.gov/Archives/edgar/data/902739/000095010318005136/dp89893_ex1001.htm) | | [added: | | | |] Term Loan Credit Agreement among Comcast, the financial institutions party thereto, Bank of America, N.A., as administrative agent, Wells Fargo Bank, National Association, as syndication agent, and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities LLC, as joint lead arrangers and joint bookrunners, dated April 25, 2018 (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on April 25, 2018). | [added: | |]
| [10.8](http://www.sec.gov/Archives/edgar/data/902739/000095010318010970/dp95843_ex1003.htm) | | [added: | | | |] Amendment No. 1 dated September 23, 2018, to Term Loan Credit Agreement dated as of April 25, 2018 (incorporated by reference to Exhibit 10.3 to Comcast’s Current Report on Form 8-K filed on September 24, 2018). | [added: | |]
| [10.9](http://www.sec.gov/Archives/edgar/data/902739/000095010318010970/dp95843_ex1001.htm) | | [added: | | | |] Comcast Revolving Credit Agreement Increased Revolving Commitment Activation Notice, dated September 21, 2018 (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on September 24, 2018). | [added: | |]
| [removed: | 114 |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | | 106 | | | | | |]
| [10.10](http://www.sec.gov/Archives/edgar/data/902739/000095010318010970/dp95843_ex1002.htm) | | [added: | | | |] Comcast Revolving Credit Agreement New Lender Supplement, dated September 21, 2018 (incorporated by reference to Exhibit 10.2 to Comcast’s Current Report on Form 8-K filed on September 24, 2018). | [added: | |]
| [removed: [10.11*](http://www.sec.gov/Archives/edgar/data/902739/000116669119000005/ex1013-12312018.htm)] [added: [10.15*](http://www.sec.gov/Archives/edgar/data/902739/000119312516452423/d49239dex1011.htm)] | | [added: | | | |] Comcast Corporation [removed: 2003 Stock Option] [added: 2006 Cash Bonus] Plan, as amended and restated [removed: December] [added: effective February] 18, [removed: 2018] [added: 2015] (incorporated by reference to Exhibit [removed: 10.13] [added: 10.11] to Comcast’s Annual Report on Form 10-K for the year ended December 31, [removed: 2018).] [added: 2015).] | [added: | |]
| [removed: [10.12*](http://www.sec.gov/Archives/edgar/data/1166691/000119312510037551/dex105.htm)] [added: [10.13*](http://www.sec.gov/Archives/edgar/data/1166691/000116669120000032/ex101-93020.htm)] | | [added: | | | |] Comcast Corporation [removed: 2002] [added: 2005] Deferred Compensation Plan, as amended and restated effective [removed: February 10, 2009] [added: October 22, 2020] (incorporated by reference to Exhibit [removed: 10.5] [added: 10.1] to Comcast’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the [removed: year] [added: quarter] ended [removed: December 31, 2009).] [added: September 30, 2020).] | [added: | |]
| [removed: [10.13*](https://www.sec.gov/Archives/edgar/data/1166691/000116669120000008/ex1013-12312019.htm)] [added: [10.12*](https://www.sec.gov/Archives/edgar/data/1166691/000116669121000008/ex1012-123120.htm)] | | [added: | | | |] Comcast Corporation [removed: 2005] [added: 2002] Deferred Compensation Plan, as amended and restated effective [removed: December 10, 2019.] [added: October 22, 2020.] | [added: | |]
| [removed: [10.14*](https://www.sec.gov/Archives/edgar/data/1166691/000116669120000008/ex1014-12312019.htm)] [added: [10.14*](http://www.sec.gov/Archives/edgar/data/1166691/000116669120000032/ex103-93020.htm)] | | [added: | | | |] Comcast Corporation 2002 Restricted Stock Plan, as amended and restated effective [removed: December 10, 2019.] [added: October 22, 2020 (incorporated by reference to Exhibit 10.3 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020).] | [added: | |]
| [removed: [10.15*](http://www.sec.gov/Archives/edgar/data/902739/000119312516452423/d49239dex1011.htm)] [added: [10.11*](http://www.sec.gov/Archives/edgar/data/1166691/000116669120000017/ex104-3312020.htm)] | | [added: | | | |] Comcast Corporation [removed: 2006 Cash Bonus] [added: 2003 Stock Option] Plan, as amended and restated [removed: effective February 18, 2015] [added: April 10, 2020] (incorporated by reference to Exhibit [removed: 10.11] [added: 10.4] to Comcast’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the [removed: year] [added: quarter] ended [removed: December] [added: March] 31, [removed: 2015).] [added: 2020).] | [added: | |]
| [removed: [10.16*](https://www.sec.gov/Archives/edgar/data/1166691/000116669120000008/ex1016-12312019.htm)] [added: [10.16*](https://www.sec.gov/Archives/edgar/data/1166691/000116669120000032/ex102-9302020.htm)] | | [added: | | | |] Comcast Corporation 2002 Non-Employee Director Compensation Plan, as amended and restated effective [removed: December 11, 2019.] [added: July 31, 2020 (incorporated by reference to Exhibit 10.2 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020).] | [added: | |]
| [10.17*](http://www.sec.gov/Archives/edgar/data/1166691/000119312516535136/d162753ddef14a.htm#toc162753_31) | | [added: | | | |] Comcast Corporation 2002 Employee Stock Purchase Plan, as amended and restated effective February 22, 2016 (incorporated by reference to Appendix C to our Definitive Proxy Statement on Schedule 14A filed on April 8, 2016). | [added: | |]
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[Table of Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)
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| Comcast |
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| [10.33*](http://www.sec.gov/Archives/edgar/data/902739/000119312516558907/d156977dex102.htm) | | Form of Non-Qualified Stock Option under the Comcast Corporation 2003 Stock Option Plan (incorporated by reference to Exhibit 10.2 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016). |
| [10.34*](http://www.sec.gov/Archives/edgar/data/902739/000119312517030512/d290430dex1042.htm) | | Form of Non-Qualified Stock Option under the Comcast Corporation 2003 Stock Option Plan (incorporated by reference to Exhibit 10.42 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2016). |
| [10.35*](http://www.sec.gov/Archives/edgar/data/902739/000116669118000010/ex101-3312018.htm) | | Form of Non-Qualified Stock Option under the Comcast Corporation 2003 Stock Option Plan (incorporated by reference to Exhibit 10.1 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018). |
| [10.37*](http://www.sec.gov/Archives/edgar/data/902739/000119312516558907/d156977dex101.htm) | | Form of Restricted Stock Unit Award under the Comcast Corporation 2002 Restricted Stock Plan (incorporated by reference to Exhibit 10.1 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016). |
| [10.41*](http://www.sec.gov/Archives/edgar/data/902739/000116669119000010/ex101-3312019.htm) | | Form of Restricted Stock Unit Award and Long-Term Incentive Awards Summary Schedule under the Comcast Corporation 2002 Restricted Stock Plan (incorporated by reference to Exhibit 10.1 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019). |
| [10.42*](http://www.sec.gov/Archives/edgar/data/902739/000116669118000010/ex102-3312018.htm) | | Form of Restricted Stock Unit Award under the Comcast Corporation 2002 Restricted Stock Plan (incorporated by reference to Exhibit 10.2 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018). |
| [10.43*](http://www.sec.gov/Archives/edgar/data/902739/000116669118000010/ex103-3312018.htm) | | Form of Long-Term Incentive Awards Summary Schedule (incorporated by reference to Exhibit 10.3 to Comcast’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018). |
| [10.44*](http://www.sec.gov/Archives/edgar/data/902739/000119312515068526/d817352dex1060.htm) | | Form of Airplane Time Sharing Agreement (incorporated by reference to Exhibit 10.60 to Comcast’s Annual Report on Form 10-K for the year ended December 31, 2014). |
| Comcast 2019 Annual Report on Form 10-K | 117 | |
| NBCUniversal |
(a) NBCUniversal’s consolidated financial statements are filed as a part of this report on Form 10-K and a list of the consolidated financial statements are found on page 123 of this report.
Schedule II - Valuation and Qualifying Accounts is found on page 151 of this report; all other financial statement schedules are omitted because the required information is not applicable, or because the information required is included in the consolidated financial statements and notes thereto.
(b) Exhibits required to be filed by Item 601 of Regulation S-K:
| [3.1](http://www.sec.gov/Archives/edgar/data/902739/000119312511139191/dex31.htm) | | Certificate of Formation of NBCUniversal Media, LLC (incorporated by reference to Exhibit 3.1 to NBCUniversal’s Registration Statement on Form S-4 filed on May 13, 2011). |
| [3.2](http://www.sec.gov/Archives/edgar/data/902739/000119312511232118/dex32.htm) | | Certificate of Amendment to Certificate of Formation of NBCUniversal Media, LLC (incorporated by reference to Exhibit 3.2 to NBCUniversal’s Registration Statement on Form S-4 filed on August 25, 2011). |
| [3.3](http://www.sec.gov/Archives/edgar/data/902739/000119312511186722/dex32.htm) | | Limited Liability Company Agreement of NBCUniversal Media, LLC (incorporated by reference to Exhibit 3.2 to Amendment No. 2 to NBCUniversal’s Registration Statement on Form S-4 filed on July 12, 2011). |
| [3.4](http://www.sec.gov/Archives/edgar/data/902739/000116669119000005/ex34-12312018.htm) | | First Amendment to Limited Liability Company Agreement of NBCUniversal Media, LLC (incorporated by reference to Exhibit 3.4 to NBCUniversal’s Annual Report on Form 10-K for the year ended December 31, 2018). |
| [3.5](https://www.sec.gov/Archives/edgar/data/1166691/000116669120000008/ex35-12312019.htm) | | Second Amendment to Limited Liability Company Agreement of NBCUniversal Media, LLC |
| [4.1](http://www.sec.gov/Archives/edgar/data/902739/000119312511139191/dex4.htm) | | Indenture, dated as of April 30, 2010 between NBC Universal, Inc. (n/k/a NBCUniversal Media, LLC) and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4 to NBCUniversal’s Registration Statement on Form S-4 filed on May 13, 2011). |
| [4.2](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex43.htm) | | First Supplemental Indenture, dated March 27, 2013, to the Indenture between NBCUniversal Media, LLC (f/k/a NBC Universal, Inc.) and The Bank of New York Mellon, as trustee, dated April 30, 2010 (incorporated by reference to Exhibit 4.3 of the Quarterly Report on Form 10-Q of Comcast Corporation for the quarter ended March 31, 2013). |
| [4.3](http://www.sec.gov/Archives/edgar/data/902739/000119312515354626/d98958dex42.htm) | | Second Supplemental Indenture, dated October 1, 2015, to the Indenture dated April 30, 2010 between NBC Universal, Inc. (n/k/a NBCUniversal Media, LLC) and The Bank of New York Mellon, as trustee, as supplemented by a First Supplemental Indenture dated March 27, 2013 (incorporated by reference to Exhibit 4.2 of the Quarterly Report on Form 10-Q of Comcast Corporation for the quarter ended September 30, 2015). |
| [4.4](http://www.sec.gov/Archives/edgar/data/1166691/000119312509033975/dex44.htm) | | Indenture, dated January 7, 2003, between Comcast Corporation, the subsidiary guarantor party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee (incorporated by reference to Exhibit 4.4 to the Annual Report on Form 10-K of Comcast Corporation for the year ended December 31, 2008). |
| [4.5](http://www.sec.gov/Archives/edgar/data/1166691/000119312509033975/dex45.htm) | | First Supplemental Indenture, dated March 25, 2003, to the Indenture between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, dated January 7, 2003 (incorporated by reference to Exhibit 4.5 to the Annual Report on Form 10-K of Comcast Corporation for the year ended December 31, 2008). |
| [4.6](http://www.sec.gov/Archives/edgar/data/1166691/000095010309002175/dp14665_8k-ex0401.htm) | | Second Supplemental Indenture, dated August 31, 2009, to the Indenture between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon, as Trustee, dated January 7, 2003, as supplemented by a First Supplemental Indenture dated March 25, 2003 (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of Comcast Corporation filed on September 2, 2009). |
| [4.7](http://www.sec.gov/Archives/edgar/data/1166691/000119312513191930/d525898dex44.htm) | | Third Supplemental Indenture, dated March 27, 2013, to the Indenture between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, dated January 7, 2003, as supplemented by a First Supplemental Indenture dated March 25, 2003 and a Second Supplemental Indenture dated August 31, 2009 (incorporated by reference to Exhibit 4.4 of the Quarterly Report on Form 10-Q of Comcast Corporation for the quarter ended March 31, 2013). |
| [4.8](http://www.sec.gov/Archives/edgar/data/902739/000119312515354626/d98958dex41.htm) | | Fourth Supplemental Indenture, dated October 1, 2015, to the Indenture dated January 7, 2003 between Comcast Corporation, the subsidiary guarantors party thereto, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, as supplemented by a First Supplemental Indenture dated March 25, 2003, a second Supplemental Indenture dated August 31, 2009 and a Third Supplemental Indenture dated March 27, 2013 (incorporated by reference to Exhibit 4.1 of the Quarterly Report on Form 10-Q of Comcast Corporation for the quarter ended September 30, 2015). |
| [4.9](http://www.sec.gov/Archives/edgar/data/355069/000119312513370526/d554661dex43.htm) | | Senior Indenture dated September 18, 2013, among Comcast Corporation, the guarantors party thereto and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.3 to Comcast’s Registration Statement on Form S-3 filed September 18, 2013). |
| | 118 | Comcast 2019 Annual Report on Form 10-K |
| [4.10](http://www.sec.gov/Archives/edgar/data/902739/000119312515384253/d60854dex44.htm) | | First Supplemental Indenture dated as of November 17, 2015, to the Senior Indenture dated September 18, 2013, among Comcast Corporation, the guarantors party thereto, and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.4 to Post Effective Amendment No. 2 to Comcast’s Registration Statement on Form S-3 filed November 23, 2015). |
| [10.2](http://www.sec.gov/Archives/edgar/data/1166691/000119312516608609/d149151dex101.htm) | | Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on May 31, 2016). |
| [10.3](http://www.sec.gov/Archives/edgar/data/902739/000095010318005454/dp90124_ex1001.htm) | | Amendment No. 1 dated April 27, 2018, to Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to Exhibit 10.1 to NBCUniversal’s Current Report on Form 8-K filed on April 30, 2018). |
| [10.4](http://www.sec.gov/Archives/edgar/data/902739/000095010319008213/dp108508_ex1001.htm) | | Amendment No. 2 dated June 18, 2019, to Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to Exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on June 20, 2019). |
| [10.5](http://www.sec.gov/Archives/edgar/data/1262449/000119312510008732/dex1049.htm) | | Consultant Agreement, dated as of January 20, 1987, between Steven Spielberg and Universal City Florida Partners (incorporated by reference to Exhibit 10.49 to the Registration Statement on Form S-4 of Universal City Development Partners, Ltd. and UCDP Finance, Inc. filed on January 20, 2010 (File No. 333-164431)). |
| [10.6](http://www.sec.gov/Archives/edgar/data/1262449/000119312510008732/dex1050.htm) | | Amendment dated February 5, 2001 to the Consultant Agreement dated as of January 20, 1987, between the Consultant and Universal City Florida Partners (incorporated by reference to Exhibit 10.50 to the Registration Statement on Form S-4 of Universal City Development Partners, Ltd. and UCDP Finance, Inc. filed on January 20, 2010 (File No. 333-164431)). |
| [10.7](http://www.sec.gov/Archives/edgar/data/1262449/000119312510008732/dex1052.htm) | | Amendment to the Consultant Agreement, dated as of October 18, 2009, between Steven Spielberg, Diamond Lane Productions, Inc. and Universal City Development Partners, Ltd. (incorporated by reference to Exhibit 10.52 to the Registration Statement on Form S-4 of Universal City Development Partners, Ltd. and UCDP Finance, Inc. filed on January 20, 2010 (File No. 333-164431)). |
An excerpt. Shown here: 40 of 74 rewritten, 40 of 92 added and 40 of 51 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2020 filing and the FY2019 filing.
Item 16. Form 10-K Summary
30 rewritten, 21 added, 885 removed, 5 unchanged
| | [removed: 120] | [added: | 109 | | |] Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [added: | |]
[removed: [Table] [added: [Table] of [removed: Contents](#sE783F8581D755AA4869E7E1F141E3368)][added: Contents](#i07b1a2eeba0d4be6818f9b0e6b30ddac_7)]
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 [removed: January 30, 2020.][added: February 3, 2021.]
| | [added: | |] By: | | [added: | | | |] /s/ BRIAN L. ROBERTS | [added: | |]
| | | | [added: | | | | | |] Brian L. Roberts | [added: | |]
| | | | [added: | | | | | |] *Chairman and Chief Executive Officer* | [added: | |]
| Signature | | [added: | | | |] Title | | [added: | | | |] Date | [added: | |]
| /s/ BRIAN L. ROBERTS | | [added: | | | |] Chairman and Chief Executive Officer; Director (Principal Executive Officer) | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Brian L. Roberts | | | | | [added: | | | | | | | | | |]
| /s/ MICHAEL J. CAVANAGH | | [removed: Senior Executive Vice President and] [added: | | | |] Chief Financial Officer (Principal Financial Officer) | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Michael J. Cavanagh | | | | | [added: | | | | | | | | | |]
| /s/ DANIEL C. MURDOCK | | [removed: Senior] [added: | | | | Executive] Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Daniel C. Murdock | | | | | [added: | | | | | | | | | |]
| /s/ KENNETH J. BACON | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Kenneth J. Bacon | | | | | [added: | | | | | | | | | |]
| /s/ MADELINE S. BELL | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Madeline S. Bell | | | | | [added: | | | | | | | | | |]
| /s/ EDWARD D. BREEN | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Edward D. Breen | | | | | [added: | | | | | | | | | |]
| /s/ GERALD L. HASSELL | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Gerald L. Hassell | | | | | [added: | | | | | | | | | |]
| /s/ JEFFREY A. HONICKMAN | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Jeffrey A. Honickman | | | | | [added: | | | | | | | | | |]
| /s/ MARITZA G. MONTIEL | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Maritza G. Montiel | | | | | [added: | | | | | | | | | |]
| /s/ ASUKA NAKAHARA | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| Asuka Nakahara | | | | | [added: | | | | | | | | | |]
| /s/ DAVID C. NOVAK | | [added: | | | |] Director | | [removed: January 30, 2020] | [added: | | | February 3, 2021 | | |]
| David C. Novak | | | | | [added: | | | | | | | | | |]
| Comcast [removed: 2019] [added: 2020] Annual Report on Form 10-K | [removed: 121] | | [added: 110 | | | | | |]
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| /s/ NAOMI M. BERGMAN | | | | | | Director | | | | | | February 3, 2021 | | |
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Comcast
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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.
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| /s/ SHELDON M. BONOVITZ | | Director | | January 30, 2020 |
| Sheldon M. Bonovitz | | | | |
NBCUniversal
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| | | | NBCUNIVERSAL MEDIA, LLC | | |
| | | | By: NBCUNIVERSAL, LLC, its sole member | | |
| | | | By: | | /s/ STEPHEN B. BURKE |
| | | | | | Stephen B. Burke |
| | | | | | *Chairman* |
| /s/ BRIAN L. ROBERTS | | Principal Executive Officer of NBCUniversal Media, LLC | | January 30, 2020 |
| /s/ MICHAEL J. CAVANAGH | | Principal Financial Officer of NBCUniversal Media, LLC; Director of NBCUniversal, LLC | | January 30, 2020 |
| /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 |
| | 122 | Comcast 2019 Annual Report on Form 10-K |
NBCUniversal Media, LLC Financial Statements and Supplementary Data
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| Index | Page |
| [Report of Independent Registered Public Accounting Firm](#s6E5AF349E0975F4DA75E59EEB01137F2) | [124](#s6E5AF349E0975F4DA75E59EEB01137F2) |
| [Consolidated Statement of Income](#sF1D01B2816F55F96A93AD2CC8E8C57E9) | [125](#sF1D01B2816F55F96A93AD2CC8E8C57E9) |
| [Consolidated Statement of Comprehensive Income](#sDB35B05907405C91BC4125A1991999B5) | [126](#sDB35B05907405C91BC4125A1991999B5) |
| [Consolidated Statement of Cash Flows](#sA697DD85BECB5D93ACBAA8189E2E0515) | [127](#sA697DD85BECB5D93ACBAA8189E2E0515) |
| [Consolidated Balance Sheet](#s3F6C3BAD8FB45A339997D1938E5279F7) | [128](#s3F6C3BAD8FB45A339997D1938E5279F7) |
| [Consolidated Statement of Changes in Equity](#sB37918E1A3E1573F9B726C544521FE39) | [129](#sB37918E1A3E1573F9B726C544521FE39) |
| [Notes to Consolidated Financial Statements](#s68CD67A891165D698306E8E66B0E01E6) | [130](#s68CD67A891165D698306E8E66B0E01E6) |
| Comcast 2019 Annual Report on Form 10-K | 123 | |
Report of Independent Registered Public Accounting Firm
To the Member of NBCUniversal Media, LLC
An excerpt. Shown here: all 30 rewritten, all 21 added and 40 of 885 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2020 filing and the FY2019 filing.
Item 9B. Other Information
0 rewritten, 0 added, 16 removed, 0 unchanged
Dropped this year
Iran Threat Reduction and Syria Human Rights Act Disclosure
As previously disclosed in our Form 10-Q filings for 2019, pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, companies are required, among other things, to disclose certain activities, transactions or dealings with the Government of Iran or entities controlled directly or indirectly by the Government of Iran.
Disclosure is generally required even where the activities, transactions or dealings are conducted in compliance with applicable laws and regulations and are *de minimis*.
As of the date of this report, we are not aware of any activity, transaction or dealing during the year ended December 31, 2019 that requires disclosure under the Act, except with respect to the following:
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| • | Prior to our August 2016 acquisition of DreamWorks Animation, a non-U.S. subsidiary of DreamWorks Animation entered into a licensing agreement in January 2016 that licensed a prior season of a children’s animated television series for a three-year, non-cancelable term and for a one-time fee of $5,200 to a broadcasting company that is owned and controlled by the Government of Iran. The broadcasting company paid the license fee in the first quarter of 2016. We believe that DreamWorks Animation conducted its licensing activity in compliance with applicable laws and that the license is for the permissible exportation of informational materials pursuant to certain statutory and regulatory exemptions from U.S. sanctions. |
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| • | Prior to our fourth quarter 2018 acquisition of Sky, a non-U.S. subsidiary of Sky entered into two licensing agreements that licensed some of Sky’s owned programming content to a broadcasting company that is owned and controlled by the Government of Iran. The first agreement was entered into in June 2012, and was amended in July 2016, to license 150 hours of programming content for various three-year license terms for a one-time fee of €86,250. The last remaining programming license under this agreement expires in January 2019. The second agreement was entered into in June 2015 to license 80 hours of programming content for various three-year license terms for a one-time fee of €45,700. To date, no programming content has been provided, and the license fee has not been paid, pursuant to the agreement. We believe that Sky conducted its licensing activity in compliance with applicable laws and that the licenses are for the permissible exportation of informational materials pursuant to certain statutory and regulatory exemptions from U.S. sanctions. |
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| Comcast 2019 Annual Report on Form 10-K | 109 | |
[Table of Contents](#sE783F8581D755AA4869E7E1F141E3368)
Part III