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Davis Polk Advises Comcast in Connection With the Creation of Its NBC Universal Joint Venture
12/3/2009
Davis Polk & Wardwell LLP is advising Comcast Corporation on its definitive agreement with General Electric to form the NBC Universal joint venture that will be 51% owned by Comcast, 49% owned by GE and managed by Comcast.

Under the terms of the transaction, GE will contribute to the joint venture NBC Universal’s businesses valued at $30 billion, including its cable networks, filmed entertainment, televised entertainment, theme parks and unconsolidated investments, subject to $9.1 billion in debt to third party lenders. Comcast will contribute its cable networks including E!, Versus and the Golf Channel, its ten regional sports networks and certain digital media properties, collectively valued at $7.25 billion, and make a payment to GE of approximately $6.5 billion of cash subject to certain adjustments based on various events between signing and closing. The transaction is subject to antitrust and regulatory approvals, as well as other customary conditions. It is expected to close in 9-12 months.

The Davis Polk corporate team includes partners David L. Caplan, William H. Aaronson and Marc O. Williams, associates Ashleigh S. Kyle, Johannes Wirtz, Carson T. Stewart, Robert R. Rasamny, Stefan A. Neata, Gunnar Janson (not yet admitted), Aman Solomon, Jason Mehar (not yet admitted), Brian L. Friedman (not yet admitted) and Andrew M. Delia and foreign temporary associate Rose Ramsden (not yet admitted). The tax team includes partners Avishai Shachar and Neil Barr and associates Craig A. Phillips, Kay Ng and Devasish Majumdar. Partner Frank J. Azzopardi and associates Matthew J. Bacal and Pritesh P. Shah are providing intellectual property advice. Partner Kyoko Takahashi Lin of the New York office, counsel Cynthia Akard of the Menlo Park office and associate Gillian Emmett Moldowan of the New York office are providing benefits advice. Partner Thomas Patrick Dore Jr. and associates Aaron M. Sacks, Jeffrey Meriggi and Lucie E. Shin are providing real estate advice. Partners Joseph P. Hadley and Jason Kyrwood and associate Derek Thomas Fears are providing credit advice. Partner Gail A. Flesher and associate Hayden Baker are providing environmental advice. Partners Arthur J. Burke and Ronan P. Harty and counsel Stephen M. Pepper are providing antitrust advice. Partner Bruce K. Dallas of the Menlo Park office is providing capital markets advice. Kelsey D. Stevens is the legal assistant on the transaction. Except as noted above, all members of the Davis Polk team are based in the New York office.