| Issuer: | Comcast Corporation (the “Company”) | |
| Guarantors: | Comcast Cable Communications, LLC Comcast Cable Communications Holdings, Inc. Comcast Cable Holdings, LLC Comcast MO Group, Inc. Comcast MO of Delaware, LLC | |
| Issue of Securities: | 6.30% Notes due 2017 | |
| 6.95% Notes due 2037 | ||
| Denomination: | $2,000 and multiples of $1,000 in excess thereof | |
| Use of Proceeds: | The Company intends to use the proceeds from this offering, after deducting fees and expenses related to this offering, for working capital and general corporate purposes, which may include funding repayment of commercial paper as well as bank indebtedness used to fund the acquisition of certain of Patriot Media’s cable systems. As of August 20, 2007, the Company’s commercial paper had a weighted average interest rate of 6.02% and an average maturity of 3 days and the Company’s bank indebtedness had a weighted average interest rate of 5.81% and an average maturity of 63 days. | |
| Indenture: | Indenture dated as of January 7, 2003 by and among the Company, the Cable Guarantors (other than Comcast MO of Delaware, LLC) and the Bank of New York, as Trustee (the “Trustee”), as amended by the First Supplemental Indenture dated |
| as of March 25, 2003 by and among the Company, the Cable Guarantors and the Trustee | ||
| Trustee: | The Bank of New York | |
| Expected Ratings: | Moody’s: Baa2; S&P: BBB+; Fitch: BBB+ | |
| Joint Book-Running | Barclays Capital Inc. | |
| Managers: | Goldman, Sachs & Co. Morgan Stanley & Co. Incorporated | |
| Co-Managers: | ABN AMRO Incorporated Banc of America Securities LLC BNP Paribas Securities Corp. Citigroup Global Markets Inc. Daiwa Securities America Inc. Deutsche Bank Securities Inc. J.P. Morgan Securities Inc. Lehman Brothers Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated Mitsubishi UFJ Securities International plc The Royal Bank of Scotland plc UBS Securities LLC Wachovia Capital Markets, LLC BNY Capital Markets, Inc. SunTrust Capital Markets, Inc. | |
| Junior Co-Managers: | Guzman & Company Samuel A. Ramirez & Co., Inc. The Williams Capital Group, L.P. Blaylock & Company, Inc. Cabrera Capital Markets, Inc. Loop Capital Markets, LLC Muriel Siebert & Co., Inc. M.R. Beal & Company | |
| Trade Date: | August 20, 2007 | |
| Settlement Date: | August 23, 2007 (T+3) |
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| 6.30% Notes Due 2017 | ||
| Aggregate Principal Amount: | $1,000,000,000 | |
| Maturity: | November 15, 2017 | |
| Interest Rate: | 6.30% per annum, accruing from August 23, 2007 (calculated on the basis of a 360-day year consisting of twelve 30-day months) | |
| Interest Payment Dates: | May 15 and November 15 commencing November 15, 2007 | |
| Pricing Benchmark: | T 4.75% due August 15, 2017 | |
| UST Spot (Yield): | 4.634% | |
| Spread to Benchmark: | +170 bps | |
| Yield to Maturity: | 6.334% | |
| Makewhole Redemption: | The 6.30% Notes due 2017 are redeemable at the option of the Company at any time, in whole or in part, at a redemption price equal to the greater of (i) 100% of the principal amount of such notes and (ii) the sum of the present values of remaining scheduled payments of principal and interest (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis at the Treasury Rate plus 25 basis points, plus in each case accrued interest thereon to the date of redemption. | |
| Additional Issuances: | An unlimited amount of additional 6.30% Notes due 2017 may be issued. The 6.30% Notes due 2017 and any additional 6.30% Notes due 2017 that may be issued will be treated as a single series for all purposes under the indenture. | |
| CUSIP Number: | 20030N AU5 | |
| Public Offering Price: | 99.759% plus accrued interest, if any, from August |
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| 23, 2007 | ||
| Gross Spread: | 0.45% | |
| Net proceeds to Comcast, before expenses: | 99.309% per $1,000 principal amount of 6.30% Notes due 2017; $993,090,000 total | |
| 6.95% Notes Due 2037 | ||
| Aggregate Principal Amount: | $2,000,000,000 | |
| Maturity: | August 15, 2037 | |
| Interest Rate: | 6.95% per annum, accruing from August 23, 2007 (calculated on the basis of a 360-day year consisting of twelve 30-day months) | |
| Interest Payment Dates: | February 15 and August 15 commencing February 15, 2008 | |
| Pricing Benchmark: | T 4.75% due February 15, 2037 | |
| UST Spot (Yield): | 4.977% | |
| Spread to Benchmark: | +199 bps | |
| Yield to Maturity: | 6.967% | |
| Makewhole Redemption: | The 6.95% Notes due 2037 are redeemable at the option of the Company at any time, in whole or in part, at a redemption price equal to the greater of (i) 100% of the principal amount of such notes and (ii) the sum of the present values of remaining scheduled payments of principal and interest (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis at the Treasury Rate plus 30 basis points, plus in each case accrued interest thereon to the date of redemption. |
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| Additional Issuances: | An unlimited amount of additional 6.95% Notes due 2037 may be issued. The 6.95% Notes due and any additional 6.95% Notes due 2037 that may be issued will be treated as a single series for all purposes under the indenture. | |
| CUSIP Number: | 20030N AV3 | |
| Public Offering Price: | 99.790% plus accrued interest, if any, from August 23, 2007 | |
| Gross Spread: | 0.875% | |
| Net proceeds to Comcast, before expenses: | 98.915% per $1,000 principal amount of 6.95% Notes due 2037; $1,978,300,000 total |
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