COMCAST CORP FORM 10-K (Annual Report) Filed 02/23/10 for the Period Ending 12/31/09 CIK 0001166691 Symbol CMCSA SIC Code 4841 - Cable and Other Pay Television Services Industry Broadcasting & Cable TV Sector Services Fiscal Year 12/31 http://www.edgar-online.com © Copyright 2010, EDGAR Online, Inc. All Rights Reserved. Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use. WorldReginfo - 9cd25566-fbd2-4940-af95-e1325bf688ea Table of Contents FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2009 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number 001-32871 COMCAST CORPORATION (Exact name of registrant as specified in its charter) PENNSYLVANIA 27 -0000798 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) One Comcast Center, Philadelphia, PA 19103 -2838 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (215) 286-1700 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Title of Each Class Name of Each Exchange on which Registered Class A Common Stock, $0.01 par value NASDAQ Global Select Market Class A Special Common Stock, $0.01 par value NASDAQ Global Select Market 2.0% Exchangeable Subordinated Debentures due 2029 New York Stock Exchange 6.625% Notes due 2056 New York Stock Exchange 7.00% Notes due 2055 New York Stock Exchange 7.00% Notes due 2055, Series B New York Stock Exchange 8.375% Guaranteed Notes due 2013 New York Stock Exchange 9.455% Guaranteed Notes due 2022 New York Stock Exchange SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act: Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No As of June 30, 2009, the aggregate market value of the Class A common stock and Class A Special common stock held by non- affiliates of the Registrant was $29.778 billion and $11.063 billion, respectively. As of December 31, 2009, there were 2,063,073,161 shares of Class A common stock, 765,056,270 shares of Class A Special common stock and 9,444,375 shares of Class B common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE WorldReginfo - 9cd25566-fbd2-4940-af95-e1325bf688ea Part III—The Registrant’s definitive Proxy Statement for its annual meeting of shareholders presently scheduled to be held in May 2010. WorldReginfo - 9cd25566-fbd2-4940-af95-e1325bf688ea Table of Contents Comcast Corporation 2009 Annual Report on Form 10-K Table of Contents PART I Item 1 Business 1 Item 1A Risk Factors 13 Item 1B Unresolved Staff Comments 17 Item 2 Properties 17 Item 3 Legal Proceedings 17 Item 4 Submission of Matters to a Vote of Security Holders 17 PART II Item 5 Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 18 Item 6 Selected Financial Data 20 Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 21 Item 7A Quantitative and Qualitative Disclosures About Market Risk 35 Item 8 Financial Statements and Supplementary Data 37 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 79 Item 9A Controls and Procedures 79 Item 9B Other Information 79 PART III Item 10 Directors and Executive Officers of the Registrant 80 Item 11 Executive Compensation 81 Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 81 Item 13 Certain Relationships and Related Transactions, and Director Independence 81 Item 14 Principal Accountant Fees and Services 81 PART IV Item 15 Exhibits and Financial Statement Schedules 82 Signatures 86 This Annual Report on Form 10-K is for the year ended December 31, 2009. This Annual Report on Form 10-K modifies and supersedes documents filed before it. The Securities and Exchange Commission (“SEC”) allows us to “incorporate by reference” information that we file with them, which means that we can disclose important information to you by referring you directly to those documents. Information incorporated by reference is considered to be part of this Annual Report on Form 10-K. In addition, information that we file with the SEC in the future will automatically update and supersede information contained in this Annual Report on Form 10-K. Throughout this Annual Report on Form 10-K, we refer to Comcast Corporation as “Comcast;” Comcast and its consolidated subsidiaries as “we,” “us” and “our;” and Comcast Holdings Corporation as “Comcast Holdings.” Our registered trademarks include Comcast and the Comcast logo. This Annual Report on Form 10-K also contains other trademarks, service marks and trade names owned by us as well as those owned by others. WorldReginfo - 9cd25566-fbd2-4940-af95-e1325bf688ea Table of Contents Part I Item 1: Business General Developments of Our Businesses We are a leading provider of video, high-speed Internet and The following are the more significant developments in our phone services (“cable services”), offering a variety of businesses during 2009: entertainment, information and communications services to residential and commercial customers. As of December 31, • an increase in consolidated revenue of 3.9% to 2009, our cable systems served approximately 23.6 million approximately $35.8 billion and an increase in consolidated video customers, 15.9 million high-speed Internet customers operating income of 7.2% to approximately $7.2 billion and 7.6 million phone customers and passed over 51.2 million homes and businesses in 39 states and the • an increase in Cable segment revenue of 3.8% to District of Columbia. We report the results of these approximately $33.9 billion and an increase in operating operations as our Cable segment, which generates income before depreciation and amortization of 4.0% to approximately 95% of our consolidated revenue. Our Cable approximately $13.7 billion segment also includes the operations of our regional sports networks. Our Programming segment consists primarily of • an increase in Programming segment revenue of 4.9% to our consolidated national programming networks, E!, Golf approximately $1.5 billion and an increase in operating Channel, VERSUS, G4 and Style. We were incorporated income before depreciation and amortization of 7.5% to under the laws of Pennsylvania in December 2001. Through approximately $389 million our predecessors, we have developed, managed and operated cable systems since 1963. • the addition of approximately 1.0 million high-speed Internet customers and approximately 1.1 million phone Our other business interests include Comcast Interactive customers; a decrease of approximately 623,000 video Media and Comcast Spectacor. Comcast Interactive Media customers develops and operates our Internet businesses, including Comcast.net, Fancast, the Platform, Fandango, Plaxo and • a reduction in Cable segment capital expenditures of 9.2% DailyCandy. Comcast Spectacor owns two professional to approximately $5.0 billion sports teams, the Philadelphia 76ers and the Philadelphia Flyers, and a large, multipurpose arena in Philadelphia, the • the continued investment in service enhancements, including the transition from analog to digital transmission Wachovia Center, and provides facilities management of approximately 40 to 50 of the channels we distribute services, including food services, for sporting events, (“our all digital conversion”), which allows us to recapture concerts and other events. Comcast Interactive Media, bandwidth and expand our video service offerings; the Comcast Spectacor and all other consolidated businesses not included in our Cable or Programming segments are continued deployment of DOCSIS 3.0 wideband technology, which allows us to offer faster high-speed included in “Corporate and Other” activities. Internet service; the offering of certain cable network For financial and other information about our reportable programming to our customers online through Fancast segments, refer to Item 8, Note 18 to our consolidated XFINITY TV; and the initial deployment of 4G wireless financial statements included in this Annual Report on Form high-speed Internet service in certain markets 10-K.