The Firm recently represented the initial purchasers, led by Goldman, Sachs & Co., J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated, in a sale of $4 billion of senior notes of NBC Universal, Inc., comprising $1 billion of 3.650% Senior Notes due 2015, $2 billion of 5.150% Senior Notes due 2020 and 6.400% Senior Notes due 2040. The offering of senior notes was made to qualified institutional buyers in reliance on Rule 144A under the Securities Act and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act.
General Electric Company, which currently owns 80% of NBCU’s common stock, recently entered into a master agreement with Comcast Corporation pursuant to which GE and Comcast will form a joint venture that will combine NBCU with certain of Comcast’s national cable networks, regional cable networks and certain digital media assets. As part of that joint venture transaction, NBCU will borrow approximately $9.1 billion, including these senior notes. Formed in May 2004 through the combination of the National Broadcasting Company and Vivendi Universal Entertainment, NBCU is one of the world’s leading media and entertainment companies, owning and operating a diversified and integrated portfolio of some of the most recognizable media brands in the world, including NBC, CNBC, MSNBC, USA Network, Telemundo, Universal Pictures and Universal Studios Theme Parks.
The Simpson Thacher team for this transaction included Art Robinson, Joe Kaufman, Dov Gottlieb, Hui Lin and Kate Renaud (Capital Markets), Amie Broder (Tax), Genevieve Dorment (Intellectual Property), Jeanne Annarumma and Samantha Shipp (Executive Compensation & Employee Benefits), Julie Levy (Labor), Adeeb Fadil and Noreen Lavan (Environmental) and Andrew Pagliughi (Blue Sky). Paralegals Natalie Kone and Matt Glasser also provided valuable assistance.