$59 million per year for five years part of merger deal
No matter what happens to the Peacock in the Comcast era, General Electric is sure to be a paying customer on NBC Universal’s air for years to come.The joint venture agreement unveiled by Comcast and GE Thursday includes a commitment from GE to buy $59 million a year in advertising on NBC U properties for five years, starting from the time the merger closes, according to a Securities and Exchange Commission filing made Friday by Comcast. The closing date is expected to be in the second half of 2010 at the earliest given the regulatory scrutiny the deal is sure to draw. Of course, for a mega-conglom like GE, $59 million is lunch money. The pact also includes a provision committing GE to buy $60 million of ad time in connection with NBC U’s coverage of the 2012 Olympic Games. The SEC filing contained few surprises beyond the terms of the 51%-49% partnership outlined by Comcast and GE brass on Thursday. As disclosed, GE has the right to compel Comcast to buy half of its remaining stake in NBC U at the 3½-year anniversary of the deal’s closing, and the remainder of the stake at the seven-year mark. If GE decides not to exercise its option, Comcast can trigger a buyout in two stages, at the four-year and eight-year anniversaries of the deal’s closing. Among other tidbits from the lengthy filing: - Although Comcast will have operational control of NBC U, GE will retain certain veto powers so long as it owns at least 10% of the Peacock. If Comcast wants to replace NBC U’s CEO, GE has the right to veto up to two candidates proposed by Comcast. - GE will have to give its approval for any NBC U acquisitions of more than $500 million or any moves that would incur debt of more than $250 million. - GE has to approve any transactions between sibling divisions of NBC U or Comcast that are valued at more than $7.5 million. - The talks between Comcast and GE got serious in the spring. Execs from the two companies first signed nondisclosure agreements on April 1 (no kidding) of this year. - The sides have the ability to call it all off if the deal has not closed by the one-year anniversary of the announcement, or Dec. 3, 2010, though there are provisions for either side to trigger two 90-day extensions.
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