Summary
Comcast Corporation (CMCSA) has announced a series of consent solicitations concerning its subsidiary Sky Limited's notes. These solicitations aim to simplify Sky's capital structure and reporting following Comcast's acquisition of Sky. Key proposed changes include relocating the listing of certain 'Main Market Notes' from the LSE's Main Market to its Professional Securities Market, adjusting financial thresholds for events of default, permitted encumbrances, and limitations on liens, and transitioning accounting references from IFRS to U.S. GAAP. The success of these solicitations is conditional on obtaining the necessary consent from eligible noteholders. A significant outcome of successful solicitations for the Main Market Notes would be Comcast providing a full, irrevocable, and unconditional guarantee for those notes within 90 days of the listing transfer. The results of these consent solicitations are anticipated around April 12, 2019. Investors should note that these solicitations are restricted to eligible holders outside the U.S. or Qualified Institutional Buyers within the U.S.
Key Highlights
- 1Comcast is seeking to simplify Sky's capital structure and financial reporting post-acquisition through consent solicitations on Sky's notes.
- 2Proposed changes include moving 'Main Market Notes' listing to the LSE's Professional Securities Market.
- 3Financial thresholds for events of default, permitted encumbrances, and limitations on liens are being adjusted to new fixed dollar amounts.
- 4A shift from IFRS to U.S. GAAP is proposed for certain governing documents related to the notes.
- 5Comcast will issue a full guarantee for Main Market Notes if consent solicitations are successful and the listing transfer is approved.
- 6The announcement details various series of Sky's notes, including U.S. dollar, Euro, and Pound Sterling denominated notes.
- 7Results of the consent solicitations are expected by approximately April 12, 2019.