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Fitch Rates Comcast's Sr. Unsecured Notes 'BBB+'; Outlook Stable



  Fitch Rates Comcast's Sr. Unsecured Notes 'BBB+'; Outlook Stable

Business Wire

CHICAGO -- November 29, 2012

Fitch Ratings has assigned a 'BBB+' rating to Comcast Corporation's (Comcast)
senior unsecured notes maturing 2061. Proceeds from the offering are expected
to be used for general corporate purposes. The notes will be guaranteed by
Comcast's subsidiaries included in the company's cross-guaranty structure. The
Rating Outlook for all of Comcast's ratings is Stable. As of Sept. 30, 2012,
Comcast had approximately $38.6 billion of debt outstanding, including $9.7
billion outstanding at NBCUniversal Media, LLC (NBCUniversal).

The issuance is in line with Comcast's overall financial strategy and Fitch's
expectations. Comcast's leverage declined to 1.94x on a consolidated basis as
of the LTM period ended Sept. 30, 2012 when compared to 2.11x as of year-end
2011 and 2.35x for the LTM period ended Sept. 30, 2011. The company is
operating at the lower end of Comcast's leverage target ranging between 2x and
2.5x. NBCUniversal's leverage was 2.4x (2.9x pro forma for NBCUniversal's $2
billion issuance of senior notes during October 2012). Both leverage metrics
are within Fitch's expectations given the current ratings. After considering
NBCUniversal's recent debt issuance, Fitch expects consolidated debt levels
will remain relatively constant during 2013. On a consolidated basis, Fitch
anticipates Comcast's leverage metric will remain at the lower end of the
company's leverage target and approach 1.9x as of year-end 2013, while
NBCUniversal's leverage metric will range between 2.5x and 2.75x by year-end
2013.

Fitch believes Comcast's strong operating profile and solid free cash flow
metrics afford the company a high degree of financial flexibility at the
current rating category. The company generated approximately $8.3 billion of
consolidated free cash flow (defined as cash provided by operating activities
less capital expenditures and dividends) during the LTM period ended Sept. 30,
2012. Fitch anticipates that the company will consistently generate
consolidated free cash flow in excess of $7 billion annually after considering
higher cash taxes due to the absence of further economic stimulus legislation.

Fitch does not expect any material change to Comcast's capital allocation
strategy over the near term. The company maintains an appropriate balance
between returning capital to shareholders, in the form of dividends and share
repurchases, repaying debt, and investing in the strategic needs of its
business. Cash generated from the cable business will be used to return cash
to Comcast shareholders while cash generated at NBCUniversal will build-up in
anticipation of obligations related to GE's ownership put rights. Cash
returned to shareholders (dividends plus buybacks) totaled $3.4 billion or
approximately 48% of cash flow before dividends during the first nine months
of 2012. As of Sept. 30, 2012 approximately $4.25 billion of capacity remains
under Comcast's share repurchase authorization.

Comcast's liquidity position and overall financial flexibility are strong
owing to Fitch's expectation that the company will continue to generate
material amounts of free cash flow. Fitch acknowledges that Comcast's share
repurchase program represents a significant use of cash; however, Fitch
believes that the company would reduce the level of share repurchases should
the operating environment materially change in order to maximize financial
flexibility. The liquidity position is further supported by cash on hand
(which totaled $8.9 billion on a consolidated basis as of Sept. 30, 2012) and
available borrowing capacity from Comcast's $6.25 billion revolver (of which
approximately $5.8 billion was available for borrowing). Comcast's revolver
will expire during June, 2017.

Comcast's debt maturity profile on a consolidated basis is well laddered and
within Fitch's free cash flow expectation for the company. Scheduled
maturities during 2013 total approximately $2.4 billion followed by $2 billion
during 2014 including $907 million at NBCUniversal.

Fitch's ratings incorporate Comcast's strong competitive position as one of
the largest video, high-speed Internet and phone providers to residential and
business customers in the United States and the company's compelling
subscriber clustering profile with operations in 39 states and the District of
Columbia. In Fitch's view, NBCUniversal's size, scale, leading brand positions
and diversity of operations and business risk as one of the world's most
prominent media and entertainment companies, lowers the business risk
attributable to Comcast's credit profile and creates new avenues for revenue
and cash flow growth while limiting the near-term impact on Comcast's balance
sheet and credit profile.

What Could Trigger a Positive Rating Action:

--Positive rating action would likely coincide with Comcast committing to
reduce leverage below 2x on a sustained basis after considering Comcast's
potential funding obligations related to GE's ownership put rights related to
NBCUniversal.

--Comcast would need to demonstrate that its operating profile will not
materially decline in the face of competition and poor housing and employment
conditions.

What Could Trigger a Negative Rating Action:

--Negative rating actions are more likely to coincide with discretional
actions of Comcast's management including, but not limited to, the company
adopting a more aggressive financial strategy or an event-driven merger, and
acquisition activity that drive leverage beyond 2.75x in the absence of a
credible de-leveraging plan.

Additional information is available at 'www.fitchratings.com'. The ratings
above were solicited by, or on behalf of, the issuer, and therefore, Fitch has
been compensated for the provision of the ratings.

Applicable Criteria and Related Research:

--'Corporate Rating Methodology' (Aug. 8, 2012);

--'Parent and Subsidiary Rating Linkage (Fitch's Approach to Rating Entities
Within a Corporate Group Structure)' (Aug. 8, 2012);

--'Rating Telecom Companies' (Aug. 9, 2012).

Applicable Criteria and Related Research:

Rating Telecom Companies

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=682323

Parent and Subsidiary Rating Linkage

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=685552

Corporate Rating Methodology

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=684460

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PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK:
HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS. IN ADDITION, RATING
DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S
PUBLIC WEBSITE 'WWW.FITCHRATINGS.COM'. PUBLISHED RATINGS, CRITERIA AND
METHODOLOGIES ARE AVAILABLE FROM THIS SITE AT ALL TIMES. FITCH'S CODE OF
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COMPLIANCE AND OTHER RELEVANT POLICIES AND PROCEDURES ARE ALSO AVAILABLE FROM
THE 'CODE OF CONDUCT' SECTION OF THIS SITE.

Contact:

Fitch Ratings
Primary Analyst
David Peterson, +1-312-368-3177
Senior Director
Fitch, Inc.
70 W. Madison Street
Chicago, IL 60602
or
Secondary Analyst
John Culver, CFA, +1-312-368-3216
Senior Director
or
Committee Chairperson
Mike Weaver, +1-312-368-3156
Managing Director
or
Media Relations:
Brian Bertsch, New York, +1 212-908-0549
Email: brian.bertsch@fitchratings.com
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