UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 26, 1999
COMCAST CORPORATION
--------------------------------------------------
(Exact name of registrant as specified in charter)
PENNSYLVANIA 000-6983 23-1709202
- ------------------------ ------------------------ -------------
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
1500 Market Street, Philadelphia, Pennsylvania 19102-2148
-------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (215) 665-1700
--------------
<PAGE>
ITEM 5. Other Events.
On May 26, 1999, Comcast Corporation, a Pennsylvania corporation
("Comcast"), announced that it intends to redeem all $718.3 million principal
amount of its outstanding 3.35% Exchangeable Subordinated Debentures due 2029
(the "Redemption"). A press release announcing the Redemption was issued by
Comcast on May 26, 1999. The information contained in the press release is
incorporated herein by reference. The press release is attached hereto as
Exhibit 99.1.
ITEM 7(c). EXHIBITS
99.1 Press Release dated May 26, 1999.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
COMCAST CORPORATION
Dated: May 27, 1999 By: /s/ Joseph J. Euteneuer
---------------------------------------
Joseph J. Euteneuer
Vice President and Corporate Controller
2
COMCAST CORPORATION
NEWS RELEASE
- -------------------------------------------------------------------------------
Contact:
John R. Alchin, Senior Vice President and Treasurer (215) 981-7503
William E. Dordelman, Vice President, Finance (215) 981-7550
Marlene S. Dooner, Senior Director, Investor Relations (215) 981-7392
FOR IMMEDIATE RELEASE
COMCAST ANNOUNCES REDEMPTION OF
$718,293,750 EXCHANGEABLE EXTENDABLE
SUBORDINATED DEBENTURES DUE 2029 ("PHONES")
Philadelphia, PA - May 26, 1999: Comcast Corporation announced today that it
intends to redeem all $718.3 million principal amount of its outstanding 3.35%
Exchangeable Extendable Subordinated Debentures due 2029, commonly referred to
as the PHONES. The Company has set July 9, 1999 as the date of redemption. Were
the redemption based upon the closing price of $58 3/16 for AT&T common stock on
May 24, 1999, the hypothetical redemption price would be $91.22979 per PHONES
(including principal, redemption premium and accrued interest through July 9,
1999). Please note that this hypothetical redemption price is for reference
purposes only and that there can be no assurance that such price will be
indicative of the actual redemption price. The actual redemption price will be
based upon the average closing price per share of AT&T common stock for the
twenty trading days from and including June 3, 1999 up to and including June 30,
1999.
The Company is redeeming the PHONES due to its recently announced business
transaction with AT&T in which it intends to use the AT&T shares underlying the
PHONES as consideration for the purchase of cable systems from AT&T. The timing
of the redemption will allow the Company to match the share price paid on the
PHONES' redemption to the share price to be realized for the AT&T stock which it
intends to use in the cable system exchange with AT&T in accordance with the May
4, 1999 agreement between the two companies.
Bankers Trust Company is acting as Trustee in connection with the redemption.
Comcast Corporation (www.comcast.com) is principally engaged in the development,
management and operation of broadband cable networks and in the provision of
content through principal ownership of QVC, Comcast-Spectacor and Comcast
SportsNet, a controlling interest in E! Entertainment Television and through
other programming investments.
Comcast's Class A Special Common Stock and Class A Common Stock are traded on
The Nasdaq Stock Market under the symbols CMCSK and CMCSA, respectively.
####
