Comcast Announces Proposal to Reclassify Each Share of Class A Special Common Stock Into One Share of Class A Common Stock
Comcast Corporation today announced that its Board of Directors has approved a proposal to amend and restate the Company’s Amended and Restated Articles of Incorporation in order to reclassify each share of Comcast Class A Special Common Stock (Nasdaq: CMCSK) into one share of Comcast Class A Common Stock (Nasdaq: CMCSA) (the "Reclassification"), subject to shareholder approval.
Comcast’s Board of Directors determined that the Reclassification is fair to and in the best interests of Comcast and its shareholders. It believes that the Reclassification will benefit Comcast’s shareholders by, among other things, eliminating investor confusion caused by having two classes of publicly traded stock and improving the trading liquidity of Comcast’s publicly traded stock.
In connection with the Reclassification, Comcast has filed a preliminary proxy statement with the Securities and Exchange Commission ("SEC"). After Comcast files a definitive proxy statement with the SEC, it will hold a special meeting of its shareholders to vote on the Reclassification as soon as practicable. In order to become effective, the Reclassification must be approved by the affirmative vote of a majority of the votes cast by holders of Comcast’s Class A Common Stock and Class A Special Common Stock, in each case voting separately as a class, and its Class A Common Stock and Class B Common Stock, voting together as a single class. Shareholders of record as of the close of business on October 20, 2015 are entitled to vote at the special meeting.
Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC have provided opinions to Comcast's Board of Directors to the effect that, subject to the assumptions and qualifications set forth in the respective opinion, the one-for-one reclassification ratio is fair, from a financial point of view, to the holders of the Class A Common Stock and the Class A Special Common Stock, respectively. The opinions are included in the preliminary proxy statement filed with the SEC.
ABOUT COMCAST CORPORATION
Comcast Corporation (Nasdaq: CMCSA, CMCSK) is a global media and technology company with two primary businesses, Comcast Cable and NBCUniversal. Comcast Cable is one of the nation's largest video, high-speed Internet and phone providers to residential customers under the XFINITY brand and also provides these services to businesses. NBCUniversal operates news, entertainment and sports cable networks, the NBC and Telemundo broadcast networks, television production operations, television station groups, Universal Pictures and Universal Parks and Resorts. Visit www.comcastcorporation.com for more information.