Comcast’s NBC Universal unit announced Tuesday the $3.03 billion cash sale of its 15.8 percent stake in A&E Television Networks to joint venture partners The Walt Disney Company and The Hearst Corporation.
Davis Polk & Wardwell corporate partners William Aaronson and Marc Williams, and tax partner Neil Barr are leading a team from the firm advising Comcast on the proposed transaction. Davis Polk has been a longtime client to Philadelphia-based Comcast, the largest cable company in the U.S., having turned to the firm in 2004 for its unsuccessful $54 billion bid to buy Disney.
Back in 2009, Aaronson was part of a group of Davis Polk lawyers advising Comcast on its $30 billion acquisition of New York-based NBC Universal from General Electric, which continues to hold a 49 percent stake in the entertainment and media conglomerate. (GE is expected to eventually sell the rest of its stake in NBC Universal to Comcast by 2018.)
Comcast’s interest in A&E was acquired through its purchase of NBC Universal, a deal that was met with fierce regulatory scrutiny before finally being approved in January 2011. Last year, Aaronson advised Comcast’s NBC Universal unit on its $1 billion acquisition of a theme park in Orlando, and Davis Polk provided tax counsel to Comcast on its $280 million sale of the National Basketball Association’s Philadelphia 76ers.
Arthur Block, a former partner at now-defunct WolfBlock who began handling deals for Comcast in 1978, serves as the company’s general counsel and corporate secretary. Sheldon Bonovitz, chairman emeritus of Duane Morris, is a member of Comcast’s board of directors, along with Eduardo Mestre, a former Citigroup executive and one-time lawyer at Cleary Gottlieb Steen & Hamilton. (So far this year, Bonovitz has sold 18,000 Comcast shares valued at $509,220 in February, and 34,432 shares valued at $952,854 in May, according to SEC filings by the company.)
Patricia Suh, co-general counsel of Comcast Ventures and vice president of corporate and transactions at NBC Universal, is leading an in-house team working on the deal.  Richard Cotton is general counsel of NBC Universal, while Douglas Jacobs serves as general counsel for New York-based A&E, which operates a portfolio of cable channels like Lifetime, The History Channel, and The Biography Channel. ( Sibling publication Corporate Counsel spoke this week with James Lichtman, the new general counsel for NBC Universal Television Entertainment, a division of NBC Universal.)
Skadden, Arps, Slate, Meagher & Flom banking partner Stephanie Teicher in New York is advising A&E in connection with the financing for the transaction, which will see Disney and Hearst each own half of the network.
Disney and Hearst handled their portions of the deal in-house. An 8-K filed with the SEC by Comcast on Tuesday shows that Hearst is being advised by its general counsel Eve Burton, while Disney is relying on general counsel Alan Braverman and managing vice president and associate general counsel James Kapenstein. James Asher, chief legal and development officer at Hearst, also took a lead role on the transaction.
The total value of A&E as a media company is estimated to be $19 billion based on the sale of Comcast’s stake in the network, according to The New York Times’s DealBook. A&E was formed in 1983 and was sold three years later when GE bought its parent RCA Cable.