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02200493.Pdf Appendix 4D Half year report Name of entity NEWS CORPORATION ABN or equivalent company reference Financial half year ended ARBN: 163 882 933 31 December 2019 Results for announcement to the market US$ million Revenues Down $332 million (-6%) to 4,819 Net income Down $338 million (-172%) to -142 Amount per Franked amount Dividends share per share Current period Interim 2020 (declared)(1): Class A – non-voting US$ 0.10 Unfranked Class B – voting US$ 0.10 Unfranked Final 2019 (paid): Class A – non-voting US$ 0.10 Unfranked Class B – voting US$ 0.10 Unfranked Previous corresponding period Interim 2019: US$ 0.10 Unfranked Class A – non-voting US$ 0.10 Unfranked Class B – voting Final 2018: US$ 0.10 Unfranked Class A – non-voting US$ 0.10 Unfranked Class B – voting (1) The interim dividend, which has been declared and will be unfranked, is payable on 15 April 2020, with a record date for determining dividend entitlements of 11 March 2020. The interim dividend has not been provided for in the Consolidated Financial Statements as it was not declared by the Directors prior to 31 December 2019. Net tangible asset backing per share was US$4.92 and US$4.51 as of 31 December 2019 and 2018, respectively, and is based on asset values disclosed in the Consolidated Balance Sheets. Commentary on these results is contained in the attached Form 10-Q for the period ended 31 December 2019. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35769 NEWS CORPORATION (Exact name of registrant as specified in its charter) Delaware 46-2950970 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1211 Avenue of the Americas, New York, New York 10036 (Address of principal executive offices) (Zip Code) (212) 416-3400 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Trading Name of each exchange Title of each class Symbol(s) on which registered Class A Common Stock, par value $0.01 per share NWSA The Nasdaq Global Select Market Class B Common Stock, par value $0.01 per share NWS The Nasdaq Global Select Market Class A Preferred Stock Purchase Rights N/A The Nasdaq Global Select Market Class B Preferred Stock Purchase Rights N/A The Nasdaq Global Select Market Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of January 31, 2020, 388,635,928 shares of Class A Common Stock and 199,630,240 shares of Class B Common Stock were outstanding. NEWS CORPORATION FORM 10-Q TABLE OF CONTENTS Page Part I. Financial Information Item 1. Financial Statements Consolidated Statements of Operations for the three and six months ended December 31, 2019 and 2018 (unaudited) 2 Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended December 31, 2019 and 2018 (unaudited) 3 Consolidated Balance Sheets as of December 31, 2019 (unaudited) and June 30, 2019 (audited) 4 Consolidated Statements of Cash Flows for the six months ended December 31, 2019 and 2018 (unaudited) 5 Notes to the Unaudited Consolidated Financial Statements 6 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 36 Item 3. Quantitative and Qualitative Disclosures About Market Risk 54 Item 4. Controls and Procedures 54 Part II. Other Information Item 1. Legal Proceedings 55 Item 1A. Risk Factors 55 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 56 Item 3. Defaults Upon Senior Securities 56 Item 4. Mine Safety Disclosures 56 Item 5. Other Information 56 Item 6. Exhibits 57 Signature 59 PART I ITEM 1. FINANCIAL STATEMENTS NEWS CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited; millions, except per share amounts) For the three months For the six months ended ended December 31, December 31, Notes 2019 2018 2019 2018 Revenues: Circulation and subscription $ 990 $ 1,029 $ 1,985 $ 2,063 Advertising 677 718 1,285 1,382 Consumer 421 478 808 878 Real estate 242 248 460 475 Other 149 154 281 353 Total Revenues 2 2,479 2,627 4,819 5,151 Operating expenses (1,350) (1,484) (2,687) (2,824) Selling, general and administrative (774) (773) (1,556) (1,599) Depreciation and amortization (162) (163) (324) (326) Impairment and restructuring charges 3 (29) (19) (326) (37) Equity losses of affiliates 4 (3) (6) (5) (9) Interest expense, net (8) (15) (4) (31) Other, net 13 2 7 6 27 Income (loss) before income tax expense 155 174 (77) 352 Income tax expense 11 (52) (55) (31) (105) Net income (loss) 103 119 (108) 247 Less: Net income attributable to noncontrolling interests (18) (24) (34) (51) Net income (loss) attributable to News Corporation stockholders $ 85 $ 95 $ (142) $ 196 Net income (loss) attributable to News Corporation stockholders per share: 9 Basic $ 0.15 $ 0.16 $ (0.24) $ 0.34 Diluted $ 0.14 $ 0.16 $ (0.24) $ 0.33 The accompanying notes are an integral part of these unaudited consolidated financial statements. 2 NEWS CORPORATION CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited; millions) For the three months For the six months ended ended December 31, December 31, 2019 2018 2019 2018 Net income (loss) $ 103 $ 119 $ (108) $ 247 Other comprehensive income (loss): Foreign currency translation adjustments 199 (147) 14 (257) Net change in the fair value of cash flow hedges(a) — 5 (14) 7 Benefit plan adjustments, net(b) (13) 8 (2) 13 Other comprehensive income (loss) 186 (134) (2) (237) Comprehensive income (loss) 289 (15) (110) 10 Less: Net income attributable to noncontrolling interests (18) (24) (34) (51) Less: Other comprehensive (income) loss attributable to noncontrolling interests (36) 28 9 56 Comprehensive income (loss) attributable to News Corporation stockholders $ 235 $(11) $(135) $15 (a) Net of income tax benefit of nil for the three months ended December 31, 2019 and 2018, respectively, and income tax (benefit) expense of ($3) million and $1 million for the six months ended December 31, 2019 and 2018, respectively. (b) Net of income tax (benefit) expense of ($4) million and $2 million for the three months ended December 31, 2019 and 2018, respectively, and income tax (benefit) expense of ($1) million and $3 million for the six months ended December 31, 2019 and 2018, respectively. The accompanying notes are an integral part of these unaudited consolidated financial statements. 3 NEWS CORPORATION CONSOLIDATED BALANCE SHEETS (Millions, except share and per share amounts) As of As of Notes December 31, 2019 June 30, 2019 (unaudited) (audited) Assets: Current assets: Cash and cash equivalents $ 1,272 $ 1,643 Receivables, net 13 1,570 1,544 Inventory, net 358 348 Other current assets 518 515 Total current assets 3,718 4,050 Non-current assets: Investments 4 325 335 Property, plant and equipment, net 2,476 2,554 Operating lease right-of-use assets 6 1,299 — Intangible assets, net 2,257 2,426 Goodwill 4,976 5,147 Deferred income tax assets 11 283 269 Other non-current assets 13 948 930 Total assets $ 16,282 $ 15,711 Liabilities and Equity: Current liabilities: Accounts payable $ 375 $ 411 Accrued expenses 1,072 1,328 Deferred revenue 2 411 428 Current borrowings 5 — 449 Other current liabilities 13 869 724 Total current liabilities 2,727 3,340 Non-current liabilities: Borrowings 5 1,201 1,004 Retirement benefit obligations 258 266 Deferred income tax liabilities 11 268 295 Operating lease liabilities 6 1,343 — Other non-current liabilities 358 495 Commitments and contingencies 10 Class A common stock(a) 4 4 Class B common stock(b) 2 2 Additional paid-in capital 12,183 12,243 Accumulated deficit (2,114) (1,979) Accumulated other comprehensive loss (1,117) (1,126) Total News Corporation stockholders’ equity 8,958 9,144 Noncontrolling interests 1,169 1,167 Total equity 7 10,127 10,311 Total liabilities and equity $ 16,282 $ 15,711 (a) Class A common stock, $0.01 par value per share (“Class A Common Stock”), 1,500,000,000 shares authorized, 388,601,457 and 385,580,015 shares issued and outstanding, net of 27,368,413 treasury shares at par at December 31, 2019 and June 30, 2019, respectively.
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