2020 Annual Report 2020 Report Annual
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ANNUAL REPORT 2020 ANNUAL REPORT 2020 A MESSAGE FROM LACHLAN MURDOCH Dear Shareholders, The backdrop of our company’s first full fiscal year was a global pandemic that changed the course of our lives, our businesses and our actions. Fox Corporation’s streamlined assets and focused structure enabled us to quickly pivot to cover news impacting the lives of all Americans, adjust to the temporary hiatus in live sports and entertainment production and take care of our colleagues and partners, all while continuing to deliver strong financial and operational results. The foundations of FOX are rooted in Audiences have unparalleled connections to our our commitment to create and share the brands and unrivaled trust in our news organizations. content that audiences desire. The once- In fact, we ended fiscal year 2020 with record- in-a-generation news stories of this breaking viewership at FOX News. Over the course year heightened our focus on journalistic of the summer, from Memorial Day through Labor excellence and saw viewers from across the Day, FOX News was the number one network in country and across the political spectrum primetime among all broadcast and cable networks. turn to us in record numbers. Throughout the Similarly, our FOX Television Stations have increased pandemic and during ongoing conversations their news productions, ensuring that viewers have about social justice and the upcoming information most relevant to their cities and towns. presidential election, our local and national Our viewers are spending more time watching news coverage kept audiences abreast of the their FOX stations than ever before. In the fourth health, societal and economic developments quarter, our Stations experienced a 40% increase in impacting their lives. viewership year-over-year. At the FOX Network, this fiscal year was brands and the connections consumers have with momentous. FOX was the number one them, we are accelerating the growth of these broadcast network of the 2019–2020 digital businesses that complement our core television season among adults 18–49 — a competencies. In turn, the digital investments tribute to our powerful combination of sports we’ve made extend the reach of our FOX brands and entertainment programming. In February, beyond their traditional linear models, expanding we broadcast Super Bowl LIV, the most- their consumer base and creating new ancillary watched live television event of the calendar revenue streams. year. Approximately 150 million unique multiplatform viewers across the country The work we’ve done this year, the plans we’ve tuned in to watch the game. On Super Bowl established and the strategy we are executing Sunday, FOX had one of the highest revenue have enhanced our formidable brands and assets, days in TV history, generating approximately making us even better positioned to compete $600 million of gross revenue and providing and thrive. And while we are pleased to deliver an unmatched promotional platform for our impactful results for you, our shareholders, our advertising partners and our own content greatest accomplishment was the service we from across the company. offered our viewers. FOX was the only broadcast network to As the world grappled with a pandemic deliver year-over-year ratings gains and our nation engaged in difficult among adults 18–49 and total viewers. dialogues, FOX displayed an unwavering We outperformed the number two network dedication to covering news and stories by 31% in the key demo, driven by The Masked that deserved to be told, providing Singer, the 2019–2020 broadcast season’s platforms for a multiplicity of voices and number one entertainment series, LEGO opinions, as well as supporting open Masters, the season’s top new entertainment and inclusive debate. Our legacy of reality program, and 9-1-1: Lone Star, the success, meaningful achievements this season’s number one new scripted show. year and positive outlook for the future demonstrate that we have every reason We expanded the FOX portfolio this year with to continue this steadfast commitment to several disciplined acquisitions. Advertising- newsgathering and reporting. supported streaming platform Tubi and emerging fintech marketplace Credible are Sincerely, already growing with the support and scale of FOX behind them. Our concentration on digital opportunities also includes continued focus Lachlan Murdoch on the opportunities presented by FOX Nation and FOX Bet. Using the reach of our leading UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 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 001-38776 FOX CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 83-1825597 (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) Registrant’s telephone number, including area code (212) 852-7000 Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbols Name of Each Exchange on Which Registered Class A Common Stock, par value $0.01 per share FOXA The Nasdaq Global Select Market Class B Common Stock, par value $0.01 per share FOX The Nasdaq Global Select Market Securities registered pursuant to Section 12(g) of the Act: None (Title of class) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒ 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, 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒ As of December 31, 2019, which was the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the registrant’s Class A Common Stock, par value $0.01 per share, held by non-affiliates was approximately $12.7 billion, based upon the closing price of $37.07 per share as quoted on The Nasdaq Global Select Market on that date, and the aggregate market value of the registrant’s Class B Common Stock, par value $0.01 per share, held by non-affiliates was approximately $5.8 billion, based upon the closing price of $36.40 per share as quoted on The Nasdaq Global Select Market on that date. As of August 5, 2020, 343,678,951 shares of Class A Common Stock and 261,078,355 shares of Class B Common Stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the Fox Corporation definitive Proxy Statement for its 2020 Annual Meeting of Stockholders, which is intended to be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of Fox Corporation’s fiscal year end. TABLE OF CONTENTS Page PART I ITEM 1. BUSINESS............................................................................................................................................. 1 ITEM 1A. RISK FACTORS .................................................................................................................................... 15 ITEM 1B. UNRESOLVED STAFF COMMENTS ................................................................................................... 28 ITEM 2. PROPERTIES.......................................................................................................................................