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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): February 7, 2024
newslogo.jpg
NEWS CORPORATION
(Exact name of registrant as specified in its charter) 
     
Delaware 001-35769 46-2950970
(State or other jurisdiction
of incorporation)
 (Commission
 File Number)
 (IRS Employer
Identification No.)
 
1211 Avenue of the Americas, New York, New York 10036
(Address of principal executive offices, including zip code)
 
(212) 416-3400
(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange 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 shareNWSThe Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐



Item 2.02    Results of Operations and Financial Condition.
On February 7, 2024, News Corporation (the “Company”) released its financial results for the quarter ended December 31, 2023. A copy of the Company’s press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
The information in this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES
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 hereunto duly authorized.
 
    
 NEWS CORPORATION
(REGISTRANT)
 
   
 By: /s/ Michael L. Bunder
   Michael L. Bunder
   Senior Vice President, Deputy General Counsel and Corporate Secretary
Dated: February 7, 2024


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Exhibit 99.1
NEWS CORPORATION REPORTS SECOND QUARTER RESULTS FOR FISCAL 2024
FISCAL 2024 SECOND QUARTER KEY FINANCIAL HIGHLIGHTS

Second quarter revenues were $2.59 billion, a 3% increase compared to $2.52 billion in the prior year, driven by growth at the Digital Real Estate Services, Dow Jones and Book Publishing segments
Net income in the quarter was $183 million, compared to net income of $94 million in the prior year
Second quarter Total Segment EBITDA was $473 million, compared to $409 million in the prior year
In the quarter, reported EPS were $0.27 as compared to $0.12 in the prior year - Adjusted EPS were $0.26 compared to $0.14 in the prior year
Dow Jones achieved its highest quarterly revenues and Segment EBITDA since its acquisition in 2007, driven by strength in professional information business revenues, which rose 13% compared to the prior year
REA Group posted record quarterly revenues of $292 million, a 22% increase compared to the prior year, primarily driven by robust Australian residential performance
Book Publishing revenues grew 4%, while Segment EBITDA increased 67%, driven by higher digital sales, which benefited from strong audiobooks performance, and improved return rates

NEW YORK, NY – February 7, 2024 – News Corporation (“News Corp” or the “Company”) (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) today reported financial results for the three months ended December 31, 2023.

Commenting on the results, Chief Executive Robert Thomson said:

“News Corp again saw growth in both revenue and profitability this quarter as we continue to realize the collective benefit of our strategic shift to digital and subscription revenues, and away from sometimes volatile advertising revenues.

Our net income rose to $183 million from $94 million in the same quarter last year and our reported EPS was 27 cents, compared to 12 cents for the same period last year, driven by a 16% surge in Total Segment EBITDA. We had particularly robust results across the three core pillars of our business Dow Jones, Book Publishing and Digital Real Estate Services and believe there are strong prospects for further growth as difficult macro conditions ease in some of our markets.

We expect to be a core content provider for Generative AI companies, who need the highest quality, timely content to ensure the relevance and accuracy of their products. We patently prefer negotiation to litigation, courtship to courtrooms. But let’s be clear, in my view those who repurpose without approval are stealing and are undermining the very act of creativity – counterfeiting is not creating, and the AI world is replete with content counterfeiters.

I also want to draw attention to the plight of our colleague Evan Gershkovich, who continues to be unjustly detained in a Moscow prison, solely for being a highly professional journalist. We hope that justice will prevail and thank all who publicly, and not so publicly, have been working to secure his emancipation.”


SECOND QUARTER RESULTS

The Company reported fiscal 2024 second quarter total revenues of $2.59 billion, a 3% increase compared to $2.52 billion in the prior year period, primarily driven by higher Australian residential revenues at REA Group, continued strong growth in the professional information business at the Dow Jones segment, increased digital sales and improved returns due to better sell through of inventory at the Book Publishing segment and a $13 million, or 1%, positive impact from foreign currency fluctuations. The increase was partly offset by lower revenues
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at Move due to continued challenging housing market conditions in the U.S. and lower advertising revenues at the News Media segment. Adjusted Revenues (which excludes the foreign currency impact, acquisitions and divestitures as defined in Note 2) were up 2% compared to the prior year.

Net income for the quarter was $183 million, a 95% increase compared to net income of $94 million in the prior year, driven by higher Total Segment EBITDA, as discussed below, improved equity losses of affiliates and higher Other, net. These impacts were partially offset by higher income tax expense.

The Company reported second quarter Total Segment EBITDA of $473 million, a 16% increase compared to $409 million in the prior year primarily due to higher revenues, as discussed above, lower costs at the Book Publishing segment and gross cost savings related to the announced 5% headcount reduction initiative. The increase was partly offset by higher sports programming rights costs at the Subscription Video Services segment. Adjusted Total Segment EBITDA (as defined in Note 2) increased 14%.

Net income per share attributable to News Corporation stockholders was $0.27 as compared to $0.12 in the prior year.

Adjusted EPS (as defined in Note 3) were $0.26 compared to $0.14 in the prior year.

SEGMENT REVIEW
For the three months ended
December 31,
For the six months ended December 31,
20232022% Change20232022% Change
(in millions)
Better/
(Worse)
(in millions)
Better/
(Worse)
Revenues:
Digital Real Estate Services$419 $386 %$822 $807 %
Subscription Video Services470 462 %956 964 (1)%
Dow Jones584 563 %1,121 1,078 %
Book Publishing550 531 %1,075 1,018 %
News Media563 579 (3)%1,111 1,132 (2)%
Other— — — %— — — %
Total Revenues$2,586 $2,521 %$5,085 $4,999 %
Segment EBITDA:
Digital Real Estate Services$147 $128 15 %$269 $247 %
Subscription Video Services77 90 (14)%170 201 (15)%
Dow Jones163 139 17 %287 252 14 %
Book Publishing85 51 67 %150 90 67 %
News Media52 59 (12)%66 77 (14)%
Other(51)(58)12 %(105)(108)%
Total Segment EBITDA$473 $409 16 %$837 $759 10 %


Digital Real Estate Services

Revenues in the quarter increased $33 million, or 9%, compared to the prior year, driven by strong performance at REA Group partly offset by lower revenues at Move. Segment EBITDA in the quarter increased $19 million, or
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15%, compared to the prior year, primarily due to higher revenues at REA Group partly offset by lower revenues at Move and a $2 million, or 1%, negative impact from foreign currency fluctuations. Adjusted Revenues and Adjusted Segment EBITDA (as defined in Note 2) increased 8% and 16%, respectively.

In the quarter, revenues at REA Group increased $52 million, or 22%, to $292 million, primarily driven by higher Australian residential revenues due to price increases, increased depth penetration, favorable geographic mix and an increase in national listings, as well as an increase from financial services. The increase was slightly offset by a $3 million, or 1%, negative impact from foreign currency fluctuations. Australian national residential buy listing volumes in the quarter increased 8% compared to the prior year, with listings in Sydney and Melbourne up 22% and 24%, respectively.

Move’s revenues in the quarter decreased $19 million, or 13%, to $127 million, primarily as a result of lower real estate revenues. Real estate revenues, which represented 82% of total Move revenues, decreased $17 million, or 14%, driven by the continued impact of the macroeconomic environment on the housing market, including higher mortgage rates, which has led to lower lead and transaction volumes. Revenues from the referral model, which includes the ReadyConnect Concierge product, and the traditional lead generation product decreased due to these factors. Based on Move’s internal data, average monthly unique users of Realtor.com®’s web and mobile sites for the fiscal second quarter was flat compared to the prior year at 66 million. Lead volume declined 7%, which was an improvement from the prior quarter rate.


Subscription Video Services

Revenues of $470 million in the quarter increased $8 million, or 2%, compared with the prior year, driven by higher revenues from Kayo and BINGE from increases in both volume and pricing, despite a more difficult Summer sports season and inflationary pressures, partially offset by the impact from fewer residential broadcast subscribers and a $6 million, or 1%, negative impact from foreign currency fluctuations. Adjusted Revenues of $476 million increased 3% compared to the prior year. Foxtel Group streaming subscription revenues represented approximately 29% of total circulation and subscription revenues in the quarter, as compared to 26% in the prior year.

As of December 31, 2023, Foxtel’s total closing paid subscribers were over 4.3 million, flat compared to the prior year, as growth in streaming subscribers driven by Kayo and BINGE was offset by fewer residential broadcast subscribers. Broadcast subscriber churn in the quarter was flat compared to the prior year at 12.9%, despite the completion of Foxtel’s migration project of subscribers off cable. Broadcast ARPU for the quarter increased 3% year-over-year to A$86 (US$56).

As of December 31,
20232022
(in 000's)
Broadcast Subscribers
Residential1,273 1,401 
Commercial232 230 
Streaming Subscribers (Total (Paid))
Kayo1,183 (1,173 paid)1,136 (1,126 paid)
BINGE1,503 (1,471 paid)1,439 (1,375 paid)
Foxtel Now
155 (150 paid)183 (177 paid)
Total Subscribers (Total (Paid))4,365 (4,317 paid)4,414 (4,329 paid)

Segment EBITDA of $77 million in the quarter decreased $13 million, or 14%, compared with the prior year, which includes a $1 million, or 1%, negative impact from foreign currency fluctuations. Adjusted Segment EBITDA of $78
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million decreased 13% compared to the prior year, primarily due to higher sports programming rights costs driven mainly by contractual increases across AFL and NRL and $10 million of costs related to the upcoming launch of Hubbl partially offset by higher revenues and lower technology and marketing costs.


Dow Jones

Revenues in the quarter increased $21 million, or 4%, compared to the prior year, driven by growth in circulation and subscription revenues led by growth in professional information business products. Digital revenues at Dow Jones in the quarter represented 78% of total revenues compared to 76% in the prior year. Adjusted Revenues increased 3%.

Circulation and subscription revenues increased $24 million, or 6%, including a $3 million, or 1%, positive impact from foreign currency fluctuations. Professional information business revenues grew 13%, primarily due to 16% growth in Risk & Compliance revenues to $72 million and 15% growth in Dow Jones Energy revenues to $62 million. Circulation revenues were flat compared to the prior year, as the continued growth in digital-only subscriptions, which benefited from an increase in bundle offers, was offset by lower print volume. Digital circulation revenues accounted for 70% of circulation revenues for the quarter, compared to 69% in the prior year.

During the second quarter, total average subscriptions to Dow Jones’ consumer products were over 5.4 million, a 10% increase compared to the prior year. Digital-only subscriptions to Dow Jones’ consumer products grew 15%. Total subscriptions to The Wall Street Journal grew 7% compared to the prior year, to over 4.0 million average subscriptions in the quarter. Digital-only subscriptions to The Wall Street Journal grew 11% to over 3.5 million average subscriptions in the quarter, and represented 87% of total Wall Street Journal subscriptions.

For the three months ended December 31,
20232022% Change
(in thousands, except %)Better/(Worse)
The Wall Street Journal
Digital-only subscriptions3,528 3,167 11 %
Total subscriptions4,052 3,780 %
Barron’s Group
Digital-only subscriptions1,104 894 23 %
Total subscriptions1,242 1,062 17 %
Total Consumer
Digital-only subscriptions4,746 4,139 15 %
Total subscriptions5,427 4,943 10 %

Advertising revenues decreased $5 million, or 4%, primarily due to an 11% decline in print advertising revenues slightly offset by 1% growth in digital advertising revenues. Digital advertising accounted for 62% of total advertising revenues in the quarter, compared to 59% in the prior year.

Segment EBITDA for the quarter increased $24 million, or 17%, primarily as a result of the higher revenues discussed above. Adjusted Segment EBITDA increased 17%.


Book Publishing

Revenues in the quarter increased $19 million, or 4%, compared to the prior year, primarily driven by the increase in digital book sales and improved returns due to better sell through of inventory. Key titles in the quarter included The Pioneer Woman Cooks Dinner’s Ready! by Ree Drummond, The Little Liar by Mitch Albom, Tom Lake by Ann Patchett and My Effin’ Life by Geddy Lee. Adjusted Revenues increased 2%. Digital sales increased 15%
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compared to the prior year, driven by strong market growth for downloadable audiobook sales, as well as the contribution from a new Spotify partnership. Digital sales represented 21% of Consumer revenues for the quarter compared to 19% in the prior year with audiobooks accounting for approximately half of digital revenues. Backlist sales represented approximately 60% of consumer revenues in the quarter compared to 57% in the prior year.

Segment EBITDA for the quarter increased $34 million, or 67%, compared to the prior year, primarily driven by the higher revenues discussed above and lower manufacturing, freight and distribution costs driven by product mix and the absence of prior year supply chain challenges and inventory and inflationary pressures, partly offset by higher employee costs. Adjusted Segment EBITDA increased 65%.


News Media
Revenues in the quarter decreased $16 million, or 3%, as compared to the prior year, primarily driven by lower advertising revenues, partially offset by the $13 million, or 2%, positive impact from foreign currency fluctuations and higher circulation and subscription revenues. Within the segment, revenues at News Corp Australia decreased 6%, driven by lower advertising revenues, while News UK was flat as lower advertising revenues were offset by a 5% positive impact from foreign currency fluctuations and higher circulation and subscription revenues. Adjusted Revenues for the segment decreased 5% compared to the prior year.

Circulation and subscription revenues increased $12 million, or 5%, compared to the prior year, primarily due to a $7 million, or 3%, positive impact from foreign currency fluctuations, price increases and digital subscriber growth, partially offset by lower print volumes.

Advertising revenues decreased $24 million, or 9%, compared to the prior year, primarily due to lower digital advertising across the business units mainly driven by a decline in traffic at some mastheads due to platform related changes and lower print advertising at News Corp Australia. The decline was partially offset by a $5 million, or 2%, positive impact from foreign currency fluctuations.

In the quarter, Segment EBITDA decreased $7 million, or 12%, compared to the prior year, driven by lower revenues, as discussed above, partially offset by lower production costs at News UK driven by lower volume and newsprint prices and a $2 million, or 3%, positive impact from foreign currency fluctuations. Adjusted Segment EBITDA decreased 15%.

Digital revenues represented 38% of News Media segment revenues in the quarter, compared to 37% in the prior year, and represented 36% of the combined revenues of the newspaper mastheads. Digital subscribers and users across key properties within the News Media segment are summarized below:

Closing digital subscribers at News Corp Australia as of December 31, 2023 were 1,051,000 (940,000 for news mastheads), compared to 1,011,000 (924,000 for news mastheads) in the prior year (Source: Internal data)
The Times and Sunday Times closing digital subscribers, including the Times Literary Supplement, as of December 31, 2023 were 575,000, compared to 550,000 in the prior year (Source: Internal data). The previously disclosed methodology change resulted in a 59,000 and 61,000 increase to the closing digital subscriber number at December 31, 2023 and 2022, respectively
The Sun’s digital offering reached 143 million global monthly unique users in December 2023, compared to 194 million in the prior year (Source: Meta Pixel)
New York Post’s digital network reached 124 million unique users in December 2023, compared to 141 million in the prior year (Source: Google Analytics)

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CASH FLOW
The following table presents a reconciliation of net cash provided by operating activities to free cash flow and free cash flow available to News Corporation:
For the six months ended December 31,
20232022
(in millions)
Net cash provided by operating activities$305 $161 
Less: Capital expenditures(236)(217)
Free cash flow69 (56)
Less: REA Group free cash flow(134)(96)
Plus: Cash dividends received from REA Group44 50 
Free cash flow available to News Corporation$(21)$(102)

Net cash provided by operating activities of $305 million for the six months ended December 31, 2023 was $144 million higher than $161 million in the prior year, primarily due to higher Total Segment EBITDA, as noted above, lower working capital and lower tax payments, partially offset by higher restructuring payments.

Free cash flow in the six months ended December 31, 2023 was $69 million compared to $(56) million in the prior year. Free cash flow available to News Corporation in the six months ended December 31, 2023 was $(21) million compared to $(102) million in the prior year. The improvement in both free cash flow and free cash flow available to News Corporation was primarily due to higher cash provided by operating activities, as mentioned above, partially offset by higher capital expenditures. Foxtel’s capital expenditures for the six months ended December 31, 2023 were $82 million compared to $84 million in the prior year.

Free cash flow and free cash flow available to News Corporation are non-GAAP financial measures. Free cash flow is defined as net cash provided by (used in) operating activities, less capital expenditures, and free cash flow available to News Corporation is defined as free cash flow, less REA Group free cash flow, plus cash dividends received from REA Group. Free cash flow and free cash flow available to News Corporation may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what items should be included in the calculation of free cash flow.

Neither free cash flow nor free cash flow available to News Corporation represents the total increase or decrease in the cash balance for the period and should be considered in addition to, not as a substitute for, the net change in cash and cash equivalents as presented in the Company’s consolidated statements of cash flows prepared in accordance with GAAP, which incorporates all cash movements during the period.

The Company believes free cash flow provides useful information to management and investors about the Company’s liquidity and cash flow trends. The Company believes free cash flow available to News Corporation, which adjusts free cash flow to exclude REA Group’s free cash flow and include dividends received from REA Group, provides management and investors with a measure of the amount of cash flow that is readily available to the Company, as REA Group is a separately listed public company in Australia and must declare a dividend in order for the Company to have access to its share of REA Group’s cash balance. The Company believes free cash flow available to News Corporation provides a more conservative view of the Company’s free cash flow because this presentation includes only that amount of cash the Company actually receives from REA Group, which has generally been lower than the Company’s unadjusted free cash flow.




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OTHER ITEMS

Dividends

The Company declared today a semi-annual cash dividend of $0.10 per share for Class A Common Stock and Class B Common Stock. This dividend is payable on April 10, 2024 to stockholders of record as of March 13, 2024.


COMPARISON OF NON-GAAP TO U.S. GAAP INFORMATION

Adjusted Revenues, Total Segment EBITDA, Adjusted Total Segment EBITDA, Adjusted Segment EBITDA, adjusted net income attributable to News Corporation stockholders, Adjusted EPS, constant currency revenues, free cash flow and free cash flow available to News Corporation are non-GAAP financial measures contained in this earnings release. The Company believes these measures are important tools for investors and analysts to use in assessing the Company’s underlying business performance and to provide for more meaningful comparisons of the Company’s operating performance between periods. These measures also allow investors and analysts to view the Company’s business from the same perspective as Company management. These non-GAAP measures may be different than similar measures used by other companies and should be considered in addition to, not as a substitute for, measures of financial performance calculated in accordance with GAAP. Reconciliations for the differences between non-GAAP measures used in this earnings release and comparable financial measures calculated in accordance with U.S. GAAP are included in Notes 1, 2, 3 and 4 and the reconciliation of net cash provided by operating activities to free cash flow and free cash flow available to News Corporation is included above.

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Conference call

News Corporation’s earnings conference call can be heard live at 5:00 p.m. EST on February 7, 2024. To listen to the call, please visit http://investors.newscorp.com.

Cautionary Statement Concerning Forward-Looking Statements

This document contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding trends and uncertainties affecting the Company’s business, results of operations and financial condition, the Company’s strategy and strategic initiatives, including potential acquisitions, investments and dispositions, the Company’s cost savings initiatives, including announced headcount reductions, and the outcome of contingencies such as litigation and investigations. These statements are based on management’s views and assumptions regarding future events and business performance as of the time the statements are made. Actual results may differ materially from these expectations due to the risks, uncertainties and other factors described in the Company’s filings with the Securities and Exchange Commission. More detailed information about factors that could affect future results is contained in our filings with the Securities and Exchange Commission. The “forward-looking statements” included in this document are made only as of the date of this document and we do not have and do not undertake any obligation to publicly update any “forward-looking statements” to reflect subsequent events or circumstances, and we expressly disclaim any such obligation, except as required by law or regulation.

About News Corporation

News Corp (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) is a global, diversified media and information services company focused on creating and distributing authoritative and engaging content and other products and services. The company comprises businesses across a range of media, including: digital real estate services, subscription video services in Australia, news and information services and book publishing. Headquartered in New York, News Corp operates primarily in the United States, Australia, and the United Kingdom, and its content and other products and services are distributed and consumed worldwide. More information is available at: www.newscorp.com.
Contacts:
Investor RelationsCorporate Communications
Michael FlorinJim Kennedy
212-416-3363212-416-4064
mflorin@newscorp.comjkennedy@newscorp.com
Anthony Rudolf

212-416-3040
arudolf@newscorp.com

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NEWS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; in millions, except per share amounts)
For the three months ended
December 31,
For the six months ended
December 31,
2023202220232022
Revenues:
Circulation and subscription$1,119 $1,085 $2,248 $2,196 
Advertising438 464 829 870 
Consumer527 512 1,029 979 
Real estate327 301 638 624 
Other175 159 341 330 
Total Revenues2,586 2,521 5,085 4,999 
Operating expenses(1,281)(1,294)(2,554)(2,567)
Selling, general and administrative(832)(818)(1,694)(1,673)
Depreciation and amortization(179)(174)(350)(353)
Impairment and restructuring charges(13)(19)(51)(40)
Equity losses of affiliates(1)(29)(3)(33)
Interest expense, net(25)(26)(48)(53)
Other, net22 (6)(13)(24)
Income before income tax expense277 155 372 256 
Income tax expense(94)(61)(131)(96)
Net income183 94 241 160 
Net income attributable to noncontrolling interests(27)(27)(55)(53)
Net income attributable to News Corporation stockholders$156 $67 $186 $107 
Weighted average shares outstanding:
Basic572 576 572 579 
Diluted574 578 574 581 
Net income attributable to News Corporation stockholders per share:
Basic$0.27 $0.12 $0.33 $0.18 
Diluted$0.27 $0.12 $0.32 $0.18 
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NEWS CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited; in millions)
As of December 31, 2023As of June 30, 2023
ASSETS
Current assets:
Cash and cash equivalents$1,724 $1,833 
Receivables, net1,516 1,425 
Inventory, net297 311 
Other current assets466 484 
Total current assets4,003 4,053 
Non-current assets:
Investments424 427 
Property, plant and equipment, net1,985 2,042 
Operating lease right-of-use assets1,007 1,036 
Intangible assets, net2,423 2,489 
Goodwill5,214 5,140 
Deferred income tax assets, net
305 393 
Other non-current assets1,320 1,341 
Total assets$16,681 $16,921 
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable$243 $440 
Accrued expenses1,095 1,123 
Deferred revenue510 622 
Current borrowings58 27 
Other current liabilities878 953 
Total current liabilities2,784 3,165 
Non-current liabilities:
Borrowings2,984 2,940 
Retirement benefit obligations136 134 
Deferred income tax liabilities, net
129 163 
Operating lease liabilities1,090 1,128 
Other non-current liabilities456 446 
Commitments and contingencies
Equity:
Class A common stock
Class B common stock
Additional paid-in capital11,334 11,449 
Accumulated deficit(1,958)(2,144)
Accumulated other comprehensive loss(1,200)(1,247)
Total News Corporation stockholders' equity8,182 8,064 
Noncontrolling interests920 881 
Total equity9,102 8,945 
Total liabilities and equity$16,681 $16,921 
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NEWS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in millions)
For the six months ended
December 31,
20232022
Operating activities:
Net income$241 $160 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization350 353 
Operating lease expense48 57 
Equity losses of affiliates33 
Cash distributions received from affiliates
Impairment charges24 — 
Deferred income taxes and taxes payable67 17 
Other, net13 24 
Change in operating assets and liabilities, net of acquisitions:
Receivables and other assets(69)(351)
Inventories, net50 (11)
Accounts payable and other liabilities(425)(126)
Net cash provided by operating activities305 161 
Investing activities:
Capital expenditures(236)(217)
Acquisitions, net of cash acquired(20)(15)
Investments in equity affiliates and other, net
(22)(92)
Proceeds from property, plant and equipment and other asset dispositions— 
Other, net— (21)
Net cash used in investing activities(278)(337)
Financing activities:
Borrowings1,049 407 
Repayment of borrowings(1,044)(462)
Repurchase of shares(56)(178)
Dividends paid(85)(89)
Other, net(8)10 
Net cash used in financing activities(144)(312)
Net change in cash and cash equivalents(117)(488)
Cash and cash equivalents, beginning of period
1,833 1,822 
Effect of exchange rate changes on cash and cash equivalents
(6)
Cash and cash equivalents, end of period
$1,724 $1,328 
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NOTE 1 – TOTAL SEGMENT EBITDA
Segment EBITDA is defined as revenues less operating expenses and selling, general and administrative expenses. Segment EBITDA does not include: depreciation and amortization, impairment and restructuring charges, equity losses of affiliates, interest (expense) income, net, other, net and income tax (expense) benefit. Management believes that Segment EBITDA is an appropriate measure for evaluating the operating performance of the Company’s business segments because it is the primary measure used by the Company’s chief operating decision maker to evaluate the performance of and allocate resources within the Company’s businesses. Segment EBITDA provides management, investors and equity analysts with a measure to analyze the operating performance of each of the Company’s business segments and its enterprise value against historical data and competitors’ data, although historical results may not be indicative of future results (as operating performance is highly contingent on many factors, including customer tastes and preferences).
Total Segment EBITDA is a non-GAAP measure and should be considered in addition to, not as a substitute for, net income (loss), cash flow and other measures of financial performance reported in accordance with GAAP. In addition, this measure does not reflect cash available to fund requirements and excludes items, such as depreciation and amortization and impairment and restructuring charges, which are significant components in assessing the Company’s financial performance. The Company believes that the presentation of Total Segment EBITDA provides useful information regarding the Company’s operations and other factors that affect the Company’s reported results. Specifically, the Company believes that by excluding certain one-time or non-cash items such as impairment and restructuring charges and depreciation and amortization, as well as potential distortions between periods caused by factors such as financing and capital structures and changes in tax positions or regimes, the Company provides users of its consolidated financial statements with insight into both its core operations as well as the factors that affect reported results between periods but which the Company believes are not representative of its core business. As a result, users of the Company’s consolidated financial statements are better able to evaluate changes in the core operating results of the Company across different periods. The following tables reconcile net income to Total Segment EBITDA for the three and six months ended December 31, 2023 and 2022:


For the three months ended December 31,
20232022Change% Change
(in millions)
Net income
$183 $94 $89 95 %
Add:
Income tax expense
94 61 33 54 %
Other, net(22)(28)**
Interest expense, net25 26 (1)(4)%
Equity losses of affiliates29 (28)(97)%
Impairment and restructuring charges13 19 (6)(32)%
Depreciation and amortization179 174 %
Total Segment EBITDA$473 $409 $64 16 %

12

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For the six months ended December 31,
20232022Change% Change
(in millions)
Net income$241 $160 $81 51 %
Add:
Income tax expense131 96 35 36 %
Other, net13 24 (11)(46)%
Interest expense, net48 53 (5)(9)%
Equity losses of affiliates33 (30)(91)%
Impairment and restructuring charges51 40 11 28 %
Depreciation and amortization350 353 (3)(1)%
Total Segment EBITDA$837 $759 $78 10 %

13

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NOTE 2 – ADJUSTED REVENUES, ADJUSTED TOTAL SEGMENT EBITDA AND ADJUSTED SEGMENT EBITDA

The Company uses revenues, Total Segment EBITDA and Segment EBITDA excluding the impact of acquisitions, divestitures, fees and costs, net of indemnification, related to the claims and investigations arising out of certain conduct at The News of the World (the “U.K. Newspaper Matters”), charges for other significant, non-ordinary course legal or regulatory matters (“litigation charges”) and foreign currency fluctuations (“Adjusted Revenues,” “Adjusted Total Segment EBITDA” and “Adjusted Segment EBITDA,” respectively) to evaluate the performance of the Company’s core business operations exclusive of certain items that impact the comparability of results from period to period such as the unpredictability and volatility of currency fluctuations. The Company calculates the impact of foreign currency fluctuations for businesses reporting in currencies other than the U.S. dollar by multiplying the results for each quarter in the current period by the difference between the average exchange rate for that quarter and the average exchange rate in effect during the corresponding quarter of the prior year and totaling the impact for all quarters in the current period.
The calculation of Adjusted Revenues, Adjusted Total Segment EBITDA and Adjusted Segment EBITDA may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what type of events warrant adjustment. Adjusted Revenues, Adjusted Total Segment EBITDA and Adjusted Segment EBITDA are not measures of performance under generally accepted accounting principles and should not be construed as substitutes for amounts determined under GAAP as measures of performance. However, management uses these measures in comparing the Company’s historical performance and believes that they provide meaningful and comparable information to investors to assist in their analysis of our performance relative to prior periods and our competitors.
The following tables reconcile reported revenues and reported Total Segment EBITDA to Adjusted Revenues and Adjusted Total Segment EBITDA for the three and six months ended December 31, 2023 and 2022:

RevenuesTotal Segment EBITDA
For the three months ended December 31,For the three months ended December 31,
20232022Difference20232022Difference
(in millions)(in millions)
As reported$2,586 $2,521 $65 $473 $409 $64 
Impact of acquisitions(5)— (5)— (6)
Impact of foreign currency fluctuations(13)— (13)— — — 
Net impact of U.K. Newspaper Matters— — — (1)
As adjusted$2,568 $2,521 $47 $475 $418 $57 
RevenuesTotal Segment EBITDA
For the six months ended December 31,For the six months ended December 31,
20232022Difference20232022Difference
(in millions)(in millions)
As reported$5,085 $4,999 $86 $837 $759 $78 
Impact of acquisitions(12)— (12)(1)(7)
Impact of foreign currency fluctuations— — 
Net impact of U.K. Newspaper Matters— — — (4)
As adjusted$5,074 $4,999 $75 $849 $774 $75 
14

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Foreign Exchange Rates
Average foreign exchange rates used in the calculation of the impact of foreign currency fluctuations for the three and six months ended December 31, 2023 and 2022 are as follows:
Fiscal Year 2024
Q1Q2
U.S. Dollar per Australian Dollar$0.65$0.65
U.S. Dollar per British Pound Sterling$1.27$1.24
Fiscal Year 2023
Q1Q2
U.S. Dollar per Australian Dollar$0.68$0.66
U.S. Dollar per British Pound Sterling$1.17$1.17


15

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Adjusted Revenues and Adjusted Segment EBITDA by segment for the three and six months ended December 31, 2023 and 2022 are as follows:
For the three months ended December 31,
20232022% Change
(in millions)Better/(Worse)
Adjusted Revenues:
Digital Real Estate Services$418 $386 %
Subscription Video Services476 462 %
Dow Jones581 563 %
Book Publishing543 531 %
News Media550 579 (5)%
Other— — — %
Adjusted Total Revenues$2,568 $2,521 %
Adjusted Segment EBITDA:
Digital Real Estate Services$149 $128 16 %
Subscription Video Services78 90 (13)%
Dow Jones163 139 17 %
Book Publishing84 51 65 %
News Media50 59 (15)%
Other(49)(49)— %
Adjusted Total Segment EBITDA$475 $418 14 %

For the six months ended December 31,
20232022% Change
(in millions)Better/(Worse)
Adjusted Revenues:
Digital Real Estate Services$829 $807 %
Subscription Video Services983 964 %
Dow Jones1,114 1,078 %
Book Publishing1,057 1,018 %
News Media1,091 1,132 (4)%
Other— — — %
Adjusted Total Revenues$5,074 $4,999 %
Adjusted Segment EBITDA:
Digital Real Estate Services$277 $247 12 %
Subscription Video Services175 201 (13)%
Dow Jones286 252 13 %
Book Publishing146 90 62 %
News Media65 77 (16)%
Other(100)(93)(8)%
Adjusted Total Segment EBITDA$849 $774 10 %
16

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The following tables reconcile reported revenues and Segment EBITDA by segment to Adjusted Revenues and Adjusted Segment EBITDA by segment for the three and six months ended December 31, 2023 and 2022:
For the three months ended December 31, 2023
As ReportedImpact of AcquisitionsImpact of Foreign Currency FluctuationsNet Impact of U.K. Newspaper MattersAs Adjusted
(in millions)
Revenues:
Digital Real Estate Services$419 $(4)$$— $418 
Subscription Video Services470 — — 476 
Dow Jones584 — (3)— 581 
Book Publishing550 (1)(6)— 543 
News Media563 — (13)— 550 
Other— — — — — 
Total Revenues$2,586 $(5)$(13)$— $2,568 
Segment EBITDA:
Digital Real Estate Services$147 $— $$— $149 
Subscription Video Services77 — — 78 
Dow Jones163 — — — 163 
Book Publishing85 — (1)— 84 
News Media52 — (2)— 50 
Other(51)— — (49)
Total Segment EBITDA$473 $— $— $$475 
For the three months ended December 31, 2022
As ReportedImpact of AcquisitionsImpact of Foreign Currency FluctuationsNet Impact of U.K. Newspaper MattersAs Adjusted
(in millions)
Revenues:
Digital Real Estate Services$386 $— $— $— $386 
Subscription Video Services462 — — — 462 
Dow Jones563 — — — 563 
Book Publishing531 — — — 531 
News Media579 — — — 579 
Other— — — — — 
Total Revenues$2,521 $— $— $— $2,521 
Segment EBITDA:
Digital Real Estate Services$128 $— $— $— $128 
Subscription Video Services90 — — — 90 
Dow Jones139 — — — 139 
Book Publishing51 — — — 51 
News Media59 — — — 59 
Other(58)— (49)
Total Segment EBITDA$409 $$— $$418 
17

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For the six months ended December 31, 2023
As ReportedImpact of AcquisitionsImpact of Foreign Currency FluctuationsNet Impact of U.K. Newspaper MattersAs Adjusted
(in millions)
Revenues:
Digital Real Estate Services$822 $(7)$14 $— $829 
Subscription Video Services956 — 27 — 983 
Dow Jones1,121 — (7)— 1,114 
Book Publishing1,075 (5)(13)— 1,057 
News Media1,111 — (20)— 1,091 
Other— — — — — 
Total Revenues$5,085 $(12)$$— $5,074 
Segment EBITDA:
Digital Real Estate Services$269 $$$— $277 
Subscription Video Services170 — — 175 
Dow Jones287 — (1)— 286 
Book Publishing150 (2)(2)— 146 
News Media66 — (1)— 65 
Other(105)— — (100)
Total Segment EBITDA$837 $(1)$$$849 
For the six months ended December 31, 2022
As ReportedImpact of AcquisitionsImpact of Foreign Currency FluctuationsNet Impact of U.K. Newspaper MattersAs Adjusted
(in millions)
Revenues:
Digital Real Estate Services$807 $— $— $— $807 
Subscription Video Services964 — — — 964 
Dow Jones1,078 — — — 1,078 
Book Publishing1,018 — — — 1,018 
News Media1,132 — — — 1,132 
Other— — — — — 
Total Revenues$4,999 $— $— $— $4,999 
Segment EBITDA:
Digital Real Estate Services$247 $— $— $— $247 
Subscription Video Services201 — — — 201 
Dow Jones252 — — — 252 
Book Publishing90 — — — 90 
News Media77 — — — 77 
Other(108)— (93)
Total Segment EBITDA$759 $$— $$774 
18

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NOTE 3 – ADJUSTED NET INCOME (LOSS) ATTRIBUTABLE TO NEWS CORPORATION STOCKHOLDERS AND ADJUSTED EPS
The Company uses net income (loss) attributable to News Corporation stockholders and diluted earnings per share (“EPS”) excluding expenses related to U.K. Newspaper Matters, litigation charges, impairment and restructuring charges and “Other, net”, net of tax, recognized by the Company or its equity method investees, as well as the settlement of certain pre-Separation tax matters (“adjusted net income (loss) attributable to News Corporation stockholders” and “adjusted EPS,” respectively), to evaluate the performance of the Company’s operations exclusive of certain items that impact the comparability of results from period to period, as well as certain non-operational items. The calculation of adjusted net income (loss) attributable to News Corporation stockholders and adjusted EPS may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what type of events warrant adjustment. Adjusted net income (loss) attributable to News Corporation stockholders and adjusted EPS are not measures of performance under generally accepted accounting principles and should not be construed as substitutes for consolidated net income (loss) attributable to News Corporation stockholders and net income (loss) per share as determined under GAAP as a measure of performance. However, management uses these measures in comparing the Company’s historical performance and believes that they provide meaningful and comparable information to investors to assist in their analysis of our performance relative to prior periods and our competitors.
The following tables reconcile reported net income attributable to News Corporation stockholders and reported diluted EPS to adjusted net income attributable to News Corporation stockholders and adjusted EPS for the three and six months ended December 31, 2023 and 2022:
For the three months ended December 31, 2023For the three months ended December 31, 2022
(in millions, except per share data)
Net income attributable to stockholders
EPSNet income attributable to stockholdersEPS
Net income$183 $94 
Net income attributable to noncontrolling interests(27)(27)
Net income attributable to News Corporation stockholders$156 $0.27 $67 $0.12 
U.K. Newspaper Matters0.01 0.01 
Impairment and restructuring charges (a)
13 0.02 19 0.02 
Other, net(22)(0.04)0.01 
Tax impact on items above— (12)(0.02)
Impact of noncontrolling interest on items above(1)— — — 
As adjusted$149 $0.26 $83 $0.14 
(a)During the three months ended December 31, 2023, the Company recognized non-cash impairment charges of $1 million at the News Media segment related to the write-down of fixed assets associated with the proposed combination of certain U.K. printing operations with those of a third party.
19

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For the six months ended December 31, 2023For the six months ended December 31, 2022
(in millions, except per share data)Net income attributable to stockholdersEPSNet income attributable to stockholdersEPS
Net income$241 $160 
Less: Net income attributable to noncontrolling interests(55)(53)
Net income attributable to News Corporation stockholders$186 $0.32 $107 $0.18 
U.K. Newspaper Matters0.01 0.02 
Impairment and restructuring charges (a)
51 0.09 40 0.07 
Other, net13 0.02 24 0.04 
Tax impact on items above(18)(0.03)(27)(0.05)
Impact of noncontrolling interest on items above0.01 (1)— 
As adjusted$239 $0.42 $152 $0.26 
(a)During the six months ended December 31, 2023, the Company recognized non-cash impairment charges of $22 million at the News Media segment related to the write-down of fixed assets associated with the proposed combination of certain U.K. printing operations with those of a third party.
20

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NOTE 4 – CONSTANT CURRENCY REVENUES

The Company believes that the presentation of revenues excluding the impact of foreign currency fluctuations (“constant currency revenues”) provides useful information regarding the performance of the Company’s core business operations exclusive of distortions between periods caused by the unpredictability and volatility of currency fluctuations. The Company calculates the impact of foreign currency fluctuations for businesses reporting in currencies other than the U.S. dollar as described in Note 2.

Constant currency revenues are not measures of performance under generally accepted accounting principles and should not be construed as substitutes for revenues as determined under GAAP as measures of performance. However, management uses these measures in comparing the Company’s historical performance and believes that they provide meaningful and comparable information to investors to assist in their analysis of our performance relative to prior periods and our competitors.

The following tables reconcile reported revenues to constant currency revenues for the three and six months ended December 31, 2023:

Q2 Fiscal 2023
Q2 Fiscal 2024
FX impact
Q2 Fiscal 2024 constant currency
% Change - reported% Change - constant currency
($ in millions)Better/(Worse)
Consolidated results:
Circulation and subscription$1,085 $1,119 $$1,114 %%
Advertising464 438 434 (6)%(6)%
Consumer512 527 521 %%
Real estate301 327 (2)329 %%
Other159 175 — 175 10 %10 %
Total revenues$2,521 $2,586 $13 $2,573 %%
Digital Real Estate Services:
Circulation and subscription$$$— $(33)%(33)%
Advertising33 32 — $32 (3)%(3)%
Real estate301 327 (2)$329 %%
Other49 58 (1)$59 18 %20 %
Total Digital Real Estate Services segment revenues$386 $419 $(3)$422 %%
REA Group revenues$240 $292 $(3)$295 22 %23 %
Subscription Video Services:
Circulation and subscription$405 $404 $(5)$409 — %%
Advertising47 51 (1)$52 %11 %
Other10 15 — $15 50 %50 %
Total Subscription Video Services segment revenues$462 $470 $(6)$476 %%

21

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Q2 Fiscal 2023
Q2 Fiscal 2024
FX impact
Q2 Fiscal 2024 constant currency
% Change - reported% Change - constant currency
($ in millions)Better/(Worse)
Dow Jones:
Circulation and subscription$417 $441 $$438 %%
Advertising131 126 — $126 (4)%(4)%
Other15 17 — $17 13 %13 %
Total Dow Jones segment revenues$563 $584 $$581 %%
Book Publishing:
Consumer512 527 $521 %%
Other19 23 — $23 21 %21 %
Total Book Publishing segment revenues$531 $550 $$544 %%
News Media:
Circulation and subscription$260 $272 $$265 %%
Advertising253 229 $224 (9)%(11)%
Other66 62 $61 (6)%(8)%
Total News Media segment revenues$579 $563 $13 $550 (3)%(5)%
News UK
Circulation and subscription$129 $141 $$133 %%
Advertising83 76 $72 (8)%(13)%
Other26 22 $21 (15)%(19)%
Total News UK revenues$238 $239 $13 $226 — %(5)%
News Corp Australia
Circulation and subscription$107 $106 $(1)$107 (1)%— %
Advertising113 96 (1)$97 (15)%(14)%
Other32 34 — $34 %%
Total News Corp Australia revenues$252 $236 $(2)$238 (6)%(6)%
22

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Q2 YTD Fiscal 2023
Q2 YTD Fiscal 2024
FX impact
Q2 YTD Fiscal 2024 constant currency
% Change - reported% Change - constant currency
($ in millions)Better/(Worse)
Consolidated results:
Circulation and subscription$2,196 $2,248 $(4)$2,252 %%
Advertising870 829 826 (5)%(5)%
Consumer979 1,029 13 1,016 %%
Real estate624 638 (11)649 %%
Other330 341 (2)343 %%
Total revenues$4,999 $5,085 $(1)$5,086 %%
Digital Real Estate Services:
Circulation and subscription$$$— $(17)%(17)%
Advertising68 67 — $67 (1)%(1)%
Real estate624 638 (11)$649 %%
Other109 112 (3)$115 %%
Total Digital Real Estate Services segment revenues$807 $822 $(14)$836 %%
REA Group revenues$492 $553 $(14)$567 12 %15 %
Subscription Video Services:
Circulation and subscription$830 $819 $(23)$842 (1)%%
Advertising111 113 (4)$117 %%
Other23 24 — $24 %%
Total Subscription Video Services segment revenues$964 $956 $(27)$983 (1)%%
Dow Jones:
Circulation and subscription$831 $877 $$870 %%
Advertising225 217 — $217 (4)%(4)%
Other22 27 — $27 23 %23 %
Total Dow Jones segment revenues$1,078 $1,121 $$1,114 %%
Book Publishing:
Consumer979 1,029 13 $1,016 %%
Other39 46 — $46 18 %18 %
Total Book Publishing segment revenues$1,018 $1,075 $13 $1,062 %%
23

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Q2 YTD Fiscal 2023
Q2 YTD Fiscal 2024
FX impact
Q2 YTD Fiscal 2024 constant currency
% Change - reported% Change - constant currency
($ in millions)Better/(Worse)
News Media:
Circulation and subscription$529 $547 $12 $535 %%
Advertising466 432 $425 (7)%(9)%
Other137 132 $131 (4)%(4)%
Total News Media segment revenues$1,132 $1,111 $20 $1,091 (2)%(4)%
News UK
Circulation and subscription$263 $285 $18 $267 %%
Advertising144 135 $128 (6)%(11)%
Other52 47 $44 (10)%(15)%
Total News UK revenues$459 $467 $28 $439 %(4)%
News Corp Australia
Circulation and subscription$219 $213 $(6)$219 (3)%— %
Advertising217 189 (5)$194 (13)%(11)%
Other71 72 (2)$74 %%
Total News Corp Australia revenues$507 $474 $(13)$487 (7)%(4)%
24
v3.24.0.1
Cover
Feb. 07, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Feb. 07, 2024
Entity Registrant Name NEWS CORPORATION
Entity Incorporation, State or Country Code DE
Entity File Number 001-35769
Entity Tax Identification Number 46-2950970
Entity Address, Address Line One 1211 Avenue of the Americas
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10036
City Area Code 212
Local Phone Number 416-3400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001564708
Amendment Flag false
Common Class A [Member]  
Document Information [Line Items]  
Title of 12(b) Security Class A Common Stock, par value $0.01 per share
Trading Symbol NWSA
Security Exchange Name NASDAQ
Common Class B [Member]  
Document Information [Line Items]  
Title of 12(b) Security Class B Common Stock, par value $0.01 per share
Trading Symbol NWS
Security Exchange Name NASDAQ