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NEWS
CORP.
ANNUAL REPORT 2012

Table of contents

  • Page 1
    NEWS CORP. ANNUAL REPORT 2012

  • Page 2
    OUR AIM IS TO UNLOCK MORE VALUE FOR OUR STOCKHOLDERS

  • Page 3
    WE HAVE NO INTENTION OF RESTING ON OUR LAURELS

  • Page 4
    WE ARE ALWAYS INVESTING IN THE NEXT GENERATION

  • Page 5

  • Page 6
    THE WORLD'S LEADER IN QUALITY JOURNALISM

  • Page 7
    ... our stockholders double-digit growth in total segment operating income. We accomplished this because we do not consider ourselves a conventional company. A conventional company tends to sit back on the business models that worked for it in the past. Our corporate culture at News Corp. is very...

  • Page 8
    ... broadcast and cable networks, leading film and television production studios, and our highly successful pay-tv businesses. Our cable, film and television operations have already proved their ability to generate increased earnings. From Fox News and our regional sports channels to TV shows such as...

  • Page 9
    ... than its competitors in the pursuit of value for our investors. Yours, WE CONTINUE TO INVEST - IN CONTENT, IN TALENT, IN OUR BUSINESSES, IN HIGH-GROWTH MARKETS AND IN MORE PROFITABLE MODELS FOR THE FUTURE Rupert Murdoch Chairman and Chief Executive Officer News Corporation 2012 Annual Report 7

  • Page 10
    ... Class B Common Stock. The total dividend declared related to fiscal 2012 results was $0.17 per share of Class A Common Stock and Class B Common Stock. The total dividend declared related to fiscal 2011 results was $0.17 per share of Class A Common Stock and Class B Common Stock. 8 News Corporation

  • Page 11
    ...six segments: • Cable Network Programming, which principally consists of the production and licensing of programming distributed through cable television systems and direct broadcast satellite operators primarily in the United States, Latin America, Europe and Asia. • Filmed Entertainment, which...

  • Page 12
    ... National Geographic Channels, SPEED and the Big Ten Network. The Company's international cable networks consist of the Fox International Channels ("FIC") and STAR. FIC produces and distributes entertainment, factual, sports, and movie channels through distribution channels in Europe, Africa, Asia...

  • Page 13
    ... of programming, audio and interactive programming including personal video recorders, quality of picture including high definition channels, access to service, customer service and price are the key elements for gaining and maintaining market share. SKY Italia's competition includes companies that...

  • Page 14
    ... related issues across News International. The MSC conducts its own internal investigation where appropriate. The MSC has an independent Chairman, Lord Grabiner QC, and reports directly to Gerson Zweifach, Senior Executive Vice President and Group General Counsel of the Company. Mr. Zweifach reports...

  • Page 15
    ... 2012, the Company announced that it intends to pursue the separation of its publishing and its media and entertainment businesses into two distinct publicly traded companies. The global media and entertainment company would consist of the Company's cable and television assets, filmed entertainment...

  • Page 16
    ...Super Bowl, which was broadcast on FOX in fiscal 2011, and a decrease at the Publishing segment primarily due to the closure of The News of the World. These decreases were partially offset by the inclusion of operating expenses related to Shine and FPAS, higher programming costs at the Cable Network...

  • Page 17
    ... Hathway Cable transaction(b) BSkyB termination fee(b) Change in fair value of Sky Deutschland convertible Loss on sale of U.K. newspaper headquarters(a) Gain on STAR China transaction(a) Loss on disposal of Fox Mobile(a) Loss on early extinguishment of debt(c) Gain on the financial indexes business...

  • Page 18
    ... the Company's revenues and segment operating income for fiscal 2012 as compared to fiscal 2011. 2012 For the years ended June 30, 2011 Change % Change (in millions, except %) Revenues: Cable Network Programming Filmed Entertainment Television Direct Broadcast Satellite Television Publishing Other...

  • Page 19
    ... due to the revenue increases noted above and the absence of programming costs related to the broadcast of the Super Bowl, partially offset by higher prime-time entertainment and sports programming costs and higher marketing costs in support of the launch of the new series. 2012 Annual Report 17

  • Page 20
    ... reported in fiscal 2011, primarily due to the negative impact of subscriber discounts. SKY Italia calculates ARPU by dividing total subscriberrelated revenues for the period by the average subscribers for the period and dividing that amount by the number of months in the period. Subscriber-related...

  • Page 21
    ... the Company's digital media properties were a result of an organizational restructuring to align resources more closely with business priorities and consisted of facility related costs of $95 million, termination benefits of $18 million and other associated costs of $2 million. 2012 Annual Report...

  • Page 22
    ... million charge related to the sales and distribution operations of the STAR channels, a $19 million charge related to termination benefits recorded at the newspaper businesses, a $7 million charge related to the restructuring program at Fox Mobile and $9 million of accretion on facility termination...

  • Page 23
    ... the Company's revenues and segment operating income for fiscal 2011 as compared to fiscal 2010. 2011 For the years ended June 30, 2010 Change % Change (in millions, except %) Revenues: Cable Network Programming Filmed Entertainment Television Direct Broadcast Satellite Television Publishing Other...

  • Page 24
    ... worldwide advertising markets led to improvements at existing FIC channels in Asia and Latin America. For the fiscal year ended June 30, 2011, operating income at the Cable Network Programming segment increased $492 million, or 22%, as compared to fiscal 2010, primarily due to the revenue increases...

  • Page 25
    ... June 30, 2011, SKY Italia's operating income increased $2 million, or 1%, as compared to fiscal 2010, as lower programming expenses related to FIFA World Cup and Olympic Games which occurred in fiscal 2010, were offset by the lower revenues noted above and higher installation costs. Publishing (27...

  • Page 26
    ...and interest payments and the costs incurred for the U.K. and related investigations. This decrease was partially offset by higher receipts at the Cable Network Programming and Filmed Entertainment segments. The decrease at the Publishing segment was due to lower advertising receipts and the absence...

  • Page 27
    ... 30, 2011 as compared to fiscal 2010 was primarily due to higher affiliate receipts at the Cable Network Programming segment, higher collections at the DBS segment, higher advertising receipts at the Television segment, lower litigation settlement payments at the Publishing segment and lower pension...

  • Page 28
    ... facility (the "New Credit Agreement"), among NAI as Borrower, the Company as Parent Guarantor, the lenders named therein (the "Lenders"), the initial issuing banks named therein, JPMorgan Chase Bank, N.A. ("JPMorgan Chase") and Citibank, N.A. ("Citibank") as Co-Administrative Agents, JPMorgan Chase...

  • Page 29
    ... includes obligations relating to third party printing contracts, television rating services and paper purchase obligations. (d) ESPN STAR Sports, a joint-venture in which the Company owns a 50% equity interest, entered into an agreement for global programming rights to International Cricket Council...

  • Page 30
    ... all Company-imposed restrictions on the sale of DVD and Blu-ray units have expired. Revenues from television distribution are recognized when the motion picture or television program is made available to the licensee for broadcast. Management bases its estimates of ultimate revenue for each film on...

  • Page 31
    ... for years beyond the long-term business plan period. Discount rate assumptions are based on an assessment of the risk inherent in the future cash flows of the respective reporting units. In assessing the reasonableness of its determined fair values, the Company evaluates its results against other...

  • Page 32
    ...-quality non-callable corporate bonds. The key assumptions used in developing the Company's fiscal 2012, 2011 and 2010 net periodic pension expense for its plans consist of the following: 2012 2011 ($ in millions) 2010 Discount rate used to determine net periodic benefit cost Assets: Expected rate...

  • Page 33
    ...of the market-related value of plan assets or the plans projected benefit obligation are recognized over the average future service of the plan participants. The Company made contributions of $255 million, $158 million and $338 million to its pension plans in fiscal 2012, 2011 and 2010, respectively...

  • Page 34
    ... interest rate risk and stock price risk. The Company makes use of sensitivity analyses that are inherently limited in estimating actual losses in fair value that can occur from changes in market conditions. Foreign Currency Exchange Rates The Company conducts operations in four principal currencies...

  • Page 35
    ... of Cash Flows For The Fiscal Years Ended June 30, 2012, 2011 And 2010 ...Consolidated Statements Of Equity And Other Comprehensive Income For The Fiscal Years Ended June 30, 2012, 2011 And 2010 ...Notes To The Consolidated Financial Statements ...34 35 37 38 39 40 41 2012 Annual Report 33

  • Page 36
    ... accounting firm who audited and reported on the Consolidated Financial Statements of News Corporation included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2012, has audited the Company's internal control over financial reporting. Their report appears on the following page...

  • Page 37
    ...financial reporting as of June 30, 2012, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of News Corporation as of June 30, 2012 and 2011, and the related consolidated...

  • Page 38
    ... 30, 2012, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), News Corporation's internal control over financial reporting as of June 30, 2012, based on criteria...

  • Page 39
    CONSOLIDATED STATEMENTS OF OPERATIONS 2012 For the years ended June 30, 2011 2010 (in millions, except per share amounts) Revenues Operating expenses Selling, general and administrative Depreciation and amortization Impairment and restructuring charges Equity earnings of affiliates Interest expense...

  • Page 40
    ...01 par value per share, 3,000,000,000 shares authorized, 798,520,953 shares issued and outstanding, net of 313,721,702 treasury shares at par at June 30, 2012 and 2011, respectively. The accompanying notes are an integral part of these audited consolidated financial statements. 38 News Corporation

  • Page 41
    ... of borrowings Issuance of shares Repurchase of shares Dividends paid Purchase of subsidiary shares from noncontrolling interests Sale of subsidiary shares to noncontrolling interests Other,...(18) 1,185 84 (448) 317 181 (69) $ 1,407 - 1,407 $ 2,894 254 3,148 $ 2,644 - 2,644 2012 Annual Report 39

  • Page 42
    ... interests for the fiscal years ended June 30, 2012, 2011 and 2010, respectively. (b) See Note 2 - Summary of Significant Accounting Policies. (c) Shares repurchased are retired. The accompanying notes are an integral part of these audited consolidated financial statements. 40 News Corporation

  • Page 43
    ... NOTE 1. DESCRIPTION OF BUSINESS News Corporation and its subsidiaries (together, "News Corporation" or the "Company") is a Delaware corporation. News Corporation is a diversified global media company, which manages and reports its businesses in six segments: Cable Network Programming, which...

  • Page 44
    ... cost exceeds the film or television production's fair value. Programming Costs: In accordance with ASC 920, "Entertainment - Broadcasters," costs incurred in acquiring program rights or producing programs for the Television, Direct Broadcast Satellite Television and Cable Network Programming...

  • Page 45
    ... assets The Company has a significant amount of intangible assets, including goodwill, film and television libraries, Federal Communications Commission ("FCC") licenses, newspaper mastheads, distribution networks, publishing rights and other copyright products and trademarks. Goodwill is recorded as...

  • Page 46
    ...management analyzes historical returns, current economic trends and changes in customer demand and acceptance of the Company's product. Based on this information, management reserves a percentage of each dollar of product sales that provide the customer with the right of return. 44 News Corporation

  • Page 47
    ...stock, par value $0.01 per share ("Class A Common Stock"), and Class B common stock, par value $0.01 per share ("Class B Common Stock") is calculated by dividing Net income (loss) attributable to News Corporation stockholders by the weighted average number of shares of Class A Common Stock and Class...

  • Page 48
    ... realizable value. At the inception of these contracts, and at least annually, the Company evaluates the recoverability of the total remaining contract costs plus programming rights for each multi-year U.S. national sports agreement using estimated remaining revenues and expenses directly related to...

  • Page 49
    ... the News Outdoor Russia operations were not material to the Company in any of the periods presented and, accordingly, have not been presented separately. In May 2012, the Company sold its former U.K. newspaper division headquarters located in East London, which it relocated from in August 2010, for...

  • Page 50
    ... related issues across News International. The MSC conducts its own internal investigation where appropriate. The MSC has an independent Chairman, Lord Grabiner QC, and reports directly to Gerson Zweifach, Senior Executive Vice President and Group General Counsel of the Company. Mr. Zweifach reports...

  • Page 51
    ...30, 2011. The Company and CME Group Inc. ("CME") formed a joint venture to operate a global financial index service business (the "Venture"), to which the Company contributed its Dow Jones Indexes business valued at $675 million. This represents the estimated exit price to sell the asset group based...

  • Page 52
    ... the sales and distribution operations of the STAR channels, a $19 million charge for termination benefits related to the newspaper businesses, a $7 million charge related to the restructuring program at Fox Mobile and a $9 million charge for accretion on facility termination obligations. Changes in...

  • Page 53
    ... Company's inventories were comprised of the following: 2012 As of June 30, (in millions) 2011 Programming rights Books, DVDs, Blu-rays, paper and other merchandise Filmed entertainment costs: Films: Released (including acquired film libraries) Completed, not released In production In development...

  • Page 54
    ... plc(a)(b) NDS Group Limited Sky Network Television Ltd.(a)(b) Sky Deutschland(a) Other equity method investments Fair value of available-for-sale investments(c) Other investments Total Investments U.K. DBS operator Digital technology company New Zealand media company German pay-TV operator 39% 49...

  • Page 55
    ... stock, owns a controlling interest in Rotana. The Company also has an option to sell its interest in Rotana in fiscal year 2015 at the higher of the price per share based on a bona fide sale offer or the original subscription price. In August 2010, the Company increased its investment in Tata Sky...

  • Page 56
    ... 2012, FOXTEL, a cable and satellite television service in Australia, in which the Company currently owns a 25% interest, purchased Austar United Communications Ltd ("Austar") to create a national subscription television service in Australia. The transaction was funded by FOXTEL bank debt and FOXTEL...

  • Page 57
    ...a discounted EBITDA valuation model, assuming a 9% discount rate for the other RSN. At June 30, 2012, the minority shareholder's put right in one of the RSNs is currently exercisable. The fair value of the redeemable noncontrolling interest in the Asian general entertainment television joint venture...

  • Page 58
    ... the cost for producing or acquiring films and television programming abroad. The notional amount of foreign exchange forward contracts with foreign currency risk outstanding at June 30, 2012 and 2011 was $294 million and $766 million, respectively. As of June 30, 2012 and 2011, the fair values of...

  • Page 59
    ..., 2012, 2011 and 2010, respectively. NOTE 9. GOODWILL AND OTHER INTANGIBLE ASSETS The changes in the carrying values of the Company's intangible assets and related accumulated amortization were as follows: Intangible Assets Not Subject to Amortization Publishing FCC Distribution Rights & Newspaper...

  • Page 60
    ... price allocations are finalized. The changes in the carrying value of goodwill, by segment, are as follows: Cable Network Programming Direct Broadcast Satellite Television Filmed Entertainment Television Publishing Other Total Goodwill (in millions) Balance, June 30, 2011 Acquisitions...

  • Page 61
    ... respective carrying values. Fiscal 2011 In fiscal 2011, the Company performed an interim impairment review of its Digital Media Group reporting unit's goodwill as a result of lower than expected earnings and cash flows relative to the assumptions utilized in its fiscal 2010 annual impairment review...

  • Page 62
    ...production starts through August 1, 2012. The Company negotiated a buy out of the investors' remaining interests in their underlying slate of films, at a price that was based on the then remaining projected future cash flows that the investors would have received from the slate. 60 News Corporation

  • Page 63
    ...the number of shares, designations, relative rights (including voting rights), preferences, qualifications and limitations of such series to the full extent permitted by Delaware law. The Company has two classes of common stock that are authorized and outstanding, non-voting Class A Common Stock and...

  • Page 64
    ... initially at 39.7% of the outstanding shares of Class B Common Stock not subject to the suspension of voting rights, and the percentage vote may be adjusted as provided in the agreement with the Company. NOTE 13. EQUITY BASED COMPENSATION News Corporation 2005 Long-Term Incentive Plan The Company...

  • Page 65
    ... related to the Company's RSUs and target PSUs to be settled in stock (RSUs and PSUs in thousands): Fiscal 2012 Weighted average grantdate fair value Fiscal 2011 Weighted average grantdate fair value Fiscal 2010 Weighted average grantdate fair value Number of shares Number of shares Number...

  • Page 66
    ... ended June 30, 2011 (in millions) 2010 Equity-based compensation Cash received from exercise of equity-based compensation Total intrinsic value of stock options exercised $228 $147 $ 34 $175 $ 12 $ 2 $149 $ 24 $ 1 At June 30, 2012, the Company's total compensation cost related to non-vested...

  • Page 67
    ... 7% of the Company's Class B Common stock, owns a controlling interest in Rotana. The Company also has an option to sell its interest in Rotana in fiscal year 2015 at the higher of the price per share based on a bona fide sale offer or the original subscription price. 2012 Annual Report 65

  • Page 68
    ... the Company owns a 50% equity interest, entered into an agreement for global programming rights to International Cricket Council Events. Under the terms of the agreement, the Company and the other joint-venture partner have jointly guaranteed the programming rights obligation. 66 News Corporation

  • Page 69
    ... Laborers Pension Fund v. News Corporation, was filed in the Delaware Court of Chancery. The plaintiff requested the Company's books and records to investigate alleged possible breaches of fiduciary duty by the directors of the Company in connection with the Company's purchase of Shine (the "Shine...

  • Page 70
    ... Company filed a class action lawsuit in the Delaware Court of Chancery on behalf of all non-U.S. stockholders of the Company's Class B shares, captioned Första Ap-Fonden v. News Corporation, et al. The plaintiff alleges that, by temporarily suspending 50% of the voting rights of the Class B shares...

  • Page 71
    ... of voting rights to Class A shareholders, the appointment of a conservator over the Company to oversee the Company's responses to investigations and litigation related to the NoW Matter, fees and costs. On August 10, 2011, a purported shareholder of the Company filed a derivative action captioned...

  • Page 72
    ... of these class actions, HarperCollins believes it was compliant with applicable antitrust and competition laws. Following an investigation, on April 11, 2012, the Department of Justice (the "DOJ") filed an action in the U.S. District Court for the Southern District of New York against certain...

  • Page 73
    ... the Company's benefit plans: Pension benefits 2012 As of June 30, 2011 (in millions) Postretirement benefits 2012 2011 Projected benefit obligation, beginning of the year Service cost Interest cost Benefits paid Settlements(a) Actuarial loss(b) Foreign exchange rate changes Amendments, transfers...

  • Page 74
    ... about funded and unfunded pension plans. Funded Plans 2012 As of June 30, 2011 (in millions) Unfunded Plans 2012 2011 Projected benefit obligation Accumulated benefit obligation Fair value of plan assets $3,508 3,121 2,772 $2,903 2,650 2,724 $347 335 - $301 292 - 72 News Corporation

  • Page 75
    ... Fair value of plan assets The components of net periodic benefits costs were as follows: $3,508 3,121 2,772 $1,023 1,018 936 $347 335 - $301 292 - Pension benefits 2012 For the years ended June 30, 2011 2010 Postretirement benefits 2012 2011 2010 (in millions) Service cost benefits earned...

  • Page 76
    ... based on the same assumptions used to measure the Company's benefit obligation at the end of the fiscal year and include benefits attributable to estimated future employee service: Expected benefit payments Pension benefits Postretirement benefits (in millions) Fiscal year: 2013 2014 2015 2016...

  • Page 77
    ... portfolio is investment grade in the aggregate. The Company does not manage any assets internally. The Company's benefit plan weighted-average asset allocations, by asset category, are as follows: Pension benefits As of June 30, 2012 2011 Asset Category: Equity securities Debt securities Real...

  • Page 78
    ... multiemployer benefit plans that provide health and welfare benefits to active and retired participants, primarily at the Filmed Entertainment segment. Total contributions made by the Company to these other multiemployer benefit plans for the fiscal years ended June 30, 2012, 2011 and 2010 were...

  • Page 79
    ... income having no expiration. In accordance with the Company's accounting policy, valuation allowances of $1.1 billion and $1.2 billion have been established to reflect the expected realization of these capital loss carryforwards as of June 30, 2012 and 2011, respectively. 2012 Annual Report 77

  • Page 80
    ...six segments: • Cable Network Programming, which principally consists of the production and licensing of programming distributed through cable television systems and direct broadcast satellite operators primarily in the United States, Latin America, Europe and Asia. • Filmed Entertainment, which...

  • Page 81
    ...is highly contingent on many factors, including customer tastes and preferences). 2012 For the years ended June 30, 2011 (in millions) 2010 Revenues: Cable Network Programming Filmed Entertainment Television Direct Broadcast Satellite Television Publishing Other $ 9,132 7,302 4,734 3,672 8,248 618...

  • Page 82
    ...Depreciation and amortization Cable Network Programming Filmed Entertainment Television Direct Broadcast Satellite Television Publishing Other Total $2,760 927 681 232 864 (614) $4,850 $ 156 110 89 314 389 133 $1,191 $92 - - - - - $92 $3,008 1,037 770 546 1,253 (481) $6,133 80 News Corporation

  • Page 83
    ... 132 $ 914 2011 Total assets: Cable Network Programming Filmed Entertainment Television Direct Broadcast Satellite Television Publishing Other Investments Total assets $14,896 8,102 6,110 2,455 10,913 9,219 4,968 $56,663 $12,967 8,081 6,062 3,098 14,915 11,990 4,867 $61,980 2012 Annual Report 81

  • Page 84
    ...Goodwill and intangible assets, net: Cable Network Programming Filmed Entertainment Television Direct Broadcast Satellite Television Publishing Other Total goodwill and intangible assets, net Geographic Segments 2012 For the years ended June 30, 2011 (in millions) 2010 $ 7,626 2,531 4,317 554 4,586...

  • Page 85
    ..., except per share amounts) Fiscal 2012(a) Revenues Net income attributable to News Corporation stockholders Income per share attributable to News Corporation stockholders - basic and diluted Stock prices(b) Class A - High Class A - Low Class B - High Class B - Low Fiscal 2011 Revenues Income from...

  • Page 86
    ...June 30, 2012, the Company recorded impairment charges of approximately $2.8 billion (See Note 9 - Goodwill and Other Intangible Assets) and restructuring charges of $53 million (See Note 4 - Restructuring Programs). (b) The stock prices reflect the reported high and low closing sales prices for the...

  • Page 87
    ... division headquarters(a) Gain on STAR China transaction(a) Loss on disposal of Fox Mobile(a) Loss on early extinguishment of debt(c) Gain on the sale of eastern European television stations(a) Gain (loss) on the financial indexes business transaction(a) Loss on Photobucket transaction(a) Change...

  • Page 88
    ... facility (the "New Credit Agreement"), among NAI as Borrower, the Company as Parent Guarantor, the lenders named therein (the "Lenders"), the initial issuing banks named therein, JPMorgan Chase Bank, N.A. ("JPMorgan Chase") and Citibank, N.A. ("Citibank") as Co-Administrative Agents, JPMorgan Chase...

  • Page 89
    ...News America Incorporated For the year ended June 30, 2012 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries Revenues...212 (805) 1,407 (228) $ 1,179 1,179 - 1,179 - $1,179 (1,757) 210 (1,547) - $(1,547) $ (929) 2012 Annual Report 87

  • Page 90
    ...596) 457 (4,139) - (4,139) - $(4,139) $ (636) $ 2,739 News America Incorporated For the year ended June 30, 2010 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries Revenues Expenses Equity earnings of affiliates Interest expense...

  • Page 91
    ...BALANCE SHEET News America Incorporated At June 30, 2012 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries Assets: Current... 17 579 $ 6,005 9 - 14 6,028 $ 3,060 6,598 2,595 588 12,841 9,626 6,608 2,595 619 19,448 2012 Annual Report 89

  • Page 92
    ... STATEMENTS (CONTINUED) SUPPLEMENTAL CONDENSED CONSOLIDATING BALANCE SHEET News America Incorporated At June 30, 2011 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries Assets Current Assets: Cash and cash equivalents Receivables...

  • Page 93
    ...News America Incorporated For the year ended June 30, 2012 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries...shares Repurchase of shares Purchase of subsidiary shares...(957) 475 (1,421) $266 $ 3,049 $ 475 $- $ 3,790 2012 Annual Report 91

  • Page 94
    ...News America Incorporated For the year ended June 30, 2011 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries... of shares Dividends paid Purchase of subsidiary shares from noncontrolling interests Sale of subsidiary shares to ...

  • Page 95
    ...News America Incorporated For the year ended June 30, 2010 News Corporation Non-Guarantor (in millions) Reclassifications and Eliminations News Corporation and Subsidiaries... Issuance of shares Dividends paid Other... - - - (914) (656) 1,257 (313) $ 1,912 $ 331 $1,611 $- $ 3,854 2012 Annual Report 93

  • Page 96
    ...factual basis underlying the obligations created pursuant to the various facilities and other obligations constituting senior indebtedness of the Company differ, it is not possible to predict how a court in bankruptcy would accord priorities among the obligations of the Company. 94 News Corporation

  • Page 97
    ... for its 2012 Annual Meeting of Stockholders, including under the heading "Corporate Governance Matters." News Corporation has followed the Recommendations during the reporting period, except that Mr. K. Rupert Murdoch serves as the Chairman and Chief Executive Officer of News Corporation. The Board...

  • Page 98
    ... information regarding the top twenty stockholders of record is based on information provided by News Corporation's transfer agent as of August 20, 2012. Class B Common Stock Cede & Co Chess Depositary Nominees PTY Limited Fayez Sarofim MF Global Inc. A.S.B. Knight, M. Knight and C. Warren Charles...

  • Page 99

  • Page 100
    ... Blue Sky Studios Twentieth Century Fox Television Fox Television Studios Twentieth Television United States, Europe, Australia, New Zealand Shine Limited Kudos Dragonï¬,y Princess Productions Shine TV Shine America Metronome Film & Television Shine International Shine Australia Shine France Shine...

  • Page 101
    ... News Corp Digital Media Group IGN Entertainment AskMen Making Fun Wireless Generation Hulu 32% Amplify Europe NDS 49% News Corporation Stations Europe Australia and New Zealand News Digital Media CareerOne.com.au 50% Realestate.com.au 62% DIRECT BROADCAST SATELLITE TELEVISION Europe SKY Italia Sky...

  • Page 102
    GLOBAL ENERGY INITIATIVE News Corporation is committed to minimizing its environmental impact, growing sustainably, and inspiring others to take action. Through the Global Energy Initiative (GEI), the Company's comprehensive environmental sustainability program, News Corporation has measured its ...

  • Page 103
    ... of the Australian Securities Exchange ("ASX") require ASX-listed companies to establish measurable objectives for achieving gender diversity, undertake an annual assessment against the objectives and make related disclosures in the ASX-listed company's Annual Report. News Corporation complies with...

  • Page 104
    ...Corporation's 2012 Annual Meeting of Stockholders accompany this Annual Report. The interactive version of the News Corporation 2012 Annual Report can be found at: www.newscorp.com SUPPLEMENTAL INFORMATION Corporate Secretary Laura A. Cleveland Head Office 1211 Avenue of the Americas, New York, NY...

  • Page 105

  • Page 106
    1211 Avenue of the Americas New York, NY 10036 www.newscorp.com