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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 5, 2025
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 class | | Trading 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 share | | NWS | | The 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 5, 2025, News Corporation (the “Company”) released its financial results for the quarter ended December 31, 2024. 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 | | |
| 104 | | Cover 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 5, 2025
NEWS CORPORATION REPORTS SECOND QUARTER RESULTS FOR FISCAL 2025
FISCAL 2025 SECOND QUARTER KEY FINANCIAL HIGHLIGHTS
•Second quarter revenues were $2.24 billion, a 5% increase compared to $2.14 billion in the prior year, driven by growth at the Digital Real Estate Services, Book Publishing and Dow Jones segments
•Net income from continuing operations in the quarter was $306 million, a 58% increase compared to $194 million in the prior year
•Second quarter Total Segment EBITDA was $478 million, a 20% increase compared to $400 million in the prior year
•In the quarter, reported EPS from continuing operations were $0.40 as compared to $0.28 in the prior year - Adjusted EPS were $0.33 compared to $0.27 in the prior year
•REA Group posted record revenues for the quarter of $343 million, a 17% increase compared to the prior year, driven by continued strong Australian residential performance
•Dow Jones achieved record revenues for the quarter of $600 million, underpinned by improved circulation revenues and higher professional information business revenues driven by growth of 11% at Risk & Compliance and 10% at Dow Jones Energy
•Book Publishing revenues grew 8% in the quarter, while Segment EBITDA increased 19%, driven by strong physical and digital book sales
•Announced agreement to sell Foxtel to DAZN for A$3.4 billion enterprise value. Results from Foxtel are reflected as discontinued operations. This transaction will enable News Corp to further simplify to drive long-term stockholder value and increase focus on key growth pillars
NEW YORK, NY – February 5, 2025 – News Corporation (“News Corp” or the “Company”) (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) today reported financial results for the three months ended December 31, 2024.
Commenting on the results, Chief Executive Robert Thomson said:
“News Corp had a fruitful quarter, qualitatively and quantitatively. Revenues on a continuing operations basis, which excludes Foxtel, grew 5 percent to $2.24 billion, net income from continuing operations surged 58 percent to $306 million and Total Segment EBITDA rose 20 percent to $478 million.
The three pillars of growth—Digital Real Estate, Dow Jones and Book Publishing—continued to expand Segment EBITDA robustly. We also saw the positive impact of rigorous cost discipline and digital development in the News Media segment, and our overall margin rose meaningfully compared to the prior year.
With a keen eye on those core areas of growth, we took a significant step towards simplification with the agreement to sell Foxtel to DAZN, a premier global sports streaming provider, for a total enterprise value of A$3.4 billion. The agreement is tangible recognition of Foxtel’s successful digital transformation, and should surely benefit our shareholders, our partners at DAZN and all Australian sports fans.
We are providing priceless content for Generative AI, and remain vigilant in our pursuit of degenerative AI. We are pleased with our partnership with OpenAI and hope that other companies in the segment take a similarly enlightened approach. Our legal action against the perplexing Perplexity is underway and we look forward with relish to document discovery. The sudden rise of DeepSeek is itself a salutary lesson for all AI players. Data centers, chips, and energy costs aside, we believe DeepSeek lacks the immediacy of trusted news and, ultimately, content will be king in the world of AI.”
SECOND QUARTER RESULTS
The Company reported fiscal 2025 second quarter total revenues of $2.24 billion, a 5% increase compared to $2.14 billion in the prior year period, primarily driven by higher Australian residential revenues at REA Group, higher book sales at the Book Publishing segment and higher circulation and subscription revenues at the Dow Jones segment, in addition to an $11 million, or 1%, positive impact from foreign currency fluctuations. The increase was partly offset by modestly lower revenues at the News Media segment. Adjusted Revenues (which excludes the foreign currency impact, acquisitions and divestitures as defined in Note 2) increased 4% compared to the prior year.
Net income from continuing operations for the quarter was $306 million, a 58% increase compared to $194 million in the prior year, primarily driven by higher Total Segment EBITDA and higher Other, net. These impacts were partially offset by higher income tax expense.
The Company reported second quarter Total Segment EBITDA of $478 million, a 20% increase compared to $400 million in the prior year due to strong contributions from all four operating segments. Adjusted Total Segment EBITDA (as defined in Note 2) increased 20%.
Net income from continuing operations per share attributable to News Corporation stockholders was $0.40 as compared to $0.28 in the prior year.
Adjusted EPS (as defined in Note 3) were $0.33 compared to $0.27 in the prior year.
SEGMENT REVIEW
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the three months ended
December 31, | | For the six months ended December 31, |
| 2024 | | 2023 | | % Change | | 2024 | | 2023 | | % Change |
| (in millions) | | Better/ (Worse) | | (in millions) | | Better/ (Worse) |
| Revenues: | | | | | | | | | | | |
| Dow Jones | $ | 600 | | | $ | 584 | | | 3 | % | | $ | 1,152 | | | $ | 1,121 | | | 3 | % |
| Digital Real Estate Services | 473 | | | 419 | | | 13 | % | | $ | 930 | | | $ | 822 | | | 13 | % |
| Book Publishing | 595 | | | 550 | | | 8 | % | | 1,141 | | | 1,075 | | | 6 | % |
| News Media | 570 | | | 582 | | | (2) | % | | 1,111 | | | 1,148 | | | (3) | % |
| Other | — | | | — | | | — | % | | — | | | — | | | — | % |
| Total Revenues | $ | 2,238 | | | $ | 2,135 | | | 5 | % | | $ | 4,334 | | | $ | 4,166 | | | 4 | % |
| | | | | | | | | | | |
| Segment EBITDA: | | | | | | | | | | | |
| Dow Jones | $ | 174 | | | $ | 163 | | | 7 | % | | $ | 305 | | | $ | 287 | | | 6 | % |
| Digital Real Estate Services | 185 | | | 147 | | | 26 | % | | 325 | | | 269 | | | 21 | % |
| Book Publishing | 101 | | | 85 | | | 19 | % | | 182 | | | 150 | | | 21 | % |
| News Media | 74 | | | 57 | | | 30 | % | | 92 | | | 74 | | | 24 | % |
| Other | (56) | | | (52) | | | (8) | % | | (101) | | | (106) | | | 5 | % |
| Total Segment EBITDA | $ | 478 | | | $ | 400 | | | 20 | % | | $ | 803 | | | $ | 674 | | | 19 | % |
| | | | | | | | | | | |
Dow Jones
Revenues in the quarter increased $16 million, or 3%, compared to the prior year, driven by higher circulation and subscription revenues from continued growth in the professional information business, higher circulation revenues and higher content licensing revenues, partially offset by lower print advertising revenues. Digital revenues at Dow Jones in the quarter represented 81% of total revenues compared to 78% in the prior year. Adjusted Revenues increased 3%.
Circulation and subscription revenues increased $20 million, or 5%, reflecting a 4% increase in professional information business revenues, led by 11% growth in Risk & Compliance revenues to $80 million and 10% growth in Dow Jones Energy revenues to $68 million, partially offset by lower Factiva revenues primarily due to an ongoing customer dispute. Circulation revenues increased 3% compared to the prior year, as the continued growth in digital-only subscriptions was partly offset by lower print volume. Digital circulation revenues accounted for 73% of circulation revenues for the quarter, compared to 70% in the prior year, while digital ARPU improved sequentially.
During the second quarter, total average subscriptions to Dow Jones’ consumer products were over 5.9 million, a 9% increase compared to the prior year. Digital-only subscriptions to Dow Jones’ consumer products grew 13% to over 5.3 million. Total subscriptions to The Wall Street Journal grew 4% compared to the prior year, to over 4.2 million average subscriptions in the quarter. Digital-only subscriptions to The Wall Street Journal grew 7% to nearly 3.8 million average subscriptions in the quarter, and represented 90% of total Wall Street Journal subscriptions.
| | | | | | | | | | | | | | | | | |
| For the three months ended December 31, |
| 2024 | | 2023 | | % Change |
| (in thousands, except %) | | | | | Better/(Worse) |
| The Wall Street Journal | | | | | |
| Digital-only subscriptions | 3,787 | | | 3,528 | | | 7 | % |
| Total subscriptions | 4,225 | | | 4,052 | | | 4 | % |
| Barron’s Group | | | | | |
| Digital-only subscriptions | 1,341 | | | 1,104 | | | 21 | % |
| Total subscriptions | 1,458 | | | 1,242 | | | 17 | % |
| Total Consumer | | | | | |
| Digital-only subscriptions | 5,352 | | | 4,746 | | | 13 | % |
| Total subscriptions | 5,924 | | | 5,427 | | | 9 | % |
Advertising revenues decreased $5 million, or 4%, due to a 10% decline in print advertising revenues, as digital advertising revenues were flat. Digital advertising accounted for 64% of total advertising revenues in the quarter, compared to 62% in the prior year.
Segment EBITDA for the quarter increased $11 million, or 7%, primarily as a result of the higher revenues discussed above and lower newsprint, production and distribution costs, partially offset by higher marketing costs. Adjusted Segment EBITDA increased 7%.
Digital Real Estate Services
Revenues in the quarter increased $54 million, or 13%, compared to the prior year, driven by strong performance at REA Group, while Move revenues increased for the first time in ten quarters. Segment EBITDA in the quarter increased $38 million, or 26%, compared to the prior year, due to higher contribution from REA Group. Adjusted Revenues and Adjusted Segment EBITDA (as defined in Note 2) increased 12% and 25%, respectively.
In the quarter, revenues at REA Group increased $51 million, or 17%, to $343 million, driven by higher Australian residential revenues due to price increases, increased depth penetration and an increase in national listings, higher revenues from REA India and a $2 million positive impact from foreign currency fluctuations. Australian national residential buy listing volumes in the quarter increased 4% compared to the prior year, with listings in Sydney and Melbourne each up 2%.
Move’s revenues in the quarter increased $3 million, or 2%, to $130 million, primarily as a result of strong revenue growth in seller, new homes and rentals, including the partnership with Zillow, and increased advertising revenues, partially offset by the ongoing impact of the macroeconomic environment on the housing market, which led to lower lead and transaction volumes. Real estate revenues, which represented 78% of total Move revenues, were essentially flat. Based on Move’s internal data, average monthly unique users of Realtor.com®’s web and mobile sites for the fiscal second quarter decreased 6% compared to the prior year to 62 million. Lead volume was down 2% year over year as it continues to be impacted by high mortgage rates and affordability issues.
Book Publishing
Revenues in the quarter increased $45 million, or 8%, compared to the prior year, primarily driven by higher physical and digital book sales. Key titles in the quarter included Cher: The Memoir by Cher and Wicked by Gregory Maguire. Sales in the U.K. performed well driven by multiple titles by Laurie Gilmore, as did Christian publishing, driven by higher Bible sales. Adjusted Revenues increased 8%.
Digital sales increased 9% compared to the prior year, driven by 13% growth from audiobook sales, which benefited from the continued contribution from the Spotify partnership and strong market conditions, in addition to higher e-book sales, which increased 6% compared to the prior year. Digital sales represented 21% of Consumer revenues for both the quarter and the prior year period. Backlist sales represented approximately 61% of Consumer revenues in the quarter compared to 60% in the prior year.
Segment EBITDA for the quarter increased $16 million, or 19%, compared to the prior year, primarily due to the higher revenues discussed above, partially offset by higher manufacturing costs due to higher sales volume and higher employee costs. Adjusted Segment EBITDA increased 19%.
News Media
Revenues in the quarter decreased $12 million, or 2%, as compared to the prior year, primarily driven by lower revenues from the transfer of third-party printing revenue contracts to News UK’s joint venture with DMG Media and lower advertising revenues, partly offset by a $7 million, or 1%, positive impact from foreign currency fluctuations. Adjusted Revenues for the segment decreased 3% compared to the prior year.
Circulation and subscription revenues were flat compared to the prior year, as cover price increases, higher digital subscribers and the $5 million, or 2%, positive impact from foreign currency fluctuations were offset by lower print volumes.
Advertising revenues decreased $4 million, or 2%, compared to the prior year, primarily due to lower print advertising revenues and lower digital advertising revenues at News UK mainly driven by a decline in traffic at some mastheads due to algorithm changes at certain platforms, partially offset by a $2 million, or 1%, positive impact from foreign currency fluctuations.
In the quarter, Segment EBITDA increased $17 million, or 30%, compared to the prior year, driven by cost savings at News UK as a result of the combination of its printing operations with those of DMG Media and other cost savings initiatives, including lower Talk costs, partially offset by the lower revenues discussed above. Adjusted Segment EBITDA increased 28%.
Sky News results have now been reflected within the News Media segment. Revenue contribution in the quarter of $17 million was flat compared to the prior year.
Digital revenues represented 39% of News Media segment revenues in the quarter, compared to 37% in the prior year, and represented 37% 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, 2024 were 1,126,000 (979,000 for news mastheads), compared to 1,051,000 (940,000 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, 2024 were 616,000, compared to 575,000 in the prior year (Source: Internal data).
•The Sun’s digital offering reached 70 million global monthly unique users in December 2024, compared to 143 million in the prior year (Source: Meta Pixel)
•New York Post’s digital network reached 90 million unique users in December 2024, compared to 124 million in the prior year (Source: Google Analytics)
CASH FLOW
The following table presents a reconciliation of net cash provided by operating activities from continuing operations to free cash flow:
| | | | | | | | | | | |
| For the six months ended
December 31, |
| 2024 | | 2023 |
| (in millions) |
| Net cash provided by operating activities from continuing operations | $ | 278 | | | $ | 251 | |
| Less: Capital expenditures | (157) | | | (154) | |
| Free cash flow | $ | 121 | | | $ | 97 | |
Net cash provided by operating activities from continuing operations of $278 million for the six months ended December 31, 2024 was $27 million higher than net cash provided by operating activities from continuing operations of $251 million in the prior year, primarily due to higher Total Segment EBITDA, as noted above, partly offset by higher working capital and tax payments.
Free cash flow in the six months ended December 31, 2024 was $121 million compared to $97 million in the prior year. The improvement in free cash flow was primarily due to higher cash provided by operating activities from continuing operations, as mentioned above.
Free cash flow is a non-GAAP financial measure. Free cash flow is defined as net cash provided by (used in) operating activities from continuing operations less capital expenditures. Free cash flow excludes cash flows from discontinued operations. Free cash flow 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.
Free cash flow does not represent 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.
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 9, 2025 to stockholders of record as of March 12, 2025.
Foxtel Sale
During the second quarter of fiscal 2025, the Company entered into a definitive agreement to sell the Foxtel Group (“Foxtel”) to DAZN Group Limited (“DAZN”). Under the terms of the agreement, amounts outstanding under Foxtel’s shareholder loans with News Corp (A$574 million of outstanding principal, including capitalized interest, as of December 31, 2024) will be repaid in full in cash at closing. Foxtel’s third-party borrowings will transfer with the business, and News Corp will receive a minority equity interest in DAZN of approximately 6% and hold one seat on its Board of Directors. Telstra Group Ltd will also sell its minority interest in Foxtel. The transaction is expected to close in the second half of fiscal 2025, subject to regulatory approvals and other customary closing conditions.
As a result of the progression of the sales process and the discontinuation of further significant business activities in the Subscription Video Services segment, the assets and liabilities of Foxtel were classified as held for sale and the results of operations have been classified as discontinued operations for all periods presented as the disposition reflects a strategic shift that has, and will have, a major effect on the Company’s operations and financial results. Furthermore, upon reclassification of Foxtel’s results, the Subscription Video Services segment ceased to be a reportable segment and the residual results of the segment were aggregated into the News Media segment. News Media segment results have been recast to reflect this change for all periods presented.
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 and free cash flow 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 from continuing operations to free cash flow is included above.
Conference call
News Corporation’s earnings conference call can be heard live at 5:00 p.m. EST on February 5, 2025. 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 the sale of the Foxtel Group and other potential acquisitions, investments and dispositions, the Company’s cost savings initiatives 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: information services and news, digital real estate 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 Relations | Corporate Communications |
| Michael Florin | Arthur Bochner |
| 212-416-3363 | 646-422-9671 |
| mflorin@newscorp.com | abochner@newscorp.com |
| |
| Anthony Rudolf |
|
| 212-416-3040 | |
| arudolf@newscorp.com |
|
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, |
| 2024 | | 2023 | | 2024 | | 2023 |
| Revenues: | | | | | | | |
| Circulation and subscription | $ | 745 | | | $ | 725 | | | $ | 1,488 | | | $ | 1,449 | |
| Advertising | 385 | | | 391 | | | 706 | | | 723 | |
| Consumer | 572 | | | 527 | | | 1,093 | | | 1,029 | |
| Real estate | 377 | | | 327 | | | 734 | | | 638 | |
| Other | 159 | | | 165 | | | 313 | | | 327 | |
| Total Revenues | 2,238 | | | 2,135 | | | 4,334 | | | 4,166 | |
| Operating expenses | (963) | | | (970) | | | (1,915) | | | (1,948) | |
| Selling, general and administrative | (797) | | | (765) | | | (1,616) | | | (1,544) | |
| Depreciation and amortization | (113) | | | (110) | | | (225) | | | (211) | |
| Impairment and restructuring charges | (16) | | | (12) | | | (38) | | | (49) | |
| Equity losses of affiliates | (8) | | | (1) | | | (11) | | | (3) | |
| Interest expense, net | (3) | | | (7) | | | (3) | | | (15) | |
| Other, net | 92 | | | 21 | | | 114 | | | (17) | |
| Income before income tax expense from continuing operations | 430 | | | 291 | | | 640 | | | 379 | |
| Income tax expense from continuing operations | (124) | | | (97) | | | (185) | | | (131) | |
| Net income from continuing operations | 306 | | | 194 | | | 455 | | | 248 | |
| Net loss from discontinued operations, net of tax | (23) | | | (11) | | | (28) | | | (7) | |
| Net income | 283 | | | 183 | | | 427 | | | 241 | |
| Net income attributable to noncontrolling interests from continuing operations | (78) | | | (34) | | | (109) | | | (64) | |
| Net loss attributable to noncontrolling interests from discontinued operations | 10 | | | 7 | | | 16 | | | 9 | |
| Net income attributable to News Corporation stockholders | $ | 215 | | | $ | 156 | | | $ | 334 | | | $ | 186 | |
| | | | | | | |
| Weighted-average shares outstanding | | | | | | | |
| Basic | 568.5 | | | 571.9 | | | 568.8 | | | 572.1 | |
| Diluted | 570.1 | | | 573.5 | | | 570.7 | | | 573.8 | |
| | | | | | | |
| Net income (loss) attributable to News Corporation stockholders per share: | | | | | | | |
Basic | | | | | | | |
Continuing operations | $ | 0.40 | | | $ | 0.28 | | | $ | 0.61 | | | $ | 0.33 | |
Discontinued operations | $ | (0.02) | | | $ | (0.01) | | | $ | (0.02) | | | $ | — | |
| $ | 0.38 | | | $ | 0.27 | | | $ | 0.59 | | | $ | 0.33 | |
| | | | | | | |
Diluted | | | | | | | |
Continuing operations | $ | 0.40 | | | $ | 0.28 | | | $ | 0.61 | | | $ | 0.32 | |
Discontinued operations | $ | (0.02) | | | $ | (0.01) | | | $ | (0.02) | | | $ | — | |
| $ | 0.38 | | | $ | 0.27 | | | $ | 0.59 | | | $ | 0.32 | |
| | | | | | | |
NEWS CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited; in millions)
| | | | | | | | | | | |
| As of December 31, 2024 | | As of June 30, 2024 |
| ASSETS | | | |
| Current assets: | | | |
| Cash and cash equivalents | $ | 1,751 | | | $ | 1,872 | |
| Receivables, net | 1,655 | | | 1,420 | |
| Inventory, net | 296 | | | 266 | |
| Other current assets | 554 | | | 474 | |
| Current assets held for sale | 2,196 | | | 340 | |
| Total current assets | 6,452 | | | 4,372 | |
| Non-current assets: | | | |
| Investments | 365 | | | 429 | |
| Property, plant and equipment, net | 1,241 | | | 1,272 | |
| Operating lease right-of-use assets | 769 | | | 805 | |
| Intangible assets, net | 1,893 | | | 1,948 | |
| Goodwill | 4,265 | | | 4,336 | |
Deferred income tax assets, net | 241 | | | 332 | |
| Other non-current assets | 935 | | | 957 | |
| Non-current assets held for sale | — | | | 2,233 | |
| Total assets | $ | 16,161 | | | $ | 16,684 | |
| LIABILITIES AND EQUITY | | | |
| Current liabilities: | | | |
| Accounts payable | $ | 365 | | | $ | 254 | |
| Accrued expenses | 832 | | | 986 | |
| Deferred revenue | 431 | | | 483 | |
| Current borrowings | 19 | | | 9 | |
| Other current liabilities | 759 | | | 772 | |
| Current liabilities held for sale | 1,324 | | | 551 | |
| Total current liabilities | 3,730 | | | 3,055 | |
| Non-current liabilities: | | | |
| Borrowings | 1,948 | | | 2,093 | |
| Retirement benefit obligations | 126 | | | 125 | |
Deferred income tax liabilities, net | 14 | | | 21 | |
| Operating lease liabilities | 872 | | | 912 | |
| Other non-current liabilities | 446 | | | 472 | |
| Non-current liabilities held for sale | — | | | 995 | |
| Commitments and contingencies | | | |
| | | |
| | | |
| Equity: | | | |
| Class A common stock | 4 | | | 4 | |
| Class B common stock | 2 | | | 2 | |
| Additional paid-in capital | 11,141 | | | 11,254 | |
| Accumulated deficit | (1,574) | | | (1,889) | |
| Accumulated other comprehensive loss | (1,424) | | | (1,251) | |
| Total News Corporation stockholders' equity | 8,149 | | | 8,120 | |
| Noncontrolling interests | 876 | | | 891 | |
| Total equity | 9,025 | | | 9,011 | |
| Total liabilities and equity | $ | 16,161 | | | $ | 16,684 | |
NEWS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in millions)
| | | | | | | | | | | |
| For the six months ended
December 31, |
| 2024 | | 2023 |
| Operating activities: | | | |
| Net income | $ | 427 | | | $ | 241 | |
| Net loss from discontinued operations, net of tax | 28 | | | 7 | |
| Net income from continuing operations | 455 | | | 248 | |
| Adjustments to reconcile net income from continuing operations to net cash provided by operating activities from continuing operations: | | | |
| Depreciation and amortization | 225 | | | 211 | |
| Operating lease expense | 37 | | | 36 | |
| Equity losses of affiliates | 11 | | | 3 | |
| Impairment charges | — | | | 24 | |
| Deferred income taxes | 80 | | | 60 | |
| Other, net | (112) | | | 20 | |
| Change in operating assets and liabilities, net of acquisitions: | | | |
| | | |
| Receivables and other assets | (247) | | | (79) | |
| Inventories, net | (31) | | | 23 | |
| Accounts payable and other liabilities | (140) | | | (295) | |
| Net cash provided by operating activities from continuing operations | 278 | | | 251 | |
| | | |
| | | |
| Investing activities: | | | |
| Capital expenditures | (157) | | | (154) | |
| | | |
| Acquisitions, net of cash acquired | (13) | | | (20) | |
| | | |
| Purchases of investments in equity affiliates and other | (107) | | | (52) | |
| | | |
| | | |
| Proceeds from sales of investments in equity affiliates and other | 234 | | | 30 | |
| Other, net | (13) | | | — | |
| Net cash used in investing activities from continuing operations | (56) | | | (196) | |
| | | |
| | | |
| Financing activities: | | | |
| Borrowings | 61 | | | 273 | |
| Repayment of borrowings | (196) | | | (268) | |
| Repurchase of shares | (78) | | | (56) | |
| Dividends paid | (92) | | | (85) | |
| | | |
| Other, net | (37) | | | (39) | |
| Net cash used in financing activities from continuing operations | (342) | | | (175) | |
| | | |
| | | |
Cash flows from discontinued operations: | | | |
| Net cash provided by operating activities from discontinued operations | 90 | | | 53 | |
| Net cash used in investing activities from discontinued operations | (43) | | | (82) | |
| Net cash (used in) provided by financing activities from discontinued operations | (11) | | | 31 | |
| | | |
| Net cash provided by discontinued operations | 36 | | | 2 | |
| | | |
| | | |
| Net change in cash, cash equivalents, and restricted cash | (84) | | | (118) | |
| Cash, cash equivalents and restricted cash, beginning of year | 1,960 | | | 1,833 | |
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (30) | | | 9 | |
| Cash, cash equivalents and restricted cash, end of period | 1,846 | | | 1,724 | |
| Less: Cash and cash equivalents at end of period of discontinued operations | (58) | | | (17) | |
Less: Restricted cash included in Other current assets(a) | (37) | | | — | |
| Cash and cash equivalents | $ | 1,751 | | | $ | 1,707 | |
| | | |
(a)Represents restricted cash in escrow to fund an acquisition at the Book Publishing segment which closed in the third quarter of fiscal 2025
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, income tax (expense) benefit and and net income (loss) from discontinued operations, net of tax. 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) from continuing operations, cash flow from continuing operations 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 from continuing operations to Total Segment EBITDA for the three and six months ended December 31, 2024 and 2023:
| | | | | | | | | | | | | | | | | | | | | | | |
| For the three months ended December 31, |
| 2024 | | 2023 | | Change | | % Change |
| (in millions) | | |
| | | | | | | |
| | | | | | | |
| Net income from continuing operations | 306 | | | 194 | | | 112 | | | 58 | % |
| Add: | | | | | | | |
Income tax expense from continuing operations | 124 | | | 97 | | | 27 | | | 28 | % |
| Other, net | (92) | | | (21) | | | (71) | | | (338) | % |
| Interest expense, net | 3 | | | 7 | | | (4) | | | (57) | % |
| Equity losses of affiliates | 8 | | | 1 | | | 7 | | | 700 | % |
| Impairment and restructuring charges | 16 | | | 12 | | | 4 | | | 33 | % |
| Depreciation and amortization | 113 | | | 110 | | | 3 | | | 3 | % |
| Total Segment EBITDA | $ | 478 | | | $ | 400 | | | $ | 78 | | | 20 | % |
| | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six months ended December 31, |
| 2024 | | 2023 | | Change | | % Change |
| (in millions) | | |
| | | | | | | |
| | | | | | | |
| Net income from continuing operations | 455 | | | 248 | | | 207 | | | 83 | % |
| Add: | | | | | | | |
Income tax expense from continuing operations | 185 | | | 131 | | | 54 | | | 41 | % |
| Other, net | (114) | | | 17 | | | (131) | | | ** |
| Interest expense, net | 3 | | | 15 | | | (12) | | | (80) | % |
| Equity losses of affiliates | 11 | | | 3 | | | 8 | | | 267 | % |
| Impairment and restructuring charges | 38 | | | 49 | | | (11) | | | (22) | % |
| Depreciation and amortization | 225 | | | 211 | | | 14 | | | 7 | % |
| Total Segment EBITDA | $ | 803 | | | $ | 674 | | | $ | 129 | | | 19 | % |
**Not meaningful
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, 2024 and 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenues | | | Total Segment EBITDA |
| For the three months ended December 31, | | | For the three months ended December 31, |
| 2024 | | 2023 | | Difference | | | 2024 | | 2023 | | Difference |
| (in millions) | | | (in millions) |
| As reported | $ | 2,238 | | | $ | 2,135 | | | $ | 103 | | | | $ | 478 | | | $ | 400 | | | $ | 78 | |
| Impact of acquisitions | (2) | | | — | | | (2) | | | | — | | | — | | | — | |
| | | | | | | | | | | | |
| Impact of foreign currency fluctuations | (11) | | | — | | | (11) | | | | (1) | | | — | | | (1) | |
| | | | | | | | | | | | |
| Net impact of U.K. Newspaper Matters | — | | | — | | | — | | | | 4 | | | 2 | | | 2 | |
| As adjusted | $ | 2,225 | | | $ | 2,135 | | | $ | 90 | | | | $ | 481 | | | $ | 402 | | | $ | 79 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenues | | | Total Segment EBITDA |
| For the six months ended December 31, | | | For the six months ended December 31, |
| 2024 | | 2023 | | Difference | | | 2024 | | 2023 | | Difference |
| (in millions) | | | (in millions) |
| As reported | $ | 4,334 | | | $ | 4,166 | | | $ | 168 | | | | $ | 803 | | | $ | 674 | | | $ | 129 | |
| Impact of acquisitions | (4) | | | — | | | (4) | | | | 1 | | | — | | | 1 | |
| | | | | | | | | | | | |
| Impact of foreign currency fluctuations | (35) | | | — | | | (35) | | | | (7) | | | — | | | (7) | |
| | | | | | | | | | | | |
| Net impact of U.K. Newspaper Matters | — | | | — | | | — | | | | 6 | | | 5 | | | 1 | |
| As adjusted | $ | 4,295 | | | $ | 4,166 | | | $ | 129 | | | | $ | 803 | | | $ | 679 | | | $ | 124 | |
| | | | | | | | | | | | |
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, 2024 and 2023 are as follows:
| | | | | | | | | | | | | | | |
| Fiscal Year 2025 |
| Q1 | | Q2 | | | | |
| U.S. Dollar per Australian Dollar | $0.67 | | $0.65 | | | | |
| U.S. Dollar per British Pound Sterling | $1.30 | | $1.28 | | | | |
| | | | | | | |
| Fiscal Year 2024 |
| Q1 | | Q2 | | | | |
| U.S. Dollar per Australian Dollar | $0.65 | | $0.65 | | | | |
| U.S. Dollar per British Pound Sterling | $1.27 | | $1.24 | | | | |
Adjusted Revenues and Adjusted Segment EBITDA by segment for the three and six months ended December 31, 2024 and 2023 are as follows:
| | | | | | | | | | | | | | | | | |
| For the three months ended December 31, |
| 2024 | | 2023 | | % Change |
| (in millions) | | Better/(Worse) |
| Adjusted Revenues: | | | | | |
| Dow Jones | $ | 599 | | | $ | 584 | | | 3 | % |
| Digital Real Estate Services | 470 | | | 419 | | | 12 | % |
| Book Publishing | 593 | | | 550 | | | 8 | % |
| News Media | 563 | | | 582 | | | (3) | % |
| Other | — | | | — | | | — | % |
| Adjusted Total Revenues | $ | 2,225 | | | $ | 2,135 | | | 4 | % |
| | | | | |
| Adjusted Segment EBITDA: | | | | | |
| Dow Jones | $ | 175 | | | $ | 163 | | | 7 | % |
| Digital Real Estate Services | 184 | | | 147 | | | 25 | % |
| Book Publishing | 101 | | | 85 | | | 19 | % |
| News Media | 73 | | | 57 | | | 28 | % |
| Other | (52) | | | (50) | | | (4) | % |
| Adjusted Total Segment EBITDA | $ | 481 | | | $ | 402 | | | 20 | % |
| | | | | |
| | | | | | | | | | | | | | | | | |
| For the six months ended December 31, |
| 2024 | | 2023 | | % Change |
| (in millions) | | Better/(Worse) |
| Adjusted Revenues: | | | | | |
| Dow Jones | $ | 1,148 | | | $ | 1,121 | | | 2 | % |
| Digital Real Estate Services | 919 | | | 822 | | | 12 | % |
| Book Publishing | 1,136 | | | 1,075 | | | 6 | % |
| News Media | 1,092 | | | 1,148 | | | (5) | % |
| Other | — | | | — | | | — | % |
| Adjusted Total Revenues | $ | 4,295 | | | $ | 4,166 | | | 3 | % |
| | | | | |
| Adjusted Segment EBITDA: | | | | | |
| Dow Jones | $ | 305 | | | $ | 287 | | | 6 | % |
| Digital Real Estate Services | 322 | | | 269 | | | 20 | % |
| Book Publishing | 181 | | | 150 | | | 21 | % |
| News Media | 90 | | | 74 | | | 22 | % |
| Other | (95) | | | (101) | | | 6 | % |
| Adjusted Total Segment EBITDA | $ | 803 | | | $ | 679 | | | 18 | % |
| | | | | |
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, 2024 and 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the three months ended December 31, 2024 |
| As Reported | | Impact of Acquisitions | | | Impact of Foreign Currency Fluctuations | | | Net Impact of U.K. Newspaper Matters | | As Adjusted |
| (in millions) |
| Revenues: | | | | | | | | | | | |
| Dow Jones | $ | 600 | | | $ | (1) | | | | $ | — | | | | $ | — | | | $ | 599 | |
| Digital Real Estate Services | 473 | | | (1) | | | | (2) | | | | — | | | 470 | |
| Book Publishing | 595 | | | — | | | | (2) | | | | — | | | 593 | |
| News Media | 570 | | | — | | | | (7) | | | | — | | | 563 | |
| Other | — | | | — | | | | — | | | | — | | | — | |
| Total Revenues | $ | 2,238 | | | $ | (2) | | | | $ | (11) | | | | $ | — | | | $ | 2,225 | |
| | | | | | | | | | | |
| Segment EBITDA: | | | | | | | | | | | |
| Dow Jones | $ | 174 | | | $ | — | | | | $ | 1 | | | | $ | — | | | $ | 175 | |
| Digital Real Estate Services | 185 | | | — | | | | (1) | | | | — | | | 184 | |
| Book Publishing | 101 | | | — | | | | — | | | | — | | | 101 | |
| News Media | 74 | | | — | | | | (1) | | | | — | | | 73 | |
| Other | (56) | | | — | | | | — | | | | 4 | | | (52) | |
| Total Segment EBITDA | $ | 478 | | | $ | — | | | | $ | (1) | | | | $ | 4 | | | $ | 481 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the three months ended December 31, 2023 |
| As Reported | | Impact of Acquisitions | | | Impact of Foreign Currency Fluctuations | | | Net Impact of U.K. Newspaper Matters | | As Adjusted |
| (in millions) |
| Revenues: | | | | | | | | | | | |
| Dow Jones | $ | 584 | | | $ | — | | | | $ | — | | | | $ | — | | | $ | 584 | |
| Digital Real Estate Services | 419 | | | — | | | | — | | | | — | | | 419 | |
| Book Publishing | 550 | | | — | | | | — | | | | — | | | 550 | |
| News Media | 582 | | | — | | | | — | | | | — | | | 582 | |
| Other | — | | | — | | | | — | | | | — | | | — | |
| Total Revenues | $ | 2,135 | | | $ | — | | | | $ | — | | | | $ | — | | | $ | 2,135 | |
| | | | | | | | | | | |
| Segment EBITDA: | | | | | | | | | | | |
| Dow Jones | $ | 163 | | | $ | — | | | | $ | — | | | | $ | — | | | $ | 163 | |
| Digital Real Estate Services | 147 | | | — | | | | — | | | | — | | | 147 | |
| Book Publishing | 85 | | | — | | | | — | | | | — | | | 85 | |
| News Media | 57 | | | — | | | | — | | | | — | | | 57 | |
| Other | (52) | | | — | | | | — | | | | 2 | | | (50) | |
| Total Segment EBITDA | $ | 400 | | | $ | — | | | | $ | — | | | | $ | 2 | | | $ | 402 | |
| | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the six months ended December 31, 2024 |
| As Reported | | Impact of Acquisitions | | | | Impact of Foreign Currency Fluctuations | | | | Net Impact of U.K. Newspaper Matters | | As Adjusted |
| (in millions) |
| Revenues: | | | | | | | | | | | | | |
| Dow Jones | $ | 1,152 | | | $ | (2) | | | | | $ | (2) | | | | | $ | — | | | $ | 1,148 | |
| Digital Real Estate Services | 930 | | | (2) | | | | | (9) | | | | | — | | | 919 | |
| Book Publishing | 1,141 | | | — | | | | | (5) | | | | | — | | | 1,136 | |
| News Media | 1,111 | | | — | | | | | (19) | | | | | — | | | 1,092 | |
| Other | — | | | — | | | | | — | | | | | — | | | — | |
| Total Revenues | $ | 4,334 | | | $ | (4) | | | | | $ | (35) | | | | | $ | — | | | $ | 4,295 | |
| | | | | | | | | | | | | |
| Segment EBITDA: | | | | | | | | | | | | | |
| Dow Jones | $ | 305 | | | $ | — | | | | | $ | — | | | | | $ | — | | | $ | 305 | |
| Digital Real Estate Services | 325 | | | 1 | | | | | (4) | | | | | — | | | 322 | |
| Book Publishing | 182 | | | — | | | | | (1) | | | | | — | | | 181 | |
| News Media | 92 | | | — | | | | | (2) | | | | | — | | | 90 | |
| Other | (101) | | | — | | | | | — | | | | | 6 | | | (95) | |
| Total Segment EBITDA | $ | 803 | | | $ | 1 | | | | | $ | (7) | | | | | $ | 6 | | | $ | 803 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the six months ended December 31, 2023 |
| As Reported | | Impact of Acquisitions | | | | Impact of Foreign Currency Fluctuations | | | | Net Impact of U.K. Newspaper Matters | | As Adjusted |
| (in millions) |
| Revenues: | | | | | | | | | | | | | |
| Dow Jones | $ | 1,121 | | | $ | — | | | | | $ | — | | | | | $ | — | | | $ | 1,121 | |
| Digital Real Estate Services | 822 | | | — | | | | | — | | | | | — | | | 822 | |
| Book Publishing | 1,075 | | | — | | | | | — | | | | | — | | | 1,075 | |
| News Media | 1,148 | | | — | | | | | — | | | | | — | | | 1,148 | |
| Other | — | | | — | | | | | — | | | | | — | | | — | |
| Total Revenues | $ | 4,166 | | | $ | — | | | | | $ | — | | | | | $ | — | | | $ | 4,166 | |
| | | | | | | | | | | | | |
| Segment EBITDA: | | | | | | | | | | | | | |
| Dow Jones | $ | 287 | | | $ | — | | | | | $ | — | | | | | $ | — | | | $ | 287 | |
| Digital Real Estate Services | 269 | | | — | | | | | — | | | | | — | | | 269 | |
| Book Publishing | 150 | | | — | | | | | — | | | | | — | | | 150 | |
| News Media | 74 | | | — | | | | | — | | | | | — | | | 74 | |
| Other | (106) | | | — | | | | | — | | | | | 5 | | | (101) | |
| Total Segment EBITDA | $ | 674 | | | $ | — | | | | | $ | — | | | | | $ | 5 | | | $ | 679 | |
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 from continuing operations and diluted earnings per share from continuing operations (“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 from continuing operations and net income (loss) per share from continuing operations 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 from continuing operations 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, 2024 and 2023:
| | | | | | | | | | | | | | | | | | | | | | | |
| For the three months ended December 31, 2024 | | For the three months ended December 31, 2023 |
| (in millions, except per share data) | Net income attributable to stockholders | | EPS | | Net income attributable to stockholders | | EPS |
| Net income from continuing operations | $ | 306 | | | | | $ | 194 | | | |
| Less: Net income attributable to noncontrolling interests from continuing operations | (78) | | | | | (34) | | | |
| Net income attributable to News Corporation stockholders from continuing operations | $ | 228 | | | $ | 0.40 | | | $ | 160 | | | $ | 0.28 | |
| U.K. Newspaper Matters | 4 | | | 0.01 | | | 2 | | | 0.01 | |
| | | | | | | |
Impairment and restructuring charges(a) | 16 | | | 0.03 | | | 12 | | | 0.02 | |
| | | | | | | |
| Other, net | (92) | | | (0.16) | | | (21) | | | (0.04) | |
| Tax impact on items above | — | | | — | | | — | | | — | |
| Impact of noncontrolling interest on items above | 33 | | | 0.05 | | | (1) | | | — | |
| As adjusted | $ | 189 | | | $ | 0.33 | | | $ | 152 | | | $ | 0.27 | |
(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 combination of News UK’s printing operations with those of DMG Media.
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six months ended December 31, 2024 | | For the six months ended December 31, 2023 |
| (in millions, except per share data) | Net income attributable to stockholders | | EPS | | Net income attributable to stockholders | | EPS |
| Net income from continuing operations | $ | 455 | | | | | $ | 248 | | | |
| Less: Net income attributable to noncontrolling interests from continuing operations | (109) | | | | | (64) | | | |
| Net income attributable to News Corporation stockholders from continuing operations | $ | 346 | | | $ | 0.61 | | | $ | 184 | | | $ | 0.32 | |
| U.K. Newspaper Matters | 6 | | | 0.01 | | | 5 | | | 0.01 | |
| | | | | | | |
Impairment and restructuring charges (a) | 38 | | | 0.07 | | | 49 | | | 0.09 | |
| | | | | | | |
| Other, net | (114) | | | (0.20) | | | 17 | | | 0.03 | |
| Tax impact on items above | (3) | | | (0.01) | | | (19) | | | (0.04) | |
| Impact of noncontrolling interest on items above | 33 | | | 0.06 | | | 1 | | | — | |
| As adjusted | $ | 306 | | | $ | 0.54 | | | $ | 237 | | | $ | 0.41 | |
(a)During the six months ended December 31, 2023, the Company recognized non-cash impairment charges of $22 million at the News Media segment related to the write-down of fixed assets associated with the combination of News UK’s printing operations with those of DMG Media.
NOTE 4 – CONSTANT CURRENCY REVENUES
The Company believes that the presentation of revenues excluding the impact of foreign currency fluctuations (“constant currency revenues”) provides useful information regarding the performance of the Company’s core business operations exclusive of distortions between periods caused by the unpredictability and volatility of currency fluctuations. The Company calculates the impact of foreign currency fluctuations for businesses reporting in currencies other than the U.S. dollar as described in Note 2.
Constant currency revenues are not measures of performance under generally accepted accounting principles and should not be construed as substitutes for revenues as determined under GAAP as measures of performance. However, management uses these measures in comparing the Company’s historical performance and believes that they provide meaningful and comparable information to investors to assist in their analysis of our performance relative to prior periods and our competitors.
The following tables reconcile reported revenues to constant currency revenues for the three and six months ended December 31, 2024:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q2 Fiscal 2024 | | Q2 Fiscal 2025 | | FX impact | | Q2 Fiscal 2025 constant currency | | % Change - reported | | % Change - constant currency |
| ($ in millions) | | Better/(Worse) |
| Consolidated results: | | | | | | | | | | | |
| Circulation and subscription | $ | 725 | | | $ | 745 | | | $ | 5 | | | $ | 740 | | | 3 | % | | 2 | % |
| Advertising | 391 | | | 385 | | | 2 | | | 383 | | | (2) | % | | (2) | % |
| Consumer | 527 | | | 572 | | | 2 | | | 570 | | | 9 | % | | 8 | % |
| Real estate | 327 | | | 377 | | | 1 | | | 376 | | | 15 | % | | 15 | % |
| Other | 165 | | | 159 | | | 1 | | | 158 | | | (4) | % | | (4) | % |
| Total revenues | $ | 2,135 | | | $ | 2,238 | | | $ | 11 | | | $ | 2,227 | | | 5 | % | | 4 | % |
| | | | | | | | | | | |
| Dow Jones: | | | | | | | | | | | |
| Circulation and subscription | $ | 441 | | | $ | 461 | | | $ | — | | | $ | 461 | | | 5 | % | | 5 | % |
| Advertising | 126 | | | 121 | | | — | | | 121 | | | (4) | % | | (4) | % |
| Other | 17 | | | 18 | | | — | | | 18 | | | 6 | % | | 6 | % |
| Total Dow Jones segment revenues | $ | 584 | | | $ | 600 | | | $ | — | | | $ | 600 | | | 3 | % | | 3 | % |
| | | | | | | | | | | |
| Digital Real Estate Services: | | | | | | | | | | | |
| Circulation and subscription | $ | 2 | | | $ | 2 | | | $ | — | | | $ | 2 | | | — | % | | — | % |
| Advertising | 32 | | | 35 | | | — | | | 35 | | | 9 | % | | 9 | % |
| Real estate | 327 | | | 377 | | | 1 | | | 376 | | | 15 | % | | 15 | % |
| Other | 58 | | | 59 | | | 1 | | | 58 | | | 2 | % | | — | % |
| Total Digital Real Estate Services segment revenues | $ | 419 | | | $ | 473 | | | $ | 2 | | | $ | 471 | | | 13 | % | | 12 | % |
| | | | | | | | | | | |
| REA Group revenues | $ | 292 | | | $ | 343 | | | $ | 2 | | | $ | 341 | | | 17 | % | | 17 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q2 Fiscal 2024 | | Q2 Fiscal 2025 | | FX impact | | Q2 Fiscal 2025 constant currency | | % Change - reported | | % Change - constant currency |
| ($ in millions) | | Better/(Worse) |
| Book Publishing: | | | | | | | | | | | |
| Consumer | $ | 527 | | | $ | 572 | | | $ | 2 | | | $ | 570 | | | 9 | % | | 8 | % |
| Other | 23 | | | 23 | | | — | | | 23 | | | — | % | | — | % |
| Total Book Publishing segment revenues | $ | 550 | | | $ | 595 | | | $ | 2 | | | $ | 593 | | | 8 | % | | 8 | % |
| | | | | | | | | | | |
| News Media: | | | | | | | | | | | |
| Circulation and subscription | $ | 282 | | | $ | 282 | | | $ | 5 | | | $ | 277 | | | — | % | | (2) | % |
| Advertising | 233 | | | 229 | | | 2 | | | 227 | | | (2) | % | | (3) | % |
| Other | 67 | | | 59 | | | — | | | 59 | | | (12) | % | | (12) | % |
| Total News Media segment revenues | $ | 582 | | | $ | 570 | | | $ | 7 | | | $ | 563 | | | (2) | % | | (3) | % |
| | | | | | | | | | | |
| News UK | | | | | | | | | | | |
| Circulation and subscription | $ | 141 | | | $ | 143 | | | $ | 5 | | | $ | 138 | | | 1 | % | | (2) | % |
| Advertising | 76 | | | 71 | | | 1 | | | 70 | | | (7) | % | | (8) | % |
| Other | 22 | | | 12 | | | — | | | 12 | | | (45) | % | | (45) | % |
| Total News UK revenues | $ | 239 | | | $ | 226 | | | $ | 6 | | | $ | 220 | | | (5) | % | | (8) | % |
| | | | | | | | | | | |
| News Corp Australia | | | | | | | | | | | |
| Circulation and subscription | $ | 106 | | | $ | 105 | | | $ | — | | | $ | 105 | | | (1) | % | | (1) | % |
| Advertising | 96 | | | 93 | | | — | | | 93 | | | (3) | % | | (3) | % |
| Other | 34 | | | 35 | | | — | | | 35 | | | 3 | % | | 3 | % |
| Total News Corp Australia revenues | $ | 236 | | | $ | 233 | | | $ | — | | | $ | 233 | | | (1) | % | | (1) | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q2 YTD Fiscal 2024 | | Q2 YTD Fiscal 2025 | | FX impact | | Q2 YTD Fiscal 2025 constant currency | | % Change - reported | | % Change - constant currency |
| ($ in millions) | | Better/(Worse) |
| Consolidated results: | | | | | | | | | | | |
| Circulation and subscription | $ | 1,449 | | | $ | 1,488 | | | $ | 13 | | | $ | 1,475 | | | 3 | % | | 2 | % |
| Advertising | 723 | | | 706 | | | 7 | | | 699 | | | (2) | % | | (3) | % |
| Consumer | 1,029 | | | 1,093 | | | 5 | | | 1,088 | | | 6 | % | | 6 | % |
| Real estate | 638 | | | 734 | | | 7 | | | 727 | | | 15 | % | | 14 | % |
| Other | 327 | | | 313 | | | 3 | | | 310 | | | (4) | % | | (5) | % |
| Total revenues | $ | 4,166 | | | $ | 4,334 | | | $ | 35 | | | $ | 4,299 | | | 4 | % | | 3 | % |
| | | | | | | | | | | |
| Dow Jones: | | | | | | | | | | | |
| Circulation and subscription | $ | 877 | | | $ | 920 | | | $ | 2 | | | $ | 918 | | | 5 | % | | 5 | % |
| Advertising | 217 | | | 206 | | | — | | | $ | 206 | | | (5) | % | | (5) | % |
| Other | 27 | | | 26 | | | — | | | $ | 26 | | | (4) | % | | (4) | % |
| Total Dow Jones segment revenues | $ | 1,121 | | | $ | 1,152 | | | $ | 2 | | | $ | 1,150 | | | 3 | % | | 3 | % |
| | | | | | | | | | | |
| Digital Real Estate Services: | | | | | | | | | | | |
| Circulation and subscription | $ | 5 | | | $ | 4 | | | $ | — | | | $ | 4 | | | (20) | % | | (20) | % |
| Advertising | 67 | | | 73 | | | — | | | $ | 73 | | | 9 | % | | 9 | % |
| Real estate | 638 | | | 734 | | | 7 | | | $ | 727 | | | 15 | % | | 14 | % |
| Other | 112 | | | 119 | | | 2 | | | $ | 117 | | | 6 | % | | 4 | % |
| Total Digital Real Estate Services segment revenues | $ | 822 | | | $ | 930 | | | $ | 9 | | | $ | 921 | | | 13 | % | | 12 | % |
| | | | | | | | | | | |
| REA Group revenues | $ | 553 | | | $ | 661 | | | $ | 9 | | | $ | 652 | | | 20 | % | | 18 | % |
| | | | | | | | | | | |
| Book Publishing: | | | | | | | | | | | |
| Consumer | 1,029 | | | 1,093 | | | 5 | | | $ | 1,088 | | | 6 | % | | 6 | % |
| Other | 46 | | | 48 | | | — | | | $ | 48 | | | 4 | % | | 4 | % |
| Total Book Publishing segment revenues | $ | 1,075 | | | $ | 1,141 | | | $ | 5 | | | $ | 1,136 | | | 6 | % | | 6 | % |
| | | | | | | | | | | |
| News Media: | | | | | | | | | | | |
| Circulation and subscription | $ | 567 | | | $ | 564 | | | $ | 11 | | | $ | 553 | | | (1) | % | | (2) | % |
| Advertising | 439 | | | 427 | | | 7 | | | $ | 420 | | | (3) | % | | (4) | % |
| Other | 142 | | | 120 | | | 1 | | | $ | 119 | | | (15) | % | | (16) | % |
| Total News Media segment revenues | $ | 1,148 | | | $ | 1,111 | | | $ | 19 | | | $ | 1,092 | | | (3) | % | | (5) | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Q2 YTD Fiscal 2024 | | Q2 YTD Fiscal 2025 | | FX impact | | Q2 YTD Fiscal 2025 constant currency | | % Change - reported | | % Change - constant currency |
| ($ in millions) | | Better/(Worse) |
| News UK | | | | | | | | | | | |
| Circulation and subscription | $ | 285 | | | $ | 289 | | | $ | 9 | | | $ | 280 | | | 1 | % | | (2) | % |
| Advertising | 135 | | | 121 | | | 3 | | | $ | 118 | | | (10) | % | | (13) | % |
| Other | 47 | | | 23 | | | — | | | $ | 23 | | | (51) | % | | (51) | % |
| Total News UK revenues | $ | 467 | | | $ | 433 | | | $ | 12 | | | $ | 421 | | | (7) | % | | (10) | % |
| | | | | | | | | | | |
| News Corp Australia | | | | | | | | | | | |
| Circulation and subscription | $ | 213 | | | $ | 208 | | | $ | 2 | | | $ | 206 | | | (2) | % | | (3) | % |
| Advertising | 189 | | | 183 | | | 2 | | | $ | 181 | | | (3) | % | | (4) | % |
| Other | 72 | | | 76 | | | 1 | | | $ | 75 | | | 6 | % | | 4 | % |
| Total News Corp Australia revenues | $ | 474 | | | $ | 467 | | | $ | 5 | | | $ | 462 | | | (1) | % | | (3) | % |
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