News (NWSA) - 2020 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION This section details News Corporation's unaudited consolidated financial statements, management's analysis, market risk, and internal controls ITEM 1. FINANCIAL STATEMENTS This section presents News Corporation's unaudited consolidated financial statements, notes, and key financial highlights, including a net loss for the six months ended December 31, 2019, primarily due to impairment charges Consolidated Statements of Operations This section presents News Corporation's consolidated statements of operations, detailing revenues, expenses, and net income (loss) Consolidated Statements of Operations (Unaudited; millions, except per share amounts) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|:---|:---| | Revenues: ||||| | Circulation and subscription | 990 | 1,029 | 1,985 | 2,063 | | Advertising | 677 | 718 | 1,285 | 1,382 | | Consumer | 421 | 478 | 808 | 878 | | Real estate | 242 | 248 | 460 | 475 | | Other | 149 | 154 | 281 | 353 | | Total Revenues | 2,479 | 2,627 | 4,819 | 5,151 | | Operating expenses | (1,350) | (1,484) | (2,687) | (2,824) | | Selling, general and administrative | (774) | (773) | (1,556) | (1,599) | | Depreciation and amortization | (162) | (163) | (324) | (326) | | Impairment and restructuring charges | (29) | (19) | (326) | (37) | | Equity losses of affiliates | (3) | (6) | (5) | (9) | | Interest expense, net | (8) | (15) | (4) | (31) | | Other, net | 2 | 7 | 6 | 27 | | Income (loss) before income tax expense | 155 | 174 | (77) | 352 | | Income tax expense | (52) | (55) | (31) | (105) | | Net income (loss) | 103 | 119 | (108) | 247 | | Less: Net income attributable to noncontrolling interests | (18) | (24) | (34) | (51) | | Net income (loss) attributable to News Corporation stockholders | 85 | 95 | (142) | 196 | | Net income (loss) attributable to News Corporation stockholders per share: ||||| | Basic | 0.15 | 0.16 | (0.24) | 0.34 | | Diluted | 0.14 | 0.16 | (0.24) | 0.33 | Consolidated Statements of Comprehensive Income (Loss) This section presents News Corporation's consolidated statements of comprehensive income (loss), including net income and other comprehensive income components Consolidated Statements of Comprehensive Income (Loss) (Unaudited; millions) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|:---|:---|\ | Net income (loss) | 103 | 119 | (108) | 247 | | Other comprehensive income (loss): ||||| | Foreign currency translation adjustments | 199 | (147) | 14 | (257) | | Net change in the fair value of cash flow hedges | — | 5 | (14) | 7 | | Benefit plan adjustments, net | (13) | 8 | (2) | 13 | | Other comprehensive income (loss) | 186 | (134) | (2) | (237) | | Comprehensive income (loss) | 289 | (15) | (110) | 10 | | Less: Net income attributable to noncontrolling interests | (18) | (24) | (34) | (51) | | Less: Other comprehensive (income) loss attributable to noncontrolling interests | (36) | 28 | 9 | 56 | | Comprehensive income (loss) attributable to News Corporation stockholders | 235 | (11) | (135) | 15 | Consolidated Balance Sheets This section presents News Corporation's consolidated balance sheets, detailing assets, liabilities, and equity at specific reporting dates Consolidated Balance Sheets (Millions, except share and per share amounts) | Metric | As of December 31, 2019 (unaudited) ($M) | As of June 30, 2019 (audited) ($M) | |:---|:---|:---| | Assets: ||| | Current assets: ||| | Cash and cash equivalents | 1,272 | 1,643 | | Receivables, net | 1,570 | 1,544 | | Inventory, net | 358 | 348 | | Other current assets | 518 | 515 | | Total current assets | 3,718 | 4,050 | | Non-current assets: ||| | Investments | 325 | 335 | | Property, plant and equipment, net | 2,476 | 2,554 | | Operating lease right-of-use assets | 1,299 | — | | Intangible assets, net | 2,257 | 2,426 | | Goodwill | 4,976 | 5,147 | | Deferred income tax assets | 283 | 269 | | Other non-current assets | 948 | 930 | | Total assets | 16,282 | 15,711 | | Liabilities and Equity: ||| | Current liabilities: ||| | Accounts payable | 375 | 411 | | Accrued expenses | 1,072 | 1,328 | | Deferred revenue | 411 | 428 | | Current borrowings | — | 449 | | Other current liabilities | 869 | 724 | | Total current liabilities | 2,727 | 3,340 | | Non-current liabilities: ||| | Borrowings | 1,201 | 1,004 | | Retirement benefit obligations | 258 | 266 | | Deferred income tax liabilities | 268 | 295 | | Operating lease liabilities | 1,343 | — | | Other non-current liabilities | 358 | 495 | | Total News Corporation stockholders' equity | 8,958 | 9,144 | | Noncontrolling interests | 1,169 | 1,167 | | Total equity | 10,127 | 10,311 | | Total liabilities and equity | 16,282 | 15,711 | Consolidated Statements of Cash Flows This section presents News Corporation's consolidated statements of cash flows, categorizing cash movements from operating, investing, and financing activities Consolidated Statements of Cash Flows (Unaudited; millions) | Metric | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|\ | Operating activities: ||| | Net (loss) income | (108) | 247 | | Depreciation and amortization | 324 | 326 | | Operating lease expense | 86 | — | | Equity losses of affiliates | 5 | 9 | | Impairment charges | 292 | — | | Net cash provided by operating activities | 192 | 358 | | Investing activities: ||| | Capital expenditures | (237) | (264) | | Acquisitions, net of cash acquired | (2) | (185) | | Net cash used in investing activities | (234) | (409) | | Financing activities: ||| | Borrowings | 917 | 263 | | Repayment of borrowings | (1,161) | (470) | | Dividends paid | (81) | (81) | | Net cash used in financing activities | (328) | (333) | | Net change in cash and cash equivalents | (370) | (384) | | Cash and cash equivalents, beginning of year | 1,643 | 2,034 | | Exchange movement on opening cash balance | (1) | (32) | | Cash and cash equivalents, end of year | 1,272 | 1,618 | Notes to the Unaudited Consolidated Financial Statements This section provides detailed notes to News Corporation's unaudited consolidated financial statements, offering additional context and disclosures NOTE 1. Description of Business and Basis of Presentation This note describes News Corporation's business and the basis of presentation for its unaudited consolidated financial statements - News Corporation is a global diversified media and information services company, comprising businesses in news and information services, subscription video services in Australia, book publishing, and digital real estate services[19] - The company adopted ASU 2016-02 (Leases) on a modified retrospective basis as of July 1, 2019, resulting in the recognition of approximately $1.4 billion in operating lease right-of-use assets and $1.6 billion in total lease liabilities ($0.2 billion current and $1.4 billion noncurrent)[23] NOTE 2. Revenues This note provides a detailed breakdown of News Corporation's revenues by segment and changes in deferred revenue balances Disaggregated Revenues by Segment (Three Months Ended December 31, 2019 and 2018) | Segment | 2019 ($M) | 2018 ($M) | |:---|:---|:---|\ | News and Information Services | 1,241 | 1,257 | | Subscription Video Services | 501 | 562 | | Book Publishing | 442 | 496 | | Digital Real Estate Services | 294 | 311 | | Other | 1 | 1 | | Total Revenues | 2,479 | 2,627 | Disaggregated Revenues by Segment (Six Months Ended December 31, 2019 and 2018) | Segment | 2019 ($M) | 2018 ($M) | |:---|:---|:---|\ | News and Information Services | 2,390 | 2,505 | | Subscription Video Services | 1,015 | 1,127 | | Book Publishing | 847 | 914 | | Digital Real Estate Services | 566 | 604 | | Other | 1 | 1 | | Total Revenues | 4,819 | 5,151 | Changes in Deferred Revenue Balance (Six Months Ended December 31, 2019 and 2018) | Metric | 2019 ($M) | 2018 ($M) | |:---|:---|:---|\ | Balance, beginning of period | 428 | 510 | | Deferral of revenue | 1,575 | 1,337 | | Recognition of deferred revenue | (1,591) | (1,417) | | Other | (1) | — | | Balance, end of period | 411 | 430 | NOTE 3. Impairment and Restructuring Charges This note details News Corporation's impairment and restructuring charges, including non-cash impairment of goodwill and intangible assets - During the six months ended December 31, 2019, the Company recognized non-cash impairment charges of $292 million, primarily related to goodwill ($122 million) and indefinite-lived intangible assets ($113 million) at the News America Marketing reporting unit[44] Restructuring Charges (Three and Six Months Ended December 31, 2019 and 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|:---|:---|\ | Restructuring charges | 10 | 19 | 34 | 37 | NOTE 4. Investments This note outlines News Corporation's investments, including equity method investments and equity securities, and associated losses Company's Investments (As of December 31, 2019 and June 30, 2019) | Investment Type | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | Equity method investments | 139 | 148 | | Equity securities | 186 | 187 | | Total Investments | 325 | 335 | Equity Losses of Affiliates (Three and Six Months Ended December 31, 2019 and 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|:---|:---|\ | Equity losses of affiliates | (3) | (6) | (5) | (9) | NOTE 5. Borrowings This note details News Corporation's borrowings, including debt refinancing activities by Foxtel Group and REA Group Company's Total Borrowings (As of December 31, 2019 and June 30, 2019) | Entity | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | Foxtel Group | 1,033 | 1,230 | | REA Group | 168 | 217 | | Total borrowings | 1,201 | 1,453 | | Less: current portion | — | (449) | | Long-term borrowings | 1,201 | 1,004 | - The Foxtel Debt Group completed a debt refinancing in November 2019, repaying A$1.1 billion of existing debt and securing approximately A$1.1 billion in new facilities, including a A$610 million revolving credit facility and a A$250 million term loan facility[60] - REA Group completed a debt refinancing in December 2019, repaying its A$480 million revolving loan facility and entering into a new A$170 million unsecured syndicated revolving loan facility[64] - News Corporation terminated its existing $650 million revolving credit facility and entered into a new $750 million unsecured revolving credit facility in December 2019, maturing in December 2024, which was undrawn as of December 31, 2019[67][68] NOTE 6. Leases This note details News Corporation's lease accounting, including the impact of ASU 2016-02 adoption and future lease payment commitments - Upon adoption of ASU 2016-02 (Leases) on July 1, 2019, the Company recognized approximately $1.4 billion in operating lease right-of-use assets and $1.6 billion in total lease liabilities ($0.2 billion current and $1.4 billion noncurrent)[71] Total Lease Costs (Six Months Ended December 31, 2019) | Income Statement Location | Amount ($M) | |:---|:---|\ | Selling, general and administrative (Operating lease costs) | 99 | | Operating expenses (Operating lease costs) | 6 | | Operating expenses (Short term lease costs) | 5 | | Selling, general and administrative (Variable lease costs) | 19 | | Total lease costs | 129 | Future Minimum Lease Payments (As of December 31, 2019) | Period | Amount ($M) | |:---|:---|\ | Fiscal 2020 (six months remaining) | 119 | | Fiscal 2021 | 207 | | Fiscal 2022 | 206 | | Fiscal 2023 | 193 | | Fiscal 2024 | 177 | | Thereafter | 968 | | Total future minimum lease payments | 1,870 | | Less: interest | (344) | | Present value of minimum payments | 1,526 | NOTE 7. Equity This note details News Corporation's equity, including common stock, additional paid-in capital, and accumulated deficit Total News Corporation Stockholders' Equity (As of December 31, 2019 and June 30, 2019) | Metric | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | Class A Common Stock Amount | 4 | 4 | | Class B Common Stock Amount | 2 | 2 | | Additional Paid-in Capital | 12,183 | 12,243 | | Accumulated Deficit | (2,114) | (1,979) | | Accumulated Other Comprehensive Loss | (1,117) | (1,126) | | Total News Corporation Stockholders' Equity | 8,958 | 9,144 | - The Board of Directors authorized a $500 million stock repurchase program for Class A Common Stock in May 2013, with approximately $429 million remaining as of January 31, 2020[92] - A semi-annual cash dividend of $0.10 per share for Class A Common Stock and Class B Common Stock was declared in August 2019 and paid on October 16, 2019[94] NOTE 8. Financial Instruments and Fair Value Measurements This note details News Corporation's financial instruments and fair value measurements, including derivative instruments and impairment charges Assets and Liabilities Measured at Fair Value on a Recurring Basis (As of December 31, 2019) | Asset/Liability | Level 1 ($M) | Level 2 ($M) | Level 3 ($M) | Total ($M) | |:---|:---|:---|:---|:---|\ | Assets: ||||| | Foreign currency derivatives - cash flow hedges | — | — | — | — | | Cross currency interest rate derivatives - fair value hedges | — | 21 | — | 21 | | Cross currency interest rate derivatives - economic hedges | — | — | — | — | | Cross currency interest rate derivatives - cash flow hedges | — | 82 | — | 82 | | Equity securities | 77 | — | 109 | 186 | | Total assets | 77 | 103 | 109 | 289 | | Liabilities: ||||| | Foreign currency derivatives - cash flow hedges | — | 2 | — | 2 | | Interest rate derivatives - cash flow hedges | — | 16 | — | 16 | | Mandatorily redeemable noncontrolling interests | — | — | — | — | | Cross currency interest rate derivatives - cash flow hedges | — | 17 | — | 17 | | Total liabilities | — | 35 | — | 35 | - The Company uses derivative instruments (foreign currency, interest rate, and cross currency interest rate derivatives) to mitigate foreign currency exchange rate risk and interest rate risk, with a total notional value of cash flow hedges of approximately $918 million as of December 31, 2019[107][110][111][112] - During the first quarter of fiscal 2020, the Company recognized non-cash impairment charges of $122 million for goodwill and $113 million for indefinite-lived intangible assets at the News America Marketing reporting unit[122] NOTE 9. Earnings (Loss) Per Share This note details News Corporation's earnings (loss) per share calculations, including basic and diluted figures Earnings (Loss) Per Share (Three and Six Months Ended December 31, 2019 and 2018) | Metric | For the three months ended December 31, 2019 | For the three months ended December 31, 2018 | For the six months ended December 31, 2019 | For the six months ended December 31, 2018 | |:---|:---|:---|:---|:---|\ | Net income (loss) attributable to News Corporation stockholders ($M) | 85 | 95 | (142) | 196 | | Weighted-average number of shares of common stock outstanding - basic (M) | 588.2 | 584.9 | 587.4 | 584.4 | | Dilutive effect of equity awards (M) | 2.1 | 2.2 | — | 1.9 | | Weighted-average number of shares of common stock outstanding - diluted (M) | 590.3 | 587.1 | 587.4 | 586.3 | | Net income (loss) attributable to News Corporation stockholders per share - basic | $0.15 | $0.16 | $(0.24) | $0.34 | | Net income (loss) attributable to News Corporation stockholders per share - diluted | $0.14 | $0.16 | $(0.24) | $0.33 | NOTE 10. Commitments and Contingencies This note outlines News Corporation's commitments and contingencies, including legal proceedings and accrued liabilities Commitments for Borrowings and Interest Payments (As of December 31, 2019) | Commitment Type | Total ($M) | Less than 1 year ($M) | 1-3 years ($M) | 3-5 years ($M) | More than 5 years ($M) | |:---|:---|:---|:---|:---|:---|\ | Borrowings | 1,199 | — | 875 | 324 | — | | Interest payments on borrowings | 170 | 50 | 89 | 31 | — | - The Company is involved in various legal proceedings, including antitrust lawsuits against News America Marketing (Insignia Systems, Inc. and Valassis Communications, Inc.) and civil claims related to U.K. Newspaper Matters[133][136][138] - As of December 31, 2019, the Company accrued approximately $58 million for the U.K. Newspaper Matters, with approximately $60 million indemnified by FOX[140] NOTE 11. Income Taxes This note details News Corporation's income tax expense and effective tax rates, explaining factors influencing tax variations - For the three months ended December 31, 2019, income tax expense was $52 million on pre-tax income of $155 million, resulting in a higher effective tax rate primarily due to valuation allowances against tax benefits in certain foreign jurisdictions and higher foreign tax rates[145] - For the six months ended December 31, 2019, income tax expense was $31 million on a pre-tax loss of $77 million, with the effective tax rate impacted by the lower tax benefit recorded on the impairment of News America Marketing's goodwill and indefinite-lived intangible assets[146] NOTE 12. Segment Information This note provides detailed segment information for News Corporation, including revenues, EBITDA, goodwill, and intangible assets - The Company manages and reports its businesses in five segments: News and Information Services, Subscription Video Services, Book Publishing, Digital Real Estate Services, and Other[152][153] Segment Revenues and EBITDA (Three Months Ended December 31, 2019 and 2018) | Segment | 2019 Revenues ($M) | 2018 Revenues ($M) | 2019 Segment EBITDA ($M) | 2018 Segment EBITDA ($M) | |:---|:---|:---|:---|:---|\ | News and Information Services | 1,241 | 1,257 | 142 | 112 | | Subscription Video Services | 501 | 562 | 70 | 84 | | Book Publishing | 442 | 496 | 63 | 88 | | Digital Real Estate Services | 294 | 311 | 118 | 121 | | Other | 1 | 1 | (38) | (35) | | Total | 2,479 | 2,627 | 355 | 370 | Segment Revenues and EBITDA (Six Months Ended December 31, 2019 and 2018) | Segment | 2019 Revenues ($M) | 2018 Revenues ($M) | 2019 Segment EBITDA ($M) | 2018 Segment EBITDA ($M) | |:---|:---|:---|:---|:---|\ | News and Information Services | 2,390 | 2,505 | 198 | 221 | | Subscription Video Services | 1,015 | 1,127 | 151 | 197 | | Book Publishing | 847 | 914 | 112 | 156 | | Digital Real Estate Services | 566 | 604 | 200 | 226 | | Other | 1 | 1 | (85) | (72) | | Total | 4,819 | 5,151 | 576 | 728 | Goodwill and Intangible Assets, net by Segment (As of December 31, 2019 and June 30, 2019) | Segment | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | News and Information Services | 2,338 | 2,617 | | Subscription Video Services | 2,552 | 2,595 | | Book Publishing | 767 | 772 | | Digital Real Estate Services | 1,576 | 1,589 | | Total Goodwill and intangible assets, net | 7,233 | 7,573 | NOTE 13. ADDITIONAL FINANCIAL INFORMATION This note provides additional financial information, including details on receivables, other non-current assets, and other current liabilities Receivables, net (As of December 31, 2019 and June 30, 2019) | Metric | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | Receivables | 1,624 | 1,590 | | Allowance for doubtful accounts | (54) | (46) | | Receivables, net | 1,570 | 1,544 | Other Non-Current Assets (As of December 31, 2019 and June 30, 2019) | Metric | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | Royalty advances to authors | 338 | 343 | | Retirement benefit assets | 137 | 117 | | Inventory | 143 | 155 | | Other | 330 | 315 | | Total Other non-current assets | 948 | 930 | Other Current Liabilities (As of December 31, 2019 and June 30, 2019) | Metric | As of December 31, 2019 ($M) | As of June 30, 2019 ($M) | |:---|:---|:---|\ | Royalties and commissions payable | 218 | 211 | | Current operating lease liabilities | 183 | — | | Allowance for sales returns | 180 | 192 | | Current tax payable | 19 | 22 | | Other | 269 | 299 | | Total Other current liabilities | 869 | 724 | Components of Other, net (Three and Six Months Ended December 31, 2019 and 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|:---|:---|\ | Dividends received from equity security investments | — | 22 | 1 | 23 | | Remeasurement of equity securities | (6) | (44) | (5) | (29) | | Gain on sale of Australian property | — | 12 | — | 12 | | Other, net | 8 | 17 | 10 | 21 | | Total Other, net | 2 | 7 | 6 | 27 | NOTE 14. Subsequent Events This note details significant events occurring after the reporting period, including asset sales and new financing agreements - In January 2020, the Company sold Unruly to Tremor International Ltd for approximately 7% of Tremor's outstanding shares, including a three-year commercial arrangement with a total minimum revenue guarantee of £30 million for News Corp[175] - In February 2020, the Foxtel Debt Group entered into an A$170 million subordinated shareholder loan facility agreement with Telstra to finance cable transmission costs, bearing interest at Australian BBSY plus 7.75% and maturing in December 2027[176] - In February 2020, the Board of Directors declared a semi-annual cash dividend of $0.10 per share for Class A and Class B Common Stock, payable on April 15, 2020[176] ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This section provides an in-depth analysis of News Corporation's financial performance and condition, highlighting revenue decline, a net loss due to impairment, and debt refinancing activities INTRODUCTION This section introduces News Corporation as a global diversified media and information services company - News Corporation is a global diversified media and information services company, encompassing news and information services, subscription video services in Australia, book publishing, and digital real estate services[179] OVERVIEW OF THE COMPANY'S BUSINESSES This section provides an overview of News Corporation's business segments and recent strategic actions - The Company operates in five segments: News and Information Services, Subscription Video Services, Book Publishing, Digital Real Estate Services, and Other[183][185] - The Company is reviewing strategic options for News America Marketing, including a potential sale, and completed the sale of Unruly to Tremor International Ltd in January 2020[186] RESULTS OF OPERATIONS This section details News Corporation's consolidated operating results, including revenues, expenses, and net income (loss) Consolidated Operating Results (Three and Six Months Ended December 31, 2019 vs 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | % Change | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | % Change | |:---|:---|:---|:---|:---|:---|:---|\ | Total Revenues | 2,479 | 2,627 | (6)% | 4,819 | 5,151 | (6)% | | Operating expenses | (1,350) | (1,484) | 9% | (2,687) | (2,824) | 5% | | Selling, general and administrative | (774) | (773) | (0)% | (1,556) | (1,599) | 3% | | Depreciation and amortization | (162) | (163) | 1% | (324) | (326) | 1% | | Impairment and restructuring charges | (29) | (19) | (53)% | (326) | (37) | ** | | Equity losses of affiliates | (3) | (6) | 50% | (5) | (9) | 44% | | Interest expense, net | (8) | (15) | 47% | (4) | (31) | 87% | | Other, net | 2 | 7 | (71)% | 6 | 27 | (78)% | | Income (loss) before income tax expense | 155 | 174 | (11)% | (77) | 352 | ** | | Income tax expense | (52) | (55) | 5% | (31) | (105) | 70% | | Net income (loss) | 103 | 119 | (13)% | (108) | 247 | ** | | Less: Net income attributable to noncontrolling interests | (18) | (24) | 25% | (34) | (51) | 33% | | Net income (loss) attributable to News Corporation stockholders | 85 | 95 | (11)% | (142) | 196 | ** | - Consolidated revenues decreased by $148 million (6%) for the three months and $332 million (6%) for the six months ended December 31, 2019, primarily due to lower revenues in Subscription Video Services, Book Publishing, and News and Information Services, exacerbated by negative foreign currency fluctuations[190][191][193] - Net income (loss) for the six months ended December 31, 2019, deteriorated by $355 million, primarily due to $292 million in non-cash impairment charges related to goodwill and indefinite-lived intangible assets at News America Marketing and lower Total Segment EBITDA[207] Segment Analysis This section provides a detailed analysis of News Corporation's performance across its various business segments Total Segment EBITDA Reconciliation (Three and Six Months Ended December 31, 2019 vs 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | |:---|:---|:---|:---|:---|\ | Net income (loss) | 103 | 119 | (108) | 247 | | Add: Income tax expense | 52 | 55 | 31 | 105 | | Add: Other, net | (2) | (7) | (6) | (27) | | Add: Interest expense, net | 8 | 15 | 4 | 31 | | Add: Equity losses of affiliates | 3 | 6 | 5 | 9 | | Add: Impairment and restructuring charges | 29 | 19 | 326 | 37 | | Add: Depreciation and amortization | 162 | 163 | 324 | 326 | | Total Segment EBITDA | 355 | 370 | 576 | 728 | News and Information Services Revenues & Segment EBITDA (Three and Six Months Ended December 31, 2019 vs 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | % Change | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | % Change | |:---|:---|:---|:---|:---|:---|:---|\ | Total Revenues | 1,241 | 1,257 | (1)% | 2,390 | 2,505 | (5)% | | Segment EBITDA | 142 | 112 | 27% | 198 | 221 | (10)% | - News and Information Services' three-month Segment EBITDA increased by $30 million (27%) due to higher contribution from News UK ($44 million) driven by cost savings and a $22 million one-time benefit from a warranty settlement[218] Subscription Video Services Revenues & Segment EBITDA (Three and Six Months Ended December 31, 2019 vs 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | % Change | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | % Change | |:---|:---|:---|:---|:---|:---|:---|\ | Total Revenues | 501 | 562 | (11)% | 1,015 | 1,127 | (10)% | | Segment EBITDA | 70 | 84 | (17)% | 151 | 197 | (23)% | - Subscription Video Services' three-month revenue decreased by $61 million (11%) primarily due to lower broadcast subscribers, changes in subscriber package mix, and a $25 million negative impact from foreign currency fluctuations, partially offset by $18 million higher revenues from Kayo and Foxtel Now[233] Book Publishing Revenues & Segment EBITDA (Three and Six Months Ended December 31, 2019 vs 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | % Change | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | % Change | |:---|:---|:---|:---|:---|:---|:---|\ | Total Revenues | 442 | 496 | (11)% | 847 | 914 | (7)% | | Segment EBITDA | 63 | 88 | (28)% | 112 | 156 | (28)% | - Book Publishing's three-month revenue decreased by $54 million (11%) primarily due to lower sales of several key titles (e.g., Homebody, Girl, Wash Your Face) and a $2 million negative impact from foreign currency fluctuations, partially offset by strong sales of other titles[236] Digital Real Estate Services Revenues & Segment EBITDA (Three and Six Months Ended December 31, 2019 vs 2018) | Metric | For the three months ended December 31, 2019 ($M) | For the three months ended December 31, 2018 ($M) | % Change | For the six months ended December 31, 2019 ($M) | For the six months ended December 31, 2018 ($M) | % Change | |:---|:---|:---|:---|:---|:---|:---|\ | Total Revenues | 294 | 311 | (5)% | 566 | 604 | (6)% | | Segment EBITDA | 118 | 121 | (2)% | 200 | 226 | (12)% | - Digital Real Estate Services' six-month Segment EBITDA decreased by $26 million (12%), impacted by lower revenues at REA Group and a $16 million impact associated with the acquisition of and continued investment in Opcity[243] LIQUIDITY AND CAPITAL RESOURCES This section discusses News Corporation's liquidity and capital resources, including cash position, operating cash flow, and debt facilities - As of December 31, 2019, the Company's cash and cash equivalents were $1.27 billion, with $552 million held by foreign subsidiaries, of which $63 million is not readily accessible by the Company (REA Group)[245] Net Cash Provided by Operating Activities (Six Months Ended December 31, 2019 vs 2018) | Metric | 2019 ($M) | 2018 ($M) | |:---|:---|:---|\ | Net cash provided by operating activities | 192 | 358 | Free Cash Flow Available to News Corporation (Six Months Ended December 31, 2019 vs 2018) | Metric | 2019 ($M) | 2018 ($M) | |:---|:---|:---|\ | Net cash provided by operating activities | 192 | 358 | | Less: Capital expenditures | (237) | (264) | | Less: REA Group free cash flow | (86) | (105) | | Plus: Cash dividends received from REA Group | 35 | 37 | | Free cash flow available to News Corporation | (96) | 26 | - The Company has a $750 million unsecured revolving credit facility, undrawn as of December 31, 2019, and was in compliance with all debt covenants[262][263] ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK This section states that there have been no material changes to the company's assessment of its sensitivity to market risk since its previous annual report - There has been no material change in the Company's assessment of its sensitivity to market risk since its presentation in the 2019 Form 10-K[271] ITEM 4. CONTROLS AND PROCEDURES Management concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period, and there have been no material changes to internal control over financial reporting during the second quarter of fiscal 2020 - The Company's management, including the Chief Executive Officer and Chief Financial Officer, concluded that the disclosure controls and procedures were effective as of the end of the reporting period[272] - There has been no material change in the Company's internal control over financial reporting during the second quarter of fiscal 2020[273] PART II. OTHER INFORMATION This section provides other information, including legal proceedings, risk factors, equity sales, and exhibits ITEM 1. LEGAL PROCEEDINGS This section provides an update on legal proceedings, specifically the Valassis Communications, Inc. antitrust lawsuit against News America Marketing - In November 2019, Valassis Communications, Inc. and the NAM Group agreed to discontinue the unfair competition claim and counterclaim in their antitrust lawsuit[276] - The N.Y. District Court has set a trial date of June 1, 2020, for the remaining claims in the Valassis lawsuit[277] ITEM 1A. RISK FACTORS This section highlights that there have been no material changes to the risk factors previously described, except for an update regarding the reinstatement of FCC Broadcast Ownership Rules - No material changes to the risk factors described in the Company's 2019 Form 10-K, except for an update regarding certain FCC Rules and Regulations[278] - The reinstatement of the FCC's Broadcast Ownership Rules may restrict the Company from acquiring or owning certain types of assets in the U.S., potentially impeding FOX's business due to the Murdoch Family Trust's ownership interests in both companies[279][281] ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS This section confirms no unregistered sales of equity securities or use of proceeds were reported during the period - No unregistered sales of equity securities or use of proceeds were reported[282] ITEM 3. DEFAULTS UPON SENIOR SECURITIES This section confirms no defaults upon senior securities were reported during the period - This item is not applicable[282] ITEM 4. MINE SAFETY DISCLOSURES This section confirms no mine safety disclosures are applicable for the reporting period - This item is not applicable[282] ITEM 5. OTHER INFORMATION This section confirms no other information is required to be reported for the period - This item is not applicable[282] ITEM 6. EXHIBITS This section lists the exhibits filed with the Form 10-Q, including the News Corporation 2013 Long-Term Incentive Plan, the 2019 Credit Agreement, various syndicated facility agreements for Foxtel, and required certifications - Key exhibits include the News Corporation 2013 Long-Term Incentive Plan, the Credit Agreement dated December 12, 2019, and several Syndicated Facility Agreements related to Foxtel Group[284] SIGNATURE The report is duly signed on behalf of News Corporation by Susan Panuccio, Chief Financial Officer, on February 7, 2020 - The report was signed by Susan Panuccio, Chief Financial Officer of News Corporation, on February 7, 2020[289]