REA : Form 10-Q filed by News Corp with SEC

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

• TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

(Address of principal executive offices) (Zip Code)

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File

required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐

Non-accelerated filer ☐ (Do not check if a smaller reporting company) Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 3, 2017, 382,991,582 shares of Class A Common Stock and 199,630,240 shares of Class B Common Stock were outstanding.

Part I. Financial Information

Item 1. Financial Statements

Page

Consolidated Statements of Operations for the three months ended September 30, 2017 and 2016 (unaudited) 2

Consolidated Statements of Comprehensive Income for the three months ended September 30, 2017 and 2016 (unaudited) 3

Consolidated Balance Sheets as of September 30, 2017 (unaudited) and June 30, 2017 (audited) 4

Consolidated Statements of Cash Flows for the three months ended September 30, 2017 and 2016 (unaudited) 5

Notes to the Unaudited Consolidated Financial Statements 6

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 21

Item 3. Quantitative and Qualitative Disclosures About Market Risk 35

Item 4. Controls and Procedures 36

Part II. Other Information

Item 1. Legal Proceedings 37

Item 1A. Risk Factors 37

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 38

Item 3. Defaults Upon Senior Securities 38

Item 4. Mine Safety Disclosures 38

Item 5. Other Information 38

Item 6. Exhibits 39

Signature 40

(Unaudited; millions, except per share amounts)

Revenues:

For the three months ended September 30,

Notes 2017 2016

Advertising $ 670 $ 670

Circulation and subscription 651 621

Consumer 386 374

Real estate 203 172

Other 148 128

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(Unaudited; millions)

For the three months ended September 30,

2017 2016

Net income $ 87 $ -

Other comprehensive income:

Foreign currency translation adjustments 134 56

Unrealized holding losses on securities(a) Benefit plan adjustments(b)

Share of other comprehensive income from equity affiliates(c)

(13) (26)

(6) 11

1 2

Other comprehensive income 116 43

Comprehensive income 203 43

Less: Net income attributable to noncontrolling interests (19) (15) Less: Other comprehensive income attributable to noncontrolling interests (4) (2)

Comprehensive income attributable to News Corporation stockholders $ 180 $ 26

(a) Net of income tax benefit of $6 million and $10 million for the three months ended September 30, 2017 and 2016, respectively.

(c)

(b) Net of income tax (benefit) expense of ($2) million and $3 million for the three months ended September 30, 2017 and 2016, respectively. Net of income tax expense of nil and $1 million for the three months ended September 30, 2017 and 2016, respectively.

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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