10-Q 1 fox-20240331.htm 10-Q fox-20240331
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2024
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission File Number 001-38776
FOX CORPORATION
(Exact name of registrant as specified in its charter)
Delaware83-1825597
(State or other jurisdiction
of incorporation or organization)
(I.R.S. Employer
Identification No.)
1211 Avenue of the Americas
New York,New York10036
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code (212) 852-7000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolsName of each exchange
on which registered
Class A Common Stock, par value $0.01 per shareFOXAThe Nasdaq Global Select Market
Class B Common Stock, par value $0.01 per shareFOXThe Nasdaq Global Select Market
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 x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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 filerxAccelerated filero
Non-accelerated fileroSmaller reporting companyo
Emerging growth companyo
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. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No x
As of May 6, 2024, 231,150,132 shares of Class A Common Stock, par value $0.01 per share, and 235,581,025 shares of Class B Common Stock, par value $0.01 per share, were outstanding.


FOX CORPORATION
FORM 10-Q
TABLE OF CONTENTS
 Page
 
 
 
 
 
 
 
 
 
 
 
 





FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
 
For the three months ended March 31,
For the nine months ended March 31,
 2024202320242023
Revenues$3,447 $4,084 $10,888 $11,881 
Operating expenses(2,050)(2,727)(7,305)(7,911)
Selling, general and administrative(510)(528)(1,485)(1,526)
Depreciation and amortization(98)(106)(291)(308)
Restructuring, impairment and other corporate matters(15)(893)(24)(1,015)
Interest expense, net(55)(55)(169)(183)
Non-operating other, net242 174 39 293 
Income (loss) before income tax (expense) benefit961 (51)1,653 1,231 
Income tax (expense) benefit (257)1 (419)(347)
Net income (loss)704 (50)1,234 884 
Less: Net income attributable to noncontrolling interests(38)(4)(52)(20)
Net income (loss) attributable to Fox Corporation stockholders$666 $(54)$1,182 $864 
 
EARNINGS (LOSS) PER SHARE DATA
Weighted average shares:
Basic474 521 482 537 
Diluted475 521 484 539 
 
Net income (loss) attributable to Fox Corporation stockholders per share:
Basic$1.41 $(0.10)$2.45 $1.61 
Diluted$1.40 $(0.10)$2.44 $1.60 
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
1


FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(IN MILLIONS)
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
Net income (loss)$704 $(50)$1,234 $884 
Other comprehensive income, net of tax:
Benefit plan adjustments and other1 6 4 13 
Other comprehensive income, net of tax1 6 4 13 
Comprehensive income (loss)705 (44)1,238 897 
Less: Net income attributable to noncontrolling interests(a)
(38)(4)(52)(20)
Comprehensive income (loss) attributable to Fox Corporation stockholders$667 $(48)$1,186 $877 
(a)
Net income attributable to noncontrolling interests includes $(1) million and $(4) million for the three months ended March 31, 2024 and 2023, respectively, and $(5) million and $(14) million for the nine months ended March 31, 2024 and 2023, respectively, relating to redeemable noncontrolling interests.
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
2


FOX CORPORATION
CONSOLIDATED BALANCE SHEETS
(IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS)
As of
March 31,
2024
As of
June 30,
2023
(unaudited) (audited)
ASSETS
Current assets  
Cash and cash equivalents$3,791 $4,272 
Receivables, net2,481 2,177 
Inventories, net660 543 
Other246 265 
Total current assets7,178 7,257 
Non-current assets
Property, plant and equipment, net1,672 1,708 
Intangible assets, net3,048 3,084 
Goodwill3,544 3,559 
Deferred tax assets2,941 3,090 
Other non-current assets3,334 3,168 
Total assets$21,717 $21,866 
LIABILITIES AND EQUITY
Current liabilities
Borrowings$ $1,249 
Accounts payable, accrued expenses and other current liabilities2,217 2,514 
Total current liabilities2,217 3,763 
Non-current liabilities
Borrowings7,196 5,961 
Other liabilities1,379 1,484 
Redeemable noncontrolling interests260 213 
Commitments and contingencies
Equity
Class A Common Stock(a)
3 3 
Class B Common Stock(b)
2 2 
Additional paid-in capital7,768 8,253 
Retained earnings2,926 2,269 
Accumulated other comprehensive loss(145)(149)
Total Fox Corporation stockholders’ equity10,554 10,378 
Noncontrolling interests111 67 
Total equity10,665 10,445 
Total liabilities and equity$21,717 $21,866 
(a)
Class A Common Stock, $0.01 par value per share, 2,000,000,000 shares authorized, 232,561,357 shares and 262,899,364 shares issued and outstanding at par as of March 31, 2024 and June 30, 2023, respectively.
(b)
Class B Common Stock, $0.01 par value per share, 1,000,000,000 shares authorized, 235,581,025 shares and 235,581,025 shares issued and outstanding at par as of March 31, 2024 and June 30, 2023, respectively.
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
3


FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN MILLIONS)
For the nine months ended March 31,
20242023
OPERATING ACTIVITIES
Net income$1,234 $884 
Adjustments to reconcile net income to cash provided by operating activities
Depreciation and amortization291 308 
Amortization of cable distribution investments12 12 
Equity-based compensation69 55 
Restructuring, impairment and other corporate matters24 1,015 
Non-operating other, net(39)(293)
Deferred income taxes152 234 
Change in operating assets and liabilities, net of acquisitions and dispositions
Receivables and other assets(317)(692)
Inventories net of programming payable(220)222 
Accounts payable and accrued expenses(178)(200)
Other changes, net(87)(238)
Net cash provided by operating activities941 1,307 
INVESTING ACTIVITIES
Property, plant and equipment(233)(237)
Purchase of investments(99)(55)
Other investing activities, net8 (26)
Net cash used in investing activities(324)(318)
FINANCING ACTIVITIES
Repayment of borrowings(1,250) 
Borrowings1,232  
Repurchase of shares(750)(1,750)
Dividends paid and distributions(272)(291)
Sale of subsidiary noncontrolling interest 25 
Other financing activities, net(58)(27)
Net cash used in financing activities(1,098)(2,043)
Net decrease in cash and cash equivalents(481)(1,054)
Cash and cash equivalents, beginning of year4,272 5,200 
Cash and cash equivalents, end of period$3,791 $4,146 
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
4


FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF EQUITY
(IN MILLIONS)
 Class A Class BAdditional Paid-in Capital Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total Fox
Corporation
Stockholders’
Equity
Noncontrolling
Interests(a)
Total
Equity
Common Stock Common Stock
Shares Amount Shares Amount
Balance, December 31, 2023241 $3 235 $2 $7,879 $2,514 $(146)$10,252 $73 $10,325 
Net income— — — — — 666 — 666 39 705 
Other comprehensive income— — — — — — 1 1 — 1 
Dividends— — — — — (123)— (123)— (123)
Shares repurchased(8)— — — (139)(114)— (253)— (253)
Other— — — — 28 (17)— 11 (1)10 
Balance, March 31, 2024233 $3 235 $2 $7,768 $2,926 $(145)$10,554 $111 $10,665 
Balance, December 31, 2022298 $3 238 $2 $8,836 $2,985 $(219)$11,607 $69 $11,676 
Net (loss) income— — — — — (54)— (54)8 (46)
Other comprehensive income— — — — — — 6 6 — 6 
Dividends — — — — — (128)— (128)— (128)
Shares repurchased(27)— (3)— (502)(761)— (1,263)— (1,263)
Other(1)— 1 — 27 (10)— 17 (7)10 
Balance, March 31, 2023270 $3 236 $2 $8,361 $2,032 $(213)$10,185 $70 $10,255 
Balance, June 30, 2023263 $3 235 $2 $8,253 $2,269 $(149)$10,378 $67 $10,445 
Net income— — — — — 1,182 — 1,182 57 1,239 
Other comprehensive income— — — — — — 4 4 — 4 
Dividends— — — — — (250)— (250)— (250)
Shares repurchased(32)— — — (536)(222)— (758)— (758)
Other2 — — — 51 (53)— (2)(13)(15)
Balance, March 31, 2024233 $3 235 $2 $7,768 $2,926 $(145)$10,554 $111 $10,665 
Balance, June 30, 2022308 $3 243 $3 $9,098 $2,461 $(226)$11,339 $36 $11,375 
Net income— — — — — 864 — 864 34 898 
Other comprehensive income — — — — — — 13 13 — 13 
Dividends— — — — — (265)— (265)— (265)
Shares repurchased(38)— (8)— (763)(1,000)— (1,763)— (1,763)
Other— — 1 (1)26 (28)— (3)— (3)
Balance, March 31, 2023270 $3 236 $2 $8,361 $2,032 $(213)$10,185 $70 $10,255 
(a)
Excludes Redeemable noncontrolling interests which are reflected in temporary equity (See Note 4—Fair Value under the heading “Redeemable Noncontrolling Interests”).
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
5



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
Fox Corporation (“FOX” or the “Company”) is a news, sports and entertainment company, which manages and reports its businesses in the following segments: Cable Network Programming, Television and Other, Corporate and Eliminations.
The accompanying Unaudited Consolidated Financial Statements of FOX have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these Unaudited Consolidated Financial Statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2024.
The preparation of the Company’s Unaudited Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the Unaudited Consolidated Financial Statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates.
These interim Unaudited Consolidated Financial Statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023 as filed with the Securities and Exchange Commission on August 11, 2023 (the “2023 Form 10-K”).
All significant intercompany transactions and accounts within the Company’s consolidated businesses have been eliminated. Investments in and advances to entities or joint ventures in which the Company has significant influence, but less than a controlling financial interest, are accounted for using the equity method. Significant influence generally exists when the Company owns an interest between 20% and 50%. Equity securities in which the Company has no significant influence (generally less than a 20% ownership interest) with readily determinable fair values are accounted for at fair value based on quoted market prices. Equity securities without readily determinable fair values are accounted for either at fair value or using the measurement alternative method which is at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. All gains and losses on investments in equity securities are recognized in the Unaudited Consolidated Statements of Operations.
The Company’s fiscal year ends on June 30 (“fiscal”) of each year. Certain fiscal 2023 amounts have been reclassified to conform to the fiscal 2024 presentation.
The unaudited and audited consolidated financial statements are referred to as the “Financial Statements” herein. The unaudited consolidated statements of operations are referred to as the “Statements of Operations” herein. The unaudited and audited consolidated balance sheets are referred to as the “Balance Sheets” herein.
NOTE 2. ACQUISITIONS, DISPOSALS AND OTHER TRANSACTIONS
The Company’s acquisitions support the Company’s strategy to strengthen its core brands, grow its digital businesses and selectively enhance production capabilities for its digital and linear platforms. During the nine months ended March 31, 2024 and 2023, the Company made no acquisitions.
On January 12, 2024, the United Football League (the “UFL”) was launched as a professional spring football league that combines the legacy operations of the United States Football League (the “USFL”), a majority-owned consolidated subsidiary of FOX, and XFL, a third-party company. In connection with the launch of the UFL, the Company deconsolidated the operations of USFL and contributed the USFL net assets to the UFL. As consideration for the net assets contributed, the Company received an ownership interest in the UFL which was initially recorded at fair value. The equity method investment is included in Other non-current assets
6



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
in the Balance Sheets. As a result of this transaction, the Company recorded a gain of approximately $170 million in Non-operating other, net in the Statements of Operations for the three and nine months ended March 31, 2024 (See Note 11—Additional Financial Information under the heading “Non-Operating Other, net”). The Company owns approximately 42% of the UFL.
On February 6, 2024, FOX announced that it would enter into a joint venture with ESPN, a subsidiary of The Walt Disney Company, and Warner Bros. Discovery to form a digital distribution platform focused on sports. Each company is expected to own one-third of the joint venture, have equal board representation and license their sports networks to the joint venture on a non-exclusive basis. The subscription-based streaming service is expected to launch in the fall of 2024.
NOTE 3. INVENTORIES, NET
The Company’s inventories were comprised of the following:
As of
March 31,
2024
As of
June 30,
2023
(in millions)
Licensed programming, including prepaid sports rights$867 $720 
Owned programming485 465 
Total inventories, net1,352 1,185 
Less: current portion of inventories, net(660)(543)
Total non-current inventories, net$692 $642 
Owned programming
Released$226 $256 
In-process or other259 209 
Total$485 $465 
The following table presents the aggregate amortization expense related to Inventories, net included in Operating expenses in the Statements of Operations:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Total amortization expense$1,134 $1,781 $4,596 $5,201 
The Company evaluates the recoverability of unamortized programming and production costs, included within Inventories, net in the Balance Sheets, using expected future cash flows. The Company has determined that its unamortized production costs related to certain television series are not recoverable and therefore recognized a write-down at the Television segment of approximately $30 million and $10 million which was recorded in Operating expenses in the Statements of Operations for the three and nine months ended March 31, 2024 and 2023, respectively.
NOTE 4. FAIR VALUE
Fair value measurements are required to be disclosed using a three-tiered fair value hierarchy which distinguishes market participant assumptions into the following categories: (i) inputs that are quoted prices in active markets (“Level 1”); (ii) inputs other than quoted prices included within Level 1 that are observable, including quoted prices for similar assets or liabilities (“Level 2”); and (iii) inputs that require the entity to use its own assumptions about market participant assumptions (“Level 3”).
7



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
The following tables present information about financial assets and redeemable noncontrolling interests carried at fair value on a recurring basis:
Fair value measurements
As of March 31, 2024
Total Level 1Level 2Level 3
(in millions)
Investments in equity securities$868 $868 
(a)
$ $ 
Redeemable noncontrolling interests(260)  (260)
(b)
Total$608 $868 $ $(260)
Fair value measurements
As of June 30, 2023
Total Level 1 Level 2Level 3
(in millions)
Investments in equity securities$884 $884 
(a)
$ $ 
Redeemable noncontrolling interests(213)  (213)
(b)
Total$671 $884 $ $(213)
(a)
The investments categorized as Level 1 primarily represent an investment in equity securities of Flutter Entertainment plc (“Flutter”) with a readily determinable fair value.
(b)
The Company utilizes both the market and income approach valuation techniques for its Level 3 fair value measures. Inputs to such measures could include observable market data obtained from independent sources such as broker quotes and recent market transactions for similar assets. It is the Company’s policy to maximize the use of observable inputs in the measurement of its Level 3 fair value measurements. To the extent observable inputs are not available, the Company utilizes unobservable inputs based upon the assumptions market participants would use in valuing the redeemable noncontrolling interests. Examples of utilized unobservable inputs are future cash flows and long-term growth rates.
Redeemable Noncontrolling Interests
The redeemable noncontrolling interests recorded are put rights held by minority shareholders in Credible Labs Inc. (“Credible”) and an entertainment production company.
The changes in redeemable noncontrolling interests classified as Level 3 measurements were as follows:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Beginning of period$(243)$(196)$(213)$(188)
Net loss1 4 5 14 
Accretion and other
(18)(8)(52)(26)
End of period$(260)$(200)$(260)$(200)
The put right held by the Credible minority shareholder will become exercisable in fiscal 2025. The put right held by the entertainment production company’s minority shareholder will become exercisable in fiscal 2027.
8



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Financial Instruments
The carrying value of the Company’s financial instruments exclusive of borrowings, such as cash and cash equivalents, receivables, payables and investments accounted for using the measurement alternative method, approximates fair value.
As of
March 31,
2024
As of
June 30,
2023
(in millions)
Borrowings
Fair value$7,057 $6,895 
Carrying value$7,196 $7,210 
Fair value is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market (a Level 1 measurement).
Concentrations of Credit Risk
Cash and cash equivalents are maintained with several financial institutions. The Company has deposits held with banks that exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions of reputable credit and, therefore, bear minimal credit risk.
Generally, the Company does not require collateral to secure receivables. As of March 31, 2024, the Company had no individual customers that accounted for 10% or more of the Company’s receivables. As of June 30, 2023, the Company had one customer that accounted for approximately 11% of the Company’s receivables.
NOTE 5. BORROWINGS
Borrowings include senior notes (See Note 9—Borrowings in the 2023 Form 10-K under the heading “Public Debt – Senior Notes Issued”). In October 2023, the Company issued $1.25 billion of 6.500% senior notes due 2033. In addition, the Company is party to a credit agreement providing a $1.0 billion unsecured revolving credit facility with a sub-limit of $150 million available for the issuance of letters of credit and a maturity date of June 2028 (See Note 9—Borrowings in the 2023 Form 10-K under the heading “Revolving Credit Agreement”). As of March 31, 2024, there were no borrowings outstanding under the revolving credit agreement. In January 2024, $1.25 billion of 4.030% senior notes matured and were repaid in full.
NOTE 6. STOCKHOLDERS’ EQUITY
Stock Repurchase Program
The Company’s Board of Directors has authorized a stock repurchase program under which the Company can repurchase $7 billion of Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), and Class B Common Stock, par value $0.01 per share (the “Class B Common Stock”). The program has no time limit and may be modified, suspended or discontinued at any time.
In connection with the stock repurchase program, the Company entered into an accelerated share repurchase (“ASR”) agreement in February 2023, under which the Company paid a third-party financial institution $1 billion and received an initial delivery of approximately 22.5 million shares of Class A Common Stock, representing 80% of the shares expected to be repurchased under the ASR agreement, at a price of $35.54 per share, which was the Nasdaq Global Select Market (“Nasdaq”) closing share price of the Class A Common Stock on February 8, 2023. Upon settlement of the ASR agreement in August 2023, the Company received a final delivery of approximately 7.8 million shares of Class A Common Stock. The final number of shares purchased under the ASR agreement was determined using a price of $33.03 per share (the volume-
9



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
weighted average market price of the Class A Common Stock on Nasdaq during the term of the ASR agreement less a discount). The Company accounted for the ASR agreement as two separate transactions. The initial delivery of Class A Common Stock was accounted for as a treasury stock transaction recorded on the acquisition date. The final settlement of Class A Common Stock was accounted for as a forward contract indexed to the Class A Common Stock and qualified as an equity transaction.
In total, the Company repurchased approximately 32 million shares of Class A Common Stock for approximately $750 million during the nine months ended March 31, 2024.
Repurchased shares are retired and reduce the number of shares issued and outstanding. The Company allocates the amount of the repurchase price over par value between additional paid-in capital and retained earnings.
As of March 31, 2024, the Company’s remaining stock repurchase authorization was approximately $1.65 billion. Subsequent to March 31, 2024, the Company repurchased approximately 1.6 million shares of Class A Common Stock for approximately $50 million.
Dividends
The following table summarizes the dividends declared per share on both the Company’s Class A Common Stock and Class B Common Stock:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
Cash dividend per share$0.26 $0.25 $0.52 $0.50 
The Company declared a semi-annual dividend of $0.26 per share on both the Class A Common Stock and the Class B Common Stock during the three months ended March 31, 2024, which was paid on March 26, 2024 to stockholders of record on March 6, 2024.
NOTE 7. EQUITY-BASED COMPENSATION
The Company has equity-based compensation plans, including the Fox Corporation 2019 Shareholder Alignment Plan (See Note 12—Equity-Based Compensation in the 2023 Form 10-K).
The following table summarizes the Company’s equity-based compensation:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Equity-based compensation$21 $23 $69 $55 
Intrinsic value of all settled equity-based awards$2 $1 $74 $77 
Tax benefit on settled equity-based awards$ $1 $11 $14 
The Company’s equity-based awards are settled in Class A Common Stock. As of March 31, 2024, the Company’s total estimated compensation cost, not yet recognized, related to non-vested equity awards held by the Company’s employees was approximately $100 million and is expected to be recognized over a weighted average period between one and two years.
As of March 31, 2024 and 2023, the Company had approximately 5 million stock options outstanding. The computation of diluted earnings per share did not include stock options outstanding during each period
10



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
presented if their inclusion would have been antidilutive, and, for those shares that are contingently issuable, all necessary conditions have not been satisfied for the periods presented.
Awards Vested and Granted
Restricted Stock Units
During the nine months ended March 31, 2024 and 2023, approximately 1.9 million and 1.5 million restricted stock units (“RSUs”) vested, respectively, and approximately 2.0 million RSUs were granted in each period. These RSUs generally vest in equal annual installments over a three-year period subject to participants’ continued employment with the Company.
Performance-Based Stock Options
During the nine months ended March 31, 2024 and 2023, the Company granted approximately 4 million performance-based stock options, in each period, which will vest in full at the end of a three-year performance period if the market condition is met, and have a term of seven years thereafter.
NOTE 8. COMMITMENTS AND CONTINGENCIES
Commitments
The Company has commitments under certain firm contractual arrangements (“firm commitments”) to make future payments. These firm commitments secure the future rights to various assets and services to be used in the normal course of operations. The total firm commitments and future debt payments as of March 31, 2024 and June 30, 2023, remained consistent at approximately $39 billion.
Contingencies
The Company establishes an accrued liability for legal claims and indemnification claims when the Company determines that a loss is both probable and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted from time to time, as appropriate, in light of additional information. The amount of any loss ultimately incurred in relation to matters for which an accrual has been established may be higher or lower than the amounts accrued for such matters. Any fees, expenses, fines, penalties, judgments or settlements which might be incurred by the Company in connection with the various proceedings could affect the Company’s results of operations and financial condition. For the contingencies disclosed below for which there is at least a reasonable possibility that a loss may be incurred, other than the accrual provided, the Company was unable to estimate the amount of loss or range of loss.
FOX News
The Company’s FOX News business and certain of its current and former employees have been subject to allegations of sexual harassment and discrimination on the basis of sex and race. The Company has resolved many of these claims and is contesting other claims in litigation. The Company has also received regulatory and investigative inquiries relating to these matters. To date, none of the amounts paid in settlements or reserved for pending or future claims is material, individually or in the aggregate, to the Company. The amount of additional liability, if any, that may result from these or related matters cannot be estimated at this time. However, the Company does not currently anticipate that the ultimate resolution of any such pending matters will have a material adverse effect on its business, financial condition, results of operations or cash flows.
U.K. Newspaper Matters Indemnity
In connection with the separation of Twenty-First Century Fox, Inc. (“21CF”) and News Corporation in June 2013 (the “21CF News Corporation Separation”), 21CF agreed to indemnify News Corporation, on an after-tax basis, for payments made after the 21CF News Corporation Separation arising out of civil claims and investigations relating to phone hacking, illegal data access and inappropriate payments to public officials that occurred at subsidiaries of News Corporation before the 21CF News Corporation Separation, as well as legal and professional fees and expenses paid in connection with the related criminal matters, other than fees,
11



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
expenses and costs relating to employees who are not (i) directors, officers or certain designated employees or (ii) with respect to civil matters, co-defendants with News Corporation (the “U.K. Newspaper Matters Indemnity”). In accordance with the Separation Agreement (as defined in Note 1—Description of Business and Basis of Presentation in the 2023 Form 10-K under the heading “The Transaction”), the Company assumed certain costs and liabilities related to the U.K. Newspaper Matters Indemnity. The liability recorded in the Balance Sheets related to the indemnity was approximately $115 million as of June 30, 2023 and approximately $70 million as of March 31, 2024.
Defamation and Disparagement Claims
From time to time, the Company and its news businesses, including FOX News Media and the FOX Television Stations, and their employees are subject to lawsuits alleging defamation or disparagement. These include lawsuits filed by Smartmatic USA Corp. and certain of its affiliates (collectively, “Smartmatic”) in February 2021 seeking $2.7 billion in damages and Dominion Voting Systems, Inc. and certain of its affiliates (collectively, “Dominion”) in March 2021 seeking $1.6 billion in damages. On March 31, 2023, the court in the Dominion case issued its rulings on summary judgment motions that were unfavorable to the Company. Following these rulings, on April 18, 2023, the Company and its subsidiary, Fox News Network, LLC, entered into a Release and Settlement Agreement with Dominion pursuant to which the parties agreed to resolve the lawsuits among them. The Company paid an aggregate of approximately $800 million to settle this and a related lawsuit in April 2023.
The Company continues to believe the Smartmatic and other pending lawsuits alleging defamation or disparagement are without merit and intends to defend against them vigorously, including through any appeals. Discovery in the Smartmatic case, including depositions and expert discovery, remains ongoing, and summary judgment and other key motions will follow. At this time, a trial in the Smartmatic lawsuit is not expected to commence until 2025. The Company is unable to predict the final outcome of these matters and has determined that a loss in the Smartmatic case is neither probable nor reasonably estimable. There can be no assurance that the ultimate resolution of these pending matters will not have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
On April 11, 2023 and April 20, 2023, stockholders of the Company filed derivative lawsuits in the Delaware Court of Chancery against certain directors of the Company under the captions Schwarz v. Murdoch et al., C.A. No. 2023-0418 (Del. Ch.) and Greenberg et al. v. Murdoch et al., C.A. No. 2023-0440 (Del. Ch.). The Delaware Court of Chancery consolidated the lawsuits into one matter captioned In re Fox Corporation Deriv. Litig., C.A. No. 2023-0418 (Del.Ch.). Two additional derivative lawsuits were subsequently filed by the Company’s stockholders in the same court on September 12, 2023 against certain directors and officers of the Company and are part of the consolidated lawsuit. Each of the lawsuits names the Company as a nominal defendant. The complaints allege that certain directors and officers, as applicable, breached their fiduciary duties by allowing the Company’s news channel to air allegations regarding election fraud in connection with the 2020 U.S. Presidential election, which resulted in significant defamation litigation. The plaintiffs seek orders awarding damages in favor of the Company; directing the Company to reform and improve its policies and procedures; and awarding the plaintiffs attorneys' fees and costs. The Company intends to vigorously contest the lawsuit.
Actions and Claims Arising from Alleged Misuse of Personal Information
Tubi, Inc., a wholly owned subsidiary of the Company (“Tubi”), is from time to time a party to actions and arbitration claims arising from its alleged misuse of personal information. In June 2023, a putative class action lawsuit titled Campos v. Tubi was filed with the United States District Court for the Northern District of Illinois, Eastern Division, alleging that Tubi shared viewer information with third parties in violation of the privacy protection provisions of the federal Video Privacy Protection Act. In February 2024, the District Court denied Tubi’s motion to compel arbitration and motion to dismiss, and Tubi is appealing those rulings to the United States Court of Appeals for the Seventh Circuit. Tubi and the Company intend to vigorously defend against the lawsuit. The Company is unable to predict the final outcome of this matter and has determined that a loss in the case is neither probable nor reasonably estimable. There can be no assurance that the ultimate resolution of
12



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
this pending matter will not have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
Other
The Company’s operations are subject to tax primarily in various domestic jurisdictions and as a matter of course, the Company is regularly audited by federal and state tax authorities. The Company believes it has appropriately accrued for the expected outcome of all pending tax matters and does not currently anticipate that the ultimate resolution of pending tax matters will have a material adverse effect on its consolidated financial condition, future results of operations or liquidity. Each member of the 21CF consolidated group, which includes 21CF, the Company (prior to the Transaction (as defined in Note 1—Description of Business and Basis of Presentation in the 2023 Form 10-K under the heading “The Transaction”)) and 21CF’s other subsidiaries, is jointly and severally liable for the U.S. federal income and, in certain jurisdictions, state tax liabilities of each other member of the consolidated group. Consequently, the Company could be liable in the event any such liability is incurred, and not discharged, by any other member of the 21CF consolidated group. The tax matters agreement entered into in connection with the Separation (as defined in Note 1—Description of Business and Basis of Presentation in the 2023 Form 10-K under the heading “The Transaction”) requires 21CF and/or The Walt Disney Company to indemnify the Company for any such liability. Disputes or assessments could arise during future audits by the Internal Revenue Service in amounts that the Company cannot quantify.
NOTE 9. PENSION AND OTHER POSTRETIREMENT BENEFITS
The Company participates in and/or sponsors various pension, savings and postretirement benefit plans. Pension plans and postretirement benefit plans are closed to new participants with the exception of a small group covered by collective bargaining agreements. The net periodic benefit cost was $13 million and $16 million for the three months ended March 31, 2024 and 2023, respectively, and $40 million and $48 million for the nine months ended March 31, 2024 and 2023, respectively.
NOTE 10. SEGMENT INFORMATION
The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments:
Cable Network Programming, which produces and licenses news and sports content distributed through traditional cable television systems, direct broadcast satellite operators and telecommunication companies, virtual multi-channel video programming distributors and other digital platforms, primarily in the U.S.
Television, which produces, acquires, markets and distributes programming through the FOX broadcast network, advertising supported video-on-demand service Tubi, 29 full power broadcast television stations, including 11 duopolies, and other digital platforms, primarily in the U.S. Eighteen of the broadcast television stations are affiliated with the FOX Network, 10 are affiliated with MyNetworkTV and one is an independent station. The segment also includes various production companies that produce content for the Company and third parties.
Other, Corporate and Eliminations, which principally consists of the FOX Studio Lot, Credible, corporate overhead costs and intracompany eliminations. The FOX Studio Lot, located in Los Angeles, California, provides television and film production services along with office space, studio operation services and includes all operations of the facility. Credible is a U.S. consumer finance marketplace.
The Company’s operating segments have been determined in accordance with the Company’s internal management structure, which is organized based on operating activities. The Company evaluates performance based upon several factors, of which the primary financial measure is segment operating income before depreciation and amortization, or Segment EBITDA. Due to the integrated nature of these operating segments, estimates and judgments are made in allocating certain assets, revenues and expenses.
13



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Segment EBITDA is defined as Revenues less Operating expenses and Selling, general and administrative expenses. Segment EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, Restructuring, impairment and other corporate matters, Interest expense, net, Non-operating other, net and Income tax expense. 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 to the Company’s businesses.
The following tables set forth the Company’s Revenues and Segment EBITDA for the three and nine months ended March 31, 2024 and 2023:
 
For the three months ended March 31,
For the nine months ended March 31,
 2024202320242023
 (in millions)
Revenues  
Cable Network Programming$1,472 $1,570 $4,517 $4,633 
Television1,938 2,475 6,260 7,123 
Other, Corporate and Eliminations37 39 111 125 
Total revenues$3,447 $4,084 $10,888 $11,881 
Segment EBITDA
Cable Network Programming$819 $792 $1,990 $1,887 
Television145 117 358 782 
Other, Corporate and Eliminations(73)(76)(238)(213)
Amortization of cable distribution investments(4)(4)(12)(12)
Depreciation and amortization(98)(106)(291)(308)
Restructuring, impairment and other corporate matters(15)(893)(24)(1,015)
Interest expense, net(55)(55)(169)(183)
Non-operating other, net242 174 39 293 
Income (loss) before income tax (expense) benefit961 (51)1,653 1,231 
Income tax (expense) benefit(257)1 (419)(347)
Net income (loss)704 (50)1,234 884 
Less: Net income attributable to noncontrolling interests(38)(4)(52)(20)
Net income (loss) attributable to Fox Corporation stockholders$666 $(54)$1,182 $864 
14



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Revenues by Segment by Component
 
For the three months ended March 31,
For the nine months ended March 31,
 2024202320242023
 (in millions)
Cable Network Programming  
Affiliate fee$1,104 $1,093 $3,140 $3,148 
Advertising296 316 934 1,083 
Other72 161 443 402 
Total Cable Network Programming revenues1,472 1,570 4,517 4,633 
Television
Advertising939 1,559 3,503 4,516 
Affiliate fee834 764 2,325 2,132 
Other165 152 432 475 
Total Television revenues1,938 2,475 6,260 7,123 
Other, Corporate and Eliminations37 39 111 125 
Total revenues$3,447 $4,084 $10,888 $11,881 
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Depreciation and amortization
Cable Network Programming$20 $18 $57 $52 
Television29 38 86 97 
Other, Corporate and Eliminations49 50 148 159 
Total depreciation and amortization$98 $106 $291 $308 
As of
March 31,
2024
As of
June 30,
2023
(in millions)
Assets
Cable Network Programming$2,778 $2,658 
Television8,111 7,803 
Other, Corporate and Eliminations9,578 10,371 
Investments1,250 1,034 
Total assets$21,717 $21,866 
15



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 11. ADDITIONAL FINANCIAL INFORMATION
Restructuring, Impairment and Other Corporate Matters
The following table sets forth the components of Restructuring, impairment and other corporate matters included in the Statements of Operations:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Restructuring charges$ $(1)$ $(12)
Other corporate matters
U.K. Newspaper Matters Indemnity(a)
(3)(24)(15)(106)
Legal settlement costs(b)
 (850)(4)(850)
Other(12)(18)(5)(47)
Total restructuring, impairment and other corporate matters$(15)$(893)$(24)$(1,015)
(a)
See Note 8—Commitments and Contingencies under the heading “U.K. Newspaper Matters Indemnity.” The decrease for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, was attributable to an increase in the number of civil claims submitted in fiscal 2023 in advance of the September 30, 2022 cutoff date set by the judge for this phase of the litigation.
(b)
See Note 8—Commitments and Contingencies under the heading “Defamation and Disparagement Claims.”
Interest Expense, net
The following table sets forth the components of Interest expense, net included in the Statements of Operations:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Interest expense$(99)$(86)$(309)$(262)
Interest income44 31 140 79 
Total interest expense, net$(55)$(55)$(169)$(183)
16



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Non-Operating Other, net
The following table sets forth the components of Non-operating other, net included in the Statements of Operations:
For the three months ended March 31,
For the nine months ended March 31,
2024202320242023
(in millions)
Gain on sale of assets(a)
$167 $ $167 $ 
Net gains (losses) on investments in equity securities(b)
81 183 (110)320 
Other(6)(9)(18)(27)
Total non-operating other, net$242 $174 $39 $293 
(a)
See Note 2—Acquisitions, Disposals and Other Transactions.
(b)
Net gains (losses) on investments in equity securities includes the gains (losses) related to the change in fair value of the Company’s investment in Flutter (See Note 4—Fair Value), equity earnings (losses) of affiliates, and, for the nine months ended March 31, 2024, the losses related to the Company’s investment in a live streaming mobile platform. As a result of an additional round of financing at a lower valuation, a write-down was recognized for this investment which is accounted for using the measurement alternative method.
Other Non-Current Assets
The following table sets forth the components of Other non-current assets included in the Balance Sheets:
 
As of
March 31,
2024
As of
June 30,
2023
 (in millions)
Investments(a)
$1,250 $1,034 
Operating lease assets895 947 
Inventories, net692 642 
Grantor Trust247 276 
Other250 269 
Total other non-current assets$3,334 $3,168 
(a)
Includes investments accounted for at fair value on a recurring basis of $868 million and $884 million as of March 31, 2024 and June 30, 2023, respectively (See Note 4—Fair Value).
17



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Accounts Payable, Accrued Expenses and Other Current Liabilities
The following table sets forth the components of Accounts payable, accrued expenses and other current liabilities included in the Balance Sheets:
As of
March 31,
2024
As of
June 30,
2023
(in millions)
Accrued expenses$873 $1,028 
Programming payable754 785 
Deferred revenue168 160 
Operating lease liabilities73 72 
Other current liabilities349 469 
Total accounts payable, accrued expenses and other current liabilities$2,217 $2,514 
Other Liabilities
The following table sets forth the components of Other liabilities included in the Balance Sheets:
As of
March 31,
2024
As of
June 30,
2023
(in millions)
Non-current operating lease liabilities$870 $925 
Accrued non-current pension/postretirement liabilities287 361 
Other non-current liabilities222 198 
Total other liabilities$1,379 $1,484 
Future Performance Obligations
As of March 31, 2024, approximately $5.2 billion of revenues are expected to be recognized primarily over the next one to three years. The Company’s most significant remaining performance obligations relate to affiliate contracts, sports advertising contracts and content licensing contracts with fixed fees. The amount disclosed does not include (i) revenues related to performance obligations that are part of a contract whose original expected duration is one year or less, (ii) revenues that are in the form of sales- or usage-based royalties and (iii) revenues related to performance obligations for which the Company elects to recognize revenue in the amount it has a right to invoice.
Supplemental Information
For the nine months ended March 31,
 20242023
 (in millions)
Supplemental cash flows information
Cash paid for interest$(338)$(324)
Cash paid for income taxes$(148)$(239)

18


ITEM 2.        MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Readers should carefully review this document and the other documents filed by Fox Corporation (“FOX” or the “Company”) with the Securities and Exchange Commission (the “SEC”). This section should be read together with the unaudited interim consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and the Annual Report on Form 10-K for the fiscal year ended June 30, (“fiscal”) 2023 as filed with the SEC on August 11, 2023 (the “2023 Form 10-K”). The unaudited consolidated financial statements are referred to as the “Financial Statements” herein.
INTRODUCTION
Management’s discussion and analysis of financial condition and results of operations is intended to help provide an understanding of the Company’s financial condition, changes in financial condition and results of operations. This discussion is organized as follows:
Overview of the Company’s Business—This section provides a general description of the Company’s businesses, as well as developments that occurred during the three and nine months ended March 31, 2024 and 2023 that the Company believes are important in understanding its results of operations and financial condition or to disclose known trends.
Results of Operations—This section provides an analysis of the Company’s results of operations for the three and nine months ended March 31, 2024 and 2023. This analysis is presented on both a consolidated and a segment basis. In addition, a brief description is provided of significant transactions and events that impact the comparability of the results being analyzed.
Liquidity and Capital Resources—This section provides an analysis of the Company’s cash flows for the nine months ended March 31, 2024 and 2023, as well as a discussion of the Company’s outstanding debt and commitments, both firm and contingent, that existed as of March 31, 2024. Included in the discussion of outstanding debt is a discussion of the amount of financial capacity available to fund the Company’s future commitments and obligations, as well as a discussion of other financing arrangements.
Caution Concerning Forward-Looking Statements—This section provides a description of the use of forward-looking information appearing in this Quarterly Report on Form 10-Q, including in Management’s Discussion and Analysis of Financial Condition and Results of Operations. Such information is based on management’s current expectations about future events which are subject to change and to inherent risks and uncertainties. For a discussion of the risk factors applicable to the Company, refer to (i) Part I., Item 1A. “Risk Factors” in the 2023 Form 10-K and (ii) Part II., Item 1A. “Risk Factors” in the Company’s Quarterly Reports on Form 10-Q for the fiscal quarter ended September 30, 2023, as filed with the SEC on November 2, 2023 (the “Q1 2024 Form 10-Q”), and the fiscal quarter ended December 31, 2023, as filed with the SEC on February 7, 2024 (the “Q2 2024 Form 10-Q”).
OVERVIEW OF THE COMPANY’S BUSINESS
The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments:
Cable Network Programming, which produces and licenses news and sports content distributed through traditional cable television systems, direct broadcast satellite operators and telecommunication companies (“traditional MVPDs”), virtual multi-channel video programming distributors (“virtual MVPDs”) and other digital platforms, primarily in the U.S.
Television, which produces, acquires, markets and distributes programming through the FOX broadcast network, advertising-supported video-on-demand (“AVOD”) service Tubi, 29 full power broadcast television stations, including 11 duopolies, and other digital platforms, primarily in the U.S. Eighteen of the broadcast television stations are affiliated with the FOX Network, 10 are affiliated with MyNetworkTV and one is an independent station. The segment also includes various production companies that produce content for the Company and third parties.
19


Other, Corporate and Eliminations, which principally consists of the FOX Studio Lot, Credible Labs Inc. (“Credible”), corporate overhead costs and intracompany eliminations. The FOX Studio Lot, located in Los Angeles, California, provides television and film production services along with office space, studio operation services and includes all operations of the facility. Credible is a U.S. consumer finance marketplace.
We use the term "MVPDs" to refer collectively to traditional MVPDs and virtual MVPDs.
RESULTS OF OPERATIONS
Results of Operations—For the three and nine months ended March 31, 2024 versus the three and nine months ended March 31, 2023.
The following table sets forth the Company’s operating results for the three and nine months ended March 31, 2024, as compared to the three and nine months ended March 31, 2023:
 
For the three months ended March 31,
For the nine months ended March 31,
 20242023Change% Change20242023Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Revenues
Affiliate fee$1,938 $1,857 $81 %$5,465 $5,280 $185 %
Advertising1,235 1,875 (640)(34)%4,437 5,598 (1,161)(21)%
Other274 352 (78)(22)%986 1,003 (17)(2)%
Total revenues3,447 4,084 (637)(16)%10,888 11,881 (993)(8)%
Operating expenses(2,050)(2,727)677 25 %(7,305)(7,911)606 %
Selling, general and administrative(510)(528)18 %(1,485)(1,526)41 %
Depreciation and amortization(98)(106)%(291)(308)17 %
Restructuring, impairment and other corporate matters(15)(893)878 98 %(24)(1,015)991 98 %
Interest expense, net(55)(55)— — %(169)(183)14 %
Non-operating other, net242 174 68 39 %39 293 (254)(87)%
Income (loss) before income tax (expense) benefit 961 (51)1,012 **1,653 1,231 422 34 %
Income tax (expense) benefit(257)(258)**(419)(347)(72)(21)%
Net income (loss)704 (50)754 **1,234 884 350 40 %
Less: Net income attributable to noncontrolling interests(38)(4)(34)**(52)(20)(32)**
Net income (loss) attributable to Fox Corporation stockholders$666 $(54)$720 **$1,182 $864 $318 37 %
**not meaningful
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Overview
For the three months ended March 31, 2024 and 2023
The Company’s revenues decreased $637 million or 16% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and other revenues, partially offset by higher affiliate fee revenue. The increase of $81 million or 4% in affiliate fee revenue was primarily due to the approximately $230 million impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network, partially offset by the approximately $140 million impact of a lower average number of subscribers across almost all networks. The decrease of $640 million or 34% in advertising revenue was primarily due to the absence of the February 2023 broadcast of Super Bowl LVII and fewer National Football League (“NFL”) games. The decrease of $78 million or 22% in other revenues was primarily due to the timing of college sports sublicensing revenue.
Operating expenses decreased $677 million or 25% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to the impact of the absence of the February 2023 broadcast of Super Bowl LVII, fewer NFL games and the timing of sports programming rights amortization at the national sports networks.
Selling, general and administrative expenses decreased $18 million or 3% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to lower legal costs at FOX News Media.
For the nine months ended March 31, 2024 and 2023
The Company’s revenues decreased $993 million or 8% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and other revenues, partially offset by higher affiliate fee revenue. The increase of $185 million or 4% in affiliate fee revenue was primarily due to the approximately $550 million impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network, partially offset by the approximately $330 million impact of a lower average number of subscribers across almost all networks. The decrease of $1.2 billion or 21% in advertising revenue was primarily due to the approximately $950 million impact of the absence of the fiscal 2023 broadcasts of Super Bowl LVII and the Fédération International de Football Association (“FIFA”) Men’s World Cup and fewer NFL playoff games. The remaining decrease of approximately $250 million was primarily related to lower political advertising revenue at the FOX Television Stations principally due to the comparison with the November 2022 U.S. midterm elections in the prior year and lower ratings at FOX News Media and the FOX Network, partially offset by continued growth at Tubi and the broadcast of the FIFA Women’s World Cup at the national sports networks in the current year. The decrease of $17 million or 2% in other revenues was primarily due to lower content revenues principally due to the impact of the industry guild labor disputes in 2023, partially offset by higher sports sublicensing revenue principally due to renewals of college sports contracts.
Operating expenses decreased $606 million or 8% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to the approximately $460 million impact of lower sports programming rights amortization and production costs principally due to the absence of the fiscal 2023 broadcasts of Super Bowl LVII and the FIFA Men’s World Cup partially offset by the renewed NFL contract. The remaining decrease was principally due to lower entertainment programming rights and production costs largely due to fewer hours of original scripted programming as compared to the prior year period as a result of the impact of the industry guild labor disputes in 2023.
Selling, general and administrative expenses decreased $41 million or 3% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to lower legal costs at FOX News Media and lower employee related costs.
Restructuring, impairment and other corporate matters—See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Restructuring, Impairment and Other Corporate Matters.”
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Interest expense, net— Interest expense, net decreased $14 million or 8% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, as the increase in interest expense due to the issuance of $1.25 billion of senior notes in October 2023 (See Note 5—Borrowings to the accompanying Financial Statements) was more than offset by higher interest income as a result of higher interest rates.
Non-operating other, net—See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Non-Operating Other, net.”
Income tax (expense) benefit—The Company’s tax provision and related effective tax rate for the three and nine months ended March 31, 2024 of 27% and 25%, respectively, was higher than the statutory rate of 21% primarily due to state taxes.
The Company's tax provision and related effective tax rate for the three and nine months ended March 31, 2023 was different than the statutory rate of 21% primarily due to state taxes and the impact of other permanent items.
Net income (loss)—The Company recorded net income of $704 million and $1.2 billion for the three and nine months ended March 31, 2024, respectively, as compared to a net loss of $50 million and net income of $884 million for the three and nine months ended March 31, 2023, respectively. The increases were primarily due to the absence of the fiscal 2023 legal settlement costs at FOX News Media (See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Restructuring, Impairment and Other Corporate Matters”) and a gain on a contribution of assets (See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Non-Operating Other, net”), partially offset by higher provision for income tax, the net change in fair value of the Company’s investments in equity securities and, for the nine months ended March 31, 2024, lower Segment EBITDA (as defined below).
Segment Analysis
The Company’s operating segments have been determined in accordance with the Company’s internal management structure, which is organized based on operating activities. The Company evaluates performance based upon several factors, of which the primary financial measure is segment operating income before depreciation and amortization, or Segment EBITDA. Due to the integrated nature of these operating segments, estimates and judgments are made in allocating certain assets, revenues and expenses.
Segment EBITDA is defined as Revenues less Operating expenses and Selling, general and administrative expenses. Segment EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, Restructuring, impairment and other corporate matters, Interest expense, net, Non-operating other, net and Income tax expense. 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 to the Company’s businesses.
The following tables set forth the Company’s Revenues and Segment EBITDA for the three and nine months ended March 31, 2024, as compared to the three and nine months ended March 31, 2023:
 
For the three months ended March 31,
For the nine months ended March 31,
 20242023Change% Change20242023Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Revenues
Cable Network Programming$1,472 $1,570 $(98)(6)%$4,517 $4,633 $(116)(3)%
Television1,938 2,475 (537)(22)%6,260 7,123 (863)(12)%
Other, Corporate and Eliminations37 39 (2)(5)%111 125 (14)(11)%
Total revenues$3,447 $4,084 $(637)(16)%$10,888 $11,881 $(993)(8)%
22


 
For the three months ended March 31,
For the nine months ended March 31,
20242023Change% Change20242023Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Segment EBITDA
Cable Network Programming$819 $792 $27 %$1,990 $1,887 $103 %
Television145 117 28 24 %358 782 (424)(54)%
Other, Corporate and Eliminations(73)(76)%(238)(213)(25)(12)%
Adjusted EBITDA(a)
$891 $833 $58 %$2,110 $2,456 $(346)(14)%
(a)
For a discussion of Adjusted EBITDA and a reconciliation of Net income to Adjusted EBITDA, see “Non-GAAP Financial Measures” below.
Cable Network Programming (41% and 39% of the Company’s revenues for the first nine months of fiscal 2024 and 2023, respectively)
 
For the three months ended March 31,
For the nine months ended March 31,
 20242023Change% Change20242023Change% Change
(in millions, except %)  Better/(Worse)Better/(Worse)
Revenues
Affiliate fee$1,104 $1,093 $11 %$3,140 $3,148 $(8)— %
Advertising296 316 (20)(6)%934 1,083 (149)(14)%
Other72 161 (89)(55)%443 402 41 10 %
Total revenues1,472 1,570 (98)(6)%4,517 4,633 (116)(3)%
Operating expenses(499)(610)111 18 %(2,090)(2,271)181 %
Selling, general and administrative(158)(172)14 %