Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2020 | May 04, 2020 | |
Document And Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | FOX CORPORATION | |
Entity Central Index Key | 0001754301 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 001-38776 | |
Entity Tax Identification Number | 83-1825597 | |
Entity Address, Address Line One | 1211 Avenue of the Americas | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Postal Zip Code | 10036 | |
City Area Code | 212 | |
Local Phone Number | 852-7000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Class A Common Stock | ||
Document And Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Security Exchange Name | NASDAQ | |
Trading Symbol | FOXA | |
Entity Common Stock, Shares Outstanding | 342,642,286 | |
Class B Common Stock | ||
Document And Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Security Exchange Name | NASDAQ | |
Trading Symbol | FOX | |
Entity Common Stock, Shares Outstanding | 261,078,355 |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||
Income Statement [Abstract] | |||||
Revenues | $ 3,440 | $ 2,752 | $ 9,885 | $ 8,876 | |
Operating expenses | (2,061) | (1,660) | (6,620) | (5,969) | |
Selling, general and administrative | (464) | (336) | (1,247) | (964) | |
Depreciation and amortization | (57) | (58) | (164) | (152) | |
Impairment and restructuring charges | 0 | (14) | (9) | (14) | |
Interest expense | (89) | (81) | (269) | (112) | |
Interest income | 8 | 19 | 33 | 19 | |
Other, net | (632) | 84 | (345) | (116) | |
Income before income tax expense | 145 | 706 | 1,264 | 1,568 | |
Income tax expense | (55) | (167) | (347) | (390) | |
Net income | 90 | 539 | 917 | 1,178 | |
Less: Net income attributable to noncontrolling interests | [1] | (12) | (10) | (40) | (37) |
Net income attributable to Fox Corporation stockholders | $ 78 | $ 529 | $ 877 | $ 1,141 | |
Weighted average shares | |||||
Basic | 608 | 621 | 615 | 621 | |
Diluted | 612 | 621 | 619 | 621 | |
Net income attributable to Fox Corporation stockholders per share | |||||
Basic | $ 0.13 | $ 0.85 | $ 1.43 | $ 1.84 | |
Diluted | $ 0.13 | $ 0.85 | $ 1.42 | $ 1.84 | |
[1] | Net income attributable to noncontrolling interests includes $4 million and $6 million for the three months ended March 31, 2020 and 2019, respectively, and $16 million and $27 million for the nine months ended March 31, 2020 and 2019, respectively, relating to redeemable noncontrolling interests. |
UNAUDITED CONSOLIDATED STATEM_2
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||||
Net income | $ 90 | $ 539 | $ 917 | $ 1,178 | |
Other comprehensive income, net of tax | |||||
Benefit plan adjustments | 5 | 2 | 17 | 5 | |
Other comprehensive income, net of tax | 5 | 2 | 17 | 5 | |
Comprehensive income | 95 | 541 | 934 | 1,183 | |
Less: Net income attributable to noncontrolling interests | [1] | (12) | (10) | (40) | (37) |
Comprehensive income attributable to Fox Corporation stockholders | $ 83 | $ 531 | $ 894 | $ 1,146 | |
[1] | Net income attributable to noncontrolling interests includes $4 million and $6 million for the three months ended March 31, 2020 and 2019, respectively, and $16 million and $27 million for the nine months ended March 31, 2020 and 2019, respectively, relating to redeemable noncontrolling interests. |
UNAUDITED CONSOLIDATED STATEM_3
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income attributable to redeemable noncontrolling interests | $ 4 | $ 6 | $ 16 | $ 27 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 | |
Current assets | |||
Cash and cash equivalents | $ 3,196 | $ 3,234 | |
Receivables, net | 2,453 | 1,967 | |
Inventories, net | 971 | 1,129 | |
Other | 124 | 148 | |
Total current assets | 6,744 | 6,478 | |
Non-current assets | |||
Property, plant and equipment, net | 1,386 | 1,313 | |
Intangible assets, net | 3,084 | 2,851 | |
Goodwill | 3,089 | 2,691 | |
Deferred tax assets | 4,386 | 4,651 | |
Other non-current assets | 1,548 | 1,525 | |
Total assets | 20,237 | 19,509 | |
Current liabilities | |||
Accounts payable, accrued expenses and other current liabilities | 1,780 | 1,712 | |
Non-current liabilities | |||
Borrowings | 6,754 | 6,751 | |
Other liabilities | 1,312 | 899 | |
Redeemable noncontrolling interests | 258 | 189 | |
Commitments and contingencies | |||
Equity | |||
Additional paid-in capital | 9,810 | 9,891 | |
Retained earnings | 589 | 357 | |
Accumulated other comprehensive loss | (291) | (308) | |
Total Fox Corporation stockholders' equity | 10,114 | 9,947 | |
Noncontrolling interests | 19 | 11 | |
Total equity | 10,133 | 9,958 | |
Total liabilities and equity | 20,237 | 19,509 | |
Class A Common Stock | |||
Equity | |||
Common stock | [1] | 3 | 4 |
Class B Common Stock | |||
Equity | |||
Common stock | [2] | $ 3 | $ 3 |
[1] | Class A common stock , $0.01 par value per share, 2,000,000,000 shares authorized, 342,640,682 shares and 354,422,419 shares issued and outstanding | ||
[2] | Class B common stock , $0.01 par value per share, 1,000,000,000 shares authorized, 261,078,355 shares and 266,173,651 shares issued and outstanding at par as of March 31, 2020 and June 30, 2019, respectively. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2020 | Jun. 30, 2019 |
Class A Common Stock | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 342,640,682 | 354,422,419 |
Common stock, shares outstanding | 342,640,682 | 354,422,419 |
Class B Common Stock | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 261,078,355 | 266,173,651 |
Common stock, shares outstanding | 261,078,355 | 266,173,651 |
UNAUDITED CONSOLIDATED STATEM_4
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
OPERATING ACTIVITIES | ||
Net income | $ 917 | $ 1,178 |
Adjustments to reconcile net income to cash provided by operating activities | ||
Depreciation and amortization | 164 | 152 |
Amortization of cable distribution investments | 19 | 29 |
Impairment and restructuring charges | 9 | 14 |
Equity-based compensation | 101 | 5 |
Other, net | 345 | 116 |
Deferred income taxes | 255 | 322 |
Change in operating assets and liabilities, net of acquisitions and dispositions | ||
Receivables and other assets | (299) | (196) |
Inventories net of program rights payable | 167 | 137 |
Accounts payable and other liabilities | (333) | (133) |
Net cash provided by operating activities | 1,345 | 1,624 |
INVESTING ACTIVITIES | ||
Property, plant and equipment | (192) | (147) |
Acquisitions, net of cash acquired | (611) | 0 |
Sale of investments | 349 | 0 |
Purchase of investments | 0 | (100) |
Other investing activities, net | 57 | (64) |
Net cash used in investing activities | (397) | (311) |
FINANCING ACTIVITIES | ||
Borrowings | 0 | 6,750 |
Net transfers to Twenty-First Century Fox, Inc. | 0 | (1,233) |
Net dividend paid to Twenty-First Century Fox, Inc. | 0 | (6,500) |
Repurchase of shares | (600) | 0 |
Dividends paid and distributions | (321) | (33) |
Other financing activities, net | (65) | 21 |
Net cash used in financing activities | (986) | (995) |
Net (decrease) increase in cash and cash equivalents | (38) | 318 |
Cash and cash equivalents, beginning of year | 3,234 | 2,500 |
Cash and cash equivalents, end of period | $ 3,196 | $ 2,818 |
UNAUDITED CONSOLIDATED STATEM_5
UNAUDITED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Millions, $ in Millions | Total | Class A Common Stock | Class B Common Stock | Common StockClass A Common Stock | Common StockClass B Common Stock | Twenty-First Century Fox, Inc. Investment | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total Fox Corporation Stockholders' Equity | Noncontrolling Interests | [1] | ||
Beginning Balance at Jun. 30, 2018 | $ 9,594 | $ 0 | $ 0 | $ 9,513 | $ 0 | $ 0 | $ 81 | $ 9,594 | $ 0 | |||||
Beginning Balance (in shares) at Jun. 30, 2018 | 0 | 0 | ||||||||||||
Adoption of new accounting standards at Jun. 30, 2018 | [2] | 0 | $ 0 | $ 0 | 143 | 0 | 0 | (143) | 0 | 0 | ||||
Net income | 1,151 | 0 | 0 | 1,036 | 0 | 105 | 0 | 1,141 | 10 | |||||
Other comprehensive income | 5 | 0 | 0 | 0 | 0 | 0 | 5 | 5 | 0 | |||||
Other | 137 | $ 0 | $ 0 | 135 | 5 | (4) | 0 | 136 | 1 | |||||
Other, shares | 0 | 0 | ||||||||||||
Net decrease in Twenty-First Century Fox, Inc. investment | (2,276) | $ 0 | $ 0 | (2,119) | 0 | 0 | (157) | [3] | (2,276) | 0 | ||||
Conversion of Twenty-First Century Fox, Inc. investment | 0 | $ 4 | $ 3 | (8,708) | 8,701 | 0 | 0 | 0 | 0 | |||||
Conversion of Twenty-First Century Fox, Inc. investment (in shares) | 354 | 266 | ||||||||||||
Ending Balance at Mar. 31, 2019 | 8,611 | $ 4 | $ 3 | 0 | 8,706 | 101 | (214) | 8,600 | 11 | |||||
Ending Balance (in shares) at Mar. 31, 2019 | 354 | 266 | ||||||||||||
Beginning Balance at Dec. 31, 2018 | 10,406 | $ 0 | $ 0 | 10,596 | 0 | 0 | (202) | 10,394 | 12 | |||||
Beginning Balance (in shares) at Dec. 31, 2018 | 0 | 0 | ||||||||||||
Net income | 533 | $ 0 | $ 0 | 424 | 0 | 105 | 0 | 529 | 4 | |||||
Other comprehensive income | 2 | 0 | 0 | 0 | 0 | 0 | 2 | 2 | 0 | |||||
Other | (31) | $ 0 | $ 0 | (27) | 5 | (4) | 0 | (26) | (5) | |||||
Other, shares | 0 | 0 | ||||||||||||
Net decrease in Twenty-First Century Fox, Inc. investment | (2,299) | $ 0 | $ 0 | (2,285) | 0 | 0 | (14) | [3] | (2,299) | 0 | ||||
Conversion of Twenty-First Century Fox, Inc. investment | 0 | $ 4 | $ 3 | (8,708) | 8,701 | 0 | 0 | 0 | 0 | |||||
Conversion of Twenty-First Century Fox, Inc. investment (in shares) | 354 | 266 | ||||||||||||
Ending Balance at Mar. 31, 2019 | 8,611 | $ 4 | $ 3 | 0 | 8,706 | 101 | (214) | 8,600 | 11 | |||||
Ending Balance (in shares) at Mar. 31, 2019 | 354 | 266 | ||||||||||||
Beginning Balance at Jun. 30, 2019 | 9,958 | $ 4 | $ 3 | 0 | 9,891 | 357 | (308) | 9,947 | 11 | |||||
Beginning Balance (in shares) at Jun. 30, 2019 | 354 | 266 | ||||||||||||
Net income | 901 | $ 0 | $ 0 | 0 | 0 | 877 | 0 | 877 | 24 | |||||
Other comprehensive income | 17 | 0 | 0 | 0 | 0 | 0 | 17 | 17 | 0 | |||||
Dividends declared | (282) | 0 | 0 | 0 | 0 | (282) | 0 | (282) | 0 | |||||
Shares repurchased | $ (600) | $ (72) | $ (178) | $ (1) | $ 0 | 0 | (273) | (326) | 0 | (600) | 0 | |||
Shares repurchased, shares | (17) | (2) | (5) | (12) | (5) | |||||||||
Other | $ 139 | $ 0 | $ 0 | 0 | 192 | (37) | 0 | 155 | (16) | |||||
Other, shares | 1 | 0 | ||||||||||||
Ending Balance at Mar. 31, 2020 | 10,133 | $ 3 | $ 3 | 0 | 9,810 | 589 | (291) | 10,114 | 19 | |||||
Ending Balance (in shares) at Mar. 31, 2020 | 343 | 261 | ||||||||||||
Beginning Balance at Dec. 31, 2019 | 10,353 | $ 3 | $ 3 | 0 | 9,849 | 775 | (296) | 10,334 | 19 | |||||
Beginning Balance (in shares) at Dec. 31, 2019 | 347 | 264 | ||||||||||||
Net income | 86 | $ 0 | $ 0 | 0 | 0 | 78 | 0 | 78 | 8 | |||||
Other comprehensive income | 5 | 0 | 0 | 0 | 0 | 0 | 5 | 5 | 0 | |||||
Dividends declared | (139) | 0 | 0 | 0 | 0 | (139) | 0 | (139) | 0 | |||||
Shares repurchased | (173) | $ 0 | $ 0 | 0 | (79) | (94) | 0 | (173) | 0 | |||||
Shares repurchased, shares | (4) | (3) | ||||||||||||
Other | 1 | $ 0 | $ 0 | 0 | 40 | (31) | 0 | 9 | (8) | |||||
Other, shares | 0 | 0 | ||||||||||||
Ending Balance at Mar. 31, 2020 | $ 10,133 | $ 3 | $ 3 | $ 0 | $ 9,810 | $ 589 | $ (291) | $ 10,114 | $ 19 | |||||
Ending Balance (in shares) at Mar. 31, 2020 | 343 | 261 | ||||||||||||
[1] | Excludes Redeemable noncontrolling interests which are reflected in temporary equity (See Note 4—Fair Value under the heading “Redeemable Noncontrolling Interests”). | |||||||||||||
[2] | Reflects the adoption of ASU 2016-01 and ASU 2018-02 as defined in Note 2—Summary of Significant Accounting Policies in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 as filed with the Securities and Exchange Commission on August 9, 2019 under the heading “Recently Adopted and Recently Issued Accounting Guidance and U.S. Tax Reform.” | |||||||||||||
[3] | Represents accumulated other comprehensive loss transferred from Twenty-First Century Fox, Inc. investment related to the pension and postretirement benefit assets and liabilities of the Shared Plans (See Note 14—Pension and Other Postretirement Benefits in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 as filed with the Securities and Exchange Commission on August 9, 2019). |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Fox Corporation, a Delaware 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 Distribution On March 19, 2019, the Company became a standalone publicly traded company through the pro rata distribution by Twenty-First Century Fox, Inc. (now known as TFCF Corporation) (“21CF”) of all of the issued and outstanding common stock of FOX to 21CF stockholders (other than holders that were subsidiaries of 21CF) (the “Distribution”) in accordance with the Amended and Restated Distribution Agreement and Plan of Merger, dated as of June 20, 2018, by and between 21CF and 21CF Distribution Merger Sub, Inc. Following the Distribution, 354 million and 266 million shares of the Company’s 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” and, together with the Class A Common Stock, the “Common Stock”), respectively, began trading independently on The Nasdaq Global Select Market (“Nasdaq”). In connection with the Distribution, the Company entered into the Separation and Distribution Agreement, dated as of March 19, 2019 (the “Separation Agreement”), with 21CF, which effected the internal restructuring (the “Separation”) whereby 21CF transferred to FOX a portfolio of 21CF’s news, sports and broadcast businesses, including FOX News Media (consisting of FOX News and FOX Business), FOX , FOX Sports, FOX Television Stations, and sports cable networks FS1, FS2, FOX Deportes and Big Ten Network, and certain other assets, and FOX assumed from 21CF the liabilities associated with such businesses and certain other liabilities. The Separation and the Distribution were effected as part of a series of transactions contemplated by the Amended and Restated Merger Agreement and Plan of Merger, dated as of June 20, 2018, by and among 21CF, The Walt Disney Company (“Disney”) and certain subsidiaries of Disney, pursuant to which, among other things, 21CF became a wholly-owned subsidiary of Disney. In connection with the Separation, the Company entered into several agreements that govern certain aspects of the Company’s relationship with 21CF and Disney following the Separation. These include the Separation Agreement, a tax matters agreement, a transition services agreement, as well as agreements relating to intellectual property licenses, employee matters, commercial arrangements and a studio lot lease (See Note 1—Description of Business and Basis of Presentation in the 2019 Form 10-K, as defined below, for further discussion). Basis of Presentation The Unaudited Consolidated Financial Statements of FOX have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) . The impact of COVID-19 and measures to prevent its spread are affecting the macroeconomic environment, as well as the business of the Company, in a number of ways. For example, while the Company’s national news ratings remain strong, sporting events for which the Company has broadcast rights have been cancelled or postponed, the production of certain entertainment content the Company acquires has been suspended and demand in local advertising markets has declined. The magnitude of the impacts will depend on the duration and extent of COVID-19 and the effect of governmental actions, consumer behavior and actions taken by the Company’s business partners in response to the pandemic and such governmental actions. The evolving and uncertain nature of this situation makes it challenging for the Company to estimate the future performance of its businesses, particularly over the near to medium term, including the supply and demand for its services, its cash flows and its current and future advertising revenue. However, the impact of COVID-19 could have a material adverse effect on the Company’s business, financial condition or results of operations over the near to medium term. 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. A significant decline in estimated advertising revenue or the expected popularity of the Company’s programming could lead to a downward revision in the fair value of, among other things, the Company’s reporting units, indefinite-lived intangible assets and long-lived assets and result in an impairment and a non-cash charge that is material to the Company’s reported net earnings. An impairment did not exist as of March 31, 2020. The Company will perform its annual impairment review during the fourth quarter of fiscal 2020. In addition, the recoverability of national sports contracts is based on the Company’s best estimates at March 31, 2020 of attributable revenues and costs; such estimates may change in the future and such changes may be significant. Should revenues decline materially from estimates applied at March 31, 2020, amortization of rights may be accelerated. These interim Unaudited Consolidated Financial Statements and notes thereto should be read in conjunction with the audited consolidated and combined financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 as filed with the Securities and Exchange Commission on August 9, 2019 (the “2019 Form 10-K”). The Company’s financial statements for the three and nine months ended March 31, 2020 and 2019 and as of March 31, 2020 and June 30, 2019 are presented on a consolidated basis. The Company’s unaudited consolidated financial statements for the three and nine months ended March 31, 2020 reflect the Company’s results of operations and cash flows Prior to the Distribution, which occurred on March 19, 2019, the Company’s combined financial statements were derived from the unaudited consolidated financial statements and accounting records of 21CF. For purposes of the Company’s financial statements for the period prior to the Distribution, Intercompany transactions with 21CF or its affiliates and the Company are reflected in the historical Unaudited Consolidated Financial Statements for the period prior to the Distribution. All significant intracompany 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%. Accounting Standards Codification (“ASC”) in with readily determinable fair values are accounted for without readily determinable fair values 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 investments in equity securities are recognized in . The Company’s fiscal year ends on June 30 of each year. Certain fiscal 2019 amounts have been reclassified to conform to the fiscal 2020 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. The unaudited consolidated statements of cash flows are referred to as the “Statements of Cash Flows” herein. Recently Adopted and Recently Issued Accounting Guidance and the CARES Act Adopted In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)” (“Topic 842”), as amended. Topic 842 requires recognition of lease liabilities and right-of-use (“ROU”) assets on the balance sheet and disclosure of key information about leasing arrangements. On July 1, 2019, the Company adopted Topic 842 on a modified retrospective basis and recorded operating lease liabilities and ROU assets of approximately $635 million and $585 million, respectively, at the date of adoption (See Note 7—Leases). The difference between the Company’s initial recognition of operating lease liabilities and ROU assets, at the date of adoption, was primarily a result of the reclassification of the deferred rent liability. The adoption of Topic 842 did not have a significant impact on the Statements of Operations. In accordance with the guidance in Topic 842, the Company elected not to reassess (i) whether any existing contracts are or contain leases, (ii) lease classification for existing leases or (iii) capitalization of initial direct costs for existing leases. During the third quarter of fiscal 2020, the Company early adopted ASU 2017-04, “Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”). The objective of ASU 2017-04 is to simplify how an entity is required to test goodwill for impairment. Under previous GAAP, entities were required to test goodwill for impairment using a two-step approach. Under the amendments in ASU 2017-04, an entity performs its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The adoption of ASU 2017-04 did not have an effect on the Company’s Financial Statements. CARES Act In March 2020, the U.S. government enacted the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The CARES Act includes provisions relating to refundable payroll tax credits, deferral of the employer portion of certain payroll taxes, net operating loss carryback periods, modifications to net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company does not expect the impact of these changes on the Company’s financial statements will be material. |
Acquisitions, Disposals and Oth
Acquisitions, Disposals and Other Transactions | 9 Months Ended |
Mar. 31, 2020 | |
Acquisitions Disposals And Other Transactions [Abstract] | |
Acquisitions, Disposals and Other Transactions | NOTE 2. ACQUISITIONS, DISPOSALS AND OTHER TRANSACTIONS The transactions Acquisitions and Disposals Tubi Acquisition In April 2020, the Company acquired Tubi, Inc. (“Tubi”), a leading free ad-supported streaming service, for approximately $445 million in net cash consideration at closing (the “Tubi Acquisition”). Potential additional consideration in the form of deferred consideration and unvested options totaling approximately $45 million may be due over a three-year period following the closing of the transaction. The Company financed the Tubi Acquisition principally with the net proceeds from the sale of its investment in Roku, Inc. (“Roku”) discussed below. Television Stations Acquisition and Divestiture In March 2020, the Company acquired three television stations ( FOX-affiliate KCPQ and MyNetworkTV-affiliate KZJO located in Seattle, Washington and FOX-affiliate WITI located in Milwaukee, Wisconsin) for approximately $350 million in cash from Nexstar Media Group, Inc. (“Nexstar”). As part of this transaction, the Company sold Nexstar two television stations (FOX-affiliate WJZY and MyNetworkTV-affiliate WMYT located in Charlotte, North Carolina) for approximately $45 million in cash. The consideration transferred of approximately $350 million for the stations the Company acquired has been preliminarily allocated, based on a provisional valuation, as follows: approximately $210 million to intangible assets, of which approximately $110 million has been allocated to Federal Communications Commission (“FCC”) licenses with indefinite lives and approximately $100 million to amortizable intangible assets, primarily retransmission agreements with useful lives of approximately eight years; approximately $30 million to property, plant and equipment; and the balance to the goodwill on the transaction. The estimated goodwill, which is tax deductible, reflects the increased synergies and market penetration expected from combining the operations of the three television stations with those of the Company. Credible Acquisition In October 2019, the Company acquired 67% of the equity in Credible Labs Inc. (“Credible”), a U.S. consumer finance marketplace, for approximately A$390 million (approximately $260 million) in cash (the “Credible Acquisition”), net of cash acquired. The remaining 33% of Credible not owned by the Company has been recorded at fair value on the acquisition date based on the Company’s valuation of Credible’s business using a market approach (a Level 3 measurement as defined in Note 4—Fair Value). The consideration transferred of approximately $260 million has been preliminarily allocated, based on a provisional valuation of 100% of Credible, as follows: approximately $70 million to intangible assets with useful lives ranging from five to 10 years; approximately $285 million representing goodwill on the transaction; approximately $(110) million to redeemable noncontrolling interests and the remainder to other net assets. The estimated goodwill, which is not tax deductible, reflects the increased market penetration and synergies expected from combining the operations of Credible and the Company. In addition, the Company has agreed to contribute up to $75 million of capital to Credible over approximately two years following the closing of the Credible Acquisition. Other Transactions Roku In March 2020, the Company sold its investment in Roku for approximately $340 million. The Company recorded losses of approximately $470 million and $210 million for the three and nine months ended March 31, 2020, respectively, related to changes in the fair value of its investment in Roku prior to disposition, which were recorded in Other, net in the Statements of Operations ( See Note 14—Additional Financial Information) The Stars Group In May 2019 , the Company and The Stars Group Inc. (“The Stars Group”) In October 2019, Flutter Entertainment plc (“Flutter”) and The Stars Group announced that they had reached agreement on the terms of a recommended all-share combination to create a global leader in sports betting and gaming (the “Combination”) and, in early May 2020, the Combination was completed. As part of the agreement, FOX Sports received the right to acquire an approximately 18.5% equity interest in FanDuel Group, a majority-owned subsidiary of Flutter, at its market value in 2021 (structured as a 10-year option from 2021, subject to a carrying value adjustment). Caffeine and Caffeine Studios In fiscal 2019, the Company invested, in the aggregate, approximately $100 million in cash for a minority equity interest in Caffeine, Inc. (“Caffeine”), a social broadcasting platform for gaming, entertainment and other creative content, and Caffeine Studio, LLC (“Caffeine Studios”), a newly formed venture that is jointly owned by the Company and Caffeine. The Company accounts for the investments in Caffeine using the measurement alternative in accordance with ASC 321 |
Inventories, Net
Inventories, Net | 9 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | NOTE 3. INVENTORIES, NET The Company’s inventories were comprised of the following: As of March 31, 2020 As of June 30, 2019 (in millions) Sports programming rights $ 745 $ 954 Entertainment programming rights 465 380 Total inventories, net 1,210 1,334 Less: current portion of inventories, net (971 ) (1,129 ) Total non-current inventories, net $ 239 $ 205 |
Fair Value
Fair Value | 9 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value | NOTE 4. FAIR VALUE In accordance with ASC 820, “Fair Value Measurement,” 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”). The following tables present information about financial assets and liabilities carried at fair value on a recurring basis: Fair value measurements As of March 31, 2020 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 256 $ - $ 256 (a) $ - Liabilities Other (6 ) - - (6) (b) Redeemable noncontrolling interests (258 ) - - (258) (b) Total $ (8 ) $ - $ 256 $ (264) Fair value measurements As of June 30, 2019 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 761 $ 545 (c) $ 216 (a) $ - Redeemable noncontrolling interests (189 ) - - (189) (b) Total $ 572 $ 545 $ 216 $ (189) ( a ) The investment categorized as Level 2 represents an investment in equity securities of The Stars Group estimated using the quoted market price of The Stars Group common stock less a discount due to a lack of marketability (“DLOM”). The DLOM was derived based on the remaining term of the lock up period and the volatility of The Stars Group common stock (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “The Stars Group” for further discussion). ( b ) The Company utilizes the market approach valuation technique 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 liability. Examples of utilized unobservable inputs are future cash flows and long-term growth rates. ( c ) The investment categorized as Level 1 represents an investment in equity securities of Roku with a readily determinable fair value, which was sold in March 2020 (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Roku” for further discussion). Redeemable Noncontrolling Interests The Company accounts for redeemable noncontrolling interests in accordance with ASC 480-10-S99-3A, “Distinguishing Liabilities from Equity,” because their exercise is outside the control of the Company. The redeemable noncontrolling interests recorded at fair value are put rights held by minority shareholders in a majority-owned sports network and Credible 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, 2020 2019 2020 2019 (in millions) Beginning of period $ (216 ) $ (106 ) $ (189 ) $ (275 ) Acquisitions (a) - - (109 ) - Net income (4 ) (6 ) (16 ) (27 ) Distributions 6 6 19 25 Accretion and other (44 ) (30 ) 37 (b) 141 (b) End of period $ (258 ) $ (136 ) $ (258 ) $ (136 ) (a) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Credible Acquisition.” ( b ) As a result of the expiration of a portion of the put rights held by the sports network minority shareholder during the nine months ended March 31, 2020 and 2019, approximately $120 million and $200 million, respectively, was reclassified into equity. Another portion of the put rights held by the sports network minority shareholder will become exercisable in July 2020 and the remaining portion will become exercisable in July 2021. The put right held by the Credible minority shareholder will become exercisable in fiscal year 2025. Financial Instruments The carrying value of the Company’s financial instruments, such as cash and cash equivalents, receivables, payables and investments accounted for using the measurement alternative in accordance with ASC 321, approximates fair value. As of March 31, 2020 As of June 30, 2019 (in millions) Borrowings Fair value $ 7,568 $ 7,643 Carrying value $ 6,754 $ 6,751 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, 2020 and June 30, 2019, the Company had no individual customers that accounted for 10% or more of the Company’s receivables. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | NOTE 5. GOODWILL AND INTANGIBLE ASSETS, NET The changes in the carrying values of the Company’s intangible assets and related accumulated amortization were as follows: Intangible assets not subject to amortization FCC licenses Other Total Amortizable intangible assets, net (a) Total intangible assets, net (in millions) Balance, June 30, 2019 $ 2,167 $ 642 $ 2,809 $ 42 $ 2,851 Acquisitions (b) 113 - 113 171 284 Disposals (b) (30 ) - (30 ) - (30 ) Amortization - - - (21 ) (21 ) Balance, March 31, 2020 $ 2,250 $ 642 $ 2,892 $ 192 $ 3,084 (a) ( b ) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals.” The changes in the carrying value of goodwill, by segment, are as follows: Cable Network Programming Television Other, Corporate and Eliminations Total Goodwill (in millions) Balance, June 30, 2019 $ 987 $ 1,704 $ - $ 2,691 Acquisitions (a) 45 142 222 409 Disposals (a) - (11 ) - (11 ) Balance, March 31, 2020 $ 1,032 $ 1,835 $ 222 $ 3,089 ( a ) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals.” |
Borrowings
Borrowings | 9 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | NOTE 6. BORROWINGS Senior Notes Issued In April 2020, the Company issued $600 million of 3.05% senior notes due 2025 and $600 million of 3.50% senior notes due 2030. In January 2019, the Company issued $6.8 billion of senior notes (See Note 9—Borrowings in the 2019 Form 10-K under the heading “Senior Notes Issued Under the January 2019 Indenture”). Revolving Credit Agreement 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 March 2024 March 2020 |
Leases
Leases | 9 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | NOTE Lessee Arrangements The Company has lease agreements primarily for office facilities, transponder agreements and other equipment leases. For operating leases that have a lease term of greater than one year, the Company initially recognizes operating lease liabilities and ROU assets at the lease commencement date, which is the date that the lessor makes an underlying asset available for use by the Company. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the present value of the Company’s obligation to make lease payments, primarily escalating fixed payments, over the lease term. The discount rate used to determine the present value of the lease payments is generally the Company’s incremental borrowing rate because the rate implicit in the lease is generally not readily determinable. The incremental borrowing rate for the lease term is determined by adjusting the Company’s unsecured borrowing rate for a similar term to approximate a collateralized borrowing rate. The Company's lease terms for each of its leases represents the noncancelable period for which the Company has the right to use an underlying asset, together with all of the following: (i) periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; (ii) periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option; and (iii) periods covered by an option to extend (or not to terminate) the lease in which exercise of the option is controlled by the lessor. The Company recognizes lease payments as lease expense on a straight-line basis over the lease term. The Company’s operating ROU assets are included in Other non-current assets and the Company’s current and non-current operating lease liabilities are included in Accounts payable, accrued expenses and other current liabilities and Other liabilities, respectively, in the Company’s Balance Sheet (See Note 14—Additional Financial Information). The following amounts were recorded in the Company’s Balance Sheet relating to its operating leases and other supplemental information: As of March 31, 2020 (in millions) ROU assets $ 531 Lease liabilities Current lease liabilities $ 134 Non-current lease liabilities 431 Total lease liabilities $ 565 Other supplemental information Weighted average remaining lease term 7 years Weighted average discount rate 3 % The following table presents information about the Company’s lease cost s and supplemental cash flow s information for leases: For the three months ended March 31, 2020 For the nine months ended March 31, 2020 (in millions) Lease costs Total lease costs (a) $ 34 $ 95 Supplemental cash flows information Operating cash flows from operating leases $ 43 $ 124 ROU assets obtained in exchange for operating lease liabilities (b) $ 33 $ 45 (a) Total lease costs of $34 million and $95 million for the three and nine months ended March 31, 2020, respectively, are net of sublease income of approximately $15 million and $40 million, respectively. (b) The following table presents the lease payments relating to the Company’s operating leases: As of March 31, 2020 (in millions) Fiscal Year 2020 $ 41 2021 132 2022 93 2023 91 2024 87 Thereafter 207 Total lease payments (a) 651 Less: imputed interest (86 ) Present value of operating lease liabilities $ 565 (a) In addition to the total lease payments presented above, the Company has a lease for an office facility with total lease payments of approximately $55 million that has not yet commenced as of March 31, 2020. Lessor Arrangements The Company’s lessor arrangements primarily relate to its owned production and office facilities at the FOX Studios lot, which is located in Los Angeles, California The Company is responsible for the management of the FOX Studios lot , which includes managing and providing facilities, studio operations, and production services, which until 2026 will predominantly be utilized by Disney productions. The Company leases production and office space on the FOX Studios lot to 21CF for an initial term of seven years, subject to two five-year The Company recorded total lease income of approximately $15 million and $40 million for the three and nine months ended March 31, 2020, respectively, which is included in Revenues in the Statements of Operations. The Company recognizes lease payments for operating leases as revenue on a straight-line basis over the lease term and variable lease payments as revenue in the period incurred. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Mar. 31, 2020 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | NOTE 8. STOCKHOLDERS’ EQUITY Stock Repurchase Program On November 6, 2019, the Company announced that its Board of Directors (the “Board”) had authorized a stock repurchase program providing for the repurchase of $2 billion of the Company’s Common Stock. The program has no time limit and may be modified, suspended or discontinued at any time. The Company also announced that it had entered into an accelerated share repurchase (“ASR”) agreement to repurchase $350 million of Class A Common Stock and announced its intention to promptly repurchase $150 million of Class B Common Stock. In accordance with the ASR agreement in November 2019, the Company paid a third-party financial institution $350 million and received an initial delivery of approximately eight million shares of Class A Common Stock, representing 80% of the shares expected to be repurchased under the ASR agreement, at a price of $34.99 per share, which was the Nasdaq During the nine months ended March 31, 2020, the Company repurchased approximately two million and five million shares of Class A Common Stock and Class B Common Stock, respectively, for $72 million and $178 million, respectively, in the open market. In total, the Company repurchased approximately 17 million shares of Common Stock for $600 million during the nine months ended March 31, 2020. 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, 2020, the Company’s remaining stock repurchase authorization was approximately $1.4 billion. Stockholders Agreement The Company also announced on November 6, 2019 that it had entered into a stockholders agreement with the Murdoch Family Trust pursuant to which the Company and the Murdoch Family Trust have agreed not to take actions that would result in the Murdoch Family Trust and Murdoch family members together owning more than 44% of the outstanding voting power of the shares of Class B Common Stock or would increase the Murdoch Family Trust’s voting power by more than 1.75% in any rolling twelve-month period. The Murdoch Family Trust would forfeit votes to the extent necessary to ensure that the Murdoch Family Trust and the Murdoch family collectively do not exceed 44% of the outstanding voting power of the Class B shares, except where a Murdoch family member votes their own shares differently from the Murdoch Family Trust on any matter. Temporary Stockholder Rights Plan In connection with the Distribution, the Board approved the adoption of a Temporary Stockholder Rights Agreement (as amended, the “Rights Agreement”), effective March 19, 2019 (See Note 10—Stockholders’ Equity in the 2019 Form 10-K under the heading “Temporary Stockholder Rights Plan”). In November 2019, the rights issued pursuant to the Rights Agreement expired in accordance with the terms of the agreement. 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, 2020 2019 2020 2019 Cash dividend per share $ 0.23 $ - $ 0.46 $ - The Company declared a semi-annual dividend of $0.23 per share on both the Class A Common Stock and the Class B Common Stock during the three months ended March 31, 2020, which was paid in April 2020 to stockholders of record on March 4, 2020. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | NOTE 9. EQUITY-BASED COMPENSATION In connection with the Distribution, the Company adopted the Fox Corporation 2019 Shareholder Alignment Plan (the “SAP”), under which equity-based compensation, including stock options, stock appreciation rights, restricted and unrestricted stock, restricted stock units (“RSUs”), performance stock units (“PSUs”) Performance Stock Units PSUs are fair valued on the date of grant and expensed over the service period using a straight-line method as the awards cliff vest at the end of the three-year During the nine months ended March 31, 2020, approximately 1.4 million PSUs were granted, which have a three-year performance measurement period beginning in July 2019. The awards are subject to the achievement of three pre-established objective performance measures determined by the Compensation Committee of the Board (the “Compensation Committee”). The awards issued will be settled in shares of Class A Common Stock upon vesting and are subject to the participants’ continued employment with the Company. Any person who holds PSUs shall have no ownership interest in the shares of Class A Common Stock to which such PSUs relate until and unless shares of Class A Common Stock are delivered to the holder. All shares of Class A Common Stock awards that are cancelled or forfeited become available for future grants. Certain of these awards have a graded vesting provision and the expense recognition is accelerated. Restricted Stock Units During the nine months ended March 31, 2020, approximately 1.1 million RSUs were granted, which vest in equal annual installments over a three-year In March 2019, in connection with the Distribution, the Compensation Committee granted approximately 2.4 million RSUs under the SAP, which will primarily vest in two tranches. Approximately 50% of the RSUs will vest on June 15, 2020 and the remaining RSUs will vest on June 15, 2021, in each case, subject to a service requirement through the vesting dates. Stock Options During the nine months ended March 31, 2020, approximately 3.8 million stock options were granted, which generally have a term of seven years and vest in equal annual installments over a three-year In March 2019, in connection with the Distribution, the Compensation Committee granted approximately 3.1 million stock options under the SAP. The stock options will vest 50 % on June 15, 2020 and 50 % on June 15, 2021 , in each case, subject to a service requirement through the vesting dates. As of March 31, 2020, the Company had approximately 7 million stock options outstanding. For the three and nine months ended March 31, 2020, the computation of diluted earnings per share did not include most of the stock options outstanding during these periods, because their inclusion would have been antidilutive. The following table summarizes the Company’s equity-based compensation: For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Equity-based compensation (a) $ 41 $ 38 $ 115 $ 71 Intrinsic value of all settled equity-based awards $ 2 $ 130 $ 8 $ 240 (a) Prior to the Distribution, equity-based compensation included allocated expense for both executive directors and corporate executives of 21CF, allocated using a proportional allocation driver, which management deemed to be reasonable. The Company’s stock based awards are settled in Class A Common Stock. As of March 31, 2020, the Company’s total estimated compensation cost, not yet recognized, related to non-vested equity awards held by the Company’s employees was approximately $165 million and is expected to be recognized over a weighted average period between one and two years. |
Related Party Transactions and
Related Party Transactions and Twenty-First Century Fox, Inc. Investment | 9 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Twenty-First Century Fox, Inc. Investment | NOTE 10. RELATED PARTY TRANSACTIONS AND TWENTY-FIRST CENTURY FOX, INC. INVESTMENT Related Party Transactions In the ordinary course of business, the Company enters into transactions with related parties, which prior to the Distribution included subsidiaries and equity affiliates of 21CF. The following table sets forth the net revenue from related parties included in the Statements of Operations for the three and nine months ended March 31, 2019: For the three months ended March 31, 2019 For the nine months ended March 31, 2019 (in millions) Related party revenue $ 111 $ 289 Related party expense (33 ) (67 ) Related party revenue, net of expense $ 78 $ 222 For the three and nine months ended March 31, 2020, the related party revenue and expense were not material. Corporate Allocations and Twenty-First Century Fox, Inc. Investment Prior to the Distribution, 21CF provided services to and funded certain expenses for the Company such as: global real estate and occupancy costs and employee benefits (“Direct Corporate Expenses”). In addition, the Company’s Financial Statements include, for the periods prior to March 19, 2019, general corporate expenses of 21CF which were not historically allocated to the Company for certain support functions that were provided on a centralized basis within 21CF prior to the Distribution and not recorded at the business unit level, such as certain expenses related to finance, legal, insurance, information technology, compliance and human resources management activities, among others (“General Corporate Expenses”). For purposes of the Financial Statements for the three and nine months ended March 31, 2019, the General Corporate Expenses were allocated to the Company. The General Corporate Expenses were included in the Statements of Operations in Selling, general and administrative expenses and Other, net, as appropriate. These expenses were allocated to the Company on the basis of direct usage when identifiable, with the remainder allocated on a pro rata basis of combined revenues, headcount or other relevant measures of the Company. Management believes the assumptions underlying the Financial Statements, including the assumptions regarding allocating General Corporate Expenses from 21CF are reasonable. Nevertheless, the Financial Statements may not include all of the actual expenses that would have been incurred by FOX and may not reflect the Company’s consolidated results of operations and cash flows had it been a standalone company prior to the Distribution. Actual costs that would have been incurred if the Company had been a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. For the purposes of the Statements of Operations, the Company recorded approximately $100 million and $270 million of General Corporate Expenses within Selling, general and administrative expenses for the three and nine months ended March 31, 2019, respectively, and the remaining balance of the Corporate allocations presented in the table below within Other, net for the three and nine months ended March 31, 2019. Intercompany transactions with 21CF or its affiliates and the Company are reflected in the historical Financial Statements for the period prior to the Distribution. All significant intercompany balances between 21CF and the Company for the period prior to the Distribution have been reflected in the Statement of Cash Flows as a financing activity. The following table summarizes the components of the net decrease in the Twenty-First Century Fox, Inc. For the three months ended March 31, 2019 For the nine months ended March 31, 2019 (in millions) Cash pooling, general financing activities and other (a) $ (1,523 ) $ (1,537 ) Corporate allocations 111 291 Net dividend paid to Twenty-First Century Fox, Inc. (6,500 ) (6,500 ) Taxes payable (b) 593 593 Deferred taxes on step-up (c) 5,515 5,515 Other deferred taxes (c) (481 ) (481 ) Net decrease in Twenty-First Century Fox, Inc. investment $ (2,285 ) $ (2,119 ) (a) The nature of activities included in the line item ‘Cash pooling, general financing activities and other’ includes financing activities, capital transfers, cash sweeps, other treasury services and Direct Corporate Expenses. (b) For purposes of the Company’s financial statements for the periods prior to the Distribution, the income tax expense in the Statements of Operations has been calculated as if FOX filed a separate tax return and was operating as a standalone business. This amount represents the difference between the separate tax return methodology and the actual tax liabilities attributed to the Company, in accordance with applicable tax law, as of the date of the Distribution. (c) As a result of the Separation and the Distribution, FOX obtained an additional tax basis in its assets equal to their respective fair market values. These amounts represent the additional estimated deferred tax asset recorded as a result of the increased tax basis (See Note 1—Description of Business and Basis of Presentation in the 2019 Form 10-K under the heading “Basis of Presentation”) and other deferred tax adjustments recorded as of the date of the Distribution. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 11. 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, 2020 and June 30, 2019 were approximately $37 billion and $41 billion, respectively. The decrease from June 30, 2019 was primarily due to sports programming rights payments. Contingencies Profits Participants Litigation In November 2015, Wark Entertainment, Inc., Temperance Brennan, L.P., Snooker Doodle Productions, Inc., and Bertha Blue, Inc. filed lawsuits against 21CF, Fox Entertainment Group, Twentieth Century Fox Film Corporation, Twentieth Century Fox Television (“TCFTV”), and Fox Broadcasting Corporation in the Superior Court of Los Angeles. The plaintiffs were profits participants in the Bones Profits participation litigation is subject to uncertainty and it is possible that there could be adverse developments in pending or future cases that could involve a FOX subsidiary. As of March 31, 2020, the Company does not believe that it has incurred a probable material loss for any other activities. FOX News The Company and certain of its current and former employees have been subject to allegations of sexual harassment and discrimination and racial discrimination relating to alleged misconduct at the Company’s FOX News business. 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 individually or in the aggregate, material to the Company. The amount of 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 21CF and News Corporation in June 2013, 21CF agreed to indemnify News Corporation, on an after-tax basis, for payments made after the 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, as well as legal and professional fees and expenses paid in connection with the related criminal matters, other than fees, 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, certain costs and liabilities related to the U.K. Newspaper Matters Indemnity were assumed by the Company. The liability recorded in the Balance Sheets related to the indemnity was approximately $65 million and $50 million as of March 31, 2020 and June 30, 2019, respectively. Other 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 above 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. The Company’s operations are subject to tax 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 Distribution) and 21CF’s other subsidiaries, is jointly and severally liable for the U.S. federal income |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits | 9 Months Ended |
Mar. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits | NOTE 12. 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 $14 million and $13 million for the three months ended March 31, 2020 and 2019, respectively, and $41 million and $40 million for the nine months ended March 31, 2020 and 2019, respectively. |
Segment Information
Segment Information | 9 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 13. SEGMENT INFORMATION The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments: • Cable Network Programming • Television • Other, Corporate and Eliminations 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. Beginning with the announcement of the Company’s financial results for the third quarter of fiscal 2019, the Company has renamed as “Segment EBITDA” the measure that it previously referred to as “Segment OIBDA . ” The definition of this measure has not changed: 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, Impairment and restructuring charges, Interest expense, Interest income, 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, 2020 and 2019: For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Revenues Cable Network Programming $ 1,467 $ 1,383 $ 4,221 $ 4,082 Television 1,926 1,370 5,548 4,796 Other, Corporate and Eliminations 47 (1 ) 116 (2 ) Total revenues $ 3,440 $ 2,752 $ 9,885 $ 8,876 Segment EBITDA Cable Network Programming $ 792 $ 741 $ 2,032 $ 1,893 Television 224 99 261 256 Other, Corporate and Eliminations (96 ) (74 ) (256 ) (177 ) Amortization of cable distribution investments (5 ) (10 ) (19 ) (29 ) Depreciation and amortization (57 ) (58 ) (164 ) (152 ) Impairment and restructuring charges - (14 ) (9 ) (14 ) Interest expense (89 ) (81 ) (269 ) (112 ) Interest income 8 19 33 19 Other, net (632 ) 84 (345 ) (116 ) Income before income tax expense 145 706 1,264 1,568 Income tax expense (55 ) (167 ) (347 ) (390 ) Net income 90 539 917 1,178 Less: Net income attributable to noncontrolling interests (12 ) (10 ) (40 ) (37 ) Net income attributable to Fox Corporation stockholders $ 78 $ 529 $ 877 $ 1,141 Revenues by Segment by Component For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Cable Network Programming Affiliate fee $ 1,006 $ 968 $ 2,902 $ 2,845 Advertising 304 276 895 893 Other 157 139 424 344 Total Cable Network Programming revenues 1,467 1,383 4,221 4,082 Television Advertising 1,266 812 3,726 3,245 Affiliate fee 553 452 1,487 1,257 Other 107 106 335 294 Total Television revenues 1,926 1,370 5,548 4,796 Other, Corporate and Eliminations 47 (1 ) 116 (2 ) Total revenues $ 3,440 $ 2,752 $ 9,885 $ 8,876 Future Performance Obligations As of March 31, 2020, approximately $5.3 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 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. For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Depreciation and amortization Cable Network Programming $ 15 $ 12 $ 44 $ 35 Television 17 28 46 80 Other, Corporate and Eliminations 25 18 74 37 Total depreciation and amortization $ 57 $ 58 $ 164 $ 152 As of March 31, 2020 As of June 30, 2019 (in millions) Assets Cable Network Programming $ 2,714 $ 2,584 Television 7,226 6,598 Other, Corporate and Eliminations 9,950 9,462 Investments 347 865 Total assets $ 20,237 $ 19,509 As of March 31, 2020 As of June 30, 2019 (in millions) Goodwill and intangible assets, net Cable Network Programming $ 1,288 $ 1,246 Television 4,193 3,891 Other, Corporate and Eliminations 692 405 Total goodwill and intangible assets, net $ 6,173 $ 5,542 |
Additional Financial Informatio
Additional Financial Information | 9 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Additional Financial Information | NOTE 14. ADDITIONAL FINANCIAL INFORMATION Other, net The following table sets forth the components of Other, net included in the Statements of Operations: For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Net (losses) gains on investments in equity securities (a) $ (567 ) $ 211 $ (185 ) $ 132 Transaction costs (b) (29 ) (106 ) (72 ) (184 ) U.K. Newspaper Matters Indemnity (c) (18 ) (15 ) (62 ) (45 ) Other (18 ) (6 ) (26 ) (19 ) Total other, net $ (632 ) $ 84 $ (345 ) $ (116 ) (a) Net (losses) gains on investments in equity securities for the three and nine months ended March 31, 2020 included the losses related to changes in fair value of the Company’s investment in Roku which was sold in March 2020 (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Roku”). ( b ) The transaction costs for the three and nine months ended March 31, 2020 and 2019 are primarily related to the Separation and the Distribution and include retention related costs and for the three and nine months ended March 31, 2020 also include costs associated with the profits participants litigation (See Note 11—Commitments and Contingencies under the heading “Profits Participants Litigation”). The transaction costs for the nine months ended March 31, 2020 were offset by an adjustment to the receivables from Disney pursuant to the Separation and Distribution Agreement. ( c ) See Note 11—Commitments and Contingencies under the heading “U.K. Newspaper Matters Indemnity.” 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, 2020 As of June 30, 2019 (in millions) Operating lease ROU assets $ 531 $ - Investments (a) 347 865 Inventories, net 239 205 Other (b) 431 455 Total other non-current assets $ 1,548 $ 1,525 (a) Includes investments accounted for at fair value on a recurring basis of $256 million and $761 million as of March 31, 2020 and June 30, 2019, respectively (See Note 4—Fair Value). (b) Includes $223 million and $249 million of assets in the Grantor Trust (as defined in Note 14—Pension and Other Postretirement Benefits in the 2019 Form 10-K) as of March 31, 2020 and June 30, 2019, respectively. 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, 2020 As of June 30, 2019 (in millions) Accrued expenses $ 764 $ 835 Program rights payable 533 514 Deferred revenue 149 169 Operating lease liabilities 134 - Other current liabilities 200 194 Total accounts payable, accrued expenses and other current liabilities $ 1,780 $ 1,712 Other Liabilities The following table sets forth the components of Other liabilities included in the Balance Sheets: As of March 31, 2020 As of June 30, 2019 (in millions) Accrued non-current pension/postretirement liabilities $ 550 $ 543 Non-current operating lease liabilities 431 - Other non-current liabilities 331 356 Total other liabilities $ 1,312 $ 899 Supplemental Information For the nine months ended March 31, 2020 2019 (in millions) Supplemental cash flows information Cash paid for interest $ (355 ) $ (39 ) Cash paid for income taxes $ (75 ) $ - Supplemental information on acquisitions Fair value of assets acquired, excluding cash $ 773 $ - Cash acquired 15 - Liabilities assumed (53 ) - Noncontrolling interests (109 ) - Cash paid (626 ) - Fair value of equity instruments consideration $ - $ - |
Description of Business and B_2
Description of Business and Basis of Presentation (Policies) | 9 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | 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. A significant decline in estimated advertising revenue or the expected popularity of the Company’s programming could lead to a downward revision in the fair value of, among other things, the Company’s reporting units, indefinite-lived intangible assets and long-lived assets and result in an impairment and a non-cash charge that is material to the Company’s reported net earnings. An impairment did not exist as of March 31, 2020. The Company will perform its annual impairment review during the fourth quarter of fiscal 2020. In addition, the recoverability of national sports contracts is based on the Company’s best estimates at March 31, 2020 of attributable revenues and costs; such estimates may change in the future and such changes may be significant. Should revenues decline materially from estimates applied at March 31, 2020, amortization of rights may be accelerated. |
Principles of Consolidation and Combination | Intercompany transactions with 21CF or its affiliates and the Company are reflected in the historical Unaudited Consolidated Financial Statements for the period prior to the Distribution. All significant intracompany 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%. Accounting Standards Codification (“ASC”) in with readily determinable fair values are accounted for without readily determinable fair values 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 investments in equity securities are recognized in . |
Reclassifications and Adjustments | The Company’s fiscal year ends on June 30 of each year. Certain fiscal 2019 amounts have been reclassified to conform to the fiscal 2020 presentation. |
Recently Adopted and Recently Issued Accounting Guidance and the CARES Act | Recently Adopted and Recently Issued Accounting Guidance and the CARES Act Adopted In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)” (“Topic 842”), as amended. Topic 842 requires recognition of lease liabilities and right-of-use (“ROU”) assets on the balance sheet and disclosure of key information about leasing arrangements. On July 1, 2019, the Company adopted Topic 842 on a modified retrospective basis and recorded operating lease liabilities and ROU assets of approximately $635 million and $585 million, respectively, at the date of adoption (See Note 7—Leases). The difference between the Company’s initial recognition of operating lease liabilities and ROU assets, at the date of adoption, was primarily a result of the reclassification of the deferred rent liability. The adoption of Topic 842 did not have a significant impact on the Statements of Operations. In accordance with the guidance in Topic 842, the Company elected not to reassess (i) whether any existing contracts are or contain leases, (ii) lease classification for existing leases or (iii) capitalization of initial direct costs for existing leases. During the third quarter of fiscal 2020, the Company early adopted ASU 2017-04, “Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”). The objective of ASU 2017-04 is to simplify how an entity is required to test goodwill for impairment. Under previous GAAP, entities were required to test goodwill for impairment using a two-step approach. Under the amendments in ASU 2017-04, an entity performs its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The adoption of ASU 2017-04 did not have an effect on the Company’s Financial Statements. CARES Act In March 2020, the U.S. government enacted the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The CARES Act includes provisions relating to refundable payroll tax credits, deferral of the employer portion of certain payroll taxes, net operating loss carryback periods, modifications to net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company does not expect the impact of these changes on the Company’s financial statements will be material. |
Concentrations of Credit Risk | 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, 2020 and June 30, 2019, the Company had no individual customers that accounted for 10% or more of the Company’s receivables. |
Inventories, Net (Tables)
Inventories, Net (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories, Net | The Company’s inventories were comprised of the following As of March 31, 2020 As of June 30, 2019 (in millions) Sports programming rights $ 745 $ 954 Entertainment programming rights 465 380 Total inventories, net 1,210 1,334 Less: current portion of inventories, net (971 ) (1,129 ) Total non-current inventories, net $ 239 $ 205 |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets (Liabilities) and the Level Used to Measure Them | The following tables present information about financial assets and liabilities carried at fair value on a recurring basis: Fair value measurements As of March 31, 2020 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 256 $ - $ 256 (a) $ - Liabilities Other (6 ) - - (6) (b) Redeemable noncontrolling interests (258 ) - - (258) (b) Total $ (8 ) $ - $ 256 $ (264) Fair value measurements As of June 30, 2019 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 761 $ 545 (c) $ 216 (a) $ - Redeemable noncontrolling interests (189 ) - - (189) (b) Total $ 572 $ 545 $ 216 $ (189) ( a ) The investment categorized as Level 2 represents an investment in equity securities of The Stars Group estimated using the quoted market price of The Stars Group common stock less a discount due to a lack of marketability (“DLOM”). The DLOM was derived based on the remaining term of the lock up period and the volatility of The Stars Group common stock (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “The Stars Group” for further discussion). ( b ) The Company utilizes the market approach valuation technique 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 liability. Examples of utilized unobservable inputs are future cash flows and long-term growth rates. ( c ) The investment categorized as Level 1 represents an investment in equity securities of Roku with a readily determinable fair value, which was sold in March 2020 (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Roku” for further discussion). |
Changes in Fair Value of Financial Liabilities on a Recurring Basis Using Level 3 | 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, 2020 2019 2020 2019 (in millions) Beginning of period $ (216 ) $ (106 ) $ (189 ) $ (275 ) Acquisitions (a) - - (109 ) - Net income (4 ) (6 ) (16 ) (27 ) Distributions 6 6 19 25 Accretion and other (44 ) (30 ) 37 (b) 141 (b) End of period $ (258 ) $ (136 ) $ (258 ) $ (136 ) (a) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Credible Acquisition.” ( b ) As a result of the expiration of a portion of the put rights held by the sports network minority shareholder during the nine months ended March 31, 2020 and 2019, approximately $120 million and $200 million, respectively, was reclassified into equity. |
Schedule of Fair Value and Carrying Value of Borrowings | As of March 31, 2020 As of June 30, 2019 (in millions) Borrowings Fair value $ 7,568 $ 7,643 Carrying value $ 6,754 $ 6,751 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Values of Intangible Assets and Related Accumulated Amortization | The changes in the carrying values of the Company’s intangible assets and related accumulated amortization were as follows: Intangible assets not subject to amortization FCC licenses Other Total Amortizable intangible assets, net (a) Total intangible assets, net (in millions) Balance, June 30, 2019 $ 2,167 $ 642 $ 2,809 $ 42 $ 2,851 Acquisitions (b) 113 - 113 171 284 Disposals (b) (30 ) - (30 ) - (30 ) Amortization - - - (21 ) (21 ) Balance, March 31, 2020 $ 2,250 $ 642 $ 2,892 $ 192 $ 3,084 (a) ( b ) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals.” |
Schedule of Carrying Value of Goodwill, by Segment | The changes in the carrying value of goodwill, by segment, are as follows: Cable Network Programming Television Other, Corporate and Eliminations Total Goodwill (in millions) Balance, June 30, 2019 $ 987 $ 1,704 $ - $ 2,691 Acquisitions (a) 45 142 222 409 Disposals (a) - (11 ) - (11 ) Balance, March 31, 2020 $ 1,032 $ 1,835 $ 222 $ 3,089 ( a ) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals.” |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Lessee Operating Lease Components of Balance Sheet and Other Supplemental Information | The following amounts were recorded in the Company’s Balance Sheet relating to its operating leases and other supplemental information: As of March 31, 2020 (in millions) ROU assets $ 531 Lease liabilities Current lease liabilities $ 134 Non-current lease liabilities 431 Total lease liabilities $ 565 Other supplemental information Weighted average remaining lease term 7 years Weighted average discount rate 3 % |
Summary of Lease Costs and Supplemental Cash Flows Information | The following table presents information about the Company’s lease cost s and supplemental cash flow s information for leases: For the three months ended March 31, 2020 For the nine months ended March 31, 2020 (in millions) Lease costs Total lease costs (a) $ 34 $ 95 Supplemental cash flows information Operating cash flows from operating leases $ 43 $ 124 ROU assets obtained in exchange for operating lease liabilities (b) $ 33 $ 45 (a) Total lease costs of $34 million and $95 million for the three and nine months ended March 31, 2020, respectively, are net of sublease income of approximately $15 million and $40 million, respectively. (b) |
Schedule of lease payments relating to the Company’s operating leases | The following table presents the lease payments relating to the Company’s operating leases: As of March 31, 2020 (in millions) Fiscal Year 2020 $ 41 2021 132 2022 93 2023 91 2024 87 Thereafter 207 Total lease payments (a) 651 Less: imputed interest (86 ) Present value of operating lease liabilities $ 565 (a) In addition to the total lease payments presented above, the Company has a lease for an office facility with total lease payments of approximately $55 million that has not yet commenced as of March 31, 2020. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Stockholders Equity Note [Abstract] | |
Schedule of Dividends Declared | 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, 2020 2019 2020 2019 Cash dividend per share $ 0.23 $ - $ 0.46 $ - |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Equity-Based Compensation | The following table summarizes the Company’s equity-based compensation: For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Equity-based compensation (a) $ 41 $ 38 $ 115 $ 71 Intrinsic value of all settled equity-based awards $ 2 $ 130 $ 8 $ 240 (a) Prior to the Distribution, equity-based compensation included allocated expense for both executive directors and corporate executives of 21CF, allocated using a proportional allocation driver, which management deemed to be reasonable. |
Related Party Transactions an_2
Related Party Transactions and Twenty-First Century Fox, Inc. Investment (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Net Revenue from Related Parties | The following table sets forth the net revenue from related parties included in the Statements of Operations for the three and nine months ended March 31, 2019: For the three months ended March 31, 2019 For the nine months ended March 31, 2019 (in millions) Related party revenue $ 111 $ 289 Related party expense (33 ) (67 ) Related party revenue, net of expense $ 78 $ 222 |
Schedule of Components of Net Decrease in Twenty-First Century Fox, Inc. Investment | The following table summarizes the components of the net decrease in the Twenty-First Century Fox, Inc. For the three months ended March 31, 2019 For the nine months ended March 31, 2019 (in millions) Cash pooling, general financing activities and other (a) $ (1,523 ) $ (1,537 ) Corporate allocations 111 291 Net dividend paid to Twenty-First Century Fox, Inc. (6,500 ) (6,500 ) Taxes payable (b) 593 593 Deferred taxes on step-up (c) 5,515 5,515 Other deferred taxes (c) (481 ) (481 ) Net decrease in Twenty-First Century Fox, Inc. investment $ (2,285 ) $ (2,119 ) (a) The nature of activities included in the line item ‘Cash pooling, general financing activities and other’ includes financing activities, capital transfers, cash sweeps, other treasury services and Direct Corporate Expenses. (b) For purposes of the Company’s financial statements for the periods prior to the Distribution, the income tax expense in the Statements of Operations has been calculated as if FOX filed a separate tax return and was operating as a standalone business. This amount represents the difference between the separate tax return methodology and the actual tax liabilities attributed to the Company, in accordance with applicable tax law, as of the date of the Distribution. (c) As a result of the Separation and the Distribution, FOX obtained an additional tax basis in its assets equal to their respective fair market values. These amounts represent the additional estimated deferred tax asset recorded as a result of the increased tax basis (See Note 1—Description of Business and Basis of Presentation in the 2019 Form 10-K under the heading “Basis of Presentation”) and other deferred tax adjustments recorded as of the date of the Distribution. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Reconciliation of Revenues and Segment EBITDA from Segments to Consolidated | The following tables set forth the Company’s Revenues and Segment EBITDA for the three and nine months ended March 31, 2020 and 2019: For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Revenues Cable Network Programming $ 1,467 $ 1,383 $ 4,221 $ 4,082 Television 1,926 1,370 5,548 4,796 Other, Corporate and Eliminations 47 (1 ) 116 (2 ) Total revenues $ 3,440 $ 2,752 $ 9,885 $ 8,876 Segment EBITDA Cable Network Programming $ 792 $ 741 $ 2,032 $ 1,893 Television 224 99 261 256 Other, Corporate and Eliminations (96 ) (74 ) (256 ) (177 ) Amortization of cable distribution investments (5 ) (10 ) (19 ) (29 ) Depreciation and amortization (57 ) (58 ) (164 ) (152 ) Impairment and restructuring charges - (14 ) (9 ) (14 ) Interest expense (89 ) (81 ) (269 ) (112 ) Interest income 8 19 33 19 Other, net (632 ) 84 (345 ) (116 ) Income before income tax expense 145 706 1,264 1,568 Income tax expense (55 ) (167 ) (347 ) (390 ) Net income 90 539 917 1,178 Less: Net income attributable to noncontrolling interests (12 ) (10 ) (40 ) (37 ) Net income attributable to Fox Corporation stockholders $ 78 $ 529 $ 877 $ 1,141 |
Summary of Revenues by Segment by Component to Consolidated | Revenues by Segment by Component For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Cable Network Programming Affiliate fee $ 1,006 $ 968 $ 2,902 $ 2,845 Advertising 304 276 895 893 Other 157 139 424 344 Total Cable Network Programming revenues 1,467 1,383 4,221 4,082 Television Advertising 1,266 812 3,726 3,245 Affiliate fee 553 452 1,487 1,257 Other 107 106 335 294 Total Television revenues 1,926 1,370 5,548 4,796 Other, Corporate and Eliminations 47 (1 ) 116 (2 ) Total revenues $ 3,440 $ 2,752 $ 9,885 $ 8,876 |
Reconciliation of Depreciation and Amortization from Segments to Consolidated | For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Depreciation and amortization Cable Network Programming $ 15 $ 12 $ 44 $ 35 Television 17 28 46 80 Other, Corporate and Eliminations 25 18 74 37 Total depreciation and amortization $ 57 $ 58 $ 164 $ 152 |
Reconciliation of Assets from Segments to Consolidated | As of March 31, 2020 As of June 30, 2019 (in millions) Assets Cable Network Programming $ 2,714 $ 2,584 Television 7,226 6,598 Other, Corporate and Eliminations 9,950 9,462 Investments 347 865 Total assets $ 20,237 $ 19,509 |
Reconciliation of Goodwill and Intangible Assets, Net from Segments to Consolidated | As of March 31, 2020 As of June 30, 2019 (in millions) Goodwill and intangible assets, net Cable Network Programming $ 1,288 $ 1,246 Television 4,193 3,891 Other, Corporate and Eliminations 692 405 Total goodwill and intangible assets, net $ 6,173 $ 5,542 |
Additional Financial Informat_2
Additional Financial Information (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Components of Other, net | The following table sets forth the components of Other, net included in the Statements of Operations: For the three months ended March 31, For the nine months ended March 31, 2020 2019 2020 2019 (in millions) Net (losses) gains on investments in equity securities (a) $ (567 ) $ 211 $ (185 ) $ 132 Transaction costs (b) (29 ) (106 ) (72 ) (184 ) U.K. Newspaper Matters Indemnity (c) (18 ) (15 ) (62 ) (45 ) Other (18 ) (6 ) (26 ) (19 ) Total other, net $ (632 ) $ 84 $ (345 ) $ (116 ) (a) Net (losses) gains on investments in equity securities for the three and nine months ended March 31, 2020 included the losses related to changes in fair value of the Company’s investment in Roku which was sold in March 2020 (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Roku”). ( b ) The transaction costs for the three and nine months ended March 31, 2020 and 2019 are primarily related to the Separation and the Distribution and include retention related costs and for the three and nine months ended March 31, 2020 also include costs associated with the profits participants litigation (See Note 11—Commitments and Contingencies under the heading “Profits Participants Litigation”). The transaction costs for the nine months ended March 31, 2020 were offset by an adjustment to the receivables from Disney pursuant to the Separation and Distribution Agreement. ( c ) See Note 11—Commitments and Contingencies under the heading “U.K. Newspaper Matters Indemnity.” |
Components of 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, 2020 As of June 30, 2019 (in millions) Operating lease ROU assets $ 531 $ - Investments (a) 347 865 Inventories, net 239 205 Other (b) 431 455 Total other non-current assets $ 1,548 $ 1,525 (a) Includes investments accounted for at fair value on a recurring basis of $256 million and $761 million as of March 31, 2020 and June 30, 2019, respectively (See Note 4—Fair Value). (b) Includes $223 million and $249 million of assets in the Grantor Trust (as defined in Note 14—Pension and Other Postretirement Benefits in the 2019 Form 10-K) as of March 31, 2020 and June 30, 2019, respectively. |
Components of 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, 2020 As of June 30, 2019 (in millions) Accrued expenses $ 764 $ 835 Program rights payable 533 514 Deferred revenue 149 169 Operating lease liabilities 134 - Other current liabilities 200 194 Total accounts payable, accrued expenses and other current liabilities $ 1,780 $ 1,712 |
Components of Other Liabilities | The following table sets forth the components of Other liabilities included in the Balance Sheets: As of March 31, 2020 As of June 30, 2019 (in millions) Accrued non-current pension/postretirement liabilities $ 550 $ 543 Non-current operating lease liabilities 431 - Other non-current liabilities 331 356 Total other liabilities $ 1,312 $ 899 |
Supplemental Information | Supplemental Information For the nine months ended March 31, 2020 2019 (in millions) Supplemental cash flows information Cash paid for interest $ (355 ) $ (39 ) Cash paid for income taxes $ (75 ) $ - Supplemental information on acquisitions Fair value of assets acquired, excluding cash $ 773 $ - Cash acquired 15 - Liabilities assumed (53 ) - Noncontrolling interests (109 ) - Cash paid (626 ) - Fair value of equity instruments consideration $ - $ - |
Description of Business and B_3
Description of Business and Basis of Presentation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 31, 2020 | Jul. 01, 2019 | Jun. 30, 2019 | Mar. 19, 2019 |
Disclosure Basis Of Presentation Details [Line Items] | ||||
Operating lease liabilities | $ 565 | |||
ROU assets | $ 531 | $ 0 | ||
Accounting Standards Update 2016-02 | ||||
Disclosure Basis Of Presentation Details [Line Items] | ||||
Operating lease liabilities | $ 635 | |||
ROU assets | $ 585 | |||
Class A Common Stock | ||||
Disclosure Basis Of Presentation Details [Line Items] | ||||
Common stock, shares outstanding | 342,640,682 | 354,422,419 | 354,000,000 | |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |
Class B Common Stock | ||||
Disclosure Basis Of Presentation Details [Line Items] | ||||
Common stock, shares outstanding | 261,078,355 | 266,173,651 | 266,000,000 | |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Acquisitions, Disposals and O_2
Acquisitions, Disposals and Other Transactions (Narrative) (Details) $ in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Apr. 30, 2020USD ($) | Mar. 31, 2020USD ($)TelevisionStation | Oct. 31, 2019USD ($) | Oct. 31, 2019AUD ($) | May 31, 2019USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Jun. 30, 2019USD ($) | |
Business Acquisition [Line Items] | |||||||||
Payments to acquire businesses, net of cash acquired | $ 611 | $ 0 | |||||||
Cash paid to acquire businesses | 626 | 0 | |||||||
Consideration transferred preliminarily allocated to goodwill | $ 3,089 | $ 3,089 | 3,089 | $ 2,691 | |||||
Sale of investments | 349 | $ 0 | |||||||
Roku | |||||||||
Business Acquisition [Line Items] | |||||||||
Sale of investments | $ 340 | ||||||||
Change in fair value, loss | 470 | $ 210 | |||||||
The Stars Group | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire investments | $ 236 | ||||||||
Percentage of ownership of equity interest | 4.99% | ||||||||
Transfer restrictions period | 2021-05 | ||||||||
Caffeine and Caffeine Studios | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire investments | $ 100 | ||||||||
FanDuel Group | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of ownership interest that can be acquired in the future | 18.50% | ||||||||
Option term to acquire an equity interest | 10 years | 10 years | |||||||
Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred preliminarily allocated to amortizable intangible assets, useful life | 5 years | ||||||||
Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred preliminarily allocated to amortizable intangible assets, useful life | 20 years | ||||||||
Maximum | The Stars Group's U.S. business | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of ownership interest that can be acquired in the future | 50.00% | ||||||||
WJZY and WMYT Television Stations | Disposal | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of television stations sold | TelevisionStation | 2 | ||||||||
Disposition, cash received | $ 45 | ||||||||
KCPQ, KZJO and WITI Television Stations | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of television stations acquired | TelevisionStation | 3 | ||||||||
Cash paid to acquire businesses | $ 350 | ||||||||
Consideration transferred | 350 | ||||||||
Consideration transferred preliminarily allocated to intangible assets | 210 | 210 | $ 210 | ||||||
Consideration transferred preliminarily allocated to amortizable intangible assets | 100 | 100 | 100 | ||||||
Consideration transferred preliminarily allocated to property, plant and equipment | $ 30 | 30 | 30 | ||||||
KCPQ, KZJO and WITI Television Stations | Retransmission Agreements | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred preliminarily allocated to amortizable intangible assets, useful life | 8 years | ||||||||
KCPQ, KZJO and WITI Television Stations | FCC licenses | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred preliminarily allocated to intangible assets with indefinite lives | $ 110 | $ 110 | $ 110 | ||||||
Credible | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire businesses, net of cash acquired | $ 260 | $ 390 | |||||||
Consideration transferred | 260 | ||||||||
Consideration transferred preliminarily allocated to amortizable intangible assets | $ 70 | ||||||||
Business acquisition, percentage of equity acquired | 67.00% | ||||||||
Provisional valuation, percentage of acquired business | 100.00% | 100.00% | |||||||
Consideration transferred preliminarily allocated to goodwill | $ 285 | ||||||||
Consideration transferred preliminarily allocated to redeemable noncontrolling interests | (110) | ||||||||
Maximum capital to be contributed | $ 75 | ||||||||
Period over which capital will be contributed | 2 years | 2 years | |||||||
Credible | Credible | |||||||||
Business Acquisition [Line Items] | |||||||||
Remaining percentage of equity not acquired by parent | 33.00% | ||||||||
Credible | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred preliminarily allocated to amortizable intangible assets, useful life | 5 years | 5 years | |||||||
Credible | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred preliminarily allocated to amortizable intangible assets, useful life | 10 years | 10 years | |||||||
Subsequent Event | Tubi Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire businesses, net of cash acquired | $ 445 | ||||||||
Additional consideration to be transferred | $ 45 |
Inventories, Net (Schedule of I
Inventories, Net (Schedule of Inventories, Net) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Inventory Disclosure [Abstract] | ||
Sports programming rights | $ 745 | $ 954 |
Entertainment programming rights | 465 | 380 |
Total inventories, net | 1,210 | 1,334 |
Less: current portion of inventories, net | (971) | (1,129) |
Total non-current inventories, net | $ 239 | $ 205 |
Fair Value (Schedule of Financi
Fair Value (Schedule of Financial Assets and Liabilities Carried at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 | ||
Assets | ||||
Investments in equity securities | $ 256 | $ 761 | ||
Liabilities | ||||
Redeemable noncontrolling interests | (258) | (189) | ||
Fair value measurements recurring | ||||
Assets | ||||
Investments in equity securities | 256 | 761 | ||
Liabilities | ||||
Other | (6) | |||
Redeemable noncontrolling interests | (258) | (189) | ||
Total | (8) | 572 | ||
Fair value measurements recurring | Level 1 | ||||
Assets | ||||
Investments in equity securities | 0 | 545 | [1] | |
Liabilities | ||||
Other | 0 | |||
Redeemable noncontrolling interests | 0 | 0 | ||
Total | 0 | 545 | ||
Fair value measurements recurring | Level 2 | ||||
Assets | ||||
Investments in equity securities | [2] | 256 | 216 | |
Liabilities | ||||
Other | 0 | |||
Redeemable noncontrolling interests | 0 | 0 | ||
Total | 256 | 216 | ||
Fair value measurements recurring | Level 3 | ||||
Assets | ||||
Investments in equity securities | 0 | 0 | ||
Liabilities | ||||
Other | [3] | (6) | ||
Redeemable noncontrolling interests | [3] | (258) | (189) | |
Total | $ (264) | $ (189) | ||
[1] | The investment categorized as Level 1 represents an investment in equity securities of Roku with a readily determinable fair value, which was sold in March 2020 (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Roku” for further discussion). | |||
[2] | The investment categorized as Level 2 represents an investment in equity securities of The Stars Group estimated using the quoted market price of The Stars Group common stock less a discount due to a lack of marketability (“DLOM”). The DLOM was derived based on the remaining term of the lock up period and the volatility of The Stars Group common stock (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “The Stars Group” for further discussion). | |||
[3] | The Company utilizes the market approach valuation technique 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 liability. Examples of utilized unobservable inputs are future cash flows and long-term growth rates. |
Fair Value (Liabilities Measure
Fair Value (Liabilities Measured on Recurring Basis) (Details) - Redeemable Noncontrolling Interests - Level 3 - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||
Beginning of period | $ (216) | $ (106) | $ (189) | $ (275) | |||
Acquisitions | [1] | 0 | 0 | (109) | 0 | ||
Net income | (4) | (6) | (16) | (27) | |||
Distributions | 6 | 6 | 19 | 25 | |||
Accretion and other | (44) | (30) | 37 | [2] | 141 | [2] | |
End of period | $ (258) | $ (136) | $ (258) | $ (136) | |||
[1] | See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Credible Acquisition.” | ||||||
[2] | As a result of the expiration of a portion of the put rights held by the sports network minority shareholder during the nine months ended March 31, 2020 and 2019, approximately $120 million and $200 million, respectively, was reclassified into equity. |
Fair Value (Liabilities Measu_2
Fair Value (Liabilities Measured on Recurring Basis) (Parenthetical) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Redeemable Noncontrolling Interests | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amounts reclassified into equity as a result of the expiration of a put arrangement | $ 120 | $ 200 |
Fair Value (Borrowings) (Detail
Fair Value (Borrowings) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Fair Value Disclosures [Abstract] | ||
Fair value | $ 7,568 | $ 7,643 |
Carrying value | $ 6,754 | $ 6,751 |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) - Receivables - Credit Concentration Risk - Customer | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Concentration risk percentage | 10.00% | 10.00% |
Number of major customers | 0 | 0 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net (Changes in Carrying Values of Intangible Assets and Related Accumulated Amortization) (Details) $ in Millions | 9 Months Ended | |
Mar. 31, 2020USD ($) | ||
Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, beginning | $ 2,809 | |
Intangible assets not subject to amortization, acquisitions | 113 | [1] |
Intangible assets not subject to amortization, disposals | (30) | [1] |
Intangible assets not subject to amortization, ending | 2,892 | |
Amortizable intangible assets, net, beginning | 42 | [2] |
Amortizable intangible assets, net, acquisitions | 171 | [1],[2] |
Amortizable intangible assets, net, disposals | 0 | [1],[2] |
Amortizable intangible assets, net, amortization | (21) | [2] |
Amortizable intangible assets, net, ending | 192 | [2] |
Total intangible assets, net, beginning | 2,851 | |
Total intangible assets, net, acquisitions | 284 | [1] |
Total intangible assets, net, disposals | (30) | [1] |
Total intangible assets, net, ending | 3,084 | |
FCC licenses | ||
Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, beginning | 2,167 | |
Intangible assets not subject to amortization, acquisitions | 113 | [1] |
Intangible assets not subject to amortization, disposals | (30) | [1] |
Intangible assets not subject to amortization, ending | 2,250 | |
Other | ||
Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, beginning | 642 | |
Intangible assets not subject to amortization, ending | $ 642 | |
[1] | See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals.” | |
[2] | Net of accumulated amortization of $150 million and $129 million as of March 31, 2020 and June 30, 2019, respectively. The average useful life of amortizable intangible assets ranges from five to 20 years. |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net (Changes in Carrying Values of Intangible Assets and Related Accumulated Amortization) (Parenthetical) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Mar. 31, 2020 | Jun. 30, 2019 | |
Intangible Assets [Line Items] | ||
Accumulated amortization of amortizable intangible assets | $ 150 | $ 129 |
Minimum | ||
Intangible Assets [Line Items] | ||
Useful life of amortizable intangible assets | 5 years | |
Maximum | ||
Intangible Assets [Line Items] | ||
Useful life of amortizable intangible assets | 20 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net (Schedule of Carrying Value of Goodwill, by Segment) (Details) $ in Millions | 9 Months Ended | |
Mar. 31, 2020USD ($) | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 2,691 | |
Acquisitions | 409 | [1] |
Disposals | (11) | [1] |
Goodwill, ending balance | 3,089 | |
Operating Segments | Cable Network Programming Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 987 | |
Acquisitions | 45 | [1] |
Disposals | 0 | [1] |
Goodwill, ending balance | 1,032 | |
Operating Segments | Television Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 1,704 | |
Acquisitions | 142 | [1] |
Disposals | (11) | [1] |
Goodwill, ending balance | 1,835 | |
Operating Segments | Other, Corporate and Eliminations Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 0 | |
Acquisitions | 222 | [1] |
Disposals | 0 | [1] |
Goodwill, ending balance | $ 222 | |
[1] | See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals.” |
Borrowings (Narrative) (Details
Borrowings (Narrative) (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Apr. 30, 2020 | Jan. 31, 2019 | Mar. 31, 2020 | |
Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Limit on revolving credit facility | $ 1,000,000,000 | ||
Sub-limit for maximum amount of letters of credit issuable under revolving credit facility | $ 150,000,000 | ||
Credit facility, maturity date | Mar. 31, 2024 | ||
Borrowings outstanding | $ 0 | ||
Subsequent Event | Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Cash in excess of amount will be deducted from indebtedness for purposes of calculating operating income leverage ratio | $ 500,000,000 | ||
Senior notes | |||
Debt Instrument [Line Items] | |||
Net proceeds from issuance of senior notes | $ 6,800,000,000 | ||
Senior notes | 3.05% senior notes due 2025 | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Senior notes | $ 600,000,000 | ||
Stated interest rate of debt instrument | 3.05% | ||
Senior notes, maturity year | Apr. 30, 2025 | ||
Senior notes | 3.50% senior notes due 2030 | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Senior notes | $ 600,000,000 | ||
Stated interest rate of debt instrument | 3.50% | ||
Senior notes, maturity year | Apr. 30, 2030 |
Leases (Summary of Operating Le
Leases (Summary of Operating Lease Components of Balance Sheet and Other Supplemental Information) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Leases [Abstract] | ||
ROU assets | $ 531 | $ 0 |
Lease liabilities | ||
Current lease liabilities | 134 | 0 |
Non-current lease liabilities | 431 | $ 0 |
Total lease liabilities | $ 565 | |
Other supplemental information | ||
Weighted average remaining lease term | 7 years | |
Weighted average discount rate | 3.00% |
Leases (Summary of Lease Costs
Leases (Summary of Lease Costs and Supplemental Cash Flows Information) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2020 | ||
Lease costs | |||
Total lease costs | [1] | $ 34 | $ 95 |
Supplemental cash flows information | |||
Operating cash flows from operating leases | 43 | 124 | |
ROU assets obtained in exchange for operating lease liabilities | [2] | $ 33 | $ 45 |
[1] | Total lease costs of $34 million and $95 million for the three and nine months ended March 31, 2020, respectively, are net of sublease income of approximately $15 million and $40 million, respectively. | ||
[2] | Primarily related to leases obtained through the Company’s acquisitions (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Acquisitions and Disposals”). |
Leases (Summary of Lease Cost_2
Leases (Summary of Lease Costs and Supplemental Cash Flows Information) (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2020 | ||
Lease Costs [Abstract] | |||
Lease costs | [1] | $ 34 | $ 95 |
Sublease income | $ 15 | $ 40 | |
[1] | Total lease costs of $34 million and $95 million for the three and nine months ended March 31, 2020, respectively, are net of sublease income of approximately $15 million and $40 million, respectively. |
Leases (Summary of Operating _2
Leases (Summary of Operating Lease Liabilities) (Details) $ in Millions | Mar. 31, 2020USD ($) | |
Fiscal Year | ||
2020 | $ 41 | |
2021 | 132 | |
2022 | 93 | |
2023 | 91 | |
2024 | 87 | |
Thereafter | 207 | |
Total lease payments | 651 | [1] |
Less: imputed interest | (86) | |
Present value of operating lease liabilities | $ 565 | |
[1] | In addition to the total lease payments presented above, the Company has a lease for an office facility with total lease payments of approximately $55 million that has not yet commenced as of March 31, 2020. |
Leases (Summary of Operating _3
Leases (Summary of Operating Lease Liabilities) (Parenthetical) (Details) $ in Millions | Mar. 31, 2020USD ($) |
Office Facility | |
Lessee Lease Description [Line Items] | |
Total lease payments for an operating lease that has not yet commenced | $ 55 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Mar. 31, 2020USD ($)Option | Mar. 31, 2020USD ($)Option | |
Lessor Lease Description [Line Items] | ||
Total lease income | $ 15 | $ 40 |
Production and Office Space | ||
Lessor Lease Description [Line Items] | ||
Initial term of lease arrangements | 7 years | 7 years |
Lease arrangements renewal term | 5 years | 5 years |
Number of renewal options | Option | 2 | 2 |
Annual lease payments to be received | $ 50 | $ 50 |
Stockholders Equity (Narrative)
Stockholders Equity (Narrative) (Details) - USD ($) $ / shares in Units, shares in Millions | Nov. 11, 2019 | Nov. 06, 2019 | Jan. 31, 2020 | Nov. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 |
Stockholders Equity [Line Items] | ||||||||
Stock repurchase program, number of shares repurchased during the period | 17 | |||||||
Stock repurchase program, value of shares repurchased during the period | $ 173,000,000 | $ 600,000,000 | ||||||
Stock repurchase program, remaining buyback authorization amount | $ 1,400,000,000 | $ 1,400,000,000 | ||||||
Class A and Class B Common Stock | ||||||||
Stockholders Equity [Line Items] | ||||||||
Stock repurchase program, authorized amount | $ 2,000,000,000 | |||||||
Class A Common Stock | ||||||||
Stockholders Equity [Line Items] | ||||||||
Accelerated share repurchases agreement, amount | 350,000,000 | |||||||
Accelerated share repurchases, amount of payment to third party financial institution | $ 350,000,000 | |||||||
Stock repurchase program, number of shares repurchased during the period | 2 | 8 | 2 | |||||
Accelerated share repurchases, percentage of shares expected to be repurchased | 80.00% | |||||||
Accelerated share repurchases, initial price paid per share | $ 34.99 | |||||||
Accelerated share repurchases, final price paid per share | $ 36.05 | |||||||
Stock repurchase program, value of shares repurchased during the period | $ 72,000,000 | |||||||
Cash dividend per share | $ 0.23 | $ 0 | $ 0.46 | $ 0 | ||||
Class A Common Stock | Semi Annual Dividend | ||||||||
Stockholders Equity [Line Items] | ||||||||
Cash dividend per share | $ 0.23 | |||||||
Dividend payable period, month and year | 2020-04 | 2020-04 | ||||||
Dividend record date | Mar. 4, 2020 | |||||||
Class B Common Stock | ||||||||
Stockholders Equity [Line Items] | ||||||||
Share repurchase program, amount intended to promptly repurchase | $ 150,000,000 | |||||||
Stock repurchase program, number of shares repurchased during the period | 5 | |||||||
Stock repurchase program, value of shares repurchased during the period | $ 178,000,000 | |||||||
Cash dividend per share | $ 0.23 | $ 0 | $ 0.46 | $ 0 | ||||
Class B Common Stock | Semi Annual Dividend | ||||||||
Stockholders Equity [Line Items] | ||||||||
Cash dividend per share | $ 0.23 | |||||||
Dividend payable period, month and year | 2020-04 | 2020-04 | ||||||
Dividend record date | Mar. 4, 2020 | |||||||
Class B Common Stock | Maximum | Stockholders Agreement | Murdoch Family Trust | ||||||||
Stockholders Equity [Line Items] | ||||||||
Outstanding voting power, percentage | 44.00% | |||||||
Percentage of voting power increase in any rolling twelve-month period | 1.75% |
Stockholders Equity (Schedule o
Stockholders Equity (Schedule of Dividends Declared) (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Class A Common Stock | ||||
Dividends Payable [Line Items] | ||||
Cash dividend per share | $ 0.23 | $ 0 | $ 0.46 | $ 0 |
Class B Common Stock | ||||
Dividends Payable [Line Items] | ||||
Cash dividend per share | $ 0.23 | $ 0 | $ 0.46 | $ 0 |
Equity-Based Compensation (Narr
Equity-Based Compensation (Narrative) (Details) shares in Millions, $ in Millions | 9 Months Ended | |
Mar. 31, 2020USD ($)shares | Mar. 31, 2019Trancheshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total estimated compensation cost, not yet recognized, related to non-vested equity awards | $ | $ 165 | |
Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Weighted average future period unrecognized compensation cost related to equity based awards is expected to be recognized | 1 year | |
Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Weighted average future period unrecognized compensation cost related to equity based awards is expected to be recognized | 2 years | |
Performance Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Stock units granted | 1.4 | |
Performance Stock Units | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Payout range as a percentage of the target award | 0.00% | |
Performance Stock Units | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Payout range as a percentage of the target award | 200.00% | |
Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Stock units granted | 1.1 | 2.4 |
Number of tranches | Tranche | 2 | |
Restricted Stock Units | Tranche One | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity awards vested, percentage | 50.00% | |
Equity awards vesting date | Jun. 15, 2020 | |
Restricted Stock Units | Tranche Two | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity awards vesting date | Jun. 15, 2021 | |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Stock options granted | 3.8 | 3.1 |
Stock options expiration period | 7 years | |
Stock options outstanding | 7 | |
Stock Options | Tranche One | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity awards vested, percentage | 50.00% | |
Equity awards vesting date | Jun. 15, 2020 | |
Stock Options | Tranche Two | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity awards vested, percentage | 50.00% | |
Equity awards vesting date | Jun. 15, 2021 |
Equity-Based Compensation (Summ
Equity-Based Compensation (Summary of Equity-Based Compensation) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||||
Equity-based compensation | [1] | $ 41 | $ 38 | $ 115 | $ 71 |
Intrinsic value of all settled equity-based awards | $ 2 | $ 130 | $ 8 | $ 240 | |
[1] | Prior to the Distribution, equity-based compensation included allocated expense for both executive directors and corporate executives of 21CF, allocated using a proportional allocation driver, which management deemed to be reasonable. |
Related Party Transactions an_3
Related Party Transactions and Twenty-First Century Fox, Inc. Investment (Net Revenue from Related Parties) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Mar. 31, 2019 | Mar. 31, 2019 | |
Related Party Transactions [Abstract] | ||
Related party revenue | $ 111 | $ 289 |
Related party expense | (33) | (67) |
Related party revenue, net of expense | $ 78 | $ 222 |
Related Party Transactions an_4
Related Party Transactions and Twenty-First Century Fox, Inc. Investment (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Mar. 31, 2019 | Mar. 31, 2019 | |
Selling, General and Administrative Expenses [Member] | ||
Related Party Transaction [Line Items] | ||
General Corporate Expenses | $ 100 | $ 270 |
Related Party Transactions an_5
Related Party Transactions and Twenty-First Century Fox, Inc. Investment (Components of the Net Decrease in Twenty-First Century Fox, Inc. Investment) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2019 | ||
Related Party Transaction [Line Items] | |||
Net decrease in Twenty-First Century Fox, Inc. investment | $ (2,299) | $ (2,276) | |
Twenty-First Century Fox, Inc. Investment | |||
Related Party Transaction [Line Items] | |||
Cash pooling, general financing activities and other | [1] | (1,523) | (1,537) |
Corporate allocations | 111 | 291 | |
Net dividend paid to Twenty-First Century Fox, Inc. | (6,500) | (6,500) | |
Taxes payable | [2] | 593 | 593 |
Deferred taxes on step-up | [3] | 5,515 | 5,515 |
Other deferred taxes | [3] | (481) | (481) |
Net decrease in Twenty-First Century Fox, Inc. investment | $ (2,285) | $ (2,119) | |
[1] | The nature of activities included in the line item ‘Cash pooling, general financing activities and other’ includes financing activities, capital transfers, cash sweeps, other treasury services and Direct Corporate Expenses. | ||
[2] | For purposes of the Company’s financial statements for the periods prior to the Distribution, the income tax expense in the Statements of Operations has been calculated as if FOX filed a separate tax return and was operating as a standalone business. This amount represents the difference between the separate tax return methodology and the actual tax liabilities attributed to the Company, in accordance with applicable tax law, as of the date of the Distribution. | ||
[3] | As a result of the Separation and the Distribution, FOX obtained an additional tax basis in its assets equal to their respective fair market values. These amounts represent the additional estimated deferred tax asset recorded as a result of the increased tax basis (See Note 1—Description of Business and Basis of Presentation in the 2019 Form 10-K under the heading “Basis of Presentation”) and other deferred tax adjustments recorded as of the date of the Distribution. |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | |
Loss Contingencies [Line Items] | |||
Total firm commitments and future debt payments | $ 37,000 | $ 41,000 | |
U.K. Newspaper Matters Indemnity | |||
Loss Contingencies [Line Items] | |||
Liability related to indemnity | 65 | $ 50 | |
Profits Participants Litigation | |||
Loss Contingencies [Line Items] | |||
Litigation settlement | $ 20 | $ 34 |
Pension and Other Postretirem_2
Pension and Other Postretirement Benefits (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | ||||
Net periodic benefit cost | $ 14 | $ 13 | $ 41 | $ 40 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) - Television Segment - US | 9 Months Ended |
Mar. 31, 2020FullpowertvstationDuopoly | |
Segment Reporting Information [Line Items] | |
Full power broadcast television stations | 29 |
Duopolies | Duopoly | 11 |
FOX Network | |
Segment Reporting Information [Line Items] | |
Full power broadcast television stations | 18 |
MyNetworkTV | |
Segment Reporting Information [Line Items] | |
Full power broadcast television stations | 10 |
Independent Station | |
Segment Reporting Information [Line Items] | |
Full power broadcast television stations | 1 |
Segment Information (Reconcilia
Segment Information (Reconciliation of Revenues and Segment EBITDA from Segments to Consolidated) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 3,440 | $ 2,752 | $ 9,885 | $ 8,876 | |
Amortization of cable distribution investments | (5) | (10) | (19) | (29) | |
Depreciation and amortization | (57) | (58) | (164) | (152) | |
Impairment and restructuring charges | 0 | (14) | (9) | (14) | |
Interest expense | (89) | (81) | (269) | (112) | |
Interest income | 8 | 19 | 33 | 19 | |
Other, net | (632) | 84 | (345) | (116) | |
Income before income tax expense | 145 | 706 | 1,264 | 1,568 | |
Income tax expense | (55) | (167) | (347) | (390) | |
Net income | 90 | 539 | 917 | 1,178 | |
Less: Net income attributable to noncontrolling interests | [1] | (12) | (10) | (40) | (37) |
Net income attributable to Fox Corporation stockholders | 78 | 529 | 877 | 1,141 | |
Operating Segments | Cable Network Programming Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 1,467 | 1,383 | 4,221 | 4,082 | |
Segment EBITDA | 792 | 741 | 2,032 | 1,893 | |
Depreciation and amortization | (15) | (12) | (44) | (35) | |
Operating Segments | Television Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 1,926 | 1,370 | 5,548 | 4,796 | |
Segment EBITDA | 224 | 99 | 261 | 256 | |
Depreciation and amortization | (17) | (28) | (46) | (80) | |
Operating Segments | Other, Corporate and Eliminations Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 47 | (1) | 116 | (2) | |
Segment EBITDA | (96) | (74) | (256) | (177) | |
Depreciation and amortization | $ (25) | $ (18) | $ (74) | $ (37) | |
[1] | Net income attributable to noncontrolling interests includes $4 million and $6 million for the three months ended March 31, 2020 and 2019, respectively, and $16 million and $27 million for the nine months ended March 31, 2020 and 2019, respectively, relating to redeemable noncontrolling interests. |
Segment Information (Summary of
Segment Information (Summary of Revenues by Segment by Component to Consolidated) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 3,440 | $ 2,752 | $ 9,885 | $ 8,876 |
Operating Segments | Cable Network Programming Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,467 | 1,383 | 4,221 | 4,082 |
Operating Segments | Cable Network Programming Segment | Affiliate Fee | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,006 | 968 | 2,902 | 2,845 |
Operating Segments | Cable Network Programming Segment | Advertising | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 304 | 276 | 895 | 893 |
Operating Segments | Cable Network Programming Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 157 | 139 | 424 | 344 |
Operating Segments | Television Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,926 | 1,370 | 5,548 | 4,796 |
Operating Segments | Television Segment | Affiliate Fee | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 553 | 452 | 1,487 | 1,257 |
Operating Segments | Television Segment | Advertising | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,266 | 812 | 3,726 | 3,245 |
Operating Segments | Television Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 107 | 106 | 335 | 294 |
Operating Segments | Other, Corporate and Eliminations Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 47 | $ (1) | $ 116 | $ (2) |
Segment Information (Narrativ_2
Segment Information (Narrative) (Details1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-04-01 $ in Billions | 9 Months Ended |
Mar. 31, 2020USD ($) | |
Segment Reporting Information [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Explanation | revenues are expected to be recognized primarily over the next one to three years. |
Revenue, Remaining Performance Obligation, Amount | $ 5.3 |
Minimum | |
Segment Reporting Information [Line Items] | |
Future Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Maximum | |
Segment Reporting Information [Line Items] | |
Future Performance Obligation, Expected Timing of Satisfaction, Period | 3 years |
Segment Information (Reconcil_2
Segment Information (Reconciliation of Depreciation and Amortization from Segments to Consolidated) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ 57 | $ 58 | $ 164 | $ 152 |
Operating Segments | Cable Network Programming Segment | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 15 | 12 | 44 | 35 |
Operating Segments | Television Segment | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 17 | 28 | 46 | 80 |
Operating Segments | Other, Corporate and Eliminations Segment | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ 25 | $ 18 | $ 74 | $ 37 |
Segment Information (Reconcil_3
Segment Information (Reconciliation of Assets from Segments to Consolidated) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | |||
Total assets | $ 20,237 | $ 19,509 | |
Investments | [1] | 347 | 865 |
Operating Segments | Cable Network Programming Segment | |||
Segment Reporting Information [Line Items] | |||
Total assets | 2,714 | 2,584 | |
Operating Segments | Television Segment | |||
Segment Reporting Information [Line Items] | |||
Total assets | 7,226 | 6,598 | |
Operating Segments | Other, Corporate and Eliminations Segment | |||
Segment Reporting Information [Line Items] | |||
Total assets | $ 9,950 | $ 9,462 | |
[1] | Includes investments accounted for at fair value on a recurring basis of $256 million and $761 million as of March 31, 2020 and June 30, 2019, respectively (See Note 4—Fair Value). |
Segment Information (Reconcil_4
Segment Information (Reconciliation of Goodwill and Intangible Assets, Net from Segments to Consolidated) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Segment Reporting Information [Line Items] | ||
Goodwill and intangible assets, net | $ 6,173 | $ 5,542 |
Operating Segments | Cable Network Programming Segment | ||
Segment Reporting Information [Line Items] | ||
Goodwill and intangible assets, net | 1,288 | 1,246 |
Operating Segments | Television Segment | ||
Segment Reporting Information [Line Items] | ||
Goodwill and intangible assets, net | 4,193 | 3,891 |
Operating Segments | Other, Corporate and Eliminations Segment | ||
Segment Reporting Information [Line Items] | ||
Goodwill and intangible assets, net | $ 692 | $ 405 |
Additional Financial Informat_3
Additional Financial Information (Components of Other, Net) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||||
Net (losses) gains on investments in equity securities | [1] | $ (567) | $ 211 | $ (185) | $ 132 |
Transaction costs | [2] | (29) | (106) | (72) | (184) |
U.K. Newspaper Matters Indemnity | [3] | (18) | (15) | (62) | (45) |
Other | (18) | (6) | (26) | (19) | |
Total other, net | $ (632) | $ 84 | $ (345) | $ (116) | |
[1] | Net (losses) gains on investments in equity securities for the three and nine months ended March 31, 2020 included the losses related to changes in fair value of the Company’s investment in Roku which was sold in March 2020 (See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Roku”). | ||||
[2] | The transaction costs for the three and nine months ended March 31, 2020 and 2019 are primarily related to the Separation and the Distribution and include retention related costs and for the three and nine months ended March 31, 2020 also include costs associated with the profits participants litigation (See Note 11—Commitments and Contingencies under the heading “Profits Participants Litigation”). The transaction costs for the nine months ended March 31, 2020 were offset by an adjustment to the receivables from Disney pursuant to the Separation and Distribution Agreement. | ||||
[3] | See Note 11—Commitments and Contingencies under the heading “U.K. Newspaper Matters Indemnity.” |
Additional Financial Informat_4
Additional Financial Information (Components of Other Non-current Assets) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Operating lease ROU assets | $ 531 | $ 0 | |
Investments | [1] | 347 | 865 |
Inventories, net | 239 | 205 | |
Other | [2] | 431 | 455 |
Total other non-current assets | $ 1,548 | $ 1,525 | |
[1] | Includes investments accounted for at fair value on a recurring basis of $256 million and $761 million as of March 31, 2020 and June 30, 2019, respectively (See Note 4—Fair Value). | ||
[2] | Includes $223 million and $249 million of assets in the Grantor Trust (as defined in Note 14—Pension and Other Postretirement Benefits in the 2019 Form 10-K) as of March 31, 2020 and June 30, 2019, respectively. |
Additional Financial Informat_5
Additional Financial Information (Components of Other Non-current Assets) (Parenthetical) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Investments, fair value | $ 256 | $ 761 |
Grantor Trust assets | $ 223 | $ 249 |
Additional Financial Informat_6
Additional Financial Information (Components of Accounts Payable, Accrued Expenses and Other Current Liabilities) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Accrued expenses | $ 764 | $ 835 |
Program rights payable | 533 | 514 |
Deferred revenue | 149 | 169 |
Operating lease liabilities | 134 | 0 |
Other current liabilities | 200 | 194 |
Total accounts payable, accrued expenses and other current liabilities | $ 1,780 | $ 1,712 |
Additional Financial Informat_7
Additional Financial Information (Components of Other Liabilities) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jun. 30, 2019 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Accrued non-current pension/postretirement liabilities | $ 550 | $ 543 |
Non-current operating lease liabilities | 431 | 0 |
Other non-current liabilities | 331 | 356 |
Total other liabilities | $ 1,312 | $ 899 |
Additional Financial Informat_8
Additional Financial Information (Supplemental Information) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Supplemental cash flows information | ||
Cash paid for interest | $ (355) | $ (39) |
Cash paid for income taxes | (75) | 0 |
Supplemental information on acquisitions | ||
Fair value of assets acquired, excluding cash | 773 | 0 |
Cash acquired | 15 | 0 |
Liabilities assumed | (53) | 0 |
Noncontrolling interests | (109) | 0 |
Cash paid | (626) | 0 |
Fair value of equity instruments consideration | $ 0 | $ 0 |