EX-99.1 2 d571676dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

21ST CENTURY FOX REPORTS FULL YEAR INCOME FROM CONTINUING

OPERATIONS ATTRIBUTABLE TO 21ST CENTURY FOX STOCKHOLDERS OF

$4.48 BILLION, A 49% INCREASE OVER THE PRIOR YEAR AND REVENUES OF

$30.40 BILLION, A 7% INCREASE OVER THE PRIOR YEAR

REPORTS FOURTH QUARTER INCOME FROM CONTINUING OPERATIONS

ATTRIBUTABLE TO 21ST CENTURY FOX STOCKHOLDERS OF $925 MILLION,

AND SEGMENT OPERATING INCOME BEFORE DEPRECIATION AND

AMORTIZATION OF $1.91 BILLION INCREASES 32% FROM THE PRIOR YEAR

QUARTER ON REVENUE GROWTH OF 18%

Full Year Highlights

 

  ·  

The Company’s Disney / new “Fox” transactions unlocked enormous value for shareholders – the Company’s stock price increased by approximately 75% during the fiscal year, significantly ahead of both 12% average growth for the S&P 500 and a 10% average decline for our media peers over the same period.

 

  ·  

The strength of the Company’s domestic and international cable brands led to double-digit affiliate growth in every quarter of the fiscal year with the domestic growth driven by pricing strength while maintaining our overall level of subscribers, including distribution on all emerging virtual MVPD platforms.

 

  ·  

Fox News Channel dominated the cable news landscape maintaining its position as the number one network on basic cable in both Prime and Total Day; Fox Business Network achieved its highest rated year ever.

 

  ·  

20th Century Fox’s films led the industry in awards season, both in nominations and wins, earning six Academy Awards, including Best Picture for The Shape of Water, and seven Golden Globe Awards, following 27 nominations in both instances, the most of any studio and ended the year with the strong theatrical success of Deadpool 2, which has grossed over $730 million in worldwide box office to date.

 

  ·  

FOX Sports was the leader in live events in 2017 with 256 billion minutes of live sports viewing, 17% more than its nearest competitor.

 

  ·  

The Company successfully negotiated and acquired key domestic sports rights, including National Football League (“NFL”)’s Thursday Night Football and WWE’s SmackDown Live for Fox Sports.

 

  ·  

FOX Broadcasting Company ended the broadcast season with increased cross-platform entertainment viewership on the strength of four of the top eight new dramas of the season including 9-1-1, The Orville, The Resident and The Gifted.

 

  ·  

STAR India (“STAR”) secured Indian Premier League’s (”IPL”) Global Media and Digital broadcast rights and, aided by the inaugural broadcast of the IPL, further penetration of its Hotstar platform and continued general entertainment growth, nearly doubled its profit contributions year over year.

 

  ·  

Twentieth Century Fox Television production studio produced four of the top ten new dramas this past season and three shows that were No. 1 on their respective networks.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

NEW YORK, NY, August 8, 2018 – Twenty-First Century Fox, Inc. (“21st Century Fox” or the “Company” -- NASDAQ: FOXA, FOX) today reported financial results for the three months and full year ended June 30, 2018.

Commenting on the results, Executive Chairmen Rupert and Lachlan Murdoch said:

“Our strategic plan over the last decade has been built on a singular focus on creative excellence to power our world-class video brands. The outstanding shareholder value created this year through our proposed transactions recognizes the work we have done to position our businesses to succeed during a time of great change. We continued to make progress this past fiscal year. We delivered financial and operational momentum, including four consecutive quarters of double-digit domestic affiliate gains, one of the strongest six-month periods ever for our film studio, and continued dominance in live sports and news. We start a new fiscal year with tailwinds from last quarter’s double-digit topline growth across our business segments. As we move closer to combining our businesses with Disney and establishing new “Fox”, we are convinced that the paths we are creating for our iconic businesses will drive enduring and growing value for our shareholders.”

Full Year Company Results

The Company reported annual income from continuing operations attributable to 21st Century Fox stockholders of $4.48 billion ($2.41 per share) compared to $3.00 billion ($1.61 per share) in the prior year. The current year income from continuing operations attributable to 21st Century Fox stockholders includes a net tax benefit of approximately $1.5 billion related to the enactment of the Tax Cuts and Jobs Act. Adjusted annual earnings per share from continuing operations attributable to 21st Century Fox stockholders1 was $1.97, which was 2% higher than the prior year result.

The Company reported total annual revenues of $30.40 billion, an increase of $1.90 billion, or 7%, from the $28.50 billion of revenues reported in the prior year. This revenue growth reflects higher affiliate and advertising revenues at the Cable Network Programming segment and higher streaming video on demand (“SVOD”) and theatrical revenues at the Filmed Entertainment segment partially offset by the absence of advertising revenues generated by Super Bowl LI in the prior year at the Television segment.

Full year income from continuing operations before income tax benefit (expense) of $4.41 billion decreased $279 million from the $4.69 billion reported in the prior year. Full year total segment operating income before depreciation and amortization (“OIBDA”)2 of $7.03 billion, was $141 million, or 2%, lower than the amount reported in the prior year. The OIBDA decline was driven by higher contributions from the Cable Network Programming segment being more than offset by lower contributions from the Company’s Television and Filmed Entertainment segments as well as the higher compensation expense related to the Disney/New Fox transaction3 included in the Other, Corporate and Eliminations segment.

Fourth Quarter Company Results

The Company reported quarterly income from continuing operations attributable to 21st Century Fox stockholders of $925 million ($0.50 per share), as compared to $501 million ($0.27 per share) reported in the prior year quarter. Adjusted quarterly

 

 

1 

Excludes the net income effects of Impairment and restructuring charges, adjustments to Equity losses of affiliates, Other, net, tax reform remeasurement benefit, and tax provision. See page 17 for a reconciliation of reported income and earnings per share from continuing operations attributable to 21st Century Fox stockholders to adjusted income and adjusted earnings per share from continuing operations attributable to 21st Century Fox stockholders, which may be considered non-GAAP financial measures as well as a description of the full year adjustments to Equity losses from affiliates.

2 

Total segment OIBDA may be considered a non-GAAP financial measure. See page 13 for a description of total segment OIBDA and for a reconciliation from income from continuing operations before income tax (expense) benefit to total segment OIBDA.

3 

See page 7 for a description of and additional information regarding the Disney/New Fox transactions.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

earnings per share from continuing operations attributable to 21st Century Fox stockholders4 increased 58% to $0.57 compared to $0.36 reported in the same quarter of the prior year.

The Company reported total quarterly revenues of $7.94 billion, a $1.19 billion, or 18%, increase from the $6.75 billion of revenues reported in the prior year quarter. This revenue growth reflects strong double-digit growth across all operating segments led by higher content revenues at the Filmed Entertainment segment and higher affiliate and advertising revenues at the Cable Network Programming and Television segments.

Quarterly income from continuing operations before income tax expense of $1.08 billion increased $266 million from the $815 million reported in the prior year quarter. Quarterly total segment OIBDA of $1.91 billion increased 32% from the $1.45 billion reported in the prior year quarter led by higher contributions from the Filmed Entertainment and Cable Network Programming segments.

REVIEW OF SEGMENT OPERATING RESULTS

 

   

Three Months Ended

June 30,

   

Twelve Months Ended

June 30,

 
    2018     2017     2018     2017  
    US $ Millions  

Revenues:

       

Cable Network Programming

  $ 4,926     $ 4,329     $ 17,946     $ 16,130  

Television

    1,142       1,003       5,162       5,649  

Filmed Entertainment

    2,295       1,803       8,747       8,235  

Other, Corporate and Eliminations

    (422     (387     (1,455     (1,514
 

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

  $ 7,941     $ 6,748     $ 30,400     $ 28,500  
 

 

 

   

 

 

   

 

 

   

 

 

 

Segment OIBDA:

       

Cable Network Programming

  $ 1,613     $ 1,441     $ 6,173     $ 5,601  

Television

    106       137       362       894  

Filmed Entertainment

    289       (22     962       1,051  

Other, Corporate and Eliminations

    (99     (106     (465     (373
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment OIBDA(a)

  $ 1,909     $ 1,450     $ 7,032     $ 7,173  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

  (a)

Total segment OIBDA may be considered a non-GAAP financial measure. See page 13 for a description of total segment OIBDA and for a reconciliation from income from continuing operations before income tax (expense) benefit to total segment OIBDA.

 

 

4 

Excludes the net income effects of Impairment and restructuring charges, adjustments to Equity (losses) earnings of affiliates, Other, net, tax reform remeasurement benefit, and tax provision. See page 16 for a reconciliation of reported income and earnings per share from continuing operations attributable to 21st Century Fox stockholders to adjusted income and adjusted earnings per share from continuing operations attributable to 21st Century Fox stockholders, which may be considered non-GAAP financial measures, as well as a description of the fourth quarter adjustments to Equity losses from affiliates.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

CABLE NETWORK PROGRAMMING

Full Year Segment Results

Cable Network Programming annual segment OIBDA increased 10% to $6.17 billion, driven by an 11% revenue increase led by double-digit affiliate growth and higher advertising revenue partially offset by a 12% increase in expenses. The increase in expenses was primarily due to higher global sports programming costs reflecting contractual National Basketball Association and Major League Baseball increases at the Regional Sports Networks (“RSNs”) as well as the inaugural broadcasts of the IPL at STAR, Big Ten college football and FIFA World Cup at FS1, and Argentine Football Association matches at Fox Networks Group International (“FNG International”).

Domestic affiliate revenue increased 11% reflecting continued contractual rate increases across all our domestic brands. Domestic advertising revenue grew 1% over the prior year led by higher pricing at Fox News. Domestic OIBDA contributions increased 8% over the prior year led by higher contributions from Fox News, the RSNs and FX Networks.

International affiliate revenue increased 12% driven by strong double-digit growth at both FNG International channels and STAR. International advertising revenue increased 21% led by STAR, due to the impact of the inaugural broadcast of the IPL and entertainment growth, combined with continued growth at FNG International. Annual OIBDA at the international cable channels increased 22% reflecting higher affiliate and advertising revenues at both FNG International and STAR partially offset by higher sports programming costs.

Fourth Quarter Segment Results

Cable Network Programming quarterly segment OIBDA increased 12% to $1.61 billion, driven by 14% higher revenue from double-digit affiliate and advertising growth, partially offset by a 15% increase in expenses. The increase in expenses was primarily due to the inaugural broadcasts of the IPL at STAR and FIFA World Cup at FS1 and higher programming and marketing costs at FX Networks due to a greater number of original series episodes in the quarter.

Domestic affiliate revenue increased 11% reflecting higher pricing across all our domestic cable brands, led by the RSNs, FS1, Fox News, and FX Networks. Domestic advertising revenue increased 1% over the prior year period as the impact of higher pricing at Fox News and the broadcast of FIFA World Cup at FS1 were partially offset by lower advertising revenue at the RSNs. Domestic OIBDA contributions increased 4% over the prior year quarter led by double-digit growth at Fox News, the sports networks and National Geographic partially offset by timing related declines at FX Networks.

International affiliate revenue increased 12% driven primarily by subscriber growth at both FNG International and STAR. International advertising revenue increased 55% led by the broadcast of the IPL at STAR and continued growth at FNG International. Quarterly OIBDA at the international cable channels increased 53% from the prior year quarter primarily reflecting the higher revenues at both STAR and FNG International.

TELEVISION

Full Year Segment Results

The Television segment generated annual OIBDA of $362 million compared to the $894 million reported in the prior year. The segment OIBDA decline is principally a result of difficult comparisons to the prior year which included the broadcast of Super Bowl, LI, the broadcast of one additional National Football League playoff game, the highly rated World Series which went seven games and included the most watched baseball game in a quarter century, and cyclical political revenues at the TV stations from the presidential election as well as lower NFL ratings in the current year. Total annual segment revenue declined 9% from the prior year due to the impact of the difficult comparisons previously mentioned and the lower NFL ratings partially offset by double-digit retransmission consent revenue growth.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

Fourth Quarter Segment Results

Television reported quarterly segment OIBDA of $106 million, a $31 million decrease compared to the prior year quarter. Quarterly segment revenues were 14% higher than the corresponding period in the prior year due to higher retransmission consent revenue and higher FOX Broadcast Network advertising revenue generated from the broadcast of the FIFA World Cup and higher entertainment pricing. The increase in revenues was more than offset by a 20% increase in expenses reflecting the impact of the broadcast of the FIFA World Cup and increased entertainment programming costs.

FILMED ENTERTAINMENT

Full Year Segment Results

Full year Filmed Entertainment segment OIBDA of $962 million decreased 8% from the $1.05 billion reported in the prior year primarily due to costs incurred supporting FoxNext Games’ successful inaugural mobile game release, Marvel Strike Force. Segment revenues were 6% higher than the prior year due to higher SVOD revenue from the licensing of animated television product and higher theatrical revenue at the film studio led by the successful worldwide release of Deadpool 2.

Fourth Quarter Segment Results

Filmed Entertainment generated quarterly segment OIBDA of $289 million compared to a loss of $22 million in the prior year quarter. The OIBDA improvement over the prior year quarter was driven by higher television production contributions from animated and library series and higher film studio contributions, led by the successful worldwide theatrical release of Deadpool 2 and successful worldwide home entertainment release of The Greatest Showman, combined with lower theatrical releasing costs, partially offset by costs incurred supporting the Marvel Strike Force mobile game release. Quarterly segment revenues increased 27% to $2.30 billion reflecting higher SVOD revenue at the television studio and higher home entertainment, television and theatrical revenues at the film studio.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

REVIEW OF EQUITY (LOSSES) EARNINGS OF AFFILIATES’ RESULTS

The Company’s share of equity (losses) earnings of affiliates is as follows:

 

          

Three Months Ended

June 30,

   

Twelve Months Ended

June 30,

 
     % Owned     2018     2017     2018     2017  
           US $ Millions  

Sky

     39%(1)     $ 79     $ 83     $ 426     $ 338  

Hulu

     30%       (127     (54     (445     (215

Other equity affiliates

     Various(2)       (31     (13     (119     (164
    

 

 

   

 

 

   

 

 

   

 

 

 

Total equity (losses) earnings of affiliates

     $ (79   $ 16     $ (138   $ (41
    

 

 

   

 

 

   

 

 

   

 

 

 

 

  (1)

Please refer to Sky plc (“Sky”)’s earnings releases for detailed information.

  (2)

Primarily comprised of Endemol Shine Group and Tata Sky.

Full Year Results

Annual equity losses of affiliates were $138 million as compared to $41 million in the prior year. The $97 million increase in losses primarily reflects higher equity losses from Hulu partially offset by higher equity earnings from Sky and lower equity losses from Endemol Shine Group.

Fourth Quarter Results

Quarterly equity losses of affiliates were $79 million as compared to $16 million of equity earnings reported in the same period a year ago. The $95 million decrease in equity earnings primarily reflects higher equity losses reported at Hulu.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

OTHER ITEMS

Dividends

The Company has declared a dividend of $0.18 per Class A and Class B share. This dividend is payable on October 17, 2018 with a record date for determining dividend entitlements of September 12, 2018.

Acquisition by Disney and Creation of New “Fox”

On June 20, 2018, the Company entered into an amended and restated merger agreement (the “Disney Merger Agreement”) with The Walt Disney Company (NYSE: DIS) pursuant to which Disney has agreed to acquire, for a price of $38 per Company share, the Company, including the Twentieth Century Fox Film and Television studios and certain cable and international television businesses. Prior to the acquisition by Disney, the Company will separate the Fox Broadcasting Company, Fox Television Stations, Fox News Channel, Fox Business Network, FS1, FS2, Big Ten Network and certain other assets and liabilities into a newly formed subsidiary (“New Fox”) and distribute all of the issued and outstanding common stock of New Fox to the Company’s stockholders on a pro rata basis. The closing of the transactions contemplated by the Disney Merger Agreement are subject to the satisfaction of certain conditions, including, among others, regulatory approvals and the receipt of certain tax opinions with respect to the treatment of the transaction under U.S. and Australian tax laws. On June 27, 2018, the Antitrust Division of the United States Department of Justice cleared the pending acquisition of the Company by Disney.

On July 27, 2018 at a special meeting of the Company’s stockholders, the Company’s stockholders approved the Disney Merger Agreement and approved the other proposals voted on at the special meeting.

Pending Acquisition of the Remaining Shares of Sky

On July 11, 2018, the Company increased its pre-conditional cash offer to an offer price of £14.00 per Sky share for the entire issued and to be issued share capital of Sky which the Company does not already own. On July 11, 2018, Comcast Corporation announced an increased recommended cash offer at a price of £14.75 per Sky share for the entire issued and to be issued share capital of Sky and on July 13, 2018, Comcast Corporation posted an offer document to Sky shareholders in connection with that increased recommended cash offer.

On July 12, 2018, the Company received approval by the Secretary of State for Digital, Culture, Media and Sport in the United Kingdom for the proposed acquisition by the Company for the fully diluted share capital of Sky which the Company and its Affiliates do not already own, subject to undertakings accepted under paragraph 9 of Schedule 2 of the Enterprise Act 2002 (Protection of Legitimate Interest) Order 2003. At that time, the Company announced that it has, with the written consent of the Independent Committee of Sky, waived the element of the pre-condition concerning approval of the UK Secretary of State which required the expiry of the time limit within which an application to the Competition Appeal Tribunal may be made. As a result, all of the pre-conditions in relation to the Company’s offer for Sky have been satisfied or waived.

On August 7, 2018, the Company posted an offer document to Sky shareholders in connection with the £14.00 per Sky share cash offer made on July 11, 2018 and announced that it intends to implement the Sky Acquisition by way of a takeover offer within the meaning of Part 28 of the Companies Act 2006 (the “Act”) rather than by means of a scheme of arrangement in accordance with Part 26 of the Act, which was the proposed structure of the Sky Acquisition prior to the announcement on August 7, 2018. The Company remains committed to its cash offer for the shares of Sky which the Company does not already own and is currently considering its options. The Company has noted that the deadline for publication of any revised offer document in respect of its cash offer is September 22, 2018.

 

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To receive a copy of this press release through the Internet, access 21st Century Fox’s corporate web site located at http://www.21cf.com.

Audio from 21st Century Fox’s conference call with analysts on the full year and fourth quarter results can be heard live on the Internet at 4:30 p.m. Eastern Daylight Time today. To listen to the call, visit https://www.21cf.com/investor-relations.

Cautionary Statement Concerning Forward-Looking Statements

This document contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s views and assumptions regarding future events and business performance as of the time the statements are made. Actual results may differ materially from these expectations due to changes in global economic, business, competitive market and regulatory factors, and the proposed Disney transaction may not be consummated in a timely manner or at all. More detailed information about these and other factors that could affect future results is contained in our filings with the Securities and Exchange Commission, and more detailed information about these and other factors and risks associated with the proposed Disney transaction are more fully discussed in the updated joint proxy statement/prospectus included in the Form S-4 that was declared effective by the SEC on June 28, 2018 and will be more fully discussed in the registration statement that will be filed with respect to New Fox. Investors and shareholders of the Company are urged to read the joint proxy statement/prospectus and other relevant documents filed or to be filed with the SEC carefully when they become available because they will contain important information about the proposed Disney transaction. The “forward-looking statements” included in this document are made only as of the date of this document and we do not have any obligation to publicly update any “forward-looking statements” to reflect subsequent events or circumstances, except as required by law.

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

CONTACTS:     

Reed Nolte, Investor Relations

   Julie Henderson, Press Inquiries

212-852-7092

Mike Petrie, Investor Relations

212-852-7130

  

310-369-0773

Nathaniel Brown, Press Inquiries

212-852-7746

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

   

Three Months Ended

June 30,

   

Twelve Months Ended

June 30,

 
        2018             2017             2018             2017      
    US $ Millions, except per share amounts  

Revenues

  $ 7,941     $ 6,748     $ 30,400     $ 28,500  

Operating expenses

    (5,047     (4,443     (19,769     (18,094

Selling, general and administrative

    (997     (874     (3,668     (3,298

Depreciation and amortization

    (155     (143     (584     (553

Impairment and restructuring charges

    (14     (102     (72     (315

Equity (losses) earnings of affiliates

    (79     16       (138     (41

Interest expense, net

    (312     (310     (1,248     (1,219

Interest income

    10       9       39       36  

Other, net

    (266     (86     (550     (327
 

 

 

   

 

 

   

 

 

   

 

 

 

Income from continuing operations before income tax (expense) benefit

    1,081       815       4,410       4,689  

Income tax (expense) benefit

    (93     (258     364       (1,419
 

 

 

   

 

 

   

 

 

   

 

 

 

Income from continuing operations

    988       557       4,774       3,270  

Loss from discontinued operations, net of tax

    (5     (25     (12     (44
 

 

 

   

 

 

   

 

 

   

 

 

 

Net income

    983       532       4,762       3,226  
 

 

 

   

 

 

   

 

 

   

 

 

 

Less: Net income attributable to noncontrolling interests

    (63     (56     (298     (274
 

 

 

   

 

 

   

 

 

   

 

 

 

Net income attributable to Twenty-First Century Fox, Inc. stockholders

  $ 920     $ 476     $ 4,464     $ 2,952  
 

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average shares:

    1,863       1,854       1,857       1,856  

Income from continuing operations attributable to Twenty-First Century Fox, Inc. stockholders per share:

  $ 0.50     $ 0.27     $ 2.41     $ 1.61  

Net income attributable to Twenty-First Century Fox, Inc. stockholders per share:

  $ 0.49     $ 0.26     $ 2.40     $ 1.59  

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

CONSOLIDATED BALANCE SHEETS

 

          June 30,      
2018
          June 30,      
2017
 
Assets:   US $ Millions  

Current assets:

   

Cash and cash equivalents

  $ 7,622     $ 6,163  

Receivables, net

    7,120       6,625  

Inventories, net

    3,669       3,101  

Other

    922       545  
 

 

 

   

 

 

 

Total current assets

    19,333       16,434  
 

 

 

   

 

 

 

Non-current assets:

   

Receivables, net

    724       543  

Investments

    4,112       3,902  

Inventories, net

    7,518       7,452  

Property, plant and equipment, net

    1,956       1,781  

Intangible assets, net

    6,101       6,574  

Goodwill

    12,768       12,792  

Other non-current assets

    1,319       1,394  
 

 

 

   

 

 

 

Total assets

  $ 53,831     $ 50,872  
 

 

 

   

 

 

 

Liabilities and Equity:

   

Current liabilities:

   

Borrowings

  $ 1,054     $ 457  

Accounts payable, accrued expenses and other current liabilities

    3,248       3,451  

Participations, residuals and royalties payable

    1,748       1,657  

Program rights payable

    1,368       1,093  

Deferred revenue

    826       728  
 

 

 

   

 

 

 

Total current liabilities

    8,244       7,386  
 

 

 

   

 

 

 

Non-current liabilities:

   

Borrowings

    18,469       19,456  

Other liabilities

    3,664       3,616  

Deferred income taxes

    1,892       2,782  

Redeemable noncontrolling interests

    764       694  

Commitments and contingencies

   

Equity:

   

Class A common stock, $0.01 par value

    11       11  

Class B common stock, $0.01 par value

    8       8  

Additional paid-in capital

    12,612       12,406  

Retained earnings

    8,934       5,315  

Accumulated other comprehensive loss

    (2,001     (2,018
 

 

 

   

 

 

 

Total Twenty-First Century Fox, Inc. stockholders’ equity

    19,564       15,722  

Noncontrolling interests

    1,234       1,216  
 

 

 

   

 

 

 

Total equity

    20,798       16,938  
 

 

 

   

 

 

 

Total liabilities and equity

  $ 53,831     $ 50,872  
 

 

 

   

 

 

 

 

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CONSOLIDATED STATEMENTS OF CASH FLOWS

 

   

Twelve Months Ended

June 30,

 
          2018                 2017        
    US $ Millions  

Operating activities:

   

Net income

  $ 4,762     $ 3,226  

Less: Loss from discontinued operations, net of tax

    (12     (44
 

 

 

   

 

 

 

Income from continuing operations

    4,774       3,270  

Adjustments to reconcile income from continuing operations to cash provided by operating activities

   

Depreciation and amortization

    584       553  

Amortization of cable distribution investments

    69       65  

Impairment and restructuring charges

    72       315  

Equity-based compensation

    204       126  

Equity losses of affiliates

    138       41  

Cash distributions received from affiliates

    235       186  

Other, net

    550       327  

Deferred income taxes and other taxes

    (903     89  

Change in operating assets and liabilities, net of acquisitions and dispositions

   

Receivables

    (801     (441

Inventories net of program rights payable

    (422     (1,030

Accounts payable and accrued expenses

    401       221  

Other changes, net

    (674     73  
 

 

 

   

 

 

 

Net cash provided by operating activities from continuing operations

    4,227       3,795  
 

 

 

   

 

 

 

Investing activities:

   

Property, plant and equipment

    (551     (377

Acquisitions, net of cash acquired

    (7     (75

Investments in equity affiliates

    (444     (128

Proceeds from dispositions, net

    365       -  

Other investing activities, net

    (540     (172
 

 

 

   

 

 

 

Net cash used in investing activities from continuing operations

    (1,177     (752
 

 

 

   

 

 

 

Financing activities:

   

Borrowings

    1,469       918  

Repayment of borrowings

    (1,872     (573

Repurchase of shares

    -       (619

Dividends paid and distributions

    (993     (943

Other financing activities, net

    (68     (74
 

 

 

   

 

 

 

Net cash used in financing activities from continuing operations

    (1,464     (1,291
 

 

 

   

 

 

 

Net decrease in cash and cash equivalents from discontinued operations

    (61     (28

Net increase in cash and cash equivalents

    1,525       1,724  

Cash and cash equivalents, beginning of year

    6,163       4,424  

Exchange movement on cash balances

    (66     15  
 

 

 

   

 

 

 

Cash and cash equivalents, end of year

  $ 7,622     $ 6,163  
 

 

 

   

 

 

 

 

Page 12


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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

SEGMENT INFORMATION

 

   

Three Months Ended

June 30,

   

Twelve Months Ended

June 30,

 
        2018             2017             2018             2017      
    US $ Millions  

Revenues:

       

Cable Network Programming

  $ 4,926     $ 4,329     $ 17,946     $ 16,130  

Television

    1,142       1,003       5,162       5,649  

Filmed Entertainment

    2,295       1,803       8,747       8,235  

Other, Corporate and Eliminations

    (422     (387     (1,455     (1,514
 

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

  $ 7,941     $ 6,748     $ 30,400     $ 28,500  
 

 

 

   

 

 

   

 

 

   

 

 

 

Segment OIBDA:

       

Cable Network Programming

  $ 1,613     $ 1,441     $ 6,173     $ 5,601  

Television

    106       137       362       894  

Filmed Entertainment

    289       (22     962       1,051  

Other, Corporate and Eliminations

    (99     (106     (465     (373
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment OIBDA(a)

  $ 1,909     $ 1,450     $ 7,032     $ 7,173  
 

 

 

   

 

 

   

 

 

   

 

 

 

Depreciation and amortization:

       

Cable Network Programming

  $ 91     $ 85     $ 351     $ 337  

Television

    29       29       110       114  

Filmed Entertainment

    21       21       88       80  

Other, Corporate and Eliminations

    14       8       35       22  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total depreciation and amortization

  $ 155     $ 143     $ 584     $ 553  
 

 

 

   

 

 

   

 

 

   

 

 

 

CONSOLIDATED REVENUES BY COMPONENT

       

Affiliate fee

  $ 3,574     $ 3,183     $ 13,569     $ 12,172  

Advertising

    2,011       1,701       7,772       8,039  

Content

    2,172       1,728       8,479       7,707  

Other

    184       136       580       582  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

  $ 7,941     $ 6,748     $ 30,400     $ 28,500  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

  (a)

Total segment OIBDA may be considered a non-GAAP financial measure. See page 13 for a description of total segment OIBDA and for a reconciliation from income from continuing operations before income tax (expense) benefit to total segment OIBDA.

 

Page 13


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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

NOTE 1 – TOTAL SEGMENT OPERATING INCOME BEFORE DEPRECIATION AND AMORTIZATION

The Company evaluates the performance of its operating segments based on segment operating income before depreciation and amortization (“OIBDA”), and management uses total segment OIBDA as a measure of the performance of operating businesses separate from non-operating factors. Total segment OIBDA may be considered a non-GAAP measure and should be considered in addition to, not as a substitute for, net income, cash flow and other measures of financial performance reported in accordance with GAAP. In addition, this measure does not reflect cash available to fund requirements. This measure excludes items, such as depreciation and amortization as well as impairment charges, which are significant components in assessing the Company’s financial performance.

Management believes that total segment OIBDA is an appropriate measure for evaluating the operating performance of the Company’s business and provides investors and equity analysts a measure to analyze operating performance of the Company’s business and enterprise value against historical data and competitors’ data. Segment OIBDA is the primary measure used by our chief operating decision maker to evaluate the performance of and allocate resources to the Company’s business segments.

Segment OIBDA does not include depreciation and amortization and the amortization of cable distribution investments and eliminates the variable effect across all business segments of depreciation and amortization. Depreciation and amortization expense includes the depreciation of property and equipment, as well as amortization of finite-lived intangible assets. Amortization of cable distribution investments represents a reduction against revenues over the term of a carriage arrangement and, as such, it is excluded from segment operating income before depreciation and amortization.

In addition, total segment OIBDA does not include: Loss from discontinued operations, net of tax, Impairment and restructuring charges, Equity (losses) earnings of affiliates, Interest expense, net, Interest income, Other, net, Income tax (expense) benefit and Net income attributable to noncontrolling interests.

The following table reconciles income from continuing operations before income tax (expense) benefit to total segment OIBDA:

 

   

Three Months Ended

June 30,

   

Twelve Months Ended

June 30,

 
        2018             2017             2018             2017      
    US $ Millions  

Income from continuing operations before income tax (expense) benefit

  $ 1,081     $ 815     $ 4,410     $ 4,689  

Add:

       

Amortization of cable distribution investments

    12       19       69       65  

Depreciation and amortization

    155       143       584       553  

Impairment and restructuring charges

    14       102       72       315  

Equity losses (earnings) of affiliates

    79       (16     138       41  

Interest expense, net

    312       310       1,248       1,219  

Interest income

    (10     (9     (39     (36

Other, net

    266       86       550       327  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment OIBDA

  $ 1,909     $ 1,450     $ 7,032     $ 7,173  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

Page 14


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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

     Three Months Ended June 30, 2018
US $ Millions
 
     Revenues     Operating and
Selling, general
and administrative
expenses
    Add:
Amortization
of cable
distribution
investments
     Segment OIBDA  

Cable Network Programming

   $ 4,926     $ (3,325   $ 12      $ 1,613  

Television

     1,142       (1,036     -        106  

Filmed Entertainment

     2,295       (2,006     -        289  

Other, Corporate and Eliminations

     (422     323       -        (99
  

 

 

   

 

 

   

 

 

    

 

 

 

Consolidated Total

   $ 7,941     $ (6,044   $ 12      $ 1,909  
  

 

 

   

 

 

   

 

 

    

 

 

 
     Three Months Ended June 30, 2017
US $ Millions
 
     Revenues     Operating and
Selling, general
and administrative
expenses
    Add:
Amortization
of cable
distribution
investments
     Segment OIBDA  

Cable Network Programming

   $ 4,329     $ (2,907   $ 19      $ 1,441  

Television

     1,003       (866     -        137  

Filmed Entertainment

     1,803       (1,825     -        (22

Other, Corporate and Eliminations

     (387     281       -        (106
  

 

 

   

 

 

   

 

 

    

 

 

 

Consolidated Total

   $                 6,748     $             (5,317   $                 19      $             1,450  
  

 

 

   

 

 

   

 

 

    

 

 

 

 

Page 15


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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

     Twelve Months Ended June 30, 2018
US $ Millions
 
     Revenues     Operating and
Selling, general
and administrative
expenses
    Add:
Amortization
of cable
distribution
investments
     Segment OIBDA  

Cable Network Programming

   $ 17,946     $ (11,842   $ 69      $ 6,173  

Television

     5,162       (4,800     -        362  

Filmed Entertainment

     8,747       (7,785     -        962  

Other, Corporate and Eliminations

     (1,455     990       -        (465
  

 

 

   

 

 

   

 

 

    

 

 

 

Consolidated Total

   $ 30,400     $ (23,437   $ 69      $ 7,032  
  

 

 

   

 

 

   

 

 

    

 

 

 
     Twelve Months Ended June 30, 2017
US $ Millions
 
     Revenues     Operating and
Selling, general
and administrative
expenses
    Add:
Amortization
of cable
distribution
investments
     Segment OIBDA  

Cable Network Programming

   $ 16,130     $ (10,594   $ 65      $ 5,601  

Television

     5,649       (4,755     -        894  

Filmed Entertainment

     8,235       (7,184     -        1,051  

Other, Corporate and Eliminations

     (1,514     1,141       -        (373
  

 

 

   

 

 

   

 

 

    

 

 

 

Consolidated Total

   $             28,500     $             (21,392   $                 65      $               7,173  
  

 

 

   

 

 

   

 

 

    

 

 

 

 

Page 16


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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

NOTE 2 – ADJUSTED NET INCOME AND ADJUSTED EPS FROM CONTINUING OPERATIONS

The calculation of income and earnings per share (“EPS”) from continuing operations attributable to 21st Century Fox stockholders excluding the net income effects of Impairment and restructuring charges, Equity affiliate adjustments and Other, net, tax reform remeasurement benefit and tax provision effects (“adjusted income and diluted EPS from continuing operations attributable to 21st Century Fox stockholders”) may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what type of events warrant adjustment. Adjusted income and diluted EPS from continuing operations attributable to 21st Century Fox stockholders are not measures of performance under generally accepted accounting principles and should not be construed as substitutes for consolidated net income and EPS as determined under GAAP as a measure of performance. However, management uses these measures in comparing the Company’s historical performance and believes that they provide meaningful and comparable information to investors to assist in their analysis of our performance relative to prior periods and our competitors.

The Company uses adjusted income and diluted EPS from continuing operations attributable to 21st Century Fox stockholders to evaluate the performance of the Company’s operations exclusive of certain items that impact the comparability of results from period to period.

The following tables reconcile reported income and reported diluted EPS from continuing operations attributable to 21st Century Fox stockholders to adjusted income and diluted EPS from continuing operations attributable to 21st Century Fox stockholders for the three months and full year ended June 30, 2018 and 2017.

 

    Three Months Ended  
    June 30, 2018     June 30, 2017  
    Income     EPS     Income     EPS  
    US $ Millions, except per share data  

Income from continuing operations

  $ 988       $ 557    

Less: Net income attributable to noncontrolling interests

    (63       (56  
 

 

 

     

 

 

   

Income from continuing operations attributable to Twenty-First Century Fox, Inc. stockholders

  $ 925     $ 0.50     $ 501     $ 0.27  

Impairment and restructuring charges

    14       0.01       102       0.06  

Equity affiliate adjustments(a)

    126       0.07       58       0.03  

Other, net

    266       0.14       86       0.05  

Tax reform remeasurement benefit

    (152     (0.08     -       -  

Tax provision

    (111     (0.06     (87     (0.05

Rounding

    -       (0.01     -       -  
       
 

 

 

   

 

 

   

 

 

   

 

 

 

As adjusted

  $             1,068     $             0.57     $             660     $             0.36  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

  (a)

Equity losses of affiliates for the three months ended June 30, 2018 was adjusted to remove from Sky’s results 21st Century Fox’s share of Sky’s restructuring and purchase price amortization related to its acquisition of the Direct Broadcast Satellite (“DBS”) businesses from the Company and from Endemol Shine Group’s results 21st Century Fox’s share of Endemol Shine Group’s debt revaluation and restructuring adjustments. Equity losses of affiliates for the three months ended June 30, 2017 was adjusted to remove from Sky’s results 21st Century Fox’s share of Sky’s purchase price amortization related to its acquisition of the DBS businesses from the Company.

 

 

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EARNINGS RELEASE FOR THE YEAR AND QUARTER ENDED JUNE 30, 2018

 

    

 

     Twelve Months Ended  
     June 30, 2018     June 30, 2017  
     Income     EPS     Income     EPS  
     US $ Millions, except per share data  

Income from continuing operations

   $ 4,774       $ 3,270    

Less: Net income attributable to noncontrolling interests

     (298       (274  
  

 

 

     

 

 

   

Income from continuing operations attributable to Twenty-First Century Fox, Inc. stockholders

   $ 4,476     $ 2.41     $ 2,996     $ 1.61  

Impairment and restructuring charges

     72       0.04       315       0.17  

Equity affiliate adjustments(a)

     254       0.14       255       0.14  

Other, net

     550       0.30       327       0.18  

Tax reform remeasurement benefit

     (1,487     (0.80     -       -  

Tax provision

     (206     (0.11     (311     (0.17

Rounding

     -       (0.01     -       -  
        
  

 

 

   

 

 

   

 

 

   

 

 

 

As adjusted

   $             3,659     $           1.97     $             3,582     $           1.93  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

  (a)

Equity losses of affiliates for the twelve months ended June 30, 2018 was adjusted to remove from Sky’s results 21st Century Fox’s share of Sky’s restructuring and purchase price amortization related to its acquisition of the DBS businesses from the Company and from Endemol Shine Group’s results 21st Century Fox’s share of Endemol Shine Group’s impairment, restructuring and debt revaluation adjustments. Equity losses of affiliates for the twelve months ended June 30, 2017 was adjusted to remove from Sky’s results 21st Century Fox’s share of Sky’s restructuring and purchase price amortization related to its acquisition of the DBS businesses from the Company and from Endemol Shine Group’s results 21st Century Fox’s share of Endemol Shine Group’s impairment, restructuring and debt revaluation adjustments.

 

 

Page 18