Supplemental Guarantor Information | NOTE 13. SUPPLEMENTAL GUARANTOR INFORMATION The Parent Guarantor presently guarantees the senior public indebtedness of 21CFA and the guarantee is full and unconditional. The supplemental condensed consolidating financial information of the Parent Guarantor should be read in conjunction with these Unaudited Consolidated Financial Statements. In accordance with rules and regulations of the SEC, the Company uses the equity method to account for the results of all of the non-guarantor subsidiaries, representing substantially all of the Company’s consolidated results of operations, excluding certain intercompany eliminations. The following condensed consolidating financial statements present the results of operations, financial position and cash flows of 21CFA, the Company and the subsidiaries of the Company and the eliminations and reclassifications necessary to arrive at the information for the Company on a consolidated basis. Supplemental Condensed Consolidating Statement of Operations For the three months ended December 31, 2018 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries Revenues $ - $ - $ 8,499 $ - $ 8,499 Expenses (103 ) - (7,000 ) - (7,103 ) Equity losses of affiliates - - (109 ) - (109 ) Interest expense, net (483 ) (209 ) (22 ) 420 (294 ) Interest income 82 2 422 (420 ) 86 Earnings from subsidiary entities 12,108 11,294 - (23,402 ) - Other, net (150 ) (255 ) 10,880 - 10,475 Income from continuing operations before income tax expense 11,454 10,832 12,670 (23,402 ) 11,554 Income tax expense (628 ) - (678 ) 676 (630 ) Income from continuing operations 10,826 10,832 11,992 (22,726 ) 10,924 Loss from discontinued operations, net of tax - (17 ) - - (17 ) Net income 10,826 10,815 11,992 (22,726 ) 10,907 Less: Net income attributable to noncontrolling interests - - (92 ) - (92 ) Net income attributable to Twenty-First Century Fox stockholders $ 10,826 $ 10,815 $ 11,900 $ (22,726 ) $ 10,815 Comprehensive income attributable to Twenty-First Century Fox stockholders $ 11,209 $ 11,290 $ 12,318 $ (23,527 ) $ 11,290 See notes to supplemental guarantor information Supplemental Condensed Consolidating Statement of Operations For the three months ended December 31, 2017 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries Revenues $ - $ - $ 8,037 $ - $ 8,037 Expenses (100 ) - (6,669 ) - (6,769 ) Equity losses of affiliates - - (33 ) - (33 ) Interest expense, net (436 ) (205 ) (20 ) 349 (312 ) Interest income - 5 353 (349 ) 9 Earnings from subsidiary entities 3,193 2,036 - (5,229 ) - Other, net (206 ) - (23 ) - (229 ) Income from continuing operations before income tax benefit 2,451 1,836 1,645 (5,229 ) 703 Income tax benefit 1,783 - 2,123 (2,688 ) 1,218 Income from continuing operations 4,234 1,836 3,768 (7,917 ) 1,921 Loss from discontinued operations, net of tax - (5 ) - - (5 ) Net income 4,234 1,831 3,768 (7,917 ) 1,916 Less: Net income attributable to noncontrolling interests - - (85 ) - (85 ) Net income attributable to Twenty-First Century Fox stockholders $ 4,234 $ 1,831 $ 3,683 $ (7,917 ) $ 1,831 Comprehensive income attributable to Twenty-First Century Fox stockholders $ 4,278 $ 2,058 $ 3,743 $ (8,021 ) $ 2,058 See notes to supplemental guarantor information Supplemental Condensed Consolidating Statement of Operations For the six months ended December 31, 2018 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries Revenues $ - $ - $ 15,676 $ - $ 15,676 Expenses (194 ) - (12,397 ) - (12,591 ) Equity losses of affiliates - - (74 ) - (74 ) Interest expense, net (930 ) (411 ) (45 ) 792 (594 ) Interest income 82 5 799 (792 ) 94 Earnings from subsidiary entities 14,097 12,602 - (26,699 ) - Other, net (232 ) (72 ) 10,831 - 10,527 Income from continuing operations before income tax expense 12,823 12,124 14,790 (26,699 ) 13,038 Income tax expense (744 ) - (858 ) 846 (756 ) Income from continuing operations 12,079 12,124 13,932 (25,853 ) 12,282 Loss from discontinued operations, net of tax - (24 ) - - (24 ) Net income 12,079 12,100 13,932 (25,853 ) 12,258 Less: Net income attributable to noncontrolling interests - - (158 ) - (158 ) Net income attributable to Twenty-First Century Fox stockholders $ 12,079 $ 12,100 $ 13,774 $ (25,853 ) $ 12,100 Comprehensive income attributable to Twenty-First Century Fox stockholders $ 12,251 $ 12,419 $ 14,008 $ (26,259 ) $ 12,419 See notes to supplemental guarantor information Supplemental Condensed Consolidating Statement of Operations For the six months ended December 31, 2017 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries Revenues $ - $ - $ 15,039 $ - $ 15,039 Expenses (176 ) - (11,985 ) - (12,161 ) Equity earnings of affiliates - - 27 - 27 Interest expense, net (866 ) (410 ) (42 ) 693 (625 ) Interest income - 10 702 (693 ) 19 Earnings from subsidiary entities 4,784 3,075 - (7,859 ) - Other, net (219 ) - (82 ) - (301 ) - Income from continuing operations before income tax benefit 3,523 2,675 3,659 (7,859 ) 1,998 Income tax benefit 1,459 - 1,515 (2,147 ) 827 - Income from continuing operations 4,982 2,675 5,174 (10,006 ) 2,825 Income from discontinued operations, net of tax - 11 - - 11 - Net income 4,982 2,686 5,174 (10,006 ) 2,836 Less: Net income attributable to noncontrolling interests - - (150 ) - (150 ) - Net income attributable to Twenty-First Century Fox stockholders $ 4,982 $ 2,686 $ 5,024 $ (10,006 ) $ 2,686 $ - Comprehensive income attributable to Twenty-First Century Fox stockholders $ 5,000 $ 3,055 $ 5,161 $ (10,161 ) $ 3,055 See notes to supplemental guarantor information Supplemental Condensed Consolidating Balance Sheet As of December 31, 2018 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries ASSETS Current assets Cash and cash equivalents $ 18,411 $ 1,575 $ 1,295 $ - $ 21,281 Receivables, net 11 2 8,073 (3 ) 8,083 Inventories, net - - 3,934 - 3,934 Other 48 - 671 - 719 - Total current assets 18,470 1,577 13,973 (3 ) 34,017 Non-current assets Receivables, net 13 - 846 - 859 Inventories, net - - 8,133 - 8,133 Property, plant and equipment, net 345 - 1,626 - 1,971 Intangible assets, net - - 5,970 - 5,970 Goodwill - - 12,758 - 12,758 Other non-current assets 262 - 1,083 - 1,345 Investments Investments in associated companies and other investments 263 186 384 - 833 Intragroup investments 127,850 78,002 - (205,852 ) - - Total investments 128,113 78,188 384 (205,852 ) 833 Total assets $ 147,203 $ 79,765 $ 44,773 $ (205,855 ) $ 65,886 LIABILITIES AND EQUITY Current liabilities Borrowings $ 700 $ - $ 187 $ - $ 887 Other current liabilities 408 41 6,602 (3 ) 7,048 Total current liabilities 1,108 41 6,789 (3 ) 7,935 Non-current liabilities Borrowings 17,286 - 1,035 - 18,321 Other non-current liabilities 482 - 5,337 - 5,819 Intercompany 63,100 47,719 (110,819 ) - - Redeemable noncontrolling interests - - 576 - 576 Total equity 65,227 32,005 141,855 (205,852 ) 33,235 Total liabilities and equity $ 147,203 $ 79,765 $ 44,773 $ (205,855 ) $ 65,886 See notes to supplemental guarantor information Supplemental Condensed Consolidating Balance Sheet As of June 30, 2018 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries ASSETS Current assets Cash and cash equivalents $ 2,882 $ 3,323 $ 1,417 $ - $ 7,622 Receivables, net 11 - 7,110 (1 ) 7,120 Inventories, net - - 3,669 - 3,669 Other 45 - 877 - 922 Total current assets 2,938 3,323 13,073 (1 ) 19,333 Non-current assets Receivables, net 13 - 711 - 724 Inventories, net - - 7,518 - 7,518 Property, plant and equipment, net 343 - 1,613 - 1,956 Intangible assets, net - - 6,101 - 6,101 Goodwill - - 12,768 - 12,768 Other non-current assets 271 - 1,048 - 1,319 Investments Investments in associated companies and other investments 178 257 3,677 - 4,112 Intragroup investments 113,781 65,022 - (178,803 ) - Total investments 113,959 65,279 3,677 (178,803 ) 4,112 Total assets $ 117,524 $ 68,602 $ 46,509 $ (178,804 ) $ 53,831 LIABILITIES AND EQUITY Current liabilities Borrowings $ 950 $ - $ 104 $ - $ 1,054 Other current liabilities 528 31 6,632 (1 ) 7,190 Total current liabilities 1,478 31 6,736 (1 ) 8,244 Non-current liabilities Borrowings 17,280 - 1,189 - 18,469 Other non-current liabilities 502 89 4,965 - 5,556 Intercompany 45,817 48,918 (94,735 ) - - Redeemable noncontrolling interests - - 764 - 764 Total equity 52,447 19,564 127,590 (178,803 ) 20,798 Total liabilities and equity $ 117,524 $ 68,602 $ 46,509 $ (178,804 ) $ 53,831 See notes to supplemental guarantor information Supplemental Condensed Consolidating Statement of Cash Flows For the six months ended December 31, 2018 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries OPERATING ACTIVITIES Net cash provided by (used in) operating activities from continuing operations $ 16,139 $ (1,414 ) $ (14,168 ) $ - $ 557 INVESTING ACTIVITIES Property, plant and equipment (25 ) - (194 ) - (219 ) Proceeds from dispositions, net (130 ) - 15,150 - 15,020 Other investing activities, net (129 ) - (343 ) - (472 ) Net cash (used in) provided by investing activities from continuing operations (284 ) - 14,613 - 14,329 FINANCING ACTIVITIES Borrowings - - 90 - 90 Repayment of borrowings (250 ) - (162 ) - (412 ) Dividends paid and distributions - (334 ) (183 ) - (517 ) Employee taxes paid for share-based payment arrangements (44 ) - (118 ) - (162 ) Other financing activities, net - - (89 ) - (89 ) Net cash used in financing activities from continuing operations (294 ) (334 ) (462 ) - (1,090 ) Discontinued operations Net decrease in cash and cash equivalents from discontinued operations (32 ) - - - (32 ) Net increase (decrease) in cash and cash equivalents 15,529 (1,748 ) (17 ) - 13,764 Cash and cash equivalents, beginning of year 2,882 3,323 1,417 - 7,622 Exchange movement on cash balances - - (105 ) - (105 ) Cash and cash equivalents, end of period $ 18,411 $ 1,575 $ 1,295 $ - $ 21,281 See notes to supplemental guarantor information Supplemental Condensed Consolidating Statement of Cash Flows For the six months ended December 31, 2017 (in millions) 21st Century Fox America, Inc. Twenty-First Century Fox Non-Guarantor Reclassifications and Eliminations Twenty-First Century Fox and Subsidiaries OPERATING ACTIVITIES Net cash provided by (used in) operating activities from continuing operations $ 177 $ (455 ) $ 782 $ - $ 504 INVESTING ACTIVITIES Property, plant and equipment (90 ) - (148 ) - (238 ) Proceeds from dispositions, net - - 362 - 362 Other investing activities, net (59 ) - (234 ) - (293 ) Net cash used in investing activities from continuing operations (149 ) - (20 ) - (169 ) FINANCING ACTIVITIES Borrowings - - 1,282 - 1,282 Repayment of borrowings - - (1,411 ) - (1,411 ) Dividends paid and distributions - (333 ) (179 ) - (512 ) Employee taxes paid for share-based payment arrangements (11 ) - (21 ) - (32 ) Other financing activities, net (18 ) - - - (18 ) Net cash used in financing activities from continuing operations (29 ) (333 ) (329 ) - (691 ) Discontinued operations Net decrease in cash and cash equivalents from discontinued operations (26 ) - - - (26 ) Net (decrease) increase in cash and cash equivalents (27 ) (788 ) 433 - (382 ) Cash and cash equivalents, beginning of year 40 4,882 1,241 - 6,163 Exchange movement on cash balances - - 28 - 28 Cash and cash equivalents, end of period $ 13 $ 4,094 $ 1,702 $ - $ 5,809 See notes to supplemental guarantor information Notes to Supplemental Guarantor Information (1) Investments in the Company’s subsidiaries, for purposes of the supplemental consolidating presentation, are accounted for by their parent companies under the equity method of accounting whereby earnings of subsidiaries are reflected in the respective parent company’s investment account and earnings. (2) The guarantees of 21CFA’s senior public indebtedness constitute senior indebtedness of the Company, and rank pari passu with all present and future senior indebtedness of the Company. Because the factual basis underlying the obligations created pursuant to the various facilities and other obligations constituting senior indebtedness of the Company differ, it is not possible to predict how a court in bankruptcy would accord priorities among the obligations of the Company. |