Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2020 | Feb. 05, 2021 | |
Document And Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2020 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | FOX CORPORATION | |
Entity Central Index Key | 0001754301 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large 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 | 334,351,352 | |
Class B Common Stock | ||
Document And Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Security Exchange Name | NASDAQ | |
Trading Symbol | FOX | |
Entity Common Stock, Shares Outstanding | 256,191,870 |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Income Statement [Abstract] | |||||
Revenues | $ 4,087 | $ 3,778 | $ 6,804 | $ 6,445 | |
Operating expenses | (3,346) | (3,091) | (4,514) | (4,559) | |
Selling, general and administrative | (442) | (431) | (830) | (783) | |
Depreciation and amortization | (70) | (57) | (138) | (107) | |
Impairment and restructuring charges | 0 | 0 | (35) | (9) | |
Interest expense | (99) | (90) | (198) | (180) | |
Interest income | 2 | 8 | 3 | 25 | |
Other, net | 172 | 302 | 691 | 287 | |
Income before income tax expense | 304 | 419 | 1,783 | 1,119 | |
Income tax expense | (74) | (105) | (436) | (292) | |
Net income | 230 | 314 | 1,347 | 827 | |
Less: Net income attributable to noncontrolling interests | [1] | (6) | (14) | (17) | (28) |
Net income attributable to Fox Corporation stockholders | $ 224 | $ 300 | $ 1,330 | $ 799 | |
Weighted average shares | |||||
Basic | 595 | 617 | 599 | 619 | |
Diluted | 598 | 620 | 601 | 622 | |
Net income attributable to Fox Corporation stockholders per share | |||||
Basic | $ 0.38 | $ 0.49 | $ 2.22 | $ 1.29 | |
Diluted | $ 0.37 | $ 0.48 | $ 2.21 | $ 1.28 | |
[1] | Net income attributable to noncontrolling interests includes $4 million and $3 million for the three months ended December 31, 2020 and 2019, respectively, and $8 million and $12 million for the six months ended December 31, 2020 and 2019, respectively, relating to redeemable noncontrolling interests. |
UNAUDITED CONSOLIDATED STATEM_2
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||||
Net income | $ 230 | $ 314 | $ 1,347 | $ 827 | |
Other comprehensive income, net of tax | |||||
Benefit plan adjustments | 7 | 8 | 16 | 12 | |
Other comprehensive income, net of tax | 7 | 8 | 16 | 12 | |
Comprehensive income | 237 | 322 | 1,363 | 839 | |
Less: Net income attributable to noncontrolling interests | [1] | (6) | (14) | (17) | (28) |
Comprehensive income attributable to Fox Corporation stockholders | $ 231 | $ 308 | $ 1,346 | $ 811 | |
[1] | Net income attributable to noncontrolling interests includes $4 million and $3 million for the three months ended December 31, 2020 and 2019, respectively, and $8 million and $12 million for the six months ended December 31, 2020 and 2019, respectively, relating to redeemable noncontrolling interests. |
UNAUDITED CONSOLIDATED STATEM_3
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income attributable to redeemable noncontrolling interests | $ 4 | $ 3 | $ 8 | $ 12 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 | |
Current assets | |||
Cash and cash equivalents | $ 4,502 | $ 4,645 | |
Receivables, net | 2,776 | 1,888 | |
Inventories, net | 1,020 | 856 | |
Other | 142 | 97 | |
Total current assets | 8,440 | 7,486 | |
Non-current assets | |||
Property, plant and equipment, net | 1,606 | 1,498 | |
Intangible assets, net | 3,170 | 3,198 | |
Goodwill | 3,408 | 3,409 | |
Deferred tax assets | 3,963 | 4,358 | |
Other non-current assets | 2,167 | 1,801 | |
Total assets | 22,754 | 21,750 | |
Current liabilities | |||
Accounts payable, accrued expenses and other current liabilities | 2,213 | 1,906 | |
Non-current liabilities | |||
Borrowings | 7,949 | 7,946 | |
Other liabilities | 1,469 | 1,482 | |
Redeemable noncontrolling interests | 202 | 305 | |
Commitments and contingencies | |||
Equity | |||
Additional paid-in capital | 9,655 | 9,831 | |
Retained earnings | 1,657 | 674 | |
Accumulated other comprehensive loss | (401) | (417) | |
Total Fox Corporation stockholders' equity | 10,917 | 10,094 | |
Noncontrolling interests | 4 | 17 | |
Total equity | 10,921 | 10,111 | |
Total liabilities and equity | 22,754 | 21,750 | |
Class A Common Stock | |||
Equity | |||
Common stock | [1] | 3 | 3 |
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, 335,027,260 shares and 343,608,673 shares issued and outstanding | ||
[2] | Class B common stock , $0.01 par value per share, 1,000,000,000 shares authorized, 256,502,472 shares and 261,078,355 shares issued and outstanding at par as of December 31, 2020 and June 30, 2020, respectively. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Jun. 30, 2020 |
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 | 335,027,260 | 343,608,673 |
Common stock, shares outstanding | 335,027,260 | 343,608,673 |
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 | 256,502,472 | 261,078,355 |
Common stock, shares outstanding | 256,502,472 | 261,078,355 |
UNAUDITED CONSOLIDATED STATEM_4
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING ACTIVITIES | ||
Net income | $ 1,347 | $ 827 |
Adjustments to reconcile net income to cash provided by (used in) operating activities | ||
Depreciation and amortization | 138 | 107 |
Amortization of cable distribution investments | 11 | 14 |
Impairment and restructuring charges | 35 | 9 |
Equity-based compensation | 75 | 65 |
Other, net | (691) | (287) |
Deferred income taxes | 421 | 246 |
Change in operating assets and liabilities, net of acquisitions and dispositions | ||
Receivables and other assets | (1,011) | (703) |
Inventories net of program rights payable | (60) | (354) |
Accounts payable and accrued expenses | 156 | (130) |
Other changes, net | (184) | (50) |
Net cash provided by (used in) operating activities | 237 | (256) |
INVESTING ACTIVITIES | ||
Property, plant and equipment | (242) | (110) |
Acquisitions, net of cash acquired | 0 | (260) |
Purchase of investments | (86) | 0 |
Other investing activities, net | (1) | 21 |
Net cash used in investing activities | (329) | (349) |
FINANCING ACTIVITIES | ||
Repurchase of shares | (416) | (421) |
Non-operating cash flows from (to) The Walt Disney Company | 116 | (45) |
Settlement of Divestiture Tax prepayment | 462 | 0 |
Dividends paid and distributions | (176) | (169) |
Other financing activities, net | (37) | (3) |
Net cash used in financing activities | (51) | (638) |
Net decrease in cash and cash equivalents | (143) | (1,243) |
Cash and cash equivalents, beginning of year | 4,645 | 3,234 |
Cash and cash equivalents, end of period | $ 4,502 | $ 1,991 |
UNAUDITED CONSOLIDATED STATEM_5
UNAUDITED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common StockClass A Common Stock | Common StockClass B Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total Fox Corporation Stockholders' Equity | Noncontrolling Interests | [1] |
Beginning Balance at Jun. 30, 2019 | $ 9,958 | $ 4 | $ 3 | $ 9,891 | $ 357 | $ (308) | $ 9,947 | $ 11 | |
Beginning Balance (in shares) at Jun. 30, 2019 | 354 | 266 | |||||||
Net income | 815 | $ 0 | $ 0 | 0 | 799 | 0 | 799 | 16 | |
Other comprehensive income | 12 | 0 | 0 | 0 | 0 | 12 | 12 | 0 | |
Dividends | (143) | 0 | 0 | 0 | (143) | 0 | (143) | 0 | |
Shares repurchased | (427) | $ (1) | $ 0 | (194) | (232) | 0 | (427) | 0 | |
Shares repurchased, shares | (8) | (2) | |||||||
Other | 138 | $ 0 | $ 0 | 152 | (6) | 0 | 146 | (8) | |
Other, shares | 1 | 0 | |||||||
Ending Balance at Dec. 31, 2019 | 10,353 | $ 3 | $ 3 | 9,849 | 775 | (296) | 10,334 | 19 | |
Ending Balance (in shares) at Dec. 31, 2019 | 347 | 264 | |||||||
Beginning Balance at Sep. 30, 2019 | 10,330 | $ 4 | $ 3 | 9,921 | 696 | (304) | 10,320 | 10 | |
Beginning Balance (in shares) at Sep. 30, 2019 | 354 | 266 | |||||||
Net income | 311 | $ 0 | $ 0 | 0 | 300 | 0 | 300 | 11 | |
Other comprehensive income | 8 | 0 | 0 | 0 | 0 | 8 | 8 | 0 | |
Shares repurchased | (427) | $ (1) | $ 0 | (194) | (232) | 0 | (427) | 0 | |
Shares repurchased, shares | (8) | (2) | |||||||
Other | 131 | $ 0 | $ 0 | 122 | 11 | 0 | 133 | (2) | |
Other, shares | 1 | 0 | |||||||
Ending Balance at Dec. 31, 2019 | 10,353 | $ 3 | $ 3 | 9,849 | 775 | (296) | 10,334 | 19 | |
Ending Balance (in shares) at Dec. 31, 2019 | 347 | 264 | |||||||
Beginning Balance at Jun. 30, 2020 | 10,111 | $ 3 | $ 3 | 9,831 | 674 | (417) | 10,094 | 17 | |
Beginning Balance (in shares) at Jun. 30, 2020 | 344 | 261 | |||||||
Net income | 1,339 | $ 0 | $ 0 | 0 | 1,330 | 0 | 1,330 | 9 | |
Other comprehensive income | 16 | 0 | 0 | 0 | 0 | 16 | 16 | 0 | |
Dividends | (138) | 0 | 0 | 0 | (138) | 0 | (138) | 0 | |
Shares repurchased | (419) | $ 0 | $ 0 | (247) | (172) | 0 | (419) | 0 | |
Shares repurchased, shares | (11) | (4) | |||||||
Other | 12 | $ 0 | $ 0 | 71 | (37) | 0 | 34 | (22) | |
Other, shares | 2 | 0 | |||||||
Ending Balance at Dec. 31, 2020 | 10,921 | $ 3 | $ 3 | 9,655 | 1,657 | (401) | 10,917 | 4 | |
Ending Balance (in shares) at Dec. 31, 2020 | 335 | 257 | |||||||
Beginning Balance at Sep. 30, 2020 | 10,806 | $ 3 | $ 3 | 9,668 | 1,525 | (408) | 10,791 | 15 | |
Beginning Balance (in shares) at Sep. 30, 2020 | 338 | 258 | |||||||
Net income | 226 | $ 0 | $ 0 | 0 | 224 | 0 | 224 | 2 | |
Other comprehensive income | 7 | 0 | 0 | 0 | 0 | 7 | 7 | 0 | |
Shares repurchased | (149) | $ 0 | $ 0 | (86) | (63) | 0 | (149) | 0 | |
Shares repurchased, shares | (4) | (1) | |||||||
Other | 31 | $ 0 | $ 0 | 73 | (29) | 0 | 44 | (13) | |
Other, shares | 1 | 0 | |||||||
Ending Balance at Dec. 31, 2020 | $ 10,921 | $ 3 | $ 3 | $ 9,655 | $ 1,657 | $ (401) | $ 10,917 | $ 4 | |
Ending Balance (in shares) at Dec. 31, 2020 | 335 | 257 | |||||||
[1] | Excludes Redeemable noncontrolling interests which are reflected in temporary equity (See Note 4—Fair Value under the heading “Redeemable Noncontrolling Interests”). |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended |
Dec. 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 accompanying Unaudited Consolidated Financial Statements of FOX have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) . 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. The outbreak In particular, the college football 2020 season was impacted by COVID-19, and as a result had an abridged schedule that included games that were shifted from the first quarter to the second quarter of fiscal 2021, but had fewer live games overall due to cancellations. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the best estimates of the future impacts of COVID-19 as of December 31, 2020. The accounting matters assessed included, but were not limited to, the Company’s valuation allowances, programming rights and the carrying value of the goodwill and other long-lived assets. While there was not an impact to the Company’s consolidated financial statements as of December 31, 2020, the Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s consolidated financial statements in future reporting periods. 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, 2020 as filed with the Securities and Exchange Commission on August 10, 2020 (the “2020 Form 10-K”). The Unaudited Consolidated Financial Statements include the accounts of FOX. All significant intercompany transactions and accounts within the Company’s consolidated businesses have been eliminated. Investments in and advances to entities or joint ventures in which the Company has significant influence, but less than a controlling financial interest, are accounted for using the equity method. Significant influence generally exist s when the Company owns an interest between 20% and 50%. In accordance with Accounting Standards Codification (“ASC”) 321 “Investments—Equity Securities” (“ASC 321”), equity securities in which the Company has no significant influence (generally less than a 20% ownership interest) with readily determinable fair values are accounted for at fair value based on quoted market prices. Equity securities without readily determinable fair values are accounted for either at fair value or using the measurement alternative method, which is at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer . All gains and losses on investments in equity securities are recognized in the Unaudited Consolidated Statements of Operations . Pursuant to the merger agreement relating to the merger of Twenty-First Century Fox, Inc. (“21CF”) and The Walt Disney Company (“Disney”), the Company made a prepayment of approximately $700 million which represented the Company’s share of the estimated tax liabilities resulting from the anticipated divestitures by Disney of certain assets (the “Divestiture Tax”), principally the FOX Sports Regional Sports Networks (“RSNs”). As of September 30, 2020, Disney had sold the RSNs, the Company and Disney reached an agreement to settle the majority of the prepaid Divestiture Tax and the Company received $462 million from Disney as reimbursement of the Company’s prepayment based upon the sales price of the RSNs. This reimbursement was recorded in Other, net in the Statement of Operations (See Note 11 — . The Company’s fiscal year ends on June 30 of each year. Certain fiscal 2020 amounts have been reclassified to conform to the fiscal 2021 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. Recently Adopted and Recently Issued Accounting Guidance Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), as amended. On In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”). On In March 2019, the FASB issued ASU 2019-02, “Entertainment—Films—Other Assets—Film Costs (Subtopic On align the accounting treatment for production of episodic television series with the accounting treatment for production costs of films. In addition, ASU 2019-02 modifies certain aspects of the amortization, impairment, presentation and disclosure requirements in ASC 926-20 the impairment, presentation and disclosure requirements in ASC 920-350, including eliminating the balance sheet classification guidance. The adoption of ASU 2019-02 did not have a significant impact on the Company’s Financial Statements (See Note 3—Inventories, net for additional information). |
Acquisitions, Disposals and Oth
Acquisitions, Disposals and Other Transactions | 6 Months Ended |
Dec. 31, 2020 | |
Acquisitions Disposals And Other Transactions [Abstract] | |
Acquisitions, Disposals and Other Transactions | NOTE 2. ACQUISITIONS, DISPOSALS AND OTHER TRANSACTIONS The Company’s acquisitions —Acquisitions, Disposals and Other Transactions in the 2020 Form 10-K under the heading “Acquisitions and Disposals,” Fiscal 2020 See Note 3—Acquisitions, Disposals and Other Transactions in the 2020 Form 10-K under the heading “Acquisitions and Disposals.” The accounting for the transactions described under the headings “Tubi Acquisition” and “Television Stations Acquisition and Divestiture,” completed in fiscal 2020 continue to be based on provisional amounts and the allocation of the consideration transferred is not final. 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 $260 million in cash (the “Credible Acquisition”), net of cash acquired. The remaining 33% of Credible not owned by the Company was 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 allocated, based on a final valuation of 100% of Credible, as follows: approximately $75 million to intangible assets with useful lives ranging from five to 10 years; approximately $285 million representing goodwill; 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. The Company finalized its purchase price accounting for the Credible Acquisition without any material adjustments recognized during the second quarter of fiscal 2021. |
Inventories, Net
Inventories, Net | 6 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | NOTE 3. INVENTORIES, NET In accordance with ASC 920, “Entertainment—Broadcasters” (“ASC 920”), costs incurred in acquiring program rights or producing programs for the Cable Network Programming and Television segments, including advances, are capitalized and amortized over the license period or projected useful life of the programming. Program rights and the related liabilities are recorded at the gross amount of the liabilities when the license period has begun, the cost of the program is determinable and the program is accepted and available for airing. Effective for the Company beginning on July 1, 2020, ASC 920 permits program rights to be recorded in non-current inventories, net rather than segregated between current and non-current inventories, net. As a result, the Company reclassified entertainment programming rights, with a contract duration of longer than a year, that were previously classified as the current portion of inventories, net to non-current inventories, net on the Balance Sheet. Advances on sports events expected to be broadcast within one year and programs with an initial license period of one year or less continue to be recorded in the current portion of inventories, net. Television broadcast network entertainment programming, which includes acquired series, co-produced series, movies and other programs, are amortized primarily on an accelerated basis. The Company has single and multi-year contracts for broadcast rights of programs and sports events. The Company evaluates the recoverability of the unamortized costs associated therewith, using total estimated advertising and other revenues attributable to the program material and considering the Company’s expectations of the usefulness of the program rights. The recoverability of entertainment programming is generally assessed on a contract basis and the recoverability of certain sports rights contracts for content broadcast on the FOX Network and the sports channels is assessed on an aggregate basis. Where an evaluation indicates that these multi-year contracts will result in an asset that is not recoverable, amortization of rights is accelerated in an amount equal to the amount by which the unamortized costs exceed fair value. The costs of multi-year sports contracts at the FOX Network and the sports channels are primarily amortized based on the ratio of each current period’s attributable revenue for each contract to the estimated total remaining attributable revenue for each contract. Estimates can change and, accordingly, are reviewed periodically and amortization is adjusted as necessary. Such changes in the future could be material. The Company’s inventories were comprised of the following: As of December 31, 2020 As of June 30, 2020 (in millions) Sports programming rights $ 869 $ 674 Entertainment programming rights 383 384 Total inventories, net 1,252 1,058 Less: current portion of inventories, net (1,020 ) (856 ) Total non-current inventories, net $ 232 $ 202 The aggregate amortization expense related to the programming rights was approximately $2.8 billion and $2.5 billion for the three months ended December 31, 2020 and 2019, respectively, and approximately $3.5 billion and $3.3 billion for the six months ended December 31, 2020 and 2019, respectively, which is included in Operating expenses in the Statements of Operations. |
Fair Value
Fair Value | 6 Months Ended |
Dec. 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 December 31, 2020 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 894 $ 894 (a) $ - $ - Liabilities Other (4 ) - - (4) (b) Redeemable noncontrolling interests (202 ) - - (202) (b) Total $ 688 $ 894 $ - $ (206) Fair value measurements As of June 30, 2020 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 531 $ 531 (a) $ - $ - Liabilities Other (6 ) - - (6) (b) Redeemable noncontrolling interests (305 ) - - (305) (b) Total $ 220 $ 531 $ - $ (311) ( a ) The investment categorized as Level 1 represents an investment in equity securities of Flutter Entertainment plc (“Flutter”) with a readily determinable fair value (See Note 3—Acquisitions, Disposals and Other Transactions in the 2020 Form 10-K under the heading “Flutter” for further discussion). In December 2020, the Company made an additional investment of approximately $55 million in Flutter. (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. 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 are put rights held by minority shareholders in a majority-owned sports network and in Credible. The changes in redeemable noncontrolling interests classified as Level 3 measurements were as follows: For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Beginning of period $ (310 ) $ (207 ) $ (305 ) $ (189 ) Acquisitions (a) - (109 ) - (109 ) Net income (4 ) (3 ) (8 ) (12 ) Redemption of noncontrolling interests (b) 135 - 135 - Distributions 5 5 11 13 Accretion and other (c) (28 ) 98 (35 ) 81 End of period $ (202 ) $ (216 ) $ (202 ) $ (216 ) (a) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Credible Acquisition.” (b) As a result of the exercise of a portion of the put rights held by the sports network minority shareholder during the three months ended December 31, 2020, approximately $135 million was reclassified out of Redeemable noncontrolling interests. The Company will pay half of the purchase price in cash at closing and deliver a three-year promissory note for the balance. The Company recorded $67 million in Current liabilities and the remaining balance in Non-current liabilities in the Balance Sheet. (c) As a result of the expiration of a portion of the put rights held by the sports network minority shareholder during the three months ended December 31, 2019, approximately $120 million was reclassified into equity. The final put right held by the sports network minority shareholder will become exercisable in July 2021. The put right held by the Credible minority shareholder will become exercisable in fiscal 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 method in accordance with ASC 321, approximates fair value. As of December 31, 2020 As of June 30, 2020 (in millions) Borrowings Fair value $ 9,905 $ 9,746 Carrying value $ 7,949 $ 7,946 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. The Company’s receivables did not represent significant concentrations of credit risk as of December 31, 2020 or June 30, 2020. Generally, the Company does not require collateral to secure receivables. As of December 31, 2020 and June 30, 2020, the Company had no individual customers that accounted for 10% or more of the Company’s receivables. |
Borrowings
Borrowings | 6 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | NOTE 5. BORROWINGS Senior Notes Issued Borrowings include senior notes (See Note 9—Borrowings in the 2020 Form 10-K under the heading “Public Debt – Senior Notes Issued”). In addition, the Company is party to a credit agreement providing a $1.0 billion unsecured revolving credit facility with a sub-limit of $150 million available for the issuance of letters of credit and a maturity date of March 2024 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Dec. 31, 2020 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | NOTE 6. STOCKHOLDERS’ EQUITY Stock Repurchase Program In fiscal 2020, the Company’s Board of Directors (the “Board”) authorized a stock repurchase program providing for the repurchase of $2 billion 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”). The program has no time limit and may be modified, suspended or discontinued at any time. In August 2020, the Company entered into two accelerated share repurchase (“ASR”) agreements to repurchase $154 million of Class A Common Stock and $66 million of Class B Common Stock. In accordance with the ASR agreements, in August 2020, the Company paid a third-party financial institution $154 million and $66 million and received initial deliveries of approximately 4.7 million and 2.0 million shares of Class A Common Stock and Class B Common Stock, respectively, representing 80% of the shares expected to be repurchased under each ASR agreement, at a price of $26.00 and $26.01 per share, which was The Nasdaq Global Select Market closing share price of the Class A Common Stock and Class B Common Stock, respectively, on August 21, 2020. Upon settlement of the ASR agreements in September 2020, the Company received final deliveries of approximately 0.9 million and 0.4 million shares of Class A Common Stock and Class B Common Stock, respectively. The final number of shares purchased under the ASR agreements was determined using a price of $27.57 and $27.67 per share (the volume-weighted average market price of the Class A Common Stock and Class B Common Stock, respectively, during the terms of the ASR agreements less a discount applicable for the Class A Common Stock). The Company accounted for each ASR agreement as two separate transactions. The initial deliver ies of Class A Common Stock and Class B Common Stock w ere accounted for as treasury stock transaction s recorded on the acquisition date. The final settlement s of Class A Common Stock and Class B Common Stock were accounted for as forward contract s indexed to t he Class A Common Stock or Class B Common Stock , as applicable, and qualified as equity transactions. In addition to the shares purchased under the ASR agreements, the Company repurchased shares of Class A Common Stock and Class B Common Stock in the open market. In total, the Company repurchased approximately 15 million shares of Common Stock for $419 million during the six months ended December 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 December 31, 2020, the Company’s remaining stock repurchase authorization was approximately $980 million. Subsequent to December 31, 2020, the Company repurchased a total of approximately 1 million shares of Common Stock for $31 million in the open market. 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 December 31, For the six months ended December 31, 2020 2019 2020 2019 Cash dividend per share $ - $ - $ 0.23 $ 0.23 Subsequent to December 31, 2020, 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. The dividend declared is payable on April 7, 2021 with a record date for determining dividend entitlements of March 10, 2021. |
Equity-Based Compensation
Equity-Based Compensation | 6 Months Ended |
Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | NOTE 7. EQUITY-BASED COMPENSATION T he Company has one equity plan, the Fox Corporation 2019 Shareholder Alignment Plan (the “SAP”) (See Note 12 The following table summarizes the Company’s equity-based compensation: For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Equity-based compensation $ 44 $ 42 $ 75 $ 74 Intrinsic value of all settled equity-based awards $ 10 $ 3 $ 91 $ 6 Tax benefit on settled equity-based awards $ 2 $ 1 $ 16 $ 1 The Company’s stock based awards are settled in Class A Common Stock. As of December 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 $145 million and is expected to be recognized over a weighted average period between one and two years. As of December 31, 2020 and 2019, the Company had approximately 7 million stock options outstanding. For the three and six months ended December 31, 2020 and 2019, 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. Awards Granted and Vested Restricted Stock Units During the six months ended December 31, 2020, approximately 2.0 million restricted stock units (“RSUs”) were granted, which generally vest in equal annual installments over a three-year During the six months ended December 31, 2019, approximately 1.1 million RSUs were granted, which vest in equal annual installments over a three-year Stock Options During the six months ended December 31, 2019, 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 Performance-Based Stock Options Performance-based stock options (“PSOs”) are awards that entitle the holder to purchase a specified number of shares of Class A Common Stock at a specified price for a specified period of time, contingent on the performance of the Class A Common Stock over a three-year period, subject to the terms and conditions of the SAP, the applicable award documents and such other terms and conditions as the Compensation Committee of the Board may establish. The PSOs granted under the SAP will vest in full only if the Company’s Class A Common Stock exceeds the exercise price of the PSO by a certain threshold over a certain period of time during the performance period (the “market condition”). The PSOs were fair valued using a Monte Carlo simulation model that uses the following assumptions: (i) expected volatility; (ii) expected term; (iii) risk-free interest rate; and (iv) expected dividend yield. During the six months ended December 31, 2020, the Company granted approximately 5.0 million PSOs, which will vest in full at the end of a three-year |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 8. COMMITMENTS AND CONTINGENCIES Commitments The Company has commitments under certain firm contractual arrangements (“firm commitments”) to make future payments. These firm commitments secure the future rights to various assets and services to be used in the normal course of operations. The total firm commitments and future debt payments as of December 31, 2020 and June 30, 2020 were approximately $34 billion and $37 billion, respectively. The decrease from June 30, 2020 was primarily due to sports programming rights payments. Contingencies FOX News The Company’s FOX News business and certain of its current and former employees have been subject to allegations of sexual harassment and discrimination on the basis of sex and race. The Company has resolved many of these claims and is contesting other claims in litigation. The Company has also received regulatory and investigative inquiries relating to these matters. To date, none of the amounts paid in settlements or reserved for pending or future claims is material, individually or in the aggregate, to the Company. The amount of additional liability, if any, that may result from these or related matters cannot be estimated at this time. However, the Company does not currently anticipate that the ultimate resolution of any such pending matters will have a material adverse effect on its business, financial condition, results of operations or cash flows. U.K. Newspaper Matters Indemnity In connection with the separation of 21CF and News Corporation in June 2013 (the “21CF News Corporation Separation”), 21CF agreed to indemnify News Corporation, on an after-tax basis, for payments made after the 21CF News Corporation Separation arising out of civil claims and investigations relating to phone hacking, illegal data access and inappropriate payments to public officials that occurred at subsidiaries of News Corporation before the 21CF News Corporation Separation, as well as legal and professional fees and expenses paid in connection with the related criminal matters, other than fees, expenses and costs relating to employees who are not (i) directors, officers or certain designated employees or (ii) with respect to civil matters, co-defendants with News Corporation (the “U.K. Newspaper Matters Indemnity”). In accordance with the Separation Agreement (as defined in Note 1—Description of Business and Basis of Presentation in the 2020 Form 10-K under the heading “The Distribution”), the Company assumed certain costs and liabilities related to the U.K. Newspaper Matters Indemnity. The liability recorded in the Balance Sheets related to the indemnity was approximately $55 million and $65 million as of December 31, 2020 and June 30, 2020, 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 (as defined in Note 1—Description of Business and Basis of Presentation in the 2020 Form 10-K under the heading “The Distribution”)) and 21CF’s other subsidiaries, is jointly and severally liable for the U.S. federal income and, in certain jurisdictions, state tax liabilities of each other member of the consolidated group. Consequently, the Company could be liable in the event any such liability is incurred, and not discharged, by any other member of the 21CF consolidated group. The tax matters agreement requires 21CF and/or Disney to indemnify the Company for any such liability. Disputes or assessments could arise during future audits by the Internal Revenue Service in amounts that the Company cannot quantify. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits | 6 Months Ended |
Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits | NOTE 9. PENSION AND OTHER POSTRETIREMENT BENEFITS The Company participates in and/or sponsors various pension, savings and postretirement benefit plans. Pension plans and postretirement benefit plans are closed to new participants with the exception of a small group covered by collective bargaining agreements. The net period ic benefit cost was $ 17 million and $ 13 million for the three months ended December 31 , 20 20 and 20 19 , respectively , and $ 34 million and $ 27 million for the six months ended December 31, 2020 and 2019, respectively . |
Segment Information
Segment Information | 6 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 10. SEGMENT INFORMATION The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments: • Cable Network Programming , which principally consists of the production and licensing of news and sports content distributed primarily through traditional cable television systems, direct broadcast satellite operators and telecommunication companies (“traditional MVPDs”) and online multi-channel video programming distributors (“digital MVPDs”), primarily in the U.S. • Television , which principally consists of the acquisition, marketing and distribution of broadcast network programming nationally under the FOX brand and the operation of 29 full power broadcast television stations, including 11 duopolies, in the U.S. Of these stations, 18 are affiliated with the FOX Network, 10 are affiliated with MyNetworkTV and one is an independent station. The Television segment also includes Tubi, Inc., a free advertising-supported video-on-demand (“AVOD”) service. • Other, Corporate and Eliminations , which principally consists of the FOX Studio Lot, Credible, corporate overhead costs and intracompany eliminations. The FOX Studio Lot, located in Los Angeles, California, provides television and film production services along with office space, studio operation services and includes all operations of the facility. Credible is a U.S. consumer finance marketplace. The Company’s operating segments have been determined in accordance with the Company’s internal management structure, which is organized based on operating activities. The Company evaluates performance based upon several factors, of which the primary financial measure is segment operating income before depreciation and amortization, or Segment EBITDA. Due to the integrated nature of these operating segments, estimates and judgments are made in allocating certain assets, revenues and expenses. 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 six months ended December 31, 2020 and 2019: For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Revenues Cable Network Programming $ 1,488 $ 1,469 $ 2,813 $ 2,754 Television 2,556 2,266 3,906 3,622 Other, Corporate and Eliminations 43 43 85 69 Total revenues $ 4,087 $ 3,778 $ 6,804 $ 6,445 Segment EBITDA Cable Network Programming $ 571 $ 556 $ 1,352 $ 1,240 Television (185 ) (214 ) 272 37 Other, Corporate and Eliminations (81 ) (81 ) (153 ) (160 ) Amortization of cable distribution investments (6 ) (5 ) (11 ) (14 ) Depreciation and amortization (70 ) (57 ) (138 ) (107 ) Impairment and restructuring charges - - (35 ) (9 ) Interest expense (99 ) (90 ) (198 ) (180 ) Interest income 2 8 3 25 Other, net 172 302 691 287 Income before income tax expense 304 419 1,783 1,119 Income tax expense (74 ) (105 ) (436 ) (292 ) Net income 230 314 1,347 827 Less: Net income attributable to noncontrolling interests (6 ) (14 ) (17 ) (28 ) Net income attributable to Fox Corporation stockholders $ 224 $ 300 $ 1,330 $ 799 Revenues by Segment by Component For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Cable Network Programming Affiliate fee $ 928 $ 957 $ 1,901 $ 1,896 Advertising 441 337 740 591 Other 119 175 172 267 Total Cable Network Programming revenues 1,488 1,469 2,813 2,754 Television Advertising 1,841 1,673 2,511 2,460 Affiliate fee 590 479 1,150 934 Other 125 114 245 228 Total Television revenues 2,556 2,266 3,906 3,622 Other, Corporate and Eliminations 43 43 85 69 Total revenues $ 4,087 $ 3,778 $ 6,804 $ 6,445 Future Performance Obligations As of December 31, 2020, approximately $5.4 billion of revenues are expected to be recognized primarily over the next one to three years. The Company’s most significant remaining performance obligations relate to affiliate contracts, sports advertising contracts and content licensing contracts with fixed fees. The amount disclosed does not include (i) revenues related to performance obligations that are part of a contract whose original expected duration is one year or less, (ii) revenues that are in the form of sales- or usage-based royalties and (iii) revenues related to performance obligations for which the Company elects to recognize revenue in the amount it has a right to invoice. For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Depreciation and amortization Cable Network Programming $ 12 $ 16 $ 25 $ 29 Television 26 14 51 29 Other, Corporate and Eliminations 32 27 62 49 Total depreciation and amortization $ 70 $ 57 $ 138 $ 107 As of December 31, 2020 As of June 30, 2020 (in millions) Assets Cable Network Programming $ 2,681 $ 2,591 Television 8,140 7,054 Other, Corporate and Eliminations 10,927 11,487 Investments 1,006 618 Total assets $ 22,754 $ 21,750 |
Additional Financial Informatio
Additional Financial Information | 6 Months Ended |
Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Additional Financial Information | NOTE 11. ADDITIONAL FINANCIAL INFORMATION Impairment and Restructuring Charges Impairment and restructuring charges were $35 million and $9 million for the six months ended December 31, 2020 and 2019, respectively, which were primarily comprised of severance costs principally at the Cable Network Programming segment. Other, net The following table sets forth the components of Other, net included in the Statements of Operations: For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Transaction costs (a) $ (18 ) $ 2 $ 433 $ (43 ) Net gains on investments in equity securities (b) 220 333 341 382 U.K. Newspaper Matters Indemnity (c) (15 ) (31 ) (28 ) (44 ) Other (15 ) (2 ) (55 ) (8 ) Total other, net $ 172 $ 302 $ 691 $ 287 (a) ( b ) Net gains on investments in equity securities for the three and six months ended December 31, 2020 included the gain related to the change in fair value of the Company’s investment in Flutter (See Note 4—Fair Value) and for the three and six months ended December 31, 2019 included the gains related to the changes in fair value of the Company’s investments in Roku, Inc. and The Stars Group Inc. (See (c) See Note 8—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 December 31, 2020 As of June 30, 2020 (in millions) Investments (a) $ 1,006 $ 618 Operating lease ROU assets 474 539 Grantor Trust 279 247 Inventories, net 232 202 Other 176 195 Total other non-current assets $ 2,167 $ 1,801 (a) Included investments accounted for at fair value on a recurring basis of $894 million and $531 million as of December 31, 2020 and June 30, 2020, respectively (See Note 4—Fair Value). 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 December 31, 2020 As of June 30, 2020 (in millions) Accrued expenses $ 1,010 $ 907 Program rights payable 650 485 Deferred revenue 276 152 Operating lease liabilities 92 122 Other current liabilities 185 240 Total accounts payable, accrued expenses and other current liabilities $ 2,213 $ 1,906 Other Liabilities The following table sets forth the components of Other liabilities included in the Balance Sheets: As of December 31, 2020 As of June 30, 2020 (in millions) Accrued non-current pension/postretirement liabilities $ 704 $ 709 Non-current operating lease liabilities 413 452 Other non-current liabilities 352 321 Total other liabilities $ 1,469 $ 1,482 Supplemental Information For the six months ended December 31, 2020 2019 (in millions) Supplemental cash flows information Cash paid for interest $ (206 ) $ (191 ) Cash paid for income taxes $ (92 ) $ (35 ) Supplemental information on acquisitions Fair value of assets acquired, excluding cash $ - $ 404 Cash acquired - 15 Liabilities assumed - (35 ) Noncontrolling interests - (109 ) Cash paid - (275 ) Fair value of equity instruments consideration $ - $ - |
Description of Business and B_2
Description of Business and Basis of Presentation (Policies) | 6 Months Ended |
Dec. 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. |
Principles of Consolidation | The Unaudited Consolidated Financial Statements include the accounts of FOX. All significant intercompany transactions and accounts within the Company’s consolidated businesses have been eliminated. Investments in and advances to entities or joint ventures in which the Company has significant influence, but less than a controlling financial interest, are accounted for using the equity method. Significant influence generally exist s when the Company owns an interest between 20% and 50%. In accordance with Accounting Standards Codification (“ASC”) 321 “Investments—Equity Securities” (“ASC 321”), equity securities in which the Company has no significant influence (generally less than a 20% ownership interest) with readily determinable fair values are accounted for at fair value based on quoted market prices. Equity securities without readily determinable fair values are accounted for either at fair value or using the measurement alternative method, which is at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer . All gains and losses on investments in equity securities are recognized in the Unaudited Consolidated Statements of Operations . |
Reclassifications and Adjustments | The Company’s fiscal year ends on June 30 of each year. Certain fiscal 2020 amounts have been reclassified to conform to the fiscal 2021 presentation. |
Recently Adopted and Recently Issued Accounting Guidance | Recently Adopted and Recently Issued Accounting Guidance Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), as amended. On In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”). On In March 2019, the FASB issued ASU 2019-02, “Entertainment—Films—Other Assets—Film Costs (Subtopic On align the accounting treatment for production of episodic television series with the accounting treatment for production costs of films. In addition, ASU 2019-02 modifies certain aspects of the amortization, impairment, presentation and disclosure requirements in ASC 926-20 the impairment, presentation and disclosure requirements in ASC 920-350, including eliminating the balance sheet classification guidance. The adoption of ASU 2019-02 did not have a significant impact on the Company’s Financial Statements (See Note 3—Inventories, net for additional information). |
Inventories | In accordance with ASC 920, “Entertainment—Broadcasters” (“ASC 920”), costs incurred in acquiring program rights or producing programs for the Cable Network Programming and Television segments, including advances, are capitalized and amortized over the license period or projected useful life of the programming. Program rights and the related liabilities are recorded at the gross amount of the liabilities when the license period has begun, the cost of the program is determinable and the program is accepted and available for airing. Effective for the Company beginning on July 1, 2020, ASC 920 permits program rights to be recorded in non-current inventories, net rather than segregated between current and non-current inventories, net. As a result, the Company reclassified entertainment programming rights, with a contract duration of longer than a year, that were previously classified as the current portion of inventories, net to non-current inventories, net on the Balance Sheet. Advances on sports events expected to be broadcast within one year and programs with an initial license period of one year or less continue to be recorded in the current portion of inventories, net. Television broadcast network entertainment programming, which includes acquired series, co-produced series, movies and other programs, are amortized primarily on an accelerated basis. The Company has single and multi-year contracts for broadcast rights of programs and sports events. The Company evaluates the recoverability of the unamortized costs associated therewith, using total estimated advertising and other revenues attributable to the program material and considering the Company’s expectations of the usefulness of the program rights. The recoverability of entertainment programming is generally assessed on a contract basis and the recoverability of certain sports rights contracts for content broadcast on the FOX Network and the sports channels is assessed on an aggregate basis. Where an evaluation indicates that these multi-year contracts will result in an asset that is not recoverable, amortization of rights is accelerated in an amount equal to the amount by which the unamortized costs exceed fair value. The costs of multi-year sports contracts at the FOX Network and the sports channels are primarily amortized based on the ratio of each current period’s attributable revenue for each contract to the estimated total remaining attributable revenue for each contract. Estimates can change and, accordingly, are reviewed periodically and amortization is adjusted as necessary. Such changes in the future could 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. The Company’s receivables did not represent significant concentrations of credit risk as of December 31, 2020 or June 30, 2020. Generally, the Company does not require collateral to secure receivables. As of December 31, 2020 and June 30, 2020, the Company had no individual customers that accounted for 10% or more of the Company’s receivables. |
Inventories, Net (Tables)
Inventories, Net (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories, Net | The Company’s inventories were comprised of the following As of December 31, 2020 As of June 30, 2020 (in millions) Sports programming rights $ 869 $ 674 Entertainment programming rights 383 384 Total inventories, net 1,252 1,058 Less: current portion of inventories, net (1,020 ) (856 ) Total non-current inventories, net $ 232 $ 202 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Dec. 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 December 31, 2020 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 894 $ 894 (a) $ - $ - Liabilities Other (4 ) - - (4) (b) Redeemable noncontrolling interests (202 ) - - (202) (b) Total $ 688 $ 894 $ - $ (206) Fair value measurements As of June 30, 2020 Total Level 1 Level 2 Level 3 (in millions) Assets Investments in equity securities $ 531 $ 531 (a) $ - $ - Liabilities Other (6 ) - - (6) (b) Redeemable noncontrolling interests (305 ) - - (305) (b) Total $ 220 $ 531 $ - $ (311) ( a ) The investment categorized as Level 1 represents an investment in equity securities of Flutter Entertainment plc (“Flutter”) with a readily determinable fair value (See Note 3—Acquisitions, Disposals and Other Transactions in the 2020 Form 10-K under the heading “Flutter” for further discussion). In December 2020, the Company made an additional investment of approximately $55 million in Flutter. (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. |
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 December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Beginning of period $ (310 ) $ (207 ) $ (305 ) $ (189 ) Acquisitions (a) - (109 ) - (109 ) Net income (4 ) (3 ) (8 ) (12 ) Redemption of noncontrolling interests (b) 135 - 135 - Distributions 5 5 11 13 Accretion and other (c) (28 ) 98 (35 ) 81 End of period $ (202 ) $ (216 ) $ (202 ) $ (216 ) (a) See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Credible Acquisition.” (b) As a result of the exercise of a portion of the put rights held by the sports network minority shareholder during the three months ended December 31, 2020, approximately $135 million was reclassified out of Redeemable noncontrolling interests. The Company will pay half of the purchase price in cash at closing and deliver a three-year promissory note for the balance. The Company recorded $67 million in Current liabilities and the remaining balance in Non-current liabilities in the Balance Sheet. (c) As a result of the expiration of a portion of the put rights held by the sports network minority shareholder during the three months ended December 31, 2019, approximately $120 million was reclassified into equity. |
Schedule of Fair Value and Carrying Value of Borrowings | As of December 31, 2020 As of June 30, 2020 (in millions) Borrowings Fair value $ 9,905 $ 9,746 Carrying value $ 7,949 $ 7,946 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Dec. 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 December 31, For the six months ended December 31, 2020 2019 2020 2019 Cash dividend per share $ - $ - $ 0.23 $ 0.23 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 6 Months Ended |
Dec. 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 December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Equity-based compensation $ 44 $ 42 $ 75 $ 74 Intrinsic value of all settled equity-based awards $ 10 $ 3 $ 91 $ 6 Tax benefit on settled equity-based awards $ 2 $ 1 $ 16 $ 1 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Dec. 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 six months ended December 31, 2020 and 2019: For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Revenues Cable Network Programming $ 1,488 $ 1,469 $ 2,813 $ 2,754 Television 2,556 2,266 3,906 3,622 Other, Corporate and Eliminations 43 43 85 69 Total revenues $ 4,087 $ 3,778 $ 6,804 $ 6,445 Segment EBITDA Cable Network Programming $ 571 $ 556 $ 1,352 $ 1,240 Television (185 ) (214 ) 272 37 Other, Corporate and Eliminations (81 ) (81 ) (153 ) (160 ) Amortization of cable distribution investments (6 ) (5 ) (11 ) (14 ) Depreciation and amortization (70 ) (57 ) (138 ) (107 ) Impairment and restructuring charges - - (35 ) (9 ) Interest expense (99 ) (90 ) (198 ) (180 ) Interest income 2 8 3 25 Other, net 172 302 691 287 Income before income tax expense 304 419 1,783 1,119 Income tax expense (74 ) (105 ) (436 ) (292 ) Net income 230 314 1,347 827 Less: Net income attributable to noncontrolling interests (6 ) (14 ) (17 ) (28 ) Net income attributable to Fox Corporation stockholders $ 224 $ 300 $ 1,330 $ 799 |
Summary of Revenues by Segment by Component to Consolidated | Revenues by Segment by Component For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Cable Network Programming Affiliate fee $ 928 $ 957 $ 1,901 $ 1,896 Advertising 441 337 740 591 Other 119 175 172 267 Total Cable Network Programming revenues 1,488 1,469 2,813 2,754 Television Advertising 1,841 1,673 2,511 2,460 Affiliate fee 590 479 1,150 934 Other 125 114 245 228 Total Television revenues 2,556 2,266 3,906 3,622 Other, Corporate and Eliminations 43 43 85 69 Total revenues $ 4,087 $ 3,778 $ 6,804 $ 6,445 |
Reconciliation of Depreciation and Amortization from Segments to Consolidated | For the three months ended December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Depreciation and amortization Cable Network Programming $ 12 $ 16 $ 25 $ 29 Television 26 14 51 29 Other, Corporate and Eliminations 32 27 62 49 Total depreciation and amortization $ 70 $ 57 $ 138 $ 107 |
Reconciliation of Assets from Segments to Consolidated | As of December 31, 2020 As of June 30, 2020 (in millions) Assets Cable Network Programming $ 2,681 $ 2,591 Television 8,140 7,054 Other, Corporate and Eliminations 10,927 11,487 Investments 1,006 618 Total assets $ 22,754 $ 21,750 |
Additional Financial Informat_2
Additional Financial Information (Tables) | 6 Months Ended |
Dec. 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 December 31, For the six months ended December 31, 2020 2019 2020 2019 (in millions) Transaction costs (a) $ (18 ) $ 2 $ 433 $ (43 ) Net gains on investments in equity securities (b) 220 333 341 382 U.K. Newspaper Matters Indemnity (c) (15 ) (31 ) (28 ) (44 ) Other (15 ) (2 ) (55 ) (8 ) Total other, net $ 172 $ 302 $ 691 $ 287 (a) ( b ) Net gains on investments in equity securities for the three and six months ended December 31, 2020 included the gain related to the change in fair value of the Company’s investment in Flutter (See Note 4—Fair Value) and for the three and six months ended December 31, 2019 included the gains related to the changes in fair value of the Company’s investments in Roku, Inc. and The Stars Group Inc. (See (c) See Note 8—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 December 31, 2020 As of June 30, 2020 (in millions) Investments (a) $ 1,006 $ 618 Operating lease ROU assets 474 539 Grantor Trust 279 247 Inventories, net 232 202 Other 176 195 Total other non-current assets $ 2,167 $ 1,801 (a) Included investments accounted for at fair value on a recurring basis of $894 million and $531 million as of December 31, 2020 and June 30, 2020, respectively (See Note 4—Fair Value). |
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 December 31, 2020 As of June 30, 2020 (in millions) Accrued expenses $ 1,010 $ 907 Program rights payable 650 485 Deferred revenue 276 152 Operating lease liabilities 92 122 Other current liabilities 185 240 Total accounts payable, accrued expenses and other current liabilities $ 2,213 $ 1,906 |
Components of Other Liabilities | The following table sets forth the components of Other liabilities included in the Balance Sheets: As of December 31, 2020 As of June 30, 2020 (in millions) Accrued non-current pension/postretirement liabilities $ 704 $ 709 Non-current operating lease liabilities 413 452 Other non-current liabilities 352 321 Total other liabilities $ 1,469 $ 1,482 |
Schedule Of Supplemental Information | Supplemental Information For the six months ended December 31, 2020 2019 (in millions) Supplemental cash flows information Cash paid for interest $ (206 ) $ (191 ) Cash paid for income taxes $ (92 ) $ (35 ) Supplemental information on acquisitions Fair value of assets acquired, excluding cash $ - $ 404 Cash acquired - 15 Liabilities assumed - (35 ) Noncontrolling interests - (109 ) Cash paid - (275 ) Fair value of equity instruments consideration $ - $ - |
Description of Business and B_3
Description of Business and Basis of Presentation (Narrative) (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Mar. 19, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
Disclosure Basis Of Presentation Details [Line Items] | ||||
Settlement of Divestiture Tax prepayment | $ 462 | $ 0 | ||
Separation And Distribution Agreement | ||||
Disclosure Basis Of Presentation Details [Line Items] | ||||
Prepayment of the Company's share of the estimated taxes resulting from the anticipated divestitures by Disney of certain assets | $ 700 | |||
Settlement of Divestiture Tax prepayment | $ 462 |
Acquisitions, Disposals and O_2
Acquisitions, Disposals and Other Transactions (Fiscal 2020) (Narrative) (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | ||
Oct. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | |
Business Acquisition [Line Items] | ||||
Payments to acquire businesses, net of cash acquired | $ 0 | $ 260 | ||
Consideration transferred allocated to goodwill | $ 3,408 | $ 3,409 | ||
Credible Labs Inc. | ||||
Business Acquisition [Line Items] | ||||
Business acquisition, percentage of equity acquired | 67.00% | |||
Payments to acquire businesses, net of cash acquired | $ 260 | |||
Consideration transferred | $ 260 | |||
Final valuation, percentage of acquired business | 100.00% | |||
Consideration transferred allocated to amortizable intangible assets | $ 75 | |||
Consideration transferred allocated to goodwill | 285 | |||
Consideration transferred allocated to redeemable noncontrolling interests | $ (110) | |||
Credible Labs Inc. | Credible | ||||
Business Acquisition [Line Items] | ||||
Remaining percentage of equity not acquired by parent | 33.00% | |||
Credible Labs Inc. | Minimum | ||||
Business Acquisition [Line Items] | ||||
Consideration transferred allocated to amortizable intangible assets, useful life | 5 years | |||
Credible Labs Inc. | Maximum | ||||
Business Acquisition [Line Items] | ||||
Consideration transferred allocated to amortizable intangible assets, useful life | 10 years |
Inventories, Net (Schedule of I
Inventories, Net (Schedule of Inventories, Net) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 |
Inventory Disclosure [Abstract] | ||
Sports programming rights | $ 869 | $ 674 |
Entertainment programming rights | 383 | 384 |
Total inventories, net | 1,252 | 1,058 |
Less: current portion of inventories, net | (1,020) | (856) |
Total non-current inventories, net | $ 232 | $ 202 |
Inventories, Net (Narrative) (D
Inventories, Net (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Inventory [Line Items] | ||||
Operating expenses | $ 3,346 | $ 3,091 | $ 4,514 | $ 4,559 |
Amortization Expense | ||||
Inventory [Line Items] | ||||
Operating expenses | $ 2,800 | $ 2,500 | $ 3,500 | $ 3,300 |
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 | Dec. 31, 2020 | Jun. 30, 2020 | |
Assets | |||
Investments in equity securities | $ 894 | $ 531 | |
Liabilities | |||
Redeemable noncontrolling interests | (202) | (305) | |
Fair value measurements recurring | |||
Assets | |||
Investments in equity securities | 894 | 531 | |
Liabilities | |||
Other | (4) | (6) | |
Redeemable noncontrolling interests | (202) | (305) | |
Total | 688 | 220 | |
Fair value measurements recurring | Level 1 | |||
Assets | |||
Investments in equity securities | [1] | 894 | 531 |
Liabilities | |||
Other | 0 | 0 | |
Redeemable noncontrolling interests | 0 | 0 | |
Total | 894 | 531 | |
Fair value measurements recurring | Level 2 | |||
Assets | |||
Investments in equity securities | 0 | 0 | |
Liabilities | |||
Other | 0 | 0 | |
Redeemable noncontrolling interests | 0 | 0 | |
Total | 0 | 0 | |
Fair value measurements recurring | Level 3 | |||
Assets | |||
Investments in equity securities | 0 | 0 | |
Liabilities | |||
Other | [2] | (4) | (6) |
Redeemable noncontrolling interests | [2] | (202) | (305) |
Total | $ (206) | $ (311) | |
[1] | The investment categorized as Level 1 represents an investment in equity securities of Flutter Entertainment plc (“Flutter”) with a readily determinable fair value (See Note 3—Acquisitions, Disposals and Other Transactions in the 2020 Form 10-K under the heading “Flutter” for further discussion). In December 2020, the Company made an additional investment of approximately $55 million in Flutter. | ||
[2] | 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 (Schedule of Finan_2
Fair Value (Schedule of Financial Assets and Liabilities Carried at Fair Value on a Recurring Basis) (parenthetical) (Details) $ in Millions | 6 Months Ended |
Dec. 31, 2020USD ($) | |
Fair value measurements recurring | Flutter Entertainment "Plc" | Level 1 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Payments to acquire investments | $ 55 |
Fair Value (Liabilities Measure
Fair Value (Liabilities Measured on Recurring Basis) (Details) - Redeemable Noncontrolling Interests - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Redemption of noncontrolling interests | $ 135 | $ 0 | |||
Level 3 | |||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Beginning of period | (310) | (207) | $ (305) | $ (189) | |
Acquisitions | [1] | 0 | (109) | 0 | (109) |
Net income | (4) | (3) | (8) | (12) | |
Redemption of noncontrolling interests | [2] | 135 | 0 | 135 | 0 |
Distributions | 5 | 5 | 11 | 13 | |
Accretion and other | [3] | (28) | 98 | (35) | 81 |
End of period | $ (202) | $ (216) | $ (202) | $ (216) | |
[1] | See Note 2—Acquisitions, Disposals and Other Transactions under the heading “Credible Acquisition.” | ||||
[2] | As a result of the exercise of a portion of the put rights held by the sports network minority shareholder during the three months ended December 31, 2020, approximately $135 million was reclassified out of Redeemable noncontrolling interests. The Company will pay half of the purchase price in cash at closing and deliver a three-year promissory note for the balance. The Company recorded $67 million in Current liabilities and the remaining balance in Non-current liabilities in the Balance Sheet. | ||||
[3] | As a result of the expiration of a portion of the put rights held by the sports network minority shareholder during the three months ended December 31, 2019, approximately $120 million was reclassified into equity. |
Fair Value (Liabilities Measu_2
Fair Value (Liabilities Measured on Recurring Basis) (Parenthetical) (Details) - Redeemable Noncontrolling Interests - USD ($) $ in Millions | 3 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Redemption of noncontrolling interests | $ 135 | $ 0 |
Amounts reclassified into equity as a result of the expiration of a put arrangement | 0 | 120 |
Current Liabilities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amount recorded in liabilities | $ 67 | $ 0 |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020USD ($)Customer | Jun. 30, 2020USD ($)Customer | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Noncontrolling interests, description | The final put right held by the sports network minority shareholder will become exercisable in July 2021. The put right held by the Credible minority shareholder will become exercisable in fiscal 2025 | |
Accounts Receivable | Credit Concentration Risk | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Concentration of risk, Accounts receivable | $ | $ 0 | $ 0 |
Number of major customers | Customer | 0 | 0 |
Accounts Receivable | Credit Concentration Risk | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Concentration risk percentage | 10.00% | 10.00% |
Fair Value (Borrowings) (Detail
Fair Value (Borrowings) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 |
Fair Value Disclosures [Abstract] | ||
Fair value | $ 9,905 | $ 9,746 |
Carrying value | $ 7,949 | $ 7,946 |
Borrowings (Narrative) (Details
Borrowings (Narrative) (Details) - Revolving Credit Agreement | 6 Months Ended |
Dec. 31, 2020USD ($) | |
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 |
Stockholders Equity (Narrative)
Stockholders Equity (Narrative) (Details) | Aug. 21, 2020$ / shares | Feb. 09, 2021USD ($)$ / sharesshares | Sep. 30, 2020$ / sharesshares | Aug. 31, 2020USD ($)shares | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / shares | Jun. 30, 2020$ / shares | Nov. 06, 2019USD ($)$ / shares |
Stockholders Equity [Line Items] | ||||||||||
Stock repurchase program, value of shares repurchased during the period | $ | $ 149,000,000 | $ 427,000,000 | $ 419,000,000 | $ 427,000,000 | ||||||
Class A Common Stock | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||
Accelerated share repurchases agreement, amount | $ | $ 154,000,000 | |||||||||
Accelerated share repurchases, amount of payment to third party financial institution | $ | $ 154,000,000 | |||||||||
Stock repurchase program, number of shares repurchased during the period | shares | 900,000 | 4,700,000 | ||||||||
Accelerated share repurchases, percentage of shares expected to be repurchased | 80.00% | |||||||||
Accelerated share repurchases, initial price paid per share | $ 26 | |||||||||
Accelerated share repurchases, final price paid per share | $ 27.57 | |||||||||
Cash dividend per share | 0 | $ 0 | 0.23 | $ 0.23 | ||||||
Class A Common Stock | Semi Annual Dividend | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Cash dividend per share | $ 0.23 | |||||||||
Dividend payable period, day, month and year | Apr. 7, 2021 | |||||||||
Dividend record date | Mar. 10, 2021 | |||||||||
Class B Common Stock | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Common stock, par value | 0.01 | 0.01 | $ 0.01 | $ 0.01 | ||||||
Accelerated share repurchases agreement, amount | $ | $ 66,000,000 | |||||||||
Accelerated share repurchases, amount of payment to third party financial institution | $ | $ 66,000,000 | |||||||||
Stock repurchase program, number of shares repurchased during the period | shares | 400,000 | 2,000,000 | ||||||||
Accelerated share repurchases, percentage of shares expected to be repurchased | 80.00% | |||||||||
Accelerated share repurchases, initial price paid per share | $ 26.01 | |||||||||
Accelerated share repurchases, final price paid per share | $ 27.67 | |||||||||
Cash dividend per share | $ 0 | $ 0 | $ 0.23 | $ 0.23 | ||||||
Class B Common Stock | Semi Annual Dividend | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Cash dividend per share | $ 0.23 | |||||||||
Dividend payable period, day, month and year | Apr. 7, 2021 | |||||||||
Dividend record date | Mar. 10, 2021 | |||||||||
Class A and Class B Common Stock | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Stock repurchase program, authorized amount | $ | $ 2,000,000,000 | |||||||||
Number of accelerated share repurchase | shares | 2 | |||||||||
Stock repurchase program, number of shares repurchased during the period | shares | 15,000,000 | |||||||||
Stock repurchase program, value of shares repurchased during the period | $ | $ 419,000,000 | |||||||||
Stock repurchase program, remaining buyback authorization amount | $ | $ 980,000,000 | $ 980,000,000 | ||||||||
Class A and Class B Common Stock | Subsequent Event | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Stock repurchase program, number of shares repurchased during the period | shares | 1,000,000 | |||||||||
Stock repurchase program, value of shares repurchased during the period | $ | $ 31,000,000 |
Stockholders Equity (Schedule o
Stockholders Equity (Schedule of Dividends Declared) (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Class A Common Stock | ||||
Dividends Payable [Line Items] | ||||
Cash dividend per share | $ 0 | $ 0 | $ 0.23 | $ 0.23 |
Class B Common Stock | ||||
Dividends Payable [Line Items] | ||||
Cash dividend per share | $ 0 | $ 0 | $ 0.23 | $ 0.23 |
Equity-Based Compensation (Narr
Equity-Based Compensation (Narrative) (Details) shares in Millions, $ in Millions | 6 Months Ended | |
Dec. 31, 2020USD ($)Planshares | Dec. 31, 2019shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of equity plans | Plan | 1 | |
Total estimated compensation cost, not yet recognized, related to non-vested equity awards | $ | $ 145 | |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock options outstanding | 7 | 7 |
Vesting period | 3 years | |
Stock units granted | 3.8 | |
Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock units granted | 2 | 1.1 |
Stock units vested | 3.5 | |
Vesting period | 3 years | 3 years |
Performance-Based Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Stock units granted | 5 | |
Stock options expiration period | 7 years | |
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 |
Equity-Based Compensation (Summ
Equity-Based Compensation (Summary of Equity-Based Compensation) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||
Equity-based compensation | $ 44 | $ 42 | $ 75 | $ 74 |
Intrinsic value of all settled equity-based awards | 10 | 3 | 91 | 6 |
Tax benefit on settled equity-based awards | $ 2 | $ 1 | $ 16 | $ 1 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 |
Loss Contingencies [Line Items] | ||
Total firm commitments and future debt payments | $ 34,000 | $ 37,000 |
U.K. Newspaper Matters Indemnity | ||
Loss Contingencies [Line Items] | ||
Liability related to indemnity | $ 55 | $ 65 |
Pension and Other Postretirem_2
Pension and Other Postretirement Benefits (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | ||||
Net periodic benefit cost | $ 17 | $ 13 | $ 34 | $ 27 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) - Television Segment - US | 6 Months Ended |
Dec. 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 | 6 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 4,087 | $ 3,778 | $ 6,804 | $ 6,445 | |
Amortization of cable distribution investments | (6) | (5) | (11) | (14) | |
Depreciation and amortization | (70) | (57) | (138) | (107) | |
Impairment and restructuring charges | 0 | 0 | (35) | (9) | |
Interest expense | (99) | (90) | (198) | (180) | |
Interest income | 2 | 8 | 3 | 25 | |
Other, net | 172 | 302 | 691 | 287 | |
Income before income tax expense | 304 | 419 | 1,783 | 1,119 | |
Income tax expense | (74) | (105) | (436) | (292) | |
Net income | 230 | 314 | 1,347 | 827 | |
Less: Net income attributable to noncontrolling interests | [1] | (6) | (14) | (17) | (28) |
Net income attributable to Fox Corporation stockholders | 224 | 300 | 1,330 | 799 | |
Operating Segments | Cable Network Programming Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 1,488 | 1,469 | 2,813 | 2,754 | |
Segment EBITDA | 571 | 556 | 1,352 | 1,240 | |
Depreciation and amortization | (12) | (16) | (25) | (29) | |
Operating Segments | Television Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 2,556 | 2,266 | 3,906 | 3,622 | |
Segment EBITDA | (185) | (214) | 272 | 37 | |
Depreciation and amortization | (26) | (14) | (51) | (29) | |
Operating Segments | Other, Corporate and Eliminations Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 43 | 43 | 85 | 69 | |
Segment EBITDA | (81) | (81) | (153) | (160) | |
Depreciation and amortization | $ (32) | $ (27) | $ (62) | $ (49) | |
[1] | Net income attributable to noncontrolling interests includes $4 million and $3 million for the three months ended December 31, 2020 and 2019, respectively, and $8 million and $12 million for the six months ended December 31, 2020 and 2019, respectively, relating to redeemable noncontrolling interests. |
Segment Information (Summary of
Segment Information (Summary of Revenues by Segment by Component to Consolidated) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 4,087 | $ 3,778 | $ 6,804 | $ 6,445 |
Operating Segments | Cable Network Programming Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,488 | 1,469 | 2,813 | 2,754 |
Operating Segments | Cable Network Programming Segment | Affiliate Fee | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 928 | 957 | 1,901 | 1,896 |
Operating Segments | Cable Network Programming Segment | Advertising | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 441 | 337 | 740 | 591 |
Operating Segments | Cable Network Programming Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 119 | 175 | 172 | 267 |
Operating Segments | Television Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 2,556 | 2,266 | 3,906 | 3,622 |
Operating Segments | Television Segment | Affiliate Fee | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 590 | 479 | 1,150 | 934 |
Operating Segments | Television Segment | Advertising | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,841 | 1,673 | 2,511 | 2,460 |
Operating Segments | Television Segment | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 125 | 114 | 245 | 228 |
Operating Segments | Other, Corporate and Eliminations Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 43 | $ 43 | $ 85 | $ 69 |
Segment Information (Narrativ_2
Segment Information (Narrative) (Details1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 $ in Billions | 6 Months Ended |
Dec. 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 | $ 5.4 |
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 | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ 70 | $ 57 | $ 138 | $ 107 |
Operating Segments | Cable Network Programming Segment | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 12 | 16 | 25 | 29 |
Operating Segments | Television Segment | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 26 | 14 | 51 | 29 |
Operating Segments | Other, Corporate and Eliminations Segment | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ 32 | $ 27 | $ 62 | $ 49 |
Segment Information (Reconcil_3
Segment Information (Reconciliation of Assets from Segments to Consolidated) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 | |
Segment Reporting Information [Line Items] | |||
Total assets | $ 22,754 | $ 21,750 | |
Investments | [1] | 1,006 | 618 |
Operating Segments | Cable Network Programming Segment | |||
Segment Reporting Information [Line Items] | |||
Total assets | 2,681 | 2,591 | |
Operating Segments | Television Segment | |||
Segment Reporting Information [Line Items] | |||
Total assets | 8,140 | 7,054 | |
Operating Segments | Other, Corporate and Eliminations Segment | |||
Segment Reporting Information [Line Items] | |||
Total assets | $ 10,927 | $ 11,487 | |
[1] | Included investments accounted for at fair value on a recurring basis of $894 million and $531 million as of December 31, 2020 and June 30, 2020, respectively (See Note 4—Fair Value). |
Additional Financial Informat_3
Additional Financial Information (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||
Impairment and restructuring charges | $ 0 | $ 0 | $ 35 | $ 9 |
Additional Financial Informat_4
Additional Financial Information (Components of Other, Net) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||||
Transaction costs | [1] | $ (18) | $ 2 | $ 433 | $ (43) |
Net gains on investments in equity securities | [2] | 220 | 333 | 341 | 382 |
U.K. Newspaper Matters Indemnity | [3] | (15) | (31) | (28) | (44) |
Other | (15) | (2) | (55) | (8) | |
Total other, net | $ 172 | $ 302 | $ 691 | $ 287 | |
[1] | The transaction costs for the six months ended December 31, 2020 are primarily related to the partial settlement from Disney of $462 million related to the reimbursement of the Company’s prepayment of its share of the Divestiture Tax (See Note 1—Description of Business and Basis of Presentation). The transaction costs for the six months ended December 31, 2019 are primarily related to costs associated with the profits participants litigation (See Note 14—Commitments and Contingencies in the 2020 Form 10-K under the heading “Profits Participants Litigation”) and the Separation and the Distribution (See Note 1—Description of Business and Basis of Presentation in the 2020 Form 10-K under the heading “The Distribution”) and included retention related costs. | ||||
[2] | Net gains on investments in equity securities for the three and six months ended December 31, 2020 included the gain related to the change in fair value of the Company’s investment in Flutter (See Note 4—Fair Value) and for the three and six months ended December 31, 2019 included the gains related to the changes in fair value of the Company’s investments in Roku, Inc. and The Stars Group Inc. (See | ||||
[3] | See Note 8—Commitments and Contingencies under the heading “U.K. Newspaper Matters Indemnity.” |
Additional Financial Informat_5
Additional Financial Information (Components of Other, Net) (Parenthetical) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Settlement of Divestiture Tax prepayment | $ 462 | $ 0 |
Additional Financial Informat_6
Additional Financial Information (Components of Other Non-current Assets) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Investments | [1] | $ 1,006 | $ 618 |
Operating lease ROU assets | 474 | 539 | |
Grantor Trust | 279 | 247 | |
Inventories, net | 232 | 202 | |
Other | 176 | 195 | |
Total other non-current assets | $ 2,167 | $ 1,801 | |
[1] | Included investments accounted for at fair value on a recurring basis of $894 million and $531 million as of December 31, 2020 and June 30, 2020, respectively (See Note 4—Fair Value). |
Additional Financial Informat_7
Additional Financial Information (Components of Other Non-current Assets) (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Investments, fair value | $ 894 | $ 531 |
Additional Financial Informat_8
Additional Financial Information (Components of Accounts Payable, Accrued Expenses and Other Current Liabilities) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Accrued expenses | $ 1,010 | $ 907 |
Program rights payable | 650 | 485 |
Deferred revenue | 276 | 152 |
Operating lease liabilities | 92 | 122 |
Other current liabilities | 185 | 240 |
Total accounts payable, accrued expenses and other current liabilities | $ 2,213 | $ 1,906 |
Additional Financial Informat_9
Additional Financial Information (Components of Other Liabilities) (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 30, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Accrued non-current pension/postretirement liabilities | $ 704 | $ 709 |
Non-current operating lease liabilities | 413 | 452 |
Other non-current liabilities | 352 | 321 |
Total other liabilities | $ 1,469 | $ 1,482 |
Additional Financial Informa_10
Additional Financial Information (Supplemental Information) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Supplemental cash flows information | ||
Cash paid for interest | $ (206) | $ (191) |
Cash paid for income taxes | (92) | (35) |
Supplemental information on acquisitions | ||
Fair value of assets acquired, excluding cash | 0 | 404 |
Cash acquired | 0 | 15 |
Liabilities assumed | 0 | (35) |
Noncontrolling interests | 0 | (109) |
Cash paid | 0 | (275) |
Fair value of equity instruments consideration | $ 0 | $ 0 |