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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 2, 2025
NEWS CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware |
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001-35769 |
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46-2950970 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
1211 Avenue of the Americas, New York, New York 10036
(Address of principal executive offices, including zip code)
(212) 416-3400
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Class A Common Stock, par value $0.01 per share |
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NWSA |
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The Nasdaq Global Select Market |
| Class B Common Stock, par value $0.01 per share |
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NWS |
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The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On April 2, 2025, News Corporation (the “Company”) issued a press release announcing it had completed the sale of the Foxtel Group to DAZN Group Limited. A copy of the Company’s press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. |
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Description |
| 99.1 |
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| 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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NEWS CORPORATION
(REGISTRANT) |
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By: |
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/s/ Michael L. Bunder |
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Michael L. Bunder |
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Senior Vice President, Deputy General Counsel and Corporate Secretary |
Dated: April 2, 2025
EX-99.1
2
a040225991-foxtelclosingan.htm
EX-99.1
Document
News Corp completes the sale of Foxtel Group to DAZN
SYDNEY – April 2, 2025 – News Corporation (“News Corp” or the “Company”) today announced it has completed the sale of Foxtel Group (“Foxtel”) to DAZN Group Limited (“DAZN”).
The completion of the transaction follows DAZN receiving approval for the acquisition of Foxtel from the Foreign Investment Review Board, the Australian Competition and Consumer Commission and other regulatory authorities.
At completion, A$592 million in shareholder loans were repaid to News Corp, and News Corp received a minority equity interest in DAZN of approximately 6%. News Corp’s Senior Vice President and Deputy Chief Financial Officer Andrew Cramer also joined the board of DAZN effective upon completion, and News Corp and its platforms remain committed in their passionate support for Australian sport and entertainment.
“Foxtel’s successful transformation to becoming a leading provider of sports and entertainment is a result of the team’s tenacity, creativity and professionalism. Foxtel employees should be proud of their contribution to that success in the ultra-competitive content contest,” said Robert Thomson, News Corp’s Chief Executive. “We are confident that DAZN is poised to drive the next phase of Foxtel’s growth and we are delighted to be DAZN’s partner and shareholder. And we are pleased to have extra capital strength and optionality.”
“The sale of Foxtel is significant for News Corp, and will enable greater focus on our core growth pillars, which drove over 95 percent of Total Segment EBITDA in the Company's fiscal second quarter,” said Lavanya Chandrashekar, News Corp’s Chief Financial Officer. “It will also meaningfully strengthen our balance sheet, and should reduce future capital intensity and improve return on invested capital. We expect the disposition will also be accretive to earnings per share.”
Forward-Looking Statements
This release contains forward-looking statements based on current expectations or beliefs, as well as assumptions about future events, and these statements are subject to factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The words “expect,” “estimate,” “anticipate,” “predict,” “believe,” “potential,” “will,” “should” and similar expressions and variations thereof are intended to identify forward-looking statements. These statements appear in a number of places in this release. Readers are cautioned that any forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Many factors could cause actual results to differ materially from those described in these forward-looking statements, including the risks, uncertainties and other factors described in News Corp’s filings with the Securities and Exchange Commission. The forward-looking statements in this release speak only as of this date and News Corp and Foxtel undertake no obligation (and expressly disclaim any obligation) to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
About News Corp
News Corp (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) is a global, diversified media and information services company focused on creating and distributing authoritative and engaging content and other products and services.
The company comprises businesses across a range of media, including: information services and news, digital real estate services and book publishing. Headquartered in New York, News Corp operates primarily in the United States, Australia and the United Kingdom, and its content and other products and services are distributed and consumed worldwide. More information is available at: http://www.newscorp.com.
Contacts
News Corp Corporate Communications
Arthur Bochner
646-422-9671
abochner@newscorp.com
News Corp Investor Relations
Michael Florin
212-416-3363
mflorin@newscorp.com
Anthony Rudolf
212-416-3040
arudolf@newscorp.com
Australian Market Inquiries
John Connolly
+61 417 684 064
jc@jcp.com.au
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