fox-20241231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission File Number 001-38776

FOX CORPORATION

(Exact name of registrant as specified in its charter)


Delaware						83-1825597
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1211 Avenue of the Americas

New York,

New York

10036

(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code (212) 852-7000

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbols	Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share	FOXA	The Nasdaq Global Select Market
Class B Common Stock, par value $0.01 per share	FOX	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of January 31, 2025, 217,846,833 shares of Class A Common Stock, par value $0.01 per share, and 235,581,025 shares of Class B Common Stock, par value $0.01 per share, were outstanding.

FOX CORPORATION

FORM 10-Q

TABLE OF CONTENTS


			Page
Part I. Financial Information
	Item 1.	Financial Statements
		Unaudited Consolidated Statements of Operations for the three and six months ended December 31, 2024 and 2023	1
		Unaudited Consolidated Statements of Comprehensive Income for the three and six months ended December 31, 2024 and 2023	2
		Consolidated Balance Sheets as of December 31, 2024 (unaudited) and June 30, 2024 (audited)	3
		Unaudited Consolidated Statements of Cash Flows for the six months ended December 31, 2024 and 2023	4
		Unaudited Consolidated Statements of Equity for the three and six months ended December 31, 2024 and 2023	5
		Notes to the Unaudited Consolidated Financial Statements	6
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
	Item 4.	Controls and Procedures	31
Part II. Other Information
	Item 1.	Legal Proceedings	32
	Item 1A.	Risk Factors	32
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32
	Item 3.	Defaults Upon Senior Securities	32
	Item 4.	Mine Safety Disclosures	32
	Item 5.	Other Information	32
	Item 6.	Exhibits	33
	Signature		34

FOX CORPORATION

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)


	For the three months ended December 31,				For the six months ended December 31,
	2024		2023		2024		2023
Revenues	$	5,078	$	4,234	$	8,642	$	7,441
Operating expenses	(3,776)		(3,393)		(5,794)		(5,255)
Selling, general and administrative	(525)		(495)		(1,027)		(975)
Depreciation and amortization	(97)		(97)		(188)		(193)
Restructuring, impairment and other corporate matters	(170)		(18)		(196)		(9)
Equity earnings of affiliates	4		1		7		2
Interest expense, net	(80)		(72)		(130)		(114)
Non-operating other, net	81		(29)		314		(205)
Income before income tax expense	515		131		1,628		692
Income tax expense	(127)		(16)		(408)		(162)
Net income	388		115		1,220		530
Less: Net income attributable to noncontrolling interests	(15)		(6)		(20)		(14)
Net income attributable to Fox Corporation stockholders	$	373	$	109	$	1,200	$	516

EARNINGS PER SHARE DATA

Weighted average shares:
Basic	457		481		459		487
Diluted	462		482		463		488

Net income attributable to Fox Corporation stockholders per share:
Basic	$	0.82	$	0.23	$	2.61	$	1.06
Diluted	$	0.81	$	0.23	$	2.59	$	1.06

The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.

FOX CORPORATION

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(IN MILLIONS)


	For the three months ended December 31,				For the six months ended December 31,
	2024		2023		2024		2023
Net income	$	388	$	115	$	1,220	$	530
Other comprehensive (loss) income, net of tax:
Benefit plan adjustments and other	(5)		5		(1)		3
Other comprehensive (loss) income, net of tax	(5)		5		(1)		3
Comprehensive income	383		120		1,219		533
Less: Net income attributable to noncontrolling interests(a)	(15)		(6)		(20)		(14)
Comprehensive income attributable to Fox Corporation stockholders	$	368	$	114	$	1,199	$	519


(a)			Net income attributable to noncontrolling interests includes $1 million and $(4) million for the three months ended December 31, 2024 and 2023, respectively, and $(1) million and $(4) million for the six months ended December 31, 2024 and 2023, respectively, relating to redeemable noncontrolling interests.

The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.

FOX CORPORATION

CONSOLIDATED BALANCE SHEETS

(IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS)


	As of December 31, 2024		As of June 30, 2024
	(unaudited)		(audited)
ASSETS
Current assets
Cash and cash equivalents	$	3,322	$	4,319
Receivables, net	3,492		2,364
Inventories, net	1,171		626
Other	252		192
Total current assets	8,237		7,501
Non-current assets
Property, plant and equipment, net	1,671		1,696
Intangible assets, net	3,020		3,038
Goodwill	3,543		3,544
Deferred tax assets	2,729		2,878
Other non-current assets	3,822		3,315
Total assets	$	23,022	$	21,972
LIABILITIES AND EQUITY
Current liabilities
Borrowings	$	600	$	599
Accounts payable, accrued expenses and other current liabilities	2,697		2,353
Total current liabilities	3,297		2,952
Non-current liabilities
Borrowings	6,600		6,598
Other liabilities	1,314		1,366
Redeemable noncontrolling interests	200		242
Commitments and contingencies
Equity
Class A Common Stock(a)	2		2
Class B Common Stock(b)	2		2
Additional paid-in capital	7,650		7,678
Retained earnings	3,949		3,139
Accumulated other comprehensive loss	(108)		(107)
Total Fox Corporation stockholders’ equity	11,495		10,714
Noncontrolling interests	116

SEC Form 10-Q filed by Fox Corporation