Twenty-First Century Fox 2006 Annual Report Download - page 120

News Corporation
Notes totheConsolidated Financial Statements (CONTINUED)
gated to make guaranteed minimum revenue share payments to FIM of $900 million based on FIM’s achievement of certain
traffic and other commitments. These guaranteed minimum revenue share payments are expected to be made over the
period beginning the first quarter of calendar 2007 and ending in the second quarter of calendar 2010.
On August 8, 2006, the Company announced that, in accordance with the terms of the settlement of alawsuit regard-
ing the Company’s stockholder rights plan, the Board of Directors has approved the adoption of an Amended and Restated
Rights Plan, extending the term of the existing stockholder rights plan from November 7, 2007 to October 20, 2008. The
Board has the right to extend the term for an additional year if the situation with Liberty has not, in the Board’s judgment,
been resolved. The terms of the Amended and Restated Rights Plan remain the same as the Company’s existing stockholder
rights plan in all other material respects. Pursuant totheterms of the settlement, the Amended and Restated Rights Plan
will be presented for avote of the Company’s Class Bstockholders at the Company’s 2006 annual meeting of stockholders.
In August 2006, the Company completed its previously announced sale of its investment in Sky Brasil, a Brazilian DTH
platform to DIRECTV for approximately $300 million in cash which was received in fiscal 2005. As a result of the trans-
action, the Company will be released from its Sky Brasil transponder lease guarantee and on or beforeJanuary 31, 2007, will
be released from its Sky Brasil credit agreement guarantee. The Company expects to record again on the sale.
In August 2006,the Company entered into aloan agreementwith Raiffeisen Zentralbank Österreich AG (“RZB”) for
$300 million andrepaid all amounts outstanding under the Company’s loan agreements with the European Bankfor
Reconstruction and Development described in Note 9Borrowings, with the remaining balance available for future use.The
RZB loan bears interestatLIBOR for aperiod equal to each one, three or six month interest period plus amargin of up to
2.85% dependent upon certain financial metrics. Principal amounts under the RZB loan are to be repaid in equal amounts
every six months starting on the second anniversary of the date of the agreement until the fifth anniversary of the date of
the agreement. The remaining available amount under the RZB loan,which may be drawn prior to the second anniversary
of the date of the agreement, will be usedtoexpand the Company’s outdoor advertising business primarily in Russia and
Eastern Europe. The loans are secured by certain guarantees, bank accounts and share pledges of the Company’s Russian
operating subsidiaries.
NOTE 25. SUPPLEMENTAL GUARANTOR INFORMATION
On June27,2003, NAI entered into a$1.75 billion Five Year Credit Agreement (the “Credit Agreement”) with Citibank
N.A., as administrative agent, JP Morgan Chase Bank, as syndication agent, and the lenders named therein. News Corpo-
ration, News Australia Holdings Pty Limited, FEG Holdings, Inc., FEG, News America Marketing FSI, L.L.C., and News Pub-
lishing Australia Limited are guarantors (the “Guarantors”) under the Credit Agreement.TheGuarantors are wholly owned
by the Company or NAI and the guarantees provided are full and unconditional and joint and several.
The Credit Agreement provides a$1.75 billion revolving credit facility with asub-limit of $600 million available for the
issuance of letters of credit, and expires on June 30, 2008. Borrowings are in U.S. dollars only, while letters of credit are
issuable in U.S. dollars or Euros. The significant terms of the agreement include the requirement that the Company main-
tain specific gearing and interest coverage ratios and limitations on secured indebtedness. The Company paysafacility fee
of 0.15% regardless of facility usage. The Company pays interestforborrowings and letters of credit at LIBOR plus 0.60%.
The Company pays an additional fee of 0.125% if borrowings under the facility exceed 25% of the committedfacility. The
interest and fees are basedonthe Company’s current debt rating.
The Guarantors presently guarantee the senior public indebtedness of News Corporation’s indirect wholly owned sub-
sidiary, NAI. The supplemental condensed consolidating financial information of the Guarantors should be read in con-
junction with theunaudited consolidated financial statements included herein.
In accordance with rules and regulations of the Securities and Exchange Commission, the Company uses the equity
method to account for the results of all of the non-guarantor subsidiaries, representing substantially all of the Company’s
consolidated results of operations, excluding certain intercompany eliminations.
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