Twenty-First Century Fox 2007 Annual Report Download - page 89

NEWS CORPORATION
Notes to the Consolidated Financial Statements (continued)
Note 9 Borrowings
Outstanding
As of June 30,
Weighted average
interest rate at
June 30, 2007 Due date 2007 2006
(in millions)
Description
Bank Loans(a) $ 192 $ 194
Public Debt
Senior notes issued under January 1993 indenture(b) 8.60% 2013 - 2034 2,217 2,201
Senior notes issued under March 1993 indenture(c)(d) 6.75% 2008 - 2096 8,390 7,390
Liquid Yield Option™ Notes(e) 2021 72 70
Exchangeable securities(f) 1,631 1,572
Total public debt 12,310 11,233
Total borrowings 12,502 11,427
Less current portion 355 42
Long-term borrowings $12,147 $11,385
At June 30, 2007, the fair value of interest bearing liabilities in aggregate amounts to $13.2 billion.
a) The Company previously entered into two loan agreements with the European Bank for Reconstruction and Development
(the “EBRD”) and had an outstanding balance of $154 million under these loans at June 30, 2006. In August 2006, the Company
entered into a loan agreement with Raiffeisen Zentralbank Österreich AG (“RZB”) for $300 million and repaid all amounts out-
standing under the Company’s loan agreements with the EBRD. As of June 30, 2007, $113 million remains available for future use.
The RZB loan bears interest at LIBOR for a period equal to each one, three or six month interest period, plus a margin 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 used to expand 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.
b) These notes are issued under the Amended and Restated Indenture dated as of January 28, 1993, as supplemented, among
News America Incorporated (“NAI”), the Company (the “Parent Guarantor”) named therein and U.S. Bank National Association, as
Trustee. These notes are direct unsecured obligations of NAI and rank pari passu with all other unsecured indebtedness of NAI.
Redemption may occur, at the option of the holders, at 101% of the principal plus an accrued interest amount in certain circum-
stances where a change of control is deemed to have occurred. These notes are subject to certain covenants, which, among other
things, restrict secured indebtedness to 10% of tangible assets and in certain circumstances limit new senior indebtedness.
c) These notes are issued under the Amended and Restated Indenture dated as of March 24, 1993, as supplemented, among
NAI, the Parent Guarantor named therein and The Bank of New York, as Trustee. These notes are direct unsecured obligations of
NAI and rank pari passu with all other unsecured indebtedness of NAI. Redemption may occur, at the option of the holders, at
101% of the principal plus an accrued interest amount in certain circumstances where a change of control is deemed to have
occurred. These notes are subject to certain covenants, which, among other things, restrict secured indebtedness to 10% of tangible
assets and in certain circumstances limit new senior indebtedness.
d) In December 2004, the Company issued approximately $750 million of 5.30% Senior Notes due 2014 and $1,000 million of
6.20% Senior Notes due 2034 for general corporate purposes. The Company received proceeds of $1,743 million on the issuance of
this debt, net of expenses.
In December 2005, the Company issued $1,150 million of 6.40% Senior Notes due 2035 for general corporate purposes. The
Company received proceeds of approximately $1,133 million on the issuance of this debt, net of expenses.
In March 2007, the Company issued $1,000 million of 6.15% Senior Notes due 2037 for general corporate purposes. The
Company received proceeds of approximately $1,000 million on the issuance of this debt, net of expense.
e) In February 2001, the Company issued Liquid Yield OptionTM Notes (“LYONs”) which pay no interest and have an aggregate
principal amount at maturity of $1,515 million representing a yield of 3.5% per annum on the issue price. The remaining holders
may exchange the notes at any time into Class A Common Stock or, at the option of the Company, the cash equivalent thereof at a
fixed exchange rate of 24.2966 shares of Class A Common Stock per $1,000 note. The remaining LYONs are redeemable at the
option of the holders on February 28, 2011 and February 28, 2016 at a price of $706.82 and $840.73, respectively. The Company,
at its election, may satisfy the redemption amounts in cash, Class A Common Stock or any combination thereof. The Company can
redeem the notes in cash at any time at specified redemption amounts.
88