Twenty-First Century Fox 2013 Annual Report Download - page 127

TWENTY-FIRST CENTURY FOX, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
provided in the rights agreement), a number of shares of the Company’s voting or non-voting common stock, as
applicable, having a then-current market value of twice the exercise price, and in the event of a subsequent
merger or other acquisition of the Company or transfer of 50% or more of the Company, to purchase, at the
exercise price, a number of shares of common stock of the acquiring entity having a then-current market value of
twice the exercise price. The exercise price for the Company rights will be $150.00.
The rights will not become exercisable by virtue of (i) any person’s or group’s beneficial ownership, as of
May 24, 2013, of 15% or more of the voting common stock of the Company, unless such person or group
acquires beneficial ownership of additional shares of the Company’s voting common stock after May 24, 2013,
(ii) the repurchase of the Company’s shares that causes a holder to become the beneficial owner of 15% or more
of the Company’s voting common stock, (iii) acquisitions by way of a pro rata stock dividend or a stock split;
(iv) acquisitions solely as a result of any unilateral grant of any security by the Company or through the exercise
of any options, warrants, rights or similar interests (including restricted stock) granted by the Company to its
directors, officers and employees pursuant to any equity incentive or award plan or (v) certain acquisitions
determined by the Company’s Board of Directors to be inadvertent, provided, that following such acquisition, the
acquirer promptly, but in any case within 10 business days, divests a sufficient number of shares so that such
person would no longer otherwise qualify as an acquiring person.
The rights will expire on May 24, 2014, unless the rights agreement is earlier terminated or such date is
advanced or extended in accordance with the terms of the Stipulation of Settlement, dated as of April 12, 2006,
by and among the Company and certain of its stockholders, or the rights are earlier redeemed or exchanged by
the Company.
Dividends
For the years ended June 30,
2013 2012 2011
Cashdividendpaidpershare ............................................. $0.170 $0.180 $0.150
Subsequent to June 30, 2013, the Company declared a dividend of $0.125 per share on both the Class A
Common Stock and the Class B Common Stock in the three months ended September 30, 2013, which is payable
on October 16, 2013. The record date for determining dividend entitlements is September 11, 2013.
Stock Repurchase Program
The Board had previously authorized a total stock repurchase program of $6 billion with a remaining
authorized amount under the program of approximately $1.8 billion, excluding commissions as of June 30, 2011.
In July 2011, the Company announced that the Board had authorized increasing the total amount of the stock
repurchase program remaining by approximately $3.2 billion to $5 billion.
In May 2012, the Company announced that the Board approved a $5 billion increase to the Company’s
stock repurchase program for the repurchase of Class A Common Stock.
The remaining authorized amount under the Company’s stock repurchase program at June 30, 2013,
excluding commissions, was approximately $3.4 billion. In August 2013, the Board authorized the repurchase of
$4 billion of Class A Common Stock, excluding commissions, which replaced the remaining amount under the
stock repurchase program. The Company intends to complete this stock repurchase program within the next
twelve months.
The program may be modified, extended, suspended or discontinued at any time.
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