Twenty-First Century Fox 2013 Annual Report Download - page 9

PART I
ITEM 1. BUSINESS
Background
Twenty-First Century Fox, Inc. (formerly known as News Corporation), a Delaware corporation, is a
diversified global media and entertainment company with operations in the following five industry segments:
(i) Cable Network Programming; (ii) Television; (iii) Filmed Entertainment; (iv) Direct Broadcast Satellite
Television; and (v) Other, Corporate and Eliminations. The activities of Twenty-First Century Fox, Inc. are
conducted principally in the United States, the United Kingdom, Continental Europe, Asia and Latin America.
For financial information regarding Twenty-First Century Fox, Inc.’s segments and operations in geographic
areas, see “Item 8. Financial Statements and Supplementary Data.” Unless otherwise indicated, references in this
Annual Report on Form 10-K for the fiscal year ended June 30, 2013 (the “Annual Report”) to “we,” “us,” “our,”
“21st Century Fox,” “Twenty-First Century Fox” or the “Company” means Twenty-First Century Fox, Inc. and
its subsidiaries.
On June 28, 2013, the Company completed the separation of its business into two independent publicly
traded companies (the “Separation”) by distributing to its stockholders shares of the new News Corporation
(“News Corp”). The Company retained its interests in a global portfolio of cable, broadcast, film, pay-TV and
satellite assets spanning six continents. News Corp holds the Company’s former businesses including
newspapers, information services and integrated marketing services, digital real estate services, book publishing,
digital education and sports programming and pay-TV distribution in Australia. The Company completed the
Separation by distributing to its stockholders one share of News Corp Class A common stock for every four
shares of the Company’s Class A common stock held on June 21, 2013, and one share of News Corp Class B
common stock for every four shares of the Company’s Class B common stock held on June 21, 2013. The
Company’s stockholders received cash in lieu of fractional shares. Following the Separation the Company does
not beneficially own any shares of News Corp Class A common stock or News Corp Class B common stock.
While the Separation was completed on June 28, 2013, this Annual Report on Form 10-K describes the Company
giving effect to the Separation, except where stated otherwise. See “Item 1A. Risk Factors” for certain risk
factors relating to the Separation.
In July 2011, the Company announced that it would close a publication of a News Corp subsidiary, The
News of the World, after allegations of phone hacking and payments to public officials. The Company and News
Corp are subject to ongoing investigations by U.K. and U.S. regulators and governmental authorities relating to
phone hacking, illegal data access and inappropriate payments to officials at The News of the World and The Sun
and related matters (the “U.K. Newspaper Matters”). In connection with the Separation, the Company and News
Corp entered into a separation and distribution agreement (the “Separation and Distribution Agreement”) that
provides that the Company will indemnify News Corp, on an after-tax basis, for payments made after the
Separation arising out of civil claims and investigations relating to the U.K. Newspaper Matters, as well as legal
and professional fees and expenses paid in connection with the related criminal matters, other than fees, expenses
and costs relating to employees who are not (i) directors, officers or certain designated employees or (ii) with
respect to civil matters, co-defendants with News Corp.
In June 2010, the Company announced that it had proposed to the board of directors of British Sky
Broadcasting Group plc (“BSkyB”), in which the Company currently has an approximate 39% interest, to make a
cash offer of 700 pence per share for the BSkyB shares that the Company does not already own. Following the
allegations regarding The News of the World, on July 13, 2011, the Company announced that it no longer
intended to make an offer for the BSkyB shares that the Company does not already own. As a result of the July
2011 announcement, the Company paid BSkyB a breakup fee of approximately $63 million in accordance with a
cooperation agreement between the parties.
The Company maintains a 52-53 week fiscal year ending on the Sunday nearest to June 30 in each year.
Through its predecessor, the Company was incorporated in 1979 under the Company Act 1961 of South Australia,
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