Twenty-First Century Fox 2014 Annual Report Download - page 40

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34
Australia and Asia
The Company’s principal real properties in Australia and Asia are the following:
(a)The leased Fox Studios Australia Lot in Sydney, Australia, containing sound stages, production
facilities and administrative, technical, dressing room and personnel support services structures;
(b)The leased premises in Hong Kong and other Asian cities used by FIC for its television broadcasting
and programming operations; and
(c)The leased and owned premises in Mumbai, India used by STAR India for its corporate office and
programming operations.
ITEM 3. LEGAL PROCEEDINGS
Shareholder Litigation
Southern District of New York
On July 19, 2011, a purported class action lawsuit captioned Wilder v. News Corp., et al. (“Wilder
Litigation”), was filed on behalf of all purchasers of the Company’s common stock between March 3, 2011 and
July 11, 2011, in the United States District Court for the Southern District of New York. The plaintiff brought
claims under Section 10(b) and Section 20(a) of the Securities Exchange Act, alleging that false and misleading
statements were issued regarding the alleged acts of voicemail interception at The News of the World. The suit
names as defendants the Company, Rupert Murdoch, James Murdoch and Rebekah Brooks, and seeks compensatory
damages, rescission for damages sustained and costs.
On June 5, 2012, the court issued an order appointing the Avon Pension Fund (“Avon”) as lead plaintiff and
Robbins Geller Rudman & Dowd as lead counsel. Thereafter, on July 3, 2012, the court issued an order providing
that an amended consolidated complaint shall be filed by July 31, 2012. Avon filed an amended consolidated
complaint on July 31, 2012, which among other things, added as defendants NI Group Limited (now known as News
Corp UK & Ireland Limited) and Les Hinton, and expanded the class period to include February 15, 2011 to July 18,
2011. The defendants filed motions to dismiss the litigation, which were granted by the court on March 31, 2014.
Plaintiffs were allowed to amend their complaint, and on April 30, 2014, plaintiffs filed a second amended
consolidated complaint, which generally repeats the allegations of the amended consolidated complaint and also
expands the class period to July 8, 2009 to July 18, 2011. The Company’s management believes the claims in the
Wilder Litigation are entirely without merit, and intends to vigorously defend those claims.
U.K. Newspaper Matters and Related Investigations and Litigation
U.S. regulators and governmental authorities continue to conduct investigations initiated in 2011 with respect
to the U.K. Newspaper Matters. The Company is cooperating with these investigations. It is not possible at this time
to estimate the liability, if any, of the Company relating to these investigations.
In connection with the Separation, the Company and News Corp agreed in the Separation and Distribution
Agreement 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.
It is possible that these proceedings and any adverse resolution thereof, including any fines or other penalties
associated with any plea, judgment or similar result could damage the Company’s reputation, impair its ability to
conduct its business and adversely affect its results of operations and financial condition.