M&A - NEWS CORP

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Form Type: 8-K

Filing Date: 2025-02-14

Corporate Action: Acquisition

Type: Update

Accession Number: 000156470825000086

Filing Summary: On February 14, 2025, News Corporation announced via a press release that it has entered into a definitive agreement with Telstra Corporation Limited to sell NXE Australia Pty Limited, known as Foxtel, to DAZN Group Limited. This agreement follows a strategic review aimed at optimizing the company's portfolio. As part of this transaction, commencing with the second quarter of Fiscal 2025, Foxtel's results will be reported as discontinued operations due to a strategic shift that significantly impacts the company's operations and financial results. Consequently, the Subscription Video Services segment will no longer be reportable, and its remaining results will be combined into the News Media segment. The document includes select revised unaudited financial information for the fiscal years ended June 30, 2023, and June 30, 2024, aiding investors in understanding the sale's impact on financial results. The information, however, is not deemed 'filed' as per the Securities Exchange Act.

Document Link: View Document

Additional details:

Financial Information: Select revised unaudited financial information for fiscal years ended June 30, 2023, 2024, and for each of the three months ended September 30, 2023, December 31, 2023, March 31, 2024, June 30, 2024, and September 30, 2024.


Exhibit Description: Supplemental financial information.


Form Type: 8-K

Filing Date: 2024-12-23

Corporate Action: Acquisition

Type: New

Accession Number: 000156470824000668

Filing Summary: On December 22, 2024, News Corporation announced a definitive agreement to sell NXE Australia Pty Limited, known as Foxtel, to DAZN Group Limited. This decision follows a strategic review of Foxtel, aimed at optimizing the Company’s portfolio and simplifying its structure. The terms of the agreement stipulate that the Shareholders, which include News Corporation and Telstra Corporation Limited, will transfer 100% of Foxtel's equity securities to DAZN. In exchange, they will receive newly issued shares of DAZN, repayment of outstanding loans to Foxtel in cash with accrued interest, and the transfer of Foxtel’s remaining debt. The transaction is expected to close in the second half of fiscal 2025, pending regulatory approvals and customary closing conditions. A press release detailing this announcement was filed as Exhibit 99.1 to the report.

Document Link: View Document

Additional details:

Shareholders: News Corporation and Telstra Corporation Limited


Target Company: Foxtel


Acquiring Company: DAZN Group Limited


Equity Securities Sold: 100% of issued and outstanding equity securities of Foxtel


Consideration: newly issued shares of DAZN, repayment of loans in cash with interest, transfer of remaining indebtedness


Expected Closing: second half of fiscal 2025


Regulatory Approvals: subject to customary regulatory approvals and closing conditions


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