ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This discussion and analysis contains statements that constitute “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 27A of the Securities Act of 1933, as amended. All statements that are not statements of historical fact are forward-looking statements. The words “expect,” “will,” “estimate,” “anticipate,” “predict,” “believe,” “should” and similar expressions and variations thereof are intended to identify forward-looking statements. These statements appear in a number of places in this discussion and analysis and include statements regarding the intent, belief or current expectations of the Company, its directors or its officers with respect to, among other things, trends affecting the Company’s business, financial condition or results of operations, the Company’s strategy and strategic initiatives, including the sale of Foxtel and other potential acquisitions, investments and dispositions, the Company’s cost savings initiatives and the outcome of contingencies such as litigation and investigations. Readers are cautioned that any forward-looking statements are not guarantees of future performance and involve risks and uncertainties. More information regarding these risks and uncertainties and other important factors that could cause actual results to differ materially from those in the forward-looking statements is set forth under the heading “Risk Factors” in Item 1A of this Annual Report on Form 10-K (the “Annual Report”). The Company does not ordinarily make projections of its future operating results and undertakes no obligation (and expressly disclaims any obligation) to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Readers should carefully review this document and the other documents filed by the Company with the Securities and Exchange Commission (the “SEC”). This section should be read together with the Consolidated Financial Statements of News Corporation and related notes set forth elsewhere in this Annual Report.
The following discussion and analysis omits discussion of fiscal 2023. Please see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” within Exhibit 99.1 of the Company’s 8-K filed on May 13, 2025 for a discussion of fiscal 2023.
INTRODUCTION
News Corporation (together with its subsidiaries, “News Corporation,” “News Corp,” the “Company,” “we” or “us”) is a global diversified media and information services company comprised of businesses across a range of media, including: information services and news, digital real estate services and book publishing.
The consolidated financial statements are referred to herein as the “Consolidated Financial Statements.” The consolidated statements of operations are referred to herein as the “Statements of Operations.” The consolidated balance sheets are referred to herein as the “Balance Sheets.” The consolidated statements of cash flows are referred to herein as the “Statements of Cash Flows.” The Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).
Management’s discussion and analysis of financial condition and results of operations is intended to help provide an understanding of the Company’s financial condition, changes in financial condition and results of operations. This discussion is organized as follows:
• Overview of the Company’s Businesses —This section provides a general description of the Company’s businesses, as well as developments that occurred during the fiscal years ended June 30, 2025 and 2024 and through the date of this filing that the Company believes are important in understanding its results of operations and financial condition or to disclose known trends.
• Results of Operations —This section provides an analysis of the Company’s results of operations for the fiscal years ended June 30, 2025 and 2024. This analysis is presented on both a consolidated basis and a segment basis. Supplemental revenue information is also included for reporting units within certain segments and is presented on a gross basis, before eliminations in consolidation. In addition, a brief description is provided of significant transactions and events that impact the comparability of the results being analyzed. The Company maintains a 52-53 week fiscal year ending on the Sunday closest to June 30 in each year. Fiscal 2025 and 2024 each included 52 weeks.
• Liquidity and Capital Resources —This section provides an analysis of the Company’s cash flows for the fiscal years ended June 30, 2025 and 2024, as well as a discussion of the Company’s financial arrangements and outstanding commitments, both firm and contingent, that existed as of June 30, 2025.
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• Critical Accounting Policies and Estimates —This section discusses accounting policies considered important to the Company’s financial condition and results of operations, and which require significant judgment and estimates on the part of management in application. In addition, Note 2 to the Consolidated Financial Statements summarizes the Company’s significant accounting policies, including the critical accounting policies discussed in this section.
OVERVIEW OF THE COMPANY’S BUSINESSES
The Company manages and reports its businesses in the following five segments:
• Dow Jones —The Dow Jones segment consists of Dow Jones, a global provider of news and business information whose products target individual consumers and enterprise customers and are distributed through a variety of media channels including websites, mobile apps, newspapers, newswires, newsletters, magazines, proprietary databases, live journalism, video and podcasts. Dow Jones’s consumer products include premier brands such as The Wall Street Journal , Barron’s , MarketWatch and Investor’s Business Daily. Dow Jones’s professional information products, which target enterprise customers, include Dow Jones Risk & Compliance, a leading provider of data and other solutions to help customers identify and manage regulatory, corporate, geopolitical, security and reputational risk with tools focused on financial crime, sanctions, trade and other risks and compliance requirements, Dow Jones Energy, a leading provider of pricing data, news, insights, analysis and other information for energy commodities and key base chemicals, Factiva, a leading provider of global business content, and Dow Jones Newswires, which distributes real-time business news, information and analysis to financial professionals and investors.
• Digital Real Estate Services —The Digital Real Estate Services segment consists of the Company’s 61.4% interest in REA Group and 80% interest in Move. The remaining 20% interest in Move is held by REA Group. REA Group is a market-leading digital media business specializing in property and is listed on the Australian Securities Exchange (“ASX”) (ASX: REA). REA Group advertises property and property-related services on its websites and mobile apps, including Australia’s leading residential, commercial and share property websites, realestate.com.au, realcommercial.com.au and Flatmates.com.au, property.com.au and property portals in India. In addition, REA Group provides property-related data to the financial sector and financial services through a digital property search and financing experience and a mortgage broking offering.
Move is a leading provider of digital real estate services in the U.S. and primarily operates Realtor.com ® , a premier real estate information, advertising and services platform. Move offers real estate advertising solutions to agents and brokers, including its RealPRO Select SM (formerly Market VIP SM ), Connections SM Plus and Listing Toolkit products as well as its referral-based services, ReadyConnect Concierge SM and RealChoice TM Selling. Move also offers online tools and services to do-it-yourself landlords and tenants.
• Book Publishing —The Book Publishing segment consists of HarperCollins, the second largest consumer book publisher in the world, with operations in 15 countries and particular strengths in general fiction, nonfiction, children’s and religious publishing. HarperCollins owns more than 120 branded publishing imprints, including Harper, William Morrow, Mariner, HarperCollins Children’s Books, Avon, Harlequin and Christian publishers Zondervan and Thomas Nelson, and publishes works by well-known authors such as Harper Lee, George Orwell, Agatha Christie and Zora Neale Hurston, as well as global author brands including J.R.R. Tolkien, C.S. Lewis, Daniel Silva, Karin Slaughter and Dr. Martin Luther King, Jr. It is home to many beloved children’s books and series and a significant Christian publishing business.
• News Media —The News Media segment consists primarily of News Corp Australia, News UK and the New York Post and includes The Australian , The Daily Telegraph , Herald Sun , The Courier Mail , The Advertiser and the news.com.au website in Australia, The Times , The Sunday Times , The Sun , The Sun on Sunday and thesun.co.uk in the U.K. and the-sun.com in the U.S. This segment also includes Wireless Group, operator of talkSPORT, the leading sports radio network in the U.K., Talk in the U.K., Australian News Channel, which operates the Sky News Australia network, Australia’s 24-hour multi-channel, multi-platform news service, and Storyful, a social media content agency.
• Other —The Other segment consists primarily of general corporate overhead expenses, strategy costs and costs related to the U.K. Newspaper Matters (as defined in Note 16—Commitments and Contingencies to the Consolidated Financial Statements).
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Dow Jones
The Dow Jones segment’s products target individual consumers and enterprise customers. Revenue from the Dow Jones segment’s consumer business is derived primarily from circulation, which includes subscription and single-copy sales of its digital and print consumer products, the sale of digital and print advertising, licensing fees for its print and digital consumer content and participation fees for its live journalism events. Circulation revenues are dependent on the content of the Dow Jones segment’s consumer products, prices of its and/or competitors’ products, the usefulness and popularity of its digital products, as well as promotional activities and news cycles. Advertising revenue is dependent on a number of factors, including demand for the Dow Jones segment’s consumer products, general economic and business conditions, demographics of the customer base, advertising rates and effectiveness and brand strength and reputation. Advertising revenues are also subject to seasonality, with revenues typically highest in the Company’s second fiscal quarter due to the end-of-year holiday season. In addition, the consumer print business faces challenges from alternative media formats and shifting consumer preferences, which have adversely affected, and are expected to continue to adversely affect, both print circulation and advertising revenues. Advertising, in particular, has been impacted by the shift in spending from print to digital, which has increased advertising choices and formats, resulting in audience fragmentation and increased competition. Technologies, standards, regulations, policies and practices have also been and will continue to be developed and implemented that make it more to target and measure the effectiveness of digital advertising, which may impact rates or revenues. As a multi-platform news provider, the Dow Jones segment seeks to maximize revenues from a variety of media formats and platforms, including leveraging its content through licensing arrangements with third-party platforms, developing new advertising models and growing its live journalism events business, and continues to invest in its digital and other products, which represent an increasingly larger share of revenues at its consumer business. Mobile devices and apps and other technologies provide continued for the Dow Jones segment to make its content available to a new audience of readers, introduce new or different pricing schemes and develop its products to continue to attract advertisers and/or affect the relationship between content providers and consumers. use, including in the digital environment and as a result of recent in artificial intelligence (“AI”), particularly generative AI, presents a to revenues from products and services based on intellectual property. Additionally, the application of existing laws and regulations to new technologies, including generative AI, continues to be unsettled and is changing rapidly, and laws and regulations may differ from jurisdiction to jurisdiction.
The Dow Jones segment’s consumer products compete for consumers, audience and advertising with other local and national newspapers, web and app-based media, news aggregators, customized news feeds, search engines, blogs, magazines, investment tools, social media sources, podcasts and event producers, as well as other media such as television, radio stations and outdoor displays. As a result of rapidly changing and evolving technologies (including developments in AI, particularly generative AI), distribution platforms and business models, and corresponding changes in consumer behavior, the consumer business continues to face increasing competition for both circulation and advertising revenue, including from a variety of alternative news and information sources, programmatic advertising buying channels and AI aggregators and other emerging technology platforms.
Operating expenses for the consumer business include costs related to paper, production, distribution, third-party printing, editorial and commissions. Selling, general and administrative expenses include promotional expenses, salaries, employee benefits, rent and other routine overhead. The costs associated with printing and distributing newspapers, including paper prices and delivery costs, are key operating expenses whose fluctuations can have a material effect on the results of the Dow Jones segment’s consumer business. The consumer business is affected by the cyclical changes in the price of paper and other factors that may affect paper prices, including, among other things, inflation, supply chain disruptions, industry trends or economics and tariffs or other trade restrictions. In addition, the Dow Jones segment relies on third parties for much of the printing and distribution of its print products. The shift from print to digital and changing labor markets present challenges to the financial and operational stability of these third parties which could, in turn, impact the availability, or increase the cost, of third-party printing and distribution services for the Company’s newspapers.
The Dow Jones segment’s professional information business, which targets enterprise customers, derives revenue primarily from subscriptions to its professional information products. The professional information business serves enterprise customers with products that combine news and information with technology and tools that inform decisions and aid awareness, research, understanding and compliance. The success of the professional information business depends on its ability to provide products, services, applications and functionalities that meet the needs of its enterprise customers, who operate in information-intensive and oftentimes highly regulated industries such as finance and insurance, and it must also anticipate and respond to industry trends and regulatory and technological changes.
Significant expenses for the professional information business include development costs, sales and marketing expenses, hosting and support services, royalties, salaries, consulting and professional fees, sales commissions, employee benefits and other routine overhead expenses.
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The Dow Jones segment’s professional information products compete with various information service providers, compliance data providers, global financial newswires and energy and commodities pricing and data providers, including Reuters News, RELX (including LexisNexis and ICIS), Refinitiv, S&P Global, DTN and Argus Media, as well as many other providers of news, information and compliance data. The professional information business also faces increasing competition from a variety of AI-powered platforms and services.
Digital Real Estate Services
The Digital Real Estate Services segment generates revenue through property and property-related advertising and services, including: the sale of real estate listing and lead generation products and referral-based services to agents, brokers, developers, homebuilders and landlords; real estate-related and property rental-related services; display advertising on residential real estate and commercial property sites; and residential property data services to the financial sector. The Digital Real Estate Services segment also generates revenue through commissions from referrals generated through its digital property search and financing offering and mortgage broking services. Significant expenses associated with these sites and services include development costs, advertising and promotional expenses, hosting and support services, salaries, broker commissions, employee benefits and other routine overhead expenses. The Digital Real Estate Services segment’s results are highly sensitive to conditions in the real estate market, as well as macroeconomic factors such as interest rates and inflation, which are expected to continue to adversely impact real estate lead and transaction volumes and adjacent businesses in the near term, particularly in the U.S.
Consumers overwhelmingly turn to the internet and mobile devices for real estate information and services. The Digital Real Estate Services segment’s success depends on its continued innovation to provide products and services that are useful for consumers and real estate, mortgage and financial services professionals, homebuilders and landlords and attractive to its advertisers. The Digital Real Estate Services segment operates in a highly competitive digital environment with other operators of real estate and property websites and mobile apps.
Book Publishing
The Book Publishing segment derives revenues from the sale and licensing of general fiction, nonfiction, children’s and religious books in the U.S. and internationally. The revenues and operating results of the Book Publishing segment are significantly affected by the timing of releases and the number of its books in the marketplace. The book publishing marketplace is subject to increased periods of demand during the end-of-year holiday season in its main operating geographies. This marketplace is highly competitive and continues to change due to technological developments, including additional digital platforms and distribution channels such as streaming audiobooks, and other factors. Each book is a separate and distinct product and its financial success depends upon many factors, including public acceptance.
Major new title releases represent a significant portion of the Book Publishing segment’s sales throughout the fiscal year. Print-based consumer books are generally sold on a fully returnable basis, resulting in the return of unsold books. In the domestic and international markets, the Book Publishing segment is subject to global trends and local economic conditions. Recent economic uncertainty and lower consumer confidence have contributed to softer consumer spending within the U.S. book publishing industry, which may continue in the near term. Operating expenses for the Book Publishing segment include costs related to paper, printing, freight, authors’ royalties, editorial, promotional, art and design expenses. Selling, general and administrative expenses include salaries, employee benefits, rent and other routine overhead costs.
News Media
Revenue at the News Media segment is derived primarily from circulation and subscriptions, the sale of advertising and licensing fees. Circulation and subscription revenues can be greatly affected by changes in the prices of the Company’s and/or competitors’ products, as well as by promotional activities and news cycles. Adverse changes in general market conditions for advertising have affected, and may continue to affect, revenues. Advertising revenues at the News Media segment are also subject to seasonality, with revenues typically being highest in the Company’s second fiscal quarter due to the end-of-year holiday season in its main operating geographies.
Operating expenses include costs related to paper, production, distribution, editorial, commissions, technology and radio sports rights. Selling, general and administrative expenses include promotional expenses, salaries, employee benefits, rent and other routine overhead. The cost of paper is a key operating expense whose fluctuations can have a material effect on the results of the segment. The News Media segment’s expenses are affected by the cyclical changes in the price of paper and other factors that may affect paper prices, including, among other things, inflation, supply chain disruptions, industry trends or economics (including the closure or conversion of newsprint mills and consolidation among suppliers) and tariffs or other trade restrictions.
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The News Media segment’s products compete for readership, audience and advertising with local and national competitors and also compete with other media alternatives in their respective markets. Competition for circulation and subscriptions is based on the content of the products provided, pricing and, from time to time, various promotions. The success of these products also depends upon advertisers’ judgments as to the most effective use of their advertising budgets. Competition for advertising is based upon product reach and engagement, advertising rates, advertiser results, availability of alternative media and quality of consumer demographics. Large digital platforms command a substantial share of the digital advertising market and are also responsible for a significant amount of traffic to the News Media segment’s digital properties, which drives advertiser spending. Visibility on these platforms depends on algorithms that are outside the Company’s control and change frequently, and recent changes have adversely affected traffic to some of the digital properties in the News Media segment, particularly in the U.K. As a result of rapidly changing and evolving technologies (including developments in AI, particularly generative AI), distribution platforms and business models, and corresponding changes in consumer behavior, the News Media segment continues to face increasing competition for both circulation and advertising revenue. Advertising, in particular, has been impacted by the shift in spending from print to digital, which has increased advertising choices and formats, resulting in audience fragmentation and increased competition. Technologies, standards, regulations, policies and practices have been and will continue to be developed and implemented that make it more to target and measure the effectiveness of digital advertising, which may impact rates or revenues.
As multi-platform news providers, the businesses within the News Media segment seek to maximize revenues from a variety of media formats and platforms, including leveraging their content through licensing arrangements with third-party platforms and developing new advertising models, and continue to invest in their digital products. Mobile devices and apps and other technologies provide continued opportunities for the businesses within the News Media segment to make their content available to a new audience of readers, introduce new or different pricing schemes and develop their products to continue to attract advertisers and/or affect the relationship between content providers and consumers. Unauthorized use, including in the digital environment and as a result of recent advances in AI, particularly generative AI, presents a threat to revenues from products and services based on intellectual property. Additionally, the application of existing laws and regulations to new technologies, including generative AI, continues to be unsettled and is changing rapidly, and laws and regulations may differ from jurisdiction to jurisdiction.
Other
The Other segment primarily consists of general corporate overhead expenses, strategy costs and costs related to the U.K. Newspaper Matters.
Other Business Developments
Sale of Foxtel Group
During the second quarter of fiscal 2025, the Company entered into a definitive agreement to sell the Foxtel Group (“Foxtel”) to DAZN Group Limited (“DAZN”), a global sports streaming platform, and the transaction closed in April 2025.
The assets and liabilities, results of operations and cash flows for Foxtel have been classified as discontinued operations for all periods presented as the disposition reflects a strategic shift that has, and will have, a major effect on the Company’s operations and financial results. Furthermore, upon reclassification of Foxtel’s results, the Subscription Video Services segment ceased to be a reportable segment and the residual results of the segment were aggregated into the News Media segment. News Media segment results have been recast to reflect this change for all periods presented. See Note 3—Discontinued Operations in the accompanying Consolidated Financial Statements.
Recent Developments Affecting the Macroeconomic Environment
Recent changes in trade policy, including new or potential tariffs and other trade restrictions announced by the U.S. and other countries, have led to significant economic and market volatility and uncertainty and may exacerbate inflationary pressures. While the Company does not currently expect the announced tariffs to have a material impact on its supply chain or costs, it cannot predict the effect of any further changes in trade policy. The resulting volatility and uncertainty and potential increase in inflation may continue to have a negative impact on customer and consumer sentiment and spending. If this leads to reduced demand for the Company’s products and services, it could adversely impact the Company’s business, results of operations and financial condition. The Company will continue to closely monitor these trends and uncertainties and will seek to mitigate any impacts where possible.
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Results of Operations—Fiscal 2025 versus Fiscal 2024
The following table sets forth the Company’s operating results for fiscal 2025 as compared to fiscal 2024.
For the fiscal years ended June 30,
Change
% Change
(in millions, except %)
Better/(Worse)
Revenues:
Circulation and subscription
Advertising
Consumer
Real estate
Other
Total Revenues
Operating expenses
Selling, general and administrative
Depreciation and amortization
Impairment and restructuring charges
Equity losses of affiliates
Interest income (expense), net
Other, net
Income before income tax expense from continuing operations
Income tax expense from continuing operations
Net income from continuing operations
Net income (loss) from discontinued operations, net of tax
Net income
Net income attributable to noncontrolling interests from continuing operations
Net loss attributable to noncontrolling interests from discontinued operations
Net income attributable to News Corporation stockholders
** not meaningful
Revenues —Revenues increased $200 million, or 2%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024. The increase was due to higher revenues at the Digital Real Estate Services segment driven by higher Australian residential revenues at REA Group, at the Dow Jones segment driven by higher circulation and subscription revenues and at the Book Publishing segment driven by higher digital book sales and improved returns in the U.S., partially offset by lower revenues at the News Media segment driven by the transfer of third-party printing revenue contracts to News UK’s joint venture with DMG Media in fiscal 2024, lower advertising revenues and lower circulation and subscription revenues. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resulted in a revenue increase of $8 million for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
The Company calculates the impact of foreign currency fluctuations for businesses reporting in currencies other than the U.S. dollar by multiplying the results for each quarter in the current period by the difference between the average exchange rate for that quarter and the average exchange rate in effect during the corresponding quarter of the prior year and totaling the impact for all quarters in the current period.
Operating expenses —Operating expenses decreased $78 million, or 2%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024. The decrease in operating expenses for the fiscal year ended June 30, 2025 was primarily due to lower expenses at the News Media segment driven by cost savings from the combination of News UK’s printing operations with those of DMG Media and other cost savings initiatives. The decrease was partially offset by increased expenses at the Dow Jones segment driven by higher employee costs. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resulted in an Operating expense increase of $9 million for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
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Selling, general and administrative —Selling, general and administrative increased $104 million, or 3%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024. The increase in Selling, general and administrative for the fiscal year ended June 30, 2025 was primarily due to higher expenses at the Digital Real Estate Services segment driven by higher employee costs at REA Group, $12 million of costs related to REA Group’s withdrawn offer to acquire Rightmove and higher costs from REA India, at the Book Publishing segment due to higher employee costs and costs from recent acquisitions and at the Dow Jones segment driven by higher marketing and technology costs.
Depreciation and amortization —Depreciation and amortization expense increased $19 million, or 4%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024. The increase was driven by higher depreciation of capitalized software costs, primarily at the Digital Real Estate Services and News Media segments.
Impairment and restructuring charges —During the fiscal years ended June 30, 2025 and 2024, the Company recorded restructuring charges of $120 million and $89 million, respectively. See Note 5—Restructuring Programs in the accompanying Consolidated Financial Statements.
During the fiscal year ended June 30, 2024, the Company recognized non-cash impairment charges of $44 million, primarily related to the write-down of fixed assets at the News Media segment associated with the combination of News UK’s printing operations with those of DMG Media. See Note 7—Property, Plant and Equipment in the accompanying Consolidated Financial Statements.
Equity losses of affiliates —Equity losses of affiliates worsened by $9 million, or 150%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024. See Note 6—Investments in the accompanying Consolidated Financial Statements.
Interest income (expense), net —Interest income (expense), net for the fiscal year ended June 30, 2025 improved by $21 million as compared to fiscal 2024, primarily driven by lower borrowings at REA Group and higher interest income on cash balances. See Note 9—Borrowings and Note 11—Financial Instruments and Fair Value Measurements in the accompanying Consolidated Financial Statements.
Other, net —For the fiscal year ended June 30, 2025, the Company recorded Other, net of $111 million, which was mainly comprised of REA Group’s gain recognized on the sale of its interest in PropertyGuru. For the fiscal year ended June 30, 2024, the Company recorded Other, net of $(59) million. See Note 21—Additional Financial Information in the accompanying Consolidated Financial Statements.
Income tax expense from continuing operations —For the fiscal year ended June 30, 2025, the Company recorded income tax expense of $275 million on pre-tax income from continuing operations of $923 million, resulting in an effective tax rate of 30%, which was higher than the U.S. statutory tax rate. The tax rate was impacted by foreign operations which are subject to higher tax rates and valuation allowances recorded against tax benefits in certain businesses offset by lower taxes on the disposition of REA Group’s interest in PropertyGuru.
For the fiscal year ended June 30, 2024, the Company recorded income tax expense of $206 million on pre-tax income from continuing operations of $585 million, resulting in an effective tax rate of 35%, which was higher than the U.S. statutory tax rate. The tax rate was impacted by foreign operations which are subject to higher tax rates, asset impairments and investment write-downs with lower tax benefits and valuation allowances recorded against tax benefits in certain businesses. See Note 19—Income Taxes in the accompanying Consolidated Financial Statements.
On July 4, 2025, H.R. 1 - One Big Beautiful Bill Act (“OBBBA”) was enacted into law. The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act (“Tax Act”), including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. Certain provisions of OBBBA will become effective for the Company’s 2026 fiscal year, while others will take effect beginning in fiscal 2027. ASC 740, Income Taxes , requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. Consequently, the Company will evaluate all U.S. deferred tax balances and any other impacts to its financial statements as a result of the OBBBA in the first quarter of fiscal 2026.
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The Organization for Economic Cooperation and Development (“OECD”) has proposed a global minimum tax of 15% of reported profits (“Pillar 2”) that has been agreed upon in principle by over 140 countries. Since the proposal, many countries, including the UK and Australia, incorporated Pillar 2 model rule concepts into their domestic laws. Although the model rules provide a framework for applying the minimum tax, countries may enact Pillar 2 slightly differently than the model rules and on different timelines and may adjust domestic tax incentives in response to Pillar 2. Following an executive order issued by the United States in January 2025 announcing opposition to aspects of these rules, the G7 issued a statement on June 28, 2025 acknowledging that U.S. parented groups would be exempt from certain aspects of Pillar 2 in recognition of existing U.S. minimum tax rules to which they are subject. The statement acknowledges that these issues have relevance to the wider group of countries in the OECD Inclusive Framework with a view to reaching an acceptable solution for all.
While these rules are not currently expected to have a material impact on the Company’s results of operations, their application continues to evolve, and the outcome may alter aspects of how the Company’s tax obligations are determined in countries in which it does business. In addition, while several jurisdictions have rolled back their digital services taxes, certain jurisdictions continue to maintain, or have enacted new digital services taxes. Those taxes have had limited impact on the Company’s overall tax obligations, but the Company continues to monitor them.
Net income from continuing operations —Net income from continuing operations for the fiscal year ended June 30, 2025 was $648 million as compared to $379 million for the fiscal year ended June 30, 2024, an increase of $269 million, or 71%, as compared to fiscal 2024, driven by the factors discussed above.
Net income (loss) from discontinued operations, net of tax —Net income (loss) from discontinued operations, net of tax for the fiscal year ended June 30, 2025 was $692 million compared to $(25) million for the fiscal year ended June 30, 2024. The amounts recognized in both fiscal years relate to the reclassification of Foxtel to discontinued operations. See Note 3—Discontinued Operations in the accompanying Consolidated Financial Statements.
Net income —Net income was $1,340 million for the fiscal year ended June 30, 2025, as compared to $354 million for the fiscal year ended June 30, 2024, an increase of $986 million, or 279%, primarily driven by the factors discussed above.
Net income attributable to noncontrolling interests from continuing operations —Net income attributable to noncontrolling interests from continuing operations was $168 million for the fiscal year ended June 30, 2025, as compared to $110 million for the fiscal year ended June 30, 2024, an increase of $58 million, or 53%, primarily due to the gain recognized on the sale of the PropertyGuru investment and higher earnings at REA Group.
Segment Analysis
The Company’s chief operating decision maker is its Chief Executive Officer. Segment EBITDA is the primary measure used by the Company’s chief operating decision maker to evaluate the performance of, and allocate resources within, the Company’s businesses. Segment EBITDA is defined as revenues less operating expenses and selling, general and administrative expenses. Segment EBITDA does not include: depreciation and amortization, impairment and restructuring charges, equity losses of affiliates, interest (expense) income, net, other, net, income tax (expense) benefit and net income (loss) from discontinued operations, net of tax. Segment EBITDA may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what items should be included in the calculation of Segment EBITDA. Segment EBITDA provides management, investors and equity analysts with a measure to analyze the operating performance of each of the Company’s business segments and its enterprise value against historical data and competitors’ data, although historical results may not be indicative of future results (as operating performance is highly contingent on many factors, including customer tastes and preferences).
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Total Segment EBITDA is a non-GAAP measure and should be considered in addition to, not as a substitute for, net income (loss) from continuing operations, cash flow from continuing operations and other measures of financial performance reported in accordance with GAAP. In addition, this measure does not reflect cash available to fund requirements and excludes items, such as depreciation and amortization and impairment and restructuring charges, which are significant components in assessing the Company’s financial performance. The Company believes that the presentation of Total Segment EBITDA provides useful information regarding the Company’s operations and other factors that affect the Company’s reported results. Specifically, the Company believes that by excluding certain one-time or non-cash items such as impairment and restructuring charges and depreciation and amortization, as well as potential distortions between periods caused by factors such as financing and capital structures and changes in tax positions or regimes, the Company provides users of its consolidated financial statements with insight into both its core operations as well as the factors that affect reported results between periods but which the Company believes are not representative of its core business. As a result, users of the Company’s consolidated financial statements are to evaluate changes in the core operating results of the Company across different periods.
The following table reconciles Net income from continuing operations to Total Segment EBITDA for the fiscal years ended June 30, 2025 and 2024:
For the fiscal years ended June 30,
(in millions)
Net income from continuing operations
Reconciling items:
Income tax expense from continuing operations
Other, net
Interest (income) expense, net
Equity losses of affiliates
Impairment and restructuring charges
Depreciation and amortization
Total Segment EBITDA
The following table sets forth the Company’s Revenues and Segment EBITDA by reportable segment for the fiscal years ended June 30, 2025 and 2024:
For the fiscal years ended June 30,
(in millions)
Revenues
Segment
EBITDA
Revenues
Segment
EBITDA
Dow Jones
Digital Real Estate Services
Book Publishing
News Media
Other
Total
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Dow Jones (28% and 27% of the Company’s consolidated revenues in fiscal 2025 and 2024, respectively)
For the fiscal years ended June 30,
Change
% Change
(in millions, except %)
Better/(Worse)
Revenues:
Circulation and subscription
Advertising
Other
Total Revenues
Operating expenses
Selling, general and administrative
Segment EBITDA
For the fiscal year ended June 30, 2025, revenues at the Dow Jones segment increased $100 million, or 4%, as compared to fiscal 2024, due to higher circulation and subscription revenues. Digital revenues represented 82% of total revenues at the Dow Jones segment for the fiscal year ended June 30, 2025, as compared to 80% in fiscal 2024. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resulted in a revenue increase of $4 million for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
Circulation and Subscription Revenues
For the fiscal years ended June 30,
Change
% Change
(in millions, except %)
Better/(Worse)
Circulation and subscription revenues:
Circulation and other
Risk and Compliance
Dow Jones Energy
Other information services
Professional information business
Total circulation and subscription revenues
Circulation and subscription revenues increased $113 million, or 6%, during the fiscal year ended June 30, 2025 as compared to fiscal 2024. Professional information business revenues increased $59 million, or 7%, primarily due to the $43 million and $27 million increases in Risk & Compliance and Dow Jones Energy revenues, respectively, driven by new customers, new products and price increases, partially offset by the $11 million decrease in Other information services revenues driven by the impact of a customer dispute at Factiva. Circulation and other revenues increased $54 million, or 6%, driven by increased circulation revenues due to growth in digital-only subscriptions, which benefited from bundled offers, the conversion of customers from introductory promotions to higher pricing and higher content licensing revenues, partially offset by print circulation declines. Digital revenues represented 74% of circulation revenue for the fiscal year ended June 30, 2025, as compared to 71% in fiscal 2024.
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The following table summarizes average daily consumer subscriptions during the three months ended June 30, 2025 and 2024 for select publications and for all consumer subscription products. (a)
For the three months ended June 30 (b) ,
Change
% Change
(in thousands, except %)
Better/(Worse)
The Wall Street Journal
Digital-only subscriptions (c)
Total subscriptions
Barron’s Group (d)
Digital-only subscriptions (c)
Total subscriptions
Total Consumer (e)
Digital-only subscriptions (c)
Total subscriptions
(a) Based on internal data for the periods from March 31, 2025 to June 29, 2025 and April 1, 2024 to June 30, 2024, respectively. Excludes off-platform distribution, except for certain custom workflow integration products.
(b) Subscriptions include individual consumer subscriptions, as well as subscriptions purchased by companies, schools, businesses and associations for use by their respective employees, students, customers or members. Subscriptions exclude single-copy sales and copies purchased by hotels, airlines and other businesses for limited distribution or access to customers.
(c) For some publications, including The Wall Street Journal and Barron’s , Dow Jones sells bundled print and digital products. For bundles that provide access to both print and digital products every day of the week, only one unit is reported each day and is designated as a print subscription. For bundled products that provide access to the print product only on specified days and full digital access, one print subscription is reported for each day that a print copy is served and one digital subscription is reported for each remaining day of the week.
(d) Barron’s Group consists of Barron’s , MarketWatch, Financial News and Private Equity News.
(e) Total Consumer consists of The Wall Street Journal , Barron’s Group and Investor’s Business Daily .
Advertising Revenues
Advertising revenues decreased $9 million, or 2%, during the fiscal year ended June 30, 2025 as compared to fiscal 2024, primarily due to lower print advertising revenues of $7 million, or 5%. Digital advertising revenues represented 65% of advertising revenue for the fiscal year ended June 30, 2025, as compared to 64% in fiscal 2024.
Segment EBITDA
For the fiscal year ended June 30, 2025, Segment EBITDA at the Dow Jones segment increased $46 million, or 8%, as compared to fiscal 2024, primarily due to the increase in revenues discussed above and lower newsprint, production and distribution costs, partially offset by higher employee, technology and marketing costs.
Digital Real Estate Services (21% and 20% of the Company’s consolidated revenues in fiscal 2025 and 2024, respectively)
For the fiscal years ended June 30,
Change
% Change
(in millions, except %)
Better/(Worse)
Revenues:
Circulation and subscription
Advertising
Real estate
Other
Total Revenues
Operating expenses
Selling, general and administrative
Segment EBITDA
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For the fiscal year ended June 30, 2025, revenues at the Digital Real Estate Services segment increased $144 million, or 9%, as compared to fiscal 2024. Revenues at REA Group increased $136 million, or 12%, to $1,250 million for the fiscal year ended June 30, 2025 from $1,114 million in fiscal 2024. The increase was primarily due to higher Australian residential revenues driven by price increases, increased depth penetration and growth in national listings and higher revenues from REA India, partially offset by the $14 million, or 1%, negative impact of foreign currency fluctuations. Revenues at Move increased $8 million, or 1%, to $552 million for the fiscal year ended June 30, 2025 from $544 million in fiscal 2024, driven by revenue growth in seller, new homes and rentals, including the partnership with Zillow, higher sales of RealPRO Select SM (formerly Market VIP SM ), as Move shifts its focus to more premium offerings, and higher advertising revenues. The increases were largely offset by the continued negative impact of the macroeconomic environment on the U.S. housing market, including higher interest rates, which resulted in a 9% decline in lead volumes and lower transaction volumes.
For the fiscal year ended June 30, 2025 , Segment EBITDA at the Digital Real Estate Services segmen t increased $93 million, or 18% , as compared to fiscal 2024, primarily due to the higher revenues discussed above, partially offset by higher employee costs at REA Group, $12 million of costs related to the withdrawn offer to acquire Rightmove in the first quarter of fiscal 2025, higher costs from REA India and the $6 million, or 1%, negative impact of foreign currency fluctuations.
Book Publishing (25% of the Company’s consolidated revenues in both fiscal 2025 and 2024)
For the fiscal years ended June 30,
Change
% Change
(in millions, except %)
Better/(Worse)
Revenues:
Consumer
Other
Total Revenues
Operating expenses
Selling, general and administrative
Segment EBITDA
For the fiscal year ended June 30, 2025, revenues at the Book Publishing segment increased $56 million, or 3%, as compared to fiscal 2024, primarily due to higher digital book sales, improved returns in the U.S. and the $14 million impact from the acquisition of a German book publisher. Digital sales increased by 5% as compared to fiscal 2024 driven by continued market growth in audiobooks, including the contribution from the Spotify partnership, as well as growth in e-book sales. Digital sales represented approximately 24% of consumer revenues in fiscal 2025 as compared to 23% in fiscal 2024. Backlist sales represented approximately 64% of consumer revenues during the fiscal year ended June 30, 2025, as compared to 61% in fiscal 2024. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resu lted in a revenue increase of $4 million, or 1%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
For the fiscal year ended June 30, 2025, Segment EBITDA at the Book Publishing segment increased $27 million, or 10%, as compared to fiscal 2024, primarily due to the higher revenues discussed above, partially offset by higher employee costs and costs from recent acquisitions.
News Media (26% and 28% of the Company’s consolidated revenues in fiscal 2025 and 2024, respectively)
For the fiscal years ended June 30,
Change
% Change
(in millions, except %)
Better/(Worse)
Revenues:
Circulation and subscription
Advertising
Other
Total Revenues
Operating expenses
Selling, general and administrative
Segment EBITDA
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For the fiscal year ended June 30, 2025, revenues at the News Media segment decreased $100 million, or 4%, as compared to fiscal 2024. Other revenues decreased $51 million, or 18%, primarily driven by the transfer of third-party printing revenue contracts to News UK’s joint venture with DMG Media in fiscal 2024. Advertising revenues decreased $39 million, or 5%, as compared to fiscal 2024, primarily due to lower print advertising revenues at News Corp Australia and lower digital advertising revenues at News UK, driven by a decline in traffic, mainly at The Sun , due to algorithm changes at certain platforms, partially offset by higher advertising revenues at Wireless Group and the $5 million positive impact of foreign currency fluctuations. Circulation and subscription revenues decreased $10 million, or 1%, as compared to fiscal 2024, primarily driven by print volume declines, partially offset by cover price increases, higher content licensing revenues at News UK, digital subscriber growth and the $9 million, or 1%, positive impact of foreign currency fluctuations. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resulted in a revenue increase of $14 million, or 1%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
For the fiscal year ended June 30, 2025, Segment EBITDA at the News Media segment increased $20 million, or 15%, as compared to fiscal 2024. The increase was driven by cost savings initiatives, including lower Talk costs and the combination of News UK’s printing operations with those of DMG Media, partially offset by the decrease in revenues discussed above.
News Corp Australia
Revenues were $895 million for the fiscal year ended June 30, 2025, a decrease of $34 million, or 4%, as compared to fiscal 2024 revenues of $929 million. Advertising revenues decreased $23 million, or 6%, due to lower print advertising revenues. Circulation and subscription revenues decreased $14 million, or 3%, driven by print volume declines and lower content licensing revenues, partially offset by cover price increases and digital subscriber growth. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resulted in a revenue decrease of $11 million, or 2%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
News UK
Revenues were $862 million for the fiscal year ended June 30, 2025, a decrease of $67 million, or 7%, as compared to fiscal 2024 revenues of $929 million. Other revenues decreased $54 million, or 55%, driven by the transfer of third-party printing revenue contracts to News UK’s joint venture with DMG Media in fiscal 2024. Advertising revenues decreased $22 million, or 8%, primarily due to lower digital advertising revenues, mainly at The Sun , driven by algorithm changes at certain platforms and lower print advertising revenues. Circulation and subscription revenues increased $9 million, or 2%, due to the positive impact of foreign currency fluctuations as cover price increases, higher content licensing revenues and digital subscriber growth were more than offset by print volume declines. The impact of foreign currency fluctuations of the U.S. dollar against local currencies resulted in a revenue increase of $22 million, or 3%, for the fiscal year ended June 30, 2025 as compared to fiscal 2024.
LIQUIDITY AND CAPITAL RESOURCES
Current Financial Condition
The Company’s principal source of liquidity is internally generated funds and cash and cash equivalents on hand. As of June 30, 2025, the Company’s cash and cash equivalents were $2.4 billion. The Company also has available borrowing capacity under its revolving credit facility (the “Revolving Facility”) and certain other facilities, as described below, and expects to have access to the worldwide credit and capital markets, subject to market conditions, in order to issue additional debt if needed or desired. The Company currently expects these elements of liquidity will enable it to meet its liquidity needs for at least the next twelve months, including repayment of indebtedness. Although the Company believes that its cash on hand and future cash from operations, together with its access to the credit and capital markets, will provide adequate resources to fund its operating and financing needs for at least the next twelve months, its access to, and the availability of, financing on acceptable terms in the future will be affected by many factors, including: (i) the financial and operational performance of the Company and/or its operating subsidiaries, as applicable; (ii) the Company’s credit ratings and/or the credit rating of its operating subsidiaries, as applicable; (iii) the provisions of any relevant debt instruments, credit agreements, indentures and similar or associated documents; (iv) the liquidity of the overall credit and capital markets; and (v) the state of the economy. There can be no assurances that the Company will continue to have access to the credit and capital markets on acceptable terms.
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As of June 30, 2025, the Company’s consolidated assets included $915 million in cash and cash equivalents that were held by its foreign subsidiaries. Of this amount, $280 million is cash not readily accessible by the Company as it is held by REA Group, a majority owned but separately listed public company. REA Group must declare a dividend in order for the Company to have access to its share of REA Group’s cash balance. Prior to the enactment of the Tax Act, the Company’s undistributed foreign earnings were considered permanently reinvested and as such, United States federal and state income taxes were not previously recorded on these earnings. As a result of the Tax Act, substantially all of the Company’s earnings in foreign subsidiaries generated prior to the enactment of the Tax Act were deemed to have been repatriated and taxed accordingly. As of June 30, 2025, the Company has approximately $1 billion of undistributed foreign earnings generated after the Tax Act that it intends to reinvest permanently. It is not practicable to estimate the amount of tax that might be payable if these earnings were repatriated. The Company may repatriate future earnings of certain foreign subsidiaries in which case the Company may be required to accrue and pay additional taxes, including any applicable foreign withholding taxes and income taxes.
The principal uses of cash that affect the Company’s liquidity position include the following: operational expenditures including employee costs and paper purchases; capital expenditures; income tax payments; investments in associated entities; acquisitions; the repurchase of shares; dividends; and the repayment of debt and related interest. In addition to the acquisitions and dispositions disclosed elsewhere, as applicable, the Company has evaluated, and expects to continue to evaluate, possible future acquisitions and dispositions of certain businesses. Such transactions may be material and may involve cash, the issuance of the Company’s securities or the assumption of indebtedness.
Issuer Purchases of Equity Securities
On September 22, 2021, the Company announced a stock repurchase program authorizing the Company to purchase up to $1 billion in the aggregate of the Company’s outstanding Class A Common Stock and Class B Common Stock (the “2021 Repurchase Program”). As of June 30, 2025, the remaining authorized amount under the 2021 Repurchase Program was approximately $310 million.
Stock repurchases under the 2021 Repurchase Program commenced on November 9, 2021. The following table summarizes the shares repurchased and subsequently retired and the related consideration paid during the fiscal years ended June 30, 2025 and 2024:
For the fiscal years ended June 30,
Shares
Amount
Shares
Amount
(in millions)
Class A Common Stock
Class B Common Stock
Total
On July 15, 2025, the Company announced a new stock repurchase program authorizing the Company to purchase up to $1 billion in the aggregate of the Company’s outstanding Class A Common Stock and Class B Common Stock (the “2025 Repurchase Program” and, together with the 2021 Repurchase Program, the “Stock Repurchase Programs”), which is in addition to the remaining authorized amount under the 2021 Repurchase Program.
The manner, timing, number and share price of any repurchases under the Stock Repurchase Programs will be determined by the Company at its discretion and will depend upon such factors as the market price of the stock, general market conditions, applicable securities laws, alternative investment opportunities and other factors. The Stock Repurchase Programs have no time limit and may be modified, suspended or discontinued at any time.
Dividends
The following table summarizes the dividends declared and paid per share on both the Company’s Class A Common Stock and Class B Common Stock:
For the fiscal years ended June 30,
Cash dividends paid per share
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The timing, declaration, amount and payment of future dividends to stockholders, if any, is within the discretion of the Company’s Board of Directors (the “Board of Directors”). The Board of Directors’ decisions regarding the payment of future dividends will depend on many factors, including the Company’s financial condition, earnings, capital requirements and debt facility covenants, other contractual restrictions, as well as legal requirements, regulatory constraints, industry practice, market volatility and other factors that the Board of Directors deems relevant.
Sources and Uses of Cash—Fiscal 2025 versus Fiscal 2024
Net cash provided by operating activities from continuing operations for the fiscal years ended June 30, 2025 and 2024 was as follows:
For the fiscal years ended June 30,
(in millions)
Net cash provided by operating activities from continuing operations
Net cash provided by operating activities from continuing operations increased by $81 million for the fiscal year ended June 30, 2025 as compared to fiscal 2024. The increase was primarily due to higher Total Segment EBITDA and lower restructuring and interest payments, largely offset by higher working capital and higher tax payments.
Net cash used in investing activities from continuing operations for the fiscal years ended June 30, 2025 and 2024 was as follows:
For the fiscal years ended June 30,
(in millions)
Net cash used in investing activities from continuing operations
Net cash used in investing activities from continuing operations decreased $4 million for the fiscal year ended June 30, 2025 as compared to fiscal 2024 driven by the $193 million of higher proceeds from sales of investments, primarily REA Group’s interest in PropertyGuru, partially offset by the $58 million increase in cash used for purchases of investments, $58 million increase in net cash used for acquisitions and $50 million increase in capital expenditures.
Net cash used in financing activities from continuing operations for the fiscal years ended June 30, 2025 and 2024 was as follows:
For the fiscal years ended June 30,
(in millions)
Net cash used in financing activities from continuing operations
Net cash used in financing activities from continuing operations was $524 million for the fiscal year ended June 30, 2025 as compared to $483 million for fiscal 2024.
During the fiscal year ended June 30, 2025, the Company had $203 million of borrowing repayments, primarily related to REA Group, dividend payments of $185 million to News Corporation stockholders and REA Group minority stockholders and $150 million of repurchases of outstanding Class A and Class B Common Stock under the 2021 Repurchase Program. The net cash used in financing activities from continuing operations was partially offset by new borrowings of $61 million at REA Group.
During the fiscal year ended June 30, 2024, the Company had $409 million of borrowing repayments, primarily related to the refinancing of REA Group’s debt portfolio, dividend payments of $172 million to News Corporation stockholders and REA Group minority stockholders and $117 million of repurchases of outstanding Class A and Class B Common Stock under the 2021 Repurchase Program. The net cash used in financing activities from continuing operations was partially offset by new borrowings of $278 million primarily related to the refinancing of REA Group’s debt portfolio. See Note 9—Borrowings in the accompanying Consolidated Financial Statements.
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Net cash provided by discontinued operations for the fiscal years ended June 30, 2025 and 2024 was as follows:
For the fiscal years ended June 30,
(in millions)
Net cash provided by discontinued operations
Net cash provided by discontinued operations for the fiscal year ended June 30, 2025 primarily relates to the sale of Foxtel.
Reconciliation of Free Cash Flow
Free cash flow is a non-GAAP financial measure. Free cash flow is defined as net cash provided by (used in) operating activities from continuing operations, less capital expenditures. Free cash flow excludes cash flow from discontinued operations. Free cash flow may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what items should be included in the calculation of free cash flow.
Free cash flow does not represent the total increase or decrease in the cash balance for the period and should be considered in addition to, not as a substitute for, the net change in cash and cash equivalents as presented in the Company’s consolidated Statements of Cash Flows prepared in accordance with GAAP, which incorporates all cash movements during the period. The Company believes free cash flow provides useful information to management and investors about the Company’s liquidity and cash flow trends.
The following table presents a reconciliation of net cash provided by operating activities from continuing operations to free cash flow:
For the fiscal years ended June 30,
(in millions)
Net cash provided by operating activities from continuing operations
Less: Capital expenditures
Free cash flow
Free cash flow in the fiscal year ended June 30, 2025 was $571 million compared to $540 million in fiscal 2024. Free cash flow increased due to higher cash provided by operating activities from continuing operations, as discussed above, partially offset by the $50 million increase in capital expenditures.
Borrowings
News Corporation Borrowings
As of June 30, 2025, News Corporation had (i) borrowings of $1,962 million, including the current portion, consisting of its outstanding 2021 Senior Notes, 2022 Senior Notes and Term A Loans, and (ii) $750 million of undrawn commitments available under the Revolving Facility.
REA Group Borrowings
As of June 30, 2025, REA Group had A$400 million of undrawn commitments available under the 2024 REA Credit Facility. During the fiscal year ended June 30, 2025, REA Group terminated its (i) A$83 million 2024 Subsidiary Facility and repaid the amount outstanding using capacity available under the 2024 REA Credit Facility and (ii) terminated its A$200 million 2024 REA Credit Facility—tranche 2 and repaid the amount outstanding using proceeds from the sale of REA Group’s interest in PropertyGuru. REA Group is a consolidated but non wholly-owned subsidiary of News Corp, and its indebtedness is only guaranteed by REA Group and certain of its subsidiaries and is non-recourse to News Corp.
All of the Company’s borrowings contain customary representations, covenants and events of default. The Company was in compliance with all such covenants at June 30, 2025.
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See Note 9—Borrowings in the accompanying Consolidated Financial Statements for further details regarding the Company’s outstanding debt, including additional information about interest rates, amortization (if any), maturities and covenants related to such debt arrangements.
Commitments
The Company has commitments under certain firm contractual arrangements to make future payments. These firm commitments secure the current and future rights to various assets and services to be used in the normal course of operations.
The following table summarizes the Company’s material firm commitments as of June 30, 2025:
As of June 30, 2025
Payments Due by Period
Less than 1 year
1-3 years
3-5 years
More than 5 years
Total
(in millions)
Purchase obligations (a)
Operating leases (b)
Borrowings (c)
Interest payments on borrowings (d)
Total commitments and contractual obligations
(a) The Company has commitments under purchase obligations related to technology infrastructure services, marketing agreements, content licensing costs and other legally binding commitments.
(b) The Company leases office facilities, warehouse facilities, printing plants and equipment. These leases, which are classified as operating leases, are expected to be paid at certain dates through fiscal 2048. Amounts reflected represent only the Company’s lease obligations for which it has firm commitments.
(c) See Note 9—Borrowings in the accompanying Consolidated Financial Statements.
(d) Reflects the Company’s expected future interest payments based on borrowings outstanding and interest rates applicable at June 30, 2025. Such rates are subject to change in future periods. See Note 9—Borrowings in the accompanying Consolidated Financial Statements.
The Company has certain contracts to purchase newsprint, ink and plates that require the Company to purchase a percentage of its total requirements for production. Since the quantities purchased annually under these contracts are not fixed and are based on the Company’s total requirements, the amount of the related payments for these purchases is excluded from the table above.
The table also excludes the Company’s pension obligations, other postretirement benefits (“OPEB”) obligations and the liabilities for unrecognized tax benefits for uncertain tax positions as the Company is unable to reasonably predict the ultimate amount and timing of the commitments. The Company made contributions of $20 million and $23 million to its pension plans in fiscal 2025 and fiscal 2024, respectively. Future plan contributions are dependent upon actual plan asset returns, interest rates and statutory requirements. The Company anticipates that it will make required contributions of approximately $1 million in fiscal 2026, assuming that actual plan asset returns are consistent with the Company’s returns in fiscal 2025 and those expected beyond, and that interest rates remain constant. The Company will continue to make voluntary contributions as necessary to improve the funded status of the plans. Payments due to participants under the Company’s pension plans are primarily paid out of underlying trusts. Payments due under the Company’s OPEB plans are not required to be funded in advance, but are paid as medical costs are incurred by covered retiree populations, and are principally dependent upon the future cost of retiree medical benefits under the Company’s OPEB plans. The Company expects its OPEB payments to approximate $7 million in fiscal 2026. See Note 17—Retirement Benefit Obligations and Note 18—Other Postretirement Benefits in the accompanying Consolidated Financial Statements.
Other significant ongoing expenses or cash requirements for each of the Company’s segments are discussed above in “Overview of the Company’s Businesses.” The Company generally expects to fund these short and long-term cash requirements with internally generated funds and cash and cash equivalents on hand.
Contingencies
The Company routinely is involved in various legal proceedings, claims and governmental inspections or investigations, including those discussed in Note 16—Commitments and Contingencies in the accompanying Consolidated Financial Statements. The outcome of these matters and claims is subject to significant uncertainty, and the Company often cannot predict what the eventual outcome of pending matters will be or the timing of the ultimate resolution of these matters. Fees, expenses, fines, penalties,
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judgments or settlement costs which might be incurred by the Company in connection with the various proceedings could adversely affect its results of operations and financial condition.
The Company establishes an accrued liability for legal claims when it determines that a loss is probable and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted from time to time, as appropriate, in light of additional information. The amount of any loss ultimately incurred in relation to matters for which an accrual has been established may be higher or lower than the amounts accrued for such matters. Legal fees associated with litigation and similar proceedings are expensed as incurred. The Company recognizes gain contingencies when the gain becomes realized or realizable. See Note 16—Commitments and Contingencies in the accompanying Consolidated Financial Statements.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
An accounting policy is considered to be critical if it is important to the Company’s financial condition and results of operations and if it requires significant judgment and estimates on the part of management in its application. The development and selection of these critical accounting policies have been determined by management of the Company. See Note 2—Summary of Significant Accounting Policies in the accompanying Consolidated Financial Statements.
Goodwill and Indefinite-Lived Intangible Assets
The Company tests goodwill and indefinite-lived intangible assets for impairment on an annual basis in the fourth quarter and at other times if a significant event or change in circumstances indicates that it is more likely than not that the fair value of these assets has been reduced below their carrying value. The Company uses its judgment in assessing whether assets may have become impaired between annual impairment assessments. Indicators such as unexpected adverse economic factors, unanticipated technological changes or competitive activities, loss of key personnel and acts by governments and courts, may signal that an asset has become impaired.
Under ASC 350, Intangibles—Goodwill and Other (“ASC 350”) , in assessing goodwill for impairment, the Company has the option to first perform a qualitative assessment to determine whether events or circumstances exist that lead to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company is not required to perform any additional tests in assessing goodwill for impairment. However, if the Company concludes otherwise or elects not to perform the qualitative assessment, then it is required to perform a quantitative analysis to determine the fair value of the reporting unit, and compare the calculated fair value of a reporting unit with its carrying amount, including goodwill. The Company determines the fair value of a reporting unit primarily by using both a discounted cash flow analysis and market-based valuation approach.
Determining fair value requires the exercise of significant judgments, including judgments about appropriate discount rates, long-term growth rates, relevant comparable company earnings multiples and the amount and timing of expected future cash flows. During the fourth quarter of fiscal 2025, as part of the Company’s long-range planning process, the Company completed its annual goodwill and indefinite-lived intangible asset impairment test.
The performance of the Company’s annual impairment analysis resulted in no impairments to indefinite-lived intangible assets or goodwill in fiscal 2025. The Company utilized the qualitative assessment for certain of its reporting units and indefinite-lived intangible assets. The qualitative tests performed considered various factors since the performance of the last quantitative test, including, but not limited to, macroeconomic conditions, industry and company-specific trends and parent company share price performance. Significant unobservable inputs utilized in the income approach valuation method for quantitative assessments were discount rates (generally ranging from 8.0% to 17.0%), long-term growth rates (ranging from 2.0% to 3.0%) and royalty rates (ranging from 0.25% to 5.0%). Significant unobservable inputs utilized in the market approach valuation method for quantitative assessments were EBITDA and revenue multiples from guideline public companies operating in similar industries (ranging from 5.0x to 10.0x and 2.0x to 2.8x, respectively) and control premiums (ranging from 5.0% to 10.0%). Significant increases (decreases) in royalty rates, growth rates, control premiums and multiples, assuming no change in discount rates, would result in a significantly higher (lower) fair value measurement. Significant decreases (increases) in discount rates, assuming no changes in royalty rates, growth rates, control premiums and multiples, would result in a significantly higher (lower) fair value measurement. See Note 8—Goodwill and Other Intangible Assets in the accompanying Consolidated Financial Statements for further details regarding changes in these inputs and assumptions compared to prior fiscal years.
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Income Taxes
The Company is subject to income taxes in the U.S. and various foreign jurisdictions in which it operates and records its tax provision for the anticipated tax consequences in its reported results of operations. Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining the Company’s tax expense and in evaluating its tax positions including evaluating uncertainties as promulgated under ASC 740, Income Taxes (“ASC 740”).
The Company’s annual tax rate is based primarily on its geographic income and statutory tax rates in the various jurisdictions in which it operates. Significant management judgment is required in determining the Company’s provision for income taxes, deferred tax assets and liabilities and the valuation allowance recorded against the Company’s deferred tax assets. In assessing the likelihood of realization of deferred tax assets, management considers estimates of the amount and character of future taxable income. The Company’s actual effective tax rate and income tax expense could vary from estimated amounts due to the future impacts of various items, including changes in income tax laws, tax planning and the Company’s forecasted financial condition and results of operations in future periods. Although the Company believes its current estimates are reasonable, actual results could differ from these estimates.
The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the Consolidated Financial Statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Significant management judgment is required to determine whether the recognition threshold has been met and, if so, the appropriate amount of unrecognized tax benefits to be recorded in the Consolidated Financial Statements. Management re-evaluates its tax positions each period in which new information about recognition or measurement becomes available. The Company’s policy is to recognize, when applicable, interest and penalties on unrecognized income tax benefits as part of Income tax (expense) benefit.
See Note 19—Income Taxes in the accompanying Consolidated Financial Statements for further details regarding these estimates and assumptions and changes compared to prior fiscal years.
Retirement Benefit Obligations
The Company’s employees participate in various defined benefit pension and postretirement plans sponsored by the Company and its subsidiaries. See Note 17—Retirement Benefit Obligations in the accompanying Consolidated Financial Statements.
The Company records amounts relating to its pension and other postretirement benefit plans based on calculations specified by GAAP. The measurement and recognition of the Company’s pension and other postretirement benefit plans, including the net periodic benefit costs (income) and projected benefit obligation, require the use of significant management judgments, including discount rates, expected return on plan assets, mortality and other actuarial assumptions. Current market conditions, including changes in investment returns and interest rates, were considered in making these assumptions. In developing the expected long-term rate of return, the pension portfolio’s past average rate of returns and future return expectations of the various asset classes were considered. The weighted average expected long-term rate of return of 6.4% for fiscal 2026 is based on a weighted average target asset allocation assumption of 10% equities, 86% fixed-income securities and 4% cash and other investments.
The Company recorded $10 million and $28 million in net periodic benefit costs (income) in the Statements of Operations for the fiscal years ended June 30, 2025 and 2024, respectively. The Company utilizes the full yield-curve approach to estimate the service and interest cost components of net periodic benefit costs (income) for its pension and other postretirement benefit plans.
Although the discount rate used for each plan will be established and applied individually, a weighted average discount rate of 5.5% will be used in calculating the fiscal 2026 net periodic benefit costs (income). The discount rate reflects the market rate for high-quality fixed-income investments on the Company’s annual measurement date of June 30 and is subject to change each fiscal year. The discount rate assumptions used to account for pension and other postretirement benefit plans reflect the rates at which the benefit obligations could be effectively settled. The rate was determined by matching the Company’s expected benefit payments for the plans to a hypothetical yield curve developed using a portfolio of several hundred high-quality non-callable corporate bonds. The weighted average discount rate is volatile from year to year because it is determined based upon the prevailing rates in the U.S., the U.K., Australia and other foreign countries as of the measurement date.
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The key assumptions used in developing the Company’s fiscal 2025 and 2024 net periodic benefit costs (income) for its plans consist of the following:
(in millions, except %)
Weighted average assumptions used to determine net periodic benefit costs (income):
Discount rate for PBO
Discount rate for service cost
Discount rate for interest on PBO
Assets:
Expected rate of return
Expected return
Actual return
Loss
One year actual return
Five year actual return
The Company will use a weighted average long-term rate of return of 6.4% for fiscal 2026 based principally on a combination of current asset mix and an expectation of future long term investment returns. The accumulated net pre-tax losses on the Company’s pension plans as of June 30, 2025 were approximately $456 million which increased from approximately $438 million for the Company’s pension plans as of June 30, 2024. This net increase of $18 million was primarily due to losses on plan assets and the negative impact of foreign currency fluctuations. Lower discount rates increase present values of benefit obligations, the Company’s deferred losses and subsequent-year benefit costs. Higher discount rates decrease the present values of benefit obligations, reduce the Company’s accumulated net loss and decrease subsequent-year benefit costs. These deferred losses are being systematically recognized in future net periodic benefit costs (income) in accordance with ASC 715, Compensation—Retirement Benefits (“ASC 715”). Unrecognized for the primary plans in excess of 10% of the of the market-related value of plan assets or the plan’s projected obligation are recognized over the average life expectancy for plan participants for the primary plans.
The Company made contributions of $20 million and $23 million to its pension plans in fiscal 2025 and 2024, respectively. Future plan contributions are dependent upon actual plan asset returns, statutory requirements and interest rate movements. Assuming that actual plan asset returns are consistent with the Company’s returns in fiscal 2025 and those expected beyond, and that interest rates remain constant, the Company anticipates that it will make required pension contributions of approximately $1 million in fiscal 2026. The Company will continue to make voluntary contributions as necessary to improve the funded status of the plans. See Note 17—Retirement Benefit Obligations and Note 18—Other Postretirement Benefits in the accompanying Consolidated Financial Statements.
Changes in net periodic benefit costs (income) may occur in the future due to changes in the Company’s expected rate of return on plan assets and discount rate resulting from economic events. The following table highlights the sensitivity of the Company’s pension obligations and expense to changes in these assumptions, assuming all other assumptions remain constant:
Changes in Assumption
Impact on Annual Pension Expense
Impact on Projected Benefit Obligation
0.25 percentage point decrease in discount rate
Increase $20 million
0.25 percentage point increase in discount rate
Decrease $19 million
0.25 percentage point decrease in expected rate of return on assets
Increase $2 million
0.25 percentage point increase in expected rate of return on assets
Decrease $2 million