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Fox Corp

For the period ended Sep 30, 2024. Filed Nov 4, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 4, 2024

FOXA$66.64-1.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-08.

0001628280-24-021664

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-04.

0001628280-24-044851

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 103 previous paragraphs and 98 current paragraphs.

57 unchanged; 28 reworded; 13 added; 18 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 14 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (13)

Current report

Operating expenses increased $156 million or 8% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, primarily due to the approximately $100 million impact of higher sports programming rights amortization driven by higher college football costs at the national sports networks, higher National Football League (“NFL”) costs, led by the timing of NFL games, and the mix of fiscal

Current report

2024 and 2025 broadcasts of soccer tournaments. The remaining increase of $56 million was principally due to continued growth at Tubi and higher newsgathering costs due to the 2024 presidential election.

Current report

Selling, general and administrative expenses increased $22 million or 5% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, primarily due to higher legal costs at FOX News Media and higher employee costs at Tubi.

Current report

Interest expense, net— Interest expense, net increased $8 million or 19% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, due to higher weighted-average interest rates on senior notes (See Note 9—Borrowings in the 2024 Form 10-K under the headings “Public Debt – Senior Notes Issued”).

Current report

Net income—Net income increased $417 million for three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, primarily due to an unrealized gain recognized on the change in fair value of the Company’s investment in Flutter Entertainment plc and higher Segment EBITDA (as defined below), partially offset by higher provision for income tax.

Current report

Cable Network Programming (45% and 43% of the Company’s revenues for the first three months of fiscal 2025 and 2024, respectively)

Current report

Cable Network Programming Segment EBITDA increased $141 million or 23% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, primarily due to the revenue increases noted above, partially offset by higher expenses. Operating expenses increased $53 million or 8% primarily due to higher sports programming rights amortization driven by higher college football costs partially offset by the absence of the Fédération International de Football Association (“FIFA”) Women’s World Cup at the national sports networks in the current year. Also contributing to this increase was higher newsgathering costs at FOX News Media due to the 2024 presidential election and breaking news coverage. Selling, general and administrative expenses increased $16 million or 12% primarily due to higher legal costs at FOX News Media.

Current report

Television (55% and 56% of the Company’s revenues for the first three months of fiscal 2025 and 2024, respectively)

Current report

Television Segment EBITDA increased $21 million or 6% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, due to the revenue increases noted above, partially offset by higher expenses. Operating expenses increased $135 million or 11% primarily due to higher sports programming rights amortization principally due to higher NFL costs, led by the timing of games, and the broadcast of the UEFA European Championship partially offset by the absence of the FIFA Women’s World Cup in the current year and continued growth at Tubi. Selling, general and administrative expenses increased $17 million or 7% primarily due to higher employee costs at Tubi.

Current report

The decrease in net cash used in financing activities during the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, was primarily due to net proceeds received from the exercise of stock options and lower dividend payments as a result of fewer shares outstanding.

Current report

There have been no material changes to the accounting policies and estimates as described in Part II., Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in the 2024 Form 10-K.
Removed paragraphs (18)

Previous report

Operating expenses decreased $677 million or 25% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to the impact of the absence of the February 2023 broadcast of Super Bowl LVII, fewer NFL games and the timing of sports programming rights amortization at the national sports networks.

Previous report

Selling, general and administrative expenses decreased $18 million or 3% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to lower legal costs at FOX News Media.

Previous report

The Company’s revenues decreased $993 million or 8% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and other revenues, partially offset by higher affiliate fee revenue. The increase of $185 million or 4% in affiliate fee revenue was primarily due to the approximately $550 million impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network, partially offset by the approximately $330 million impact of a lower average number of subscribers across almost all networks. The decrease of $1.2 billion or 21% in advertising revenue was primarily due to the approximately $950 million impact of the absence of the fiscal 2023 broadcasts of Super Bowl LVII and the Fédération International de Football Association (“FIFA”) Men’s World Cup and fewer NFL playoff games. The remaining decrease of approximately $250 million was primarily related to lower political advertising revenue at the FOX Television Stations principally due to the comparison with the November 2022 U.S. midterm elections in the prior year and lower ratings at FOX News Media and the FOX Network, partially offset by continued growth at Tubi and the broadcast of the FIFA Women’s World Cupat the national sports networks in the current year. The decrease of $17 million or 2% in other revenues was primarily due to lower content revenues principally due to the impact of the industry guild labor disputes in 2023, partially offset by higher sports sublicensing revenue principally due to renewals of college sports contracts.

Previous report

Operating expenses decreased $606 million or 8% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to the approximately $460 million impact of lower sports programming rights amortization and production costs principally due to the absence of the fiscal 2023 broadcasts of Super Bowl LVII and the FIFA Men’s World Cup partially offset by the renewed NFL contract. The remaining decrease was principally due to lower entertainment programming rights and production costs largely due to fewer hours of original scripted programming as compared to the prior year period as a result of the impact of the industry guild labor disputes in 2023.

Previous report

Selling, general and administrative expenses decreased $41 million or 3% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to lower legal costs at FOX News Media and lower employee related costs.

Previous report

Interest expense, net— Interest expense, net decreased $14 million or 8% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, as the increase in interest expense due to the issuance of $1.25 billion of senior notes in October 2023 (See Note 5—Borrowings to the accompanying Financial Statements) was more than offset by higher interest income as a result of higher interest rates.

Previous report

Net income (loss)—The Company recorded net income of $704 million and $1.2 billion for the three and nine months ended March 31, 2024, respectively, as compared to a net loss of $50 million and net income of $884 million for the three and nine months ended March 31, 2023, respectively. The increases were primarily due to the absence of the fiscal 2023 legal settlement costs at FOX News Media (See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Restructuring, Impairment and Other Corporate Matters”) and a gain on a contribution of assets (See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Non-Operating Other, net”), partially offset by higher provision for income tax, the net change in fair value of the Company’s investments in equity securities and, for the nine months ended March 31, 2024, lower Segment EBITDA (as defined below).

Previous report

Cable Network Programming (41% and 39% of the Company’s revenues for the first nine months of fiscal 2024 and 2023, respectively)

Previous report

Cable Network Programming Segment EBITDA increased $27 million or 3% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, as the revenue decreases noted above were more than offset by lower expenses. Operating expenses decreased $111 million or 18% primarily due to the timing of sports programming rights amortization at the national sports networks. Selling, general and administrative expenses decreased $14 million or 8% primarily due to lower legal costs at FOX News Media and the deconsolidation of the United States Football League.

Previous report

Revenues at the Cable Network Programming segment decreased $116 million or 3% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and affiliate fee revenues, partially offset by higher other revenues. The decrease of $8 million in affiliate fee revenue was primarily due to a decrease in the average number of subscribers partially offset by higher average rates per subscriber. The decrease of $149 million or 14% in advertising revenue was primarily due to lower ratings and lower pricing in the direct response marketplace partially offset by higher pricing in the national advertising marketplace at FOX News Media. Also contributing to this decrease was the absence of the fiscal 2023 broadcast of the FIFA Men’s World Cuppartially offset by the broadcast of the FIFA Women’s World Cupat the national sports networks in the current year. The increase of $41 million or 10% in other revenues was primarily due to higher sports sublicensing revenue principally due to renewals of college sports contracts.

Previous report

Cable Network Programming Segment EBITDA increased $103 million or 5% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, as the revenue decreases noted above were more than offset by lower expenses. Operating expenses decreased $181 million or 8% primarily due to lower sports programming rights amortization and production costs, led by the absence of the fiscal 2023 broadcast of the FIFA Men’s World Cuppartially offset by the broadcast of the FIFA Women’s World Cupat the national sports networks in the current year. Selling, general and administrative expenses decreased $38 million or 8% primarily due to lower legal costs at FOX News Media.

Previous report

Television (58% and 60% of the Company’s revenues for the first nine months of fiscal 2024 and 2023, respectively)

Previous report

Revenues at the Television segment decreased $537 million or 22% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising revenue, partially offset by higher affiliate fee and other revenues. The decrease of $620 million or 40% in advertising revenue was primarily due to the absence of the February 2023 broadcast of Super Bowl LVII and fewer NFL games in the current year quarter, partially offset by continued growth at Tubi. The increase of $70 million or 9% in affiliate fee revenue was primarily due to higher fees received from television stations that are affiliated with the FOX Network and higher average rates per subscriber partially offset by a lower average number of subscribers at the Company’s owned and operated television stations. The increase of $13 million or 9% in other revenues was primarily due to the timing of deliveries at FOX's entertainment production companies.

Previous report

Television Segment EBITDA increased $28 million or 24% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, as the revenue decreases noted above were more than offset by lower expenses. Operating expenses decreased $566 million or 27% primarily due to lower sports and entertainment programming rights amortization and production costs principally due to the absence of the February 2023 broadcast of Super Bowl LVII, fewer NFL games in the current year quarter, and fewer hours of original scripted programming as compared to the prior year period as a result of the impact of the industry guild labor disputes in 2023.

Previous report

Television Segment EBITDA decreased $424 million or 54% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to the revenue decreases noted above partially offset by lower expenses. Operating expenses decreased $414 million or 7% primarily due to lower sports programming rights amortization and production costs principally due to the absence of the fiscal 2023 broadcasts of Super Bowl LVIIand the FIFA Men’s World Cup and fewer NFL playoff games, partially offset by the renewed NFL contract. Also contributing to this decrease was lower entertainment programming rights amortization and production costs principally due to fewer hours of original scripted programming as compared to the prior year period as a result of the impact of the industry guild labor disputes in 2023. Selling, general and administrative expenses decreased $25 million or 3% primarily due to lower employee related costs.

Previous report

Other, Corporate and Eliminations (1% of the Company’s revenues for the first nine months of fiscal 2024 and 2023)

Previous report

For the three and nine months ended March 31, 2024 and 2023

Previous report

The decrease in net cash used in financing activities during the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, was primarily due to lower activity under the stock repurchase program and the net impact of the October 2023 issuance of $1.25 billion of senior notes and the $1.25 billion repayment of senior notes that matured in January 2024 (See Note 5—Borrowings to the accompanying Financial Statements).
Reworded paragraphs (28)

Previous wording

•Overview of the Company’s Business—This section provides a general description of the Company’s businesses, as well as developments that occurred during the three and nine months ended March 31, 2024 and 2023 that the Company believes are important in understanding its results of operations and financial condition or to disclose known trends.

Current wording

•Overview of the Company’s Business—This section provides a general description of the Company’s businesses, as well as developments that occurred during the three months ended September 30, 2024 and 2023 that the Company believes are important in understanding its results of operations and financial condition or to disclose known trends.

Previous wording

•Results of Operations—This section provides an analysis of the Company’s results of operations for the three and nine months ended March 31, 2024 and 2023. This analysis is presented on both a consolidated and a segment basis. In addition, a brief description is provided of significant transactions and events that impact the comparability of the results being analyzed.

Current wording

•Results of Operations—This section provides an analysis of the Company’s results of operations for the three months ended September 30, 2024 and 2023. This analysis is presented on both a consolidated and a segment basis. In addition, a brief description is provided of significant transactions and events that impact the comparability of the results being analyzed.

Previous wording

•Liquidity and Capital Resources—This section provides an analysis of the Company’s cash flows for the nine months ended March 31, 2024 and 2023, as well as a discussion of the Company’s outstanding debt and commitments, both firm and contingent, that existed as of March 31, 2024. Included in the discussion of outstanding debt is a discussion of the amount of financial capacity available to fund the Company’s future commitments and obligations, as well as a discussion of other financing arrangements.

Current wording

•Liquidity and Capital Resources—This section provides an analysis of the Company’s cash flows for the three months ended September 30, 2024 and 2023, as well as a discussion of the Company’s outstanding debt and commitments, both firm and contingent, that existed as of September 30, 2024. Included in the discussion of outstanding debt is a discussion of the amount of financial capacity available to fund the Company’s future commitments and obligations, as well as a discussion of other financing arrangements.

Previous wording

•Caution Concerning Forward-Looking Statements—This section provides a description of the use of forward-looking information appearing in this Quarterly Report on Form 10-Q, including in Management’s Discussion and Analysis of Financial Condition and Results of Operations. Such information is based on management’s current expectations about future events which are subject to change and to inherent risks and uncertainties. For a discussion of the risk factors applicable to the Company, refer to (i) Part I., Item 1A. “Risk Factors” in the 2023 Form 10-K and (ii) Part II., Item 1A. “Risk Factors” in the Company’s Quarterly Reports on Form 10-Q for the fiscal quarter ended September 30, 2023, as filed with the SEC on November 2, 2023 (the “Q1 2024 Form 10-Q”), and the fiscal quarter ended December 31, 2023, as filed with the SEC on February 7, 2024 (the “Q2 2024 Form 10-Q”).

Current wording

•Caution Concerning Forward-Looking Statements—This section provides a description of the use of forward-looking information appearing in this Quarterly Report on Form 10-Q, including in Management’s Discussion and Analysis of Financial Condition and Results of Operations. Such information is based on management’s current expectations about future events which are subject to change and to inherent risks and uncertainties. Refer to Part I., Item 1A. “Risk Factors” in the 2024 Form 10-K for a discussion of the risk factors applicable to the Company.

Previous wording

The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments:

Current wording

The Company is a news, sports and entertainment company, which manages and reports its businesses in four operating segments: Cable Network Programming, Television, Credible and the FOX Studio Lot with the following two reportable segments:

Previous wording

•Other, Corporate and Eliminations, which principally consists of the FOX Studio Lot, Credible Labs Inc. (“Credible”), corporate overhead costs and intracompany eliminations. The FOX Studio Lot, located in Los Angeles, California, provides television and film production services along with office space, studio operation services and includes all operations of the facility. Credible is a U.S. consumer finance marketplace.

Current wording

The Credible and the FOX Studio Lot operating segments do not meet the criteria under GAAP to be separately reported as a reportable segment or aggregated with other operating segments, and as such are presented as part of Corporate and Other, which is not a reportable segment. Corporate and Other principally consists of Credible, the FOX Studio Lot and corporate overhead costs. Credible is a U.S. consumer finance marketplace. The FOX Studio Lot, located in Los Angeles, California, provides television and film production services along with office space, studio operation services and includes all operations of the facility.

Previous wording

Results of Operations—For the three and nine months ended March 31, 2024 versus the three and nine months ended March 31, 2023.

Current wording

Results of Operations—For the three months ended September 30, 2024 versus the three months ended September 30, 2023.

Previous wording

The following table sets forth the Company’s operating results for the three and nine months ended March 31, 2024, as compared to the three and nine months ended March 31, 2023:

Current wording

The following table sets forth the Company’s operating results for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023:

Previous wording

The Company’s revenues decreased $637 million or 16% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and other revenues, partially offset by higher affiliate fee revenue. The increase of $81 million or 4% in affiliate fee revenue was primarily due to the approximately $230 million impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network, partially offset by the approximately $140 million impact of a lower average number of subscribers across almost all networks. The decrease of $640 million or 34% in advertising revenue was primarily due to the absence of the February 2023 broadcast of Super Bowl LVII and fewer National Football League (“NFL”) games. The decrease of $78 million or 22% in other revenues was primarily due to the timing of college sports sublicensing revenue.

Current wording

The Company’s revenues increased $357 million or 11% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, due to higher affiliate fee, advertising and other revenues. The increase of $103 million or 6% in affiliate fee revenue was primarily due to the impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network of approximately $210 million, partially offset by the approximately $110 million impact of a lower average number of subscribers across almost all networks. The increase of $129 million or 11% in advertising revenue was primarily due to the approximately $120 million impact of higher political advertising revenue due to the 2024 presidential and congressional elections at the FOX Television Stations and continued growth at Tubi. The increase of $125 million or 47% in other revenues was primarily due to higher sports sublicensing revenue at the national sports networks.

Previous wording

Income tax (expense) benefit—The Company’s tax provision and related effective tax rate for the three and nine months ended March 31, 2024 of 27% and 25%, respectively, was higher than the statutory rate of 21% primarily due to state taxes.

Current wording

Income tax expense—The Company’s tax provision and related effective tax rate of 25% for the three months ended September 30, 2024 was higher than the statutory rate of 21% primarily due to state taxes.

Previous wording

The Company's tax provision and related effective tax rate for thethree and nine months ended March 31, 2023 was different than the statutory rate of 21% primarily due to state taxes and the impact of other permanent items.

Current wording

The Company's tax provision and related effective tax rate of 26% for thethree months ended September 30, 2023 washigher than the statutory rate of 21% primarily due to state taxes and other permanent items.

Previous wording

The following tables set forth the Company’s Revenues and Segment EBITDA for the three and nine months ended March 31, 2024, as compared to the three and nine months ended March 31, 2023:

Current wording

The following tables set forth the Company’s Revenues and Segment EBITDA for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023:

Previous wording

Revenues at the Cable Network Programming segment decreased $98 million or 6% for the three months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and other revenues, partially offset by higher affiliate fee revenue. Affiliate fee revenue increased $11 million or 1% as higher average rates per subscriber were partially offset by a decrease in the average number of subscribers. The decrease of $20 million or 6% in advertising revenue was primarily due to lower digital advertising revenue and moderating direct response pricing declines at FOX News Media. Also contributing to this decrease was the absence of the March 2023 broadcast of the World Baseball Classic at the national sports networks. The decrease of $89 million or 55% in other revenues was primarily due to the timing of college sports sublicensing revenue.

Current wording

Revenues at the Cable Network Programming segment increased $210 million or 15% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, due to higher affiliate fee, advertising and other revenues. Affiliate fee revenue increased $32 million or 3% as higher average rates per subscriber were partially offset by a decrease in the average number of subscribers. The increase of $31 million or 11% in advertising revenue was primarily due to higher ratings, higher pricing in the direct response marketplace and higher digital advertising revenue partially offset by higher preemptions associated with breaking news coverage at FOX News Media. The increase of $147 million in other revenues was primarily due to higher sports sublicensing revenue at the national sports networks.

Previous wording

Revenues at the Television segment decreased $863 million or 12% for the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, due to lower advertising and other revenues, partially offset by higher affiliate fee revenue. The decrease of $1 billion or 22% in advertising revenue was primarily due to the absence of the fiscal 2023 broadcasts of Super Bowl LVII and the FIFA Men’s World Cup, lower political advertising revenue at the FOX Television Stations principally due to the comparison with the November 2022 U.S. midterm elections in the prior year, fewer NFL playoff games, and lower ratings at the FOX Network. Partially offsetting this decrease was continued growth at Tubi. The increase of $193 million or 9% in affiliate fee revenue was primarily due to higher fees received from television stations that are affiliated with the FOX Network and higher average rates per subscriber partially offset by a lower average number of subscribers at the Company’s owned and operated television stations. The decrease of $43 million or 9% in other revenues was primarily due to lower content revenues principally due to the impact of the industry guild labor disputes in 2023.

Current wording

Revenues at the Television segment increased $173 million or 10% for the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, due to higher advertising, affiliate fee and other revenues. The increase of $98 million or 11% in advertising revenue was primarily due to higher political advertising revenue at the FOX Television Stations due to the 2024 presidential and congressional elections and continued growth at Tubi. Also contributing to this increase was timing of NFL games, higher NFL ratings and the broadcasts of the Union of European Football Associations (“UEFA”)European Championship and CONMEBOL Copa América, partially offset by the absence of the FIFA Women’s World Cup in the current year. The increase of $71 million or 10% in affiliate fee revenue was primarily due to higher average rates per subscriber partially offset by a lower average number of subscribers at the Company’s owned and operated television stations and higher fees received from television stations that are affiliated with the FOX Network. The increase of $4 million or 3% in other revenues was primarily due to higher third-party content revenue at FOX Entertainment studios.

Previous wording

Revenues at the Other, Corporate and Eliminations segment for the three and nine months ended March 31, 2024 and 2023 include revenues generated by Credible and the operation of the FOX Studio Lot for third parties. Operating expenses for the three and nine months ended March 31, 2024 and 2023 include advertising and promotional expenses at Credible. Selling, general and administrative expenses for the three and nine months ended March 31, 2024 and 2023 primarily relate to employee costs, professional fees and the costs of operating the FOX Studio Lot. Selling, general and administrative expenses for the nine months ended March 31, 2024 increased, as compared to the corresponding period of fiscal 2023, primarily due to higher employee related costs as a result of the transition and separation of a named executive officer of the Company.

Current wording

Revenues within Corporate and Other for the three months ended September 30, 2024 and 2023 include revenues generated by Credible and the operation of the FOX Studio Lot. Operating expenses for the three months ended September 30, 2024 and 2023 include advertising and promotional expenses at Credible. Selling, general and administrative expenses for the three months ended September 30, 2024 and 2023 primarily relate to employee costs, professional fees and the costs of operating the FOX Studio lot.

Previous wording

The following table reconciles Net income to Adjusted EBITDA for the three and nine months ended March 31, 2024, as compared to the three and nine months ended March 31, 2023:

Current wording

The following table reconciles Net income to Adjusted EBITDA for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023:

Previous wording

The following table sets forth the computation of Adjusted EBITDA for the three and nine months ended March 31, 2024, as compared to the three and nine months ended March 31, 2023.

Current wording

The following table sets forth the computation of Adjusted EBITDA for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023.

Previous wording

The Company has approximately $3.8 billion of cash and cash equivalents as of March 31, 2024 and an unused five-year $1.0 billion unsecured revolving credit facility (See Note 5—Borrowings to the accompanying Financial Statements). The Company also has access to the worldwide capital markets, subject to market conditions. As of March 31, 2024, the Company was in compliance with all of the covenants under the revolving credit facility, and it does not anticipate any noncompliance with such covenants.

Current wording

The Company has approximately $4.1 billion of cash and cash equivalents as of September 30, 2024 and an unused five-year $1.0 billion unsecured revolving credit facility (See Note 5—Borrowings to the accompanying Financial Statements). The Company also has access to the worldwide capital markets, subject to market conditions. As of September 30, 2024, the Company was in compliance with all of the covenants under the revolving credit facility, and it does not anticipate any noncompliance with such covenants.

Previous wording

The principal uses of cash that affect the Company’s liquidity position include the following: the acquisition of rights and related payments for sports and entertainment programming; operational expenditures including production costs; marketing and promotional expenses; expenses related to broadcasting the Company’s programming; employee and facility costs; capital expenditures; acquisitions; income taxes, interest and dividend payments; debt repayments; legal settlements; and stock repurchases.

Current wording

The principal uses of cash that affect the Company’s liquidity position include the following: the acquisition of rights and related payments for entertainment and sports programming; operational expenditures including production costs; marketing and promotional expenses; expenses related to broadcasting the Company’s programming; employee and facility costs; capital expenditures; acquisitions, including redeemable noncontrolling interests; income taxes, interest and dividend payments; debt repayments; legal settlements; and stock repurchases.

Previous wording

Net cash provided by operating activities for the nine months ended March 31, 2024 and 2023 was as follows (in millions):

Current wording

Net cash provided by operating activities for the three months ended September 30, 2024 and 2023 was as follows (in millions):

Previous wording

The decrease in net cash provided by operating activities during the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, was primarily due to lower Segment EBITDA and lower NFL receipts due to the absence of Super Bowl LVII, partially offset by lower entertainment programming costs.

Current wording

The increase in net cash provided by operating activities during the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, was primarily due to higher Segment EBITDA, principally due to higher political advertising receipts due to the 2024 presidential and congressional elections, and lower restructuring payments, partially offset by higher entertainment programming costs.

Previous wording

Net cash used in investing activities for the nine months ended March 31, 2024 and 2023 was as follows (in millions):

Current wording

Net cash used in investing activities for the three months ended September 30, 2024 and 2023 was as follows (in millions):

Previous wording

Net cash used in investing activities remained relatively consistent during the nine months ended March 31, 2024, as compared to the corresponding period of fiscal 2023, primarily due to higher investments in equity securities partially offset by a decrease in capital expenditures.

Current wording

The increase in net cash used in investing activities during the three months ended September 30, 2024, as compared to the corresponding period of fiscal 2024, primarily due to an increase in the Company’s investments partially offset by a decrease in capital expenditures.

Previous wording

Net cash used in financing activities for the nine months ended March 31, 2024 and 2023 was as follows (in millions):

Current wording

Net cash used in financing activities for the three months ended September 30, 2024 and 2023 was as follows (in millions):

Previous wording

The Company declared a semi-annual dividend of $0.26 per share on both the Class A Common Stock, par value $0.01 per share, and the Class B Common Stock, par value $0.01 per share, during the three months ended March 31, 2024, which was paid on March 26, 2024 to stockholders of record on March 6, 2024.

Current wording

The Company declared a semi-annual dividend of $0.27 per share on both the Class A Common Stock and the Class B Common Stock during the three months ended September 30, 2024, which was paid on September 25, 2024 to stockholders of record on September 4, 2024. The Company expects to continue to pay semi-annual dividends, although each dividend is subject to approval by the Company’s Board of Directors.

Previous wording

Borrowings include senior notes. In January 2024, $1.25 billion of 4.030% senior notes matured and were repaid in full (See Note 5—Borrowings to the accompanying Financial Statements).

Current wording

Borrowings include senior notes (See Note 5—Borrowings to the accompanying Financial Statements).

Previous wording

•the other risks and uncertainties detailed in Part I, Item 1A. “Risk Factors” in the 2023 Form 10-K and Part II, Item 1A. “Risk Factors” in the Q1 2024 Form 10-Q and the Q2 2024 Form 10-Q.

Current wording

•the other risks and uncertainties detailed in Part I, Item 1A. ‘Risk Factors’ in the 2024 Form 10-K.

Previous wording

Forward-looking statements in this Quarterly Report on Form 10-Q speak only as of the date hereof, and forward-looking statements in documents that are incorporated by reference hereto speak only as of the date of those documents. The Company does not undertake any obligation to update or release any revisions to any forward-looking statement made herein or to report any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or to conform such statements to actual results or changes in our expectations, except as required by law.

Current wording

Forward-looking statements in this Quarterly Report speak only as of the date hereof, and forward-looking statements in documents that are incorporated by reference hereto speak only as of the date of those documents. The Company does not undertake any obligation to update or release any revisions to any forward-looking statement made herein or to report any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or to conform such statements to actual results or changes in our expectations, except as required by law.