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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2023
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission File Number 001-38776
FOX CORPORATION
(Exact name of registrant as specified in its charter)
Delaware83-1825597
(State or other jurisdiction
of incorporation or organization)
(I.R.S. Employer
Identification No.)
1211 Avenue of the Americas
New York,New York10036
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code (212) 852-7000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolsName of each exchange
on which registered
Class A Common Stock, par value $0.01 per shareFOXAThe Nasdaq Global Select Market
Class B Common Stock, par value $0.01 per shareFOXThe Nasdaq Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerxAccelerated filero
Non-accelerated fileroSmaller reporting companyo
Emerging growth companyo
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No x
As of February 5, 2024, 239,295,115 shares of Class A Common Stock, par value $0.01 per share, and 235,581,025 shares of Class B Common Stock, par value $0.01 per share, were outstanding.


FOX CORPORATION
FORM 10-Q
TABLE OF CONTENTS
 Page
 
 
 
 
 
 
 
 
 
 
 
 





FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
 
For the three months ended December 31,
For the six months ended December 31,
 2023202220232022
Revenues$4,234 $4,605 $7,441 $7,797 
Operating expenses(3,393)(3,528)(5,255)(5,184)
Selling, general and administrative(495)(550)(975)(998)
Depreciation and amortization(97)(103)(193)(202)
Interest expense, net(72)(60)(114)(128)
Other, net(46)73 (212)(3)
Income before income tax expense131 437 692 1,282 
Income tax expense(16)(116)(162)(348)
Net income115 321 530 934 
Less: Net income attributable to noncontrolling interests(6)(8)(14)(16)
Net income attributable to Fox Corporation stockholders$109 $313 $516 $918 
 
EARNINGS PER SHARE DATA
Weighted average shares:
Basic481 541 487 545 
Diluted482 543 488 547 
 
Net income attributable to Fox Corporation stockholders per share - basic and diluted$0.23 $0.58 $1.06 $1.68 
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
1


FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(IN MILLIONS)
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
Net income$115 $321 $530 $934 
Other comprehensive income, net of tax:
Benefit plan adjustments and other5 9 3 7 
Other comprehensive income, net of tax5 9 3 7 
Comprehensive income120 330 533 941 
Less: Net income attributable to noncontrolling interests(a)
(6)(8)(14)(16)
Comprehensive income attributable to Fox Corporation stockholders$114 $322 $519 $925 
(a)
Net income attributable to noncontrolling interests includes $(4) million and $(5) million for the three months ended December 31, 2023 and 2022, respectively, and $(4) million and $(10) million for the six months ended December 31, 2023 and 2022, respectively, relating to redeemable noncontrolling interests.
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
2


FOX CORPORATION
CONSOLIDATED BALANCE SHEETS
(IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS)
As of
December 31,
2023
As of
June 30,
2023
(unaudited) (audited)
ASSETS
Current assets  
Cash and cash equivalents$4,122 $4,272 
Receivables, net3,001 2,177 
Inventories, net1,038 543 
Other340 265 
Total current assets8,501 7,257 
Non-current assets
Property, plant and equipment, net1,676 1,708 
Intangible assets, net3,061 3,084 
Goodwill3,559 3,559 
Deferred tax assets3,065 3,090 
Other non-current assets2,984 3,168 
Total assets$22,846 $21,866 
LIABILITIES AND EQUITY
Current liabilities
Borrowings$1,250 $1,249 
Accounts payable, accrued expenses and other current liabilities2,457 2,514 
Total current liabilities3,707 3,763 
Non-current liabilities
Borrowings7,195 5,961 
Other liabilities1,376 1,484 
Redeemable noncontrolling interests243 213 
Commitments and contingencies
Equity
Class A Common Stock(a)
3 3 
Class B Common Stock(b)
2 2 
Additional paid-in capital7,879 8,253 
Retained earnings2,514 2,269 
Accumulated other comprehensive loss(146)(149)
Total Fox Corporation stockholders’ equity10,252 10,378 
Noncontrolling interests73 67 
Total equity10,325 10,445 
Total liabilities and equity$22,846 $21,866 
(a)
Class A Common Stock, $0.01 par value per share, 2,000,000,000 shares authorized, 240,828,814 shares and 262,899,364 shares issued and outstanding at par as of December 31, 2023 and June 30, 2023, respectively.
(b)
Class B Common Stock, $0.01 par value per share, 1,000,000,000 shares authorized, 235,581,025 shares and 235,581,025 shares issued and outstanding at par as of December 31, 2023 and June 30, 2023, respectively.
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
3


FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN MILLIONS)
For the six months ended December 31,
20232022
OPERATING ACTIVITIES
Net income$530 $934 
Adjustments to reconcile net income to cash used in operating activities
Depreciation and amortization193 202 
Amortization of cable distribution investments8 8 
Equity-based compensation48 32 
Other, net212 3 
Deferred income taxes29 152 
Change in operating assets and liabilities, net of acquisitions and dispositions
Receivables and other assets(853)(952)
Inventories net of programming payable(405)(420)
Accounts payable and accrued expenses(180)(152)
Other changes, net(117)(68)
Net cash used in operating activities(535)(261)
INVESTING ACTIVITIES
Property, plant and equipment(150)(153)
Purchase of investments(6)(50)
Other investing activities, net13 (18)
Net cash used in investing activities(143)(221)
FINANCING ACTIVITIES
Borrowings1,232  
Repurchase of shares(500)(500)
Dividends paid and distributions(142)(155)
Sale of subsidiary noncontrolling interest 25 
Other financing activities, net(62)(30)
Net cash provided by (used in) financing activities528 (660)
Net decrease in cash and cash equivalents(150)(1,142)
Cash and cash equivalents, beginning of year4,272 5,200 
Cash and cash equivalents, end of period$4,122 $4,058 
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
4


FOX CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF EQUITY
(IN MILLIONS)
 Class A Class BAdditional Paid-in Capital Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total Fox
Corporation
Stockholders’
Equity
Noncontrolling
Interests(a)
Total
Equity
Common Stock Common Stock
Shares Amount Shares Amount
Balance, September 30, 2023249 $3 235 $2 $7,991 $2,539 $(151)$10,384 $67 $10,451 
Net income— — — — — 109 — 109 10 119 
Other comprehensive income— — — — — — 5 5 — 5 
Shares repurchased(9)— — — (139)(114)— (253)— (253)
Other1 — — — 27 (20)— 7 (4)3 
Balance, December 31, 2023241 $3 235 $2 $7,879 $2,514 $(146)$10,252 $73 $10,325 
Balance, September 30, 2022303 $3 241 $2 $8,949 $2,795 $(228)$11,521 $64 $11,585 
Net income— — — — — 313 — 313 13 326 
Other comprehensive income— — — — — — 9 9 — 9 
Shares repurchased(6)— (2)— (137)(113)— (250)— (250)
Other1 — (1)— 24 (10)— 14 (8)6 
Balance, December 31, 2022298 $3 238 $2 $8,836 $2,985 $(219)$11,607 $69 $11,676 
Balance, June 30, 2023263 $3 235 $2 $8,253 $2,269 $(149)$10,378 $67 $10,445 
Net income— — — — — 516 — 516 18 534 
Other comprehensive income— — — — — — 3 3 — 3 
Dividends— — — — — (127)— (127)— (127)
Shares repurchased(24)— — — (397)(108)— (505)— (505)
Other2 — — — 23 (36)— (13)(12)(25)
Balance, December 31, 2023241 $3 235 $2 $7,879 $2,514 $(146)$10,252 $73 $10,325 
Balance, June 30, 2022308 $3 243 $3 $9,098 $2,461 $(226)$11,339 $36 $11,375 
Net income— — — — — 918 — 918 26 944 
Other comprehensive income — — — — — — 7 7 — 7 
Dividends— — — — — (137)— (137)— (137)
Shares repurchased(11)— (5)— (261)(239)— (500)— (500)
Other1 — — (1)(1)(18)— (20)7 (13)
Balance, December 31, 2022298 $3 238 $2 $8,836 $2,985 $(219)$11,607 $69 $11,676 
(a)
Excludes Redeemable noncontrolling interests which are reflected in temporary equity (See Note 4—Fair Value under the heading “Redeemable Noncontrolling Interests”).
The accompanying notes are an integral part of these Unaudited Consolidated Financial Statements.
5



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
Fox Corporation (“FOX” or the “Company”) is a news, sports and entertainment company, which manages and reports its businesses in the following segments: Cable Network Programming, Television and Other, Corporate and Eliminations.
The accompanying Unaudited Consolidated Financial Statements of FOX have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these Unaudited Consolidated Financial Statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2024.
The preparation of the Company’s Unaudited Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the Unaudited Consolidated Financial Statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates.
These interim Unaudited Consolidated Financial Statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023 as filed with the Securities and Exchange Commission on August 11, 2023 (the “2023 Form 10-K”).
All significant intercompany transactions and accounts within the Company’s consolidated businesses have been eliminated. Investments in and advances to entities or joint ventures in which the Company has significant influence, but less than a controlling financial interest, are accounted for using the equity method. Significant influence generally exists when the Company owns an interest between 20% and 50%. Equity securities in which the Company has no significant influence (generally less than a 20% ownership interest) with readily determinable fair values are accounted for at fair value based on quoted market prices. Equity securities without readily determinable fair values are accounted for either at fair value or using the measurement alternative method which is at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. All gains and losses on investments in equity securities are recognized in the Unaudited Consolidated Statements of Operations.
The Company’s fiscal year ends on June 30 (“fiscal”) of each year. Certain fiscal 2023 amounts have been reclassified to conform to the fiscal 2024 presentation.
The unaudited and audited consolidated financial statements are referred to as the “Financial Statements” herein. The unaudited consolidated statements of operations are referred to as the “Statements of Operations” herein. The unaudited and audited consolidated balance sheets are referred to as the “Balance Sheets” herein.
NOTE 2. ACQUISITIONS, DISPOSALS AND OTHER TRANSACTIONS
The Company’s acquisitions support the Company’s strategy to strengthen its core brands, grow its digital businesses and selectively enhance production capabilities for its digital and linear platforms. During the six months ended December 31, 2023 and 2022, the Company made no acquisitions.
On January 12, 2024, the United Football League (the “UFL”) was launched as a professional spring football league that combines the legacy operations of the United States Football League (the “USFL”), a consolidated subsidiary of FOX, and XFL, a third-party company. In connection with the launch of the UFL, the Company contributed USFL assets into the UFL, a newly formed joint venture with XFL.
6



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 3. INVENTORIES, NET
The Company’s inventories were comprised of the following:
As of
December 31,
2023
As of
June 30,
2023
(in millions)
Licensed programming, including prepaid sports rights$1,249 $720 
Owned programming518 465 
Total inventories, net1,767 1,185 
Less: current portion of inventories, net(1,038)(543)
Total non-current inventories, net$729 $642 
Owned programming
Released$223 $256 
In-process or other295 209 
Total$518 $465 
The following table presents the aggregate amortization expense related to Inventories, net included in Operating expenses in the Statements of Operations:
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
(in millions)
Total amortization expense$2,467 $2,566 $3,462 $3,420 
NOTE 4. FAIR VALUE
Fair value measurements are required to be disclosed using a three-tiered fair value hierarchy which distinguishes market participant assumptions into the following categories: (i) inputs that are quoted prices in active markets (“Level 1”); (ii) inputs other than quoted prices included within Level 1 that are observable, including quoted prices for similar assets or liabilities (“Level 2”); and (iii) inputs that require the entity to use its own assumptions about market participant assumptions (“Level 3”).
The following tables present information about financial assets and redeemable noncontrolling interests carried at fair value on a recurring basis:
Fair value measurements
As of December 31, 2023
Total Level 1Level 2Level 3
(in millions)
Investments in equity securities$785 $785 
(a)
$ $ 
Redeemable noncontrolling interests(243)  (243)
(b)
Total$542 $785 $ $(243)
7



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Fair value measurements
As of June 30, 2023
Total Level 1 Level 2Level 3
(in millions)
Investments in equity securities$884 $884 
(a)
$ $ 
Redeemable noncontrolling interests(213)  (213)
(b)
Total$671 $884 $ $(213)
(a)
The investments categorized as Level 1 primarily represent an investment in equity securities of Flutter Entertainment plc (“Flutter”) with a readily determinable fair value.
(b)
The Company utilizes both the market and income approach valuation techniques for its Level 3 fair value measures. Inputs to such measures could include observable market data obtained from independent sources such as broker quotes and recent market transactions for similar assets. It is the Company’s policy to maximize the use of observable inputs in the measurement of its Level 3 fair value measurements. To the extent observable inputs are not available, the Company utilizes unobservable inputs based upon the assumptions market participants would use in valuing the redeemable noncontrolling interests. Examples of utilized unobservable inputs are future cash flows and long-term growth rates.
Redeemable Noncontrolling Interests
The redeemable noncontrolling interests recorded are put rights held by minority shareholders in Credible Labs Inc. (“Credible”) and an entertainment production company.
The changes in redeemable noncontrolling interests classified as Level 3 measurements were as follows:
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
(in millions)
Beginning of period$(228)$(193)$(213)$(188)
Net loss4 5 4 10 
Accretion and other
(19)(8)(34)(18)
End of period$(243)$(196)$(243)$(196)
The put right held by the Credible minority shareholder will become exercisable in fiscal 2025. The put right held by the entertainment production company’s minority shareholder will become exercisable in fiscal 2027.
8



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Financial Instruments
The carrying value of the Company’s financial instruments exclusive of borrowings, such as cash and cash equivalents, receivables, payables and investments accounted for using the measurement alternative method, approximates fair value.
As of
December 31,
2023
As of
June 30,
2023
(in millions)
Borrowings
Fair value$8,449 $6,895 
Carrying value$8,445 $7,210 
Fair value is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market (a Level 1 measurement).
Concentrations of Credit Risk
Cash and cash equivalents are maintained with several financial institutions. The Company has deposits held with banks that exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions of reputable credit and, therefore, bear minimal credit risk.
Generally, the Company does not require collateral to secure receivables. As of December 31, 2023, the Company had no individual customers that accounted for 10% or more of the Company’s receivables. As of June 30, 2023, the Company had one customer that accounted for approximately 11% of the Company’s receivables.
NOTE 5. BORROWINGS
Borrowings include senior notes (See Note 9—Borrowings in the 2023 Form 10-K under the heading “Public Debt – Senior Notes Issued”). In October 2023, the Company issued $1.25 billion of 6.500% senior notes due 2033. In addition, the Company is party to a credit agreement providing a $1.0 billion unsecured revolving credit facility with a sub-limit of $150 million available for the issuance of letters of credit and a maturity date of June 2028 (See Note 9—Borrowings in the 2023 Form 10-K under the heading “Revolving Credit Agreement”). As of December 31, 2023, there were no borrowings outstanding under the revolving credit agreement. Subsequent to December 31, 2023, $1.25 billion of 4.030% senior notes due in January 2024 matured and were repaid in full.
NOTE 6. STOCKHOLDERS’ EQUITY
Stock Repurchase Program
The Company’s Board of Directors has authorized a stock repurchase program under which the Company can repurchase $7 billion of Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), and Class B Common Stock, par value $0.01 per share (the “Class B Common Stock”). The program has no time limit and may be modified, suspended or discontinued at any time.
In connection with the stock repurchase program, the Company entered into an accelerated share repurchase (“ASR”) agreement in February 2023, under which the Company paid a third-party financial institution $1 billion and received an initial delivery of approximately 22.5 million shares of Class A Common Stock, representing 80% of the shares expected to be repurchased under the ASR agreement, at a price of $35.54 per share, which was the Nasdaq Global Select Market (“Nasdaq”) closing share price of the Class A Common Stock on February 8, 2023. Upon settlement of the ASR agreement in August 2023, the Company received a final delivery of approximately 7.8 million shares of Class A Common Stock. The final number of
9



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
shares purchased under the ASR agreement was determined using a price of $33.03 per share (the volume-weighted average market price of the Class A Common Stock on Nasdaq during the term of the ASR agreement less a discount). The Company accounted for the ASR agreement as two separate transactions. The initial delivery of Class A Common Stock was accounted for as a treasury stock transaction recorded on the acquisition date. The final settlement of Class A Common Stock was accounted for as a forward contract indexed to the Class A Common Stock and qualified as an equity transaction.
In total, the Company repurchased approximately 24 million shares of Class A Common Stock for approximately $500 million during the six months ended December 31, 2023.
Repurchased shares are retired and reduce the number of shares issued and outstanding. The Company allocates the amount of the repurchase price over par value between additional paid-in capital and retained earnings.
As of December 31, 2023, the Company’s remaining stock repurchase authorization was approximately $1.9 billion. Subsequent to December 31, 2023, the Company repurchased approximately 1.6 million shares of Class A Common Stock for approximately $50 million.
Dividends
The following table summarizes the dividends declared per share on both the Company’s Class A Common Stock and Class B Common Stock:
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
Cash dividend per share$ $ $0.26 $0.25 
Subsequent to December 31, 2023 the Company declared a semi-annual dividend of $0.26 per share on both the Class A Common Stock and the Class B Common Stock. The dividend declared is payable on March 26, 2024 with a record date for determining dividend entitlements of March 6, 2024.
NOTE 7. EQUITY-BASED COMPENSATION
The Company has equity-based compensation plans, including the Fox Corporation 2019 Shareholder Alignment Plan (See Note 12—Equity-Based Compensation in the 2023 Form 10-K).
The following table summarizes the Company’s equity-based compensation:
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
(in millions)
Equity-based compensation$24 $25 $48 $32 
Intrinsic value of all settled equity-based awards$7 $ $72 $76 
Tax benefit on settled equity-based awards$1 $(1)$11 $13 
The Company’s equity-based awards are settled in Class A Common Stock. As of December 31, 2023, the Company’s total estimated compensation cost, not yet recognized, related to non-vested equity awards held by the Company’s employees was approximately $125 million and is expected to be recognized over a weighted average period between one and two years.
As of December 31, 2023 and 2022, the Company had approximately 5 million stock options outstanding. The computation of diluted earnings per share did not include stock options outstanding during each period
10



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
presented if their inclusion would have been antidilutive, and, for those shares that are contingently issuable, all necessary conditions have not been satisfied for the periods presented.
Awards Vested and Granted
Restricted Stock Units
During the six months ended December 31, 2023 and 2022, restricted stock units (“RSUs”) with a value of approximately $1.9 million and $1.5 million vested, respectively, and RSUs with a value of approximately $2.0 million were granted in each period. These RSUs generally vest in equal annual installments over a three-year period subject to participants’ continued employment with the Company.
Performance-Based Stock Options
During the six months ended December 31, 2023 and 2022, the Company granted approximately 4 million performance-based stock options, in each period, which will vest in full at the end of a three-year performance period if the market condition is met, and have a term of seven years thereafter.
NOTE 8. COMMITMENTS AND CONTINGENCIES
Commitments
The Company has commitments under certain firm contractual arrangements (“firm commitments”) to make future payments. These firm commitments secure the future rights to various assets and services to be used in the normal course of operations. The total firm commitments and future debt payments as of December 31, 2023 and June 30, 2023 were approximately $38 billion and $39 billion, respectively. The decrease from June 30, 2023 was primarily due to sports programming rights payments, partially offset by the issuance of $1.25 billion of senior notes in October 2023 (See Note 5—Borrowings).
Contingencies
The Company establishes an accrued liability for legal claims and indemnification claims when the Company determines that a loss is both 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. Any fees, expenses, fines, penalties, judgments or settlements which might be incurred by the Company in connection with the various proceedings could affect the Company’s results of operations and financial condition. For the contingencies disclosed below for which there is at least a reasonable possibility that a loss may be incurred, other than the accrual provided, the Company was unable to estimate the amount of loss or range of loss.
FOX News
The Company’s FOX News business and certain of its current and former employees have been subject to allegations of sexual harassment and discrimination on the basis of sex and race. The Company has resolved many of these claims and is contesting other claims in litigation. The Company has also received regulatory and investigative inquiries relating to these matters. To date, none of the amounts paid in settlements or reserved for pending or future claims is material, individually or in the aggregate, to the Company. The amount of additional liability, if any, that may result from these or related matters cannot be estimated at this time. However, the Company does not currently anticipate that the ultimate resolution of any such pending matters will have a material adverse effect on its business, financial condition, results of operations or cash flows.
U.K. Newspaper Matters Indemnity
In connection with the separation of Twenty-First Century Fox, Inc. (“21CF”) and News Corporation in June 2013 (the “21CF News Corporation Separation”), 21CF agreed to indemnify News Corporation, on an after-tax basis, for payments made after the 21CF News Corporation Separation arising out of civil claims and investigations relating to phone hacking, illegal data access and inappropriate payments to public officials that
11



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
occurred at subsidiaries of News Corporation before the 21CF News Corporation Separation, as well as legal and professional fees and expenses paid in connection with the related criminal matters, other than fees, expenses and costs relating to employees who are not (i) directors, officers or certain designated employees or (ii) with respect to civil matters, co-defendants with News Corporation (the “U.K. Newspaper Matters Indemnity”). In accordance with the Separation Agreement (as defined in Note 1—Description of Business and Basis of Presentation in the 2023 Form 10-K under the heading “The Transaction”), the Company assumed certain costs and liabilities related to the U.K. Newspaper Matters Indemnity. The liability recorded in the Balance Sheets related to the indemnity was approximately $115 million as of June 30, 2023 and approximately $90 million as of December 31, 2023.
Defamation and Disparagement Claims
From time to time, the Company and its news businesses, including FOX News Media and the FOX Television Stations, and their employees are subject to lawsuits alleging defamation or disparagement. These include lawsuits filed by Smartmatic USA Corp. and certain of its affiliates (collectively, “Smartmatic”) in February 2021 seeking $2.7 billion in damages and Dominion Voting Systems, Inc. and certain of its affiliates (collectively, “Dominion”) in March 2021 seeking $1.6 billion in damages. On March 31, 2023, the court in the Dominion case issued its rulings on summary judgment motions that were unfavorable to the Company. Following these rulings, on April 18, 2023, the Company and its subsidiary, Fox News Network, LLC, entered into a Release and Settlement Agreement with Dominion pursuant to which the parties agreed to resolve the lawsuits among them. The Company paid an aggregate of approximately $800 million to settle this and a related lawsuit in April 2023.
The Company continues to believe the Smartmatic and other pending lawsuits alleging defamation or disparagement are without merit and intends to defend against them vigorously, including through any appeals. Discovery in the Smartmatic case, including depositions and expert discovery, remains ongoing, and summary judgment and other key motions will follow. At this time, a trial in the Smartmatic lawsuit is not expected to commence until 2025. The Company is unable to predict the final outcome of these matters and has determined that a loss in the Smartmatic case is neither probable nor reasonably estimable. There can be no assurance that the ultimate resolution of these pending matters will not have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
On April 11, 2023 and April 20, 2023, stockholders of the Company filed derivative lawsuits in the Delaware Court of Chancery against certain directors of the Company under the captions Schwarz v. Murdoch et al., C.A. No. 2023-0418 (Del. Ch.) and Greenberg et al. v. Murdoch et al., C.A. No. 2023-0440 (Del. Ch.). The Delaware Court of Chancery consolidated the lawsuits into one matter captioned In re Fox Corporation Deriv. Litig., C.A. No. 2023-0418 (Del.Ch.). Two additional derivative lawsuits were subsequently filed by the Company’s stockholders in the same court on September 12, 2023 against certain directors and officers of the Company and are part of the consolidated lawsuit. Each of the lawsuits names the Company as a nominal defendant. The complaints allege that certain directors and officers, as applicable, breached their fiduciary duties by allowing the Company’s news channel to air allegations regarding election fraud in connection with the 2020 U.S. Presidential election, which resulted in significant defamation litigation. The plaintiffs seek orders awarding damages in favor of the Company; directing the Company to reform and improve its policies and procedures; and awarding the plaintiffs attorneys' fees and costs. The Company intends to vigorously contest the lawsuit.
Other
The Company’s operations are subject to tax primarily in various domestic jurisdictions and as a matter of course, the Company is regularly audited by federal and state tax authorities. The Company believes it has appropriately accrued for the expected outcome of all pending tax matters and does not currently anticipate that the ultimate resolution of pending tax matters will have a material adverse effect on its consolidated financial condition, future results of operations or liquidity. Each member of the 21CF consolidated group, which includes 21CF, the Company (prior to the Transaction (as defined in Note 1—Description of Business and Basis of Presentation in the 2023 Form 10-K under the heading “The Transaction”)) and 21CF’s other subsidiaries, is jointly and severally liable for the U.S. federal income and, in certain jurisdictions, state tax liabilities of each
12



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
other member of the consolidated group. Consequently, the Company could be liable in the event any such liability is incurred, and not discharged, by any other member of the 21CF consolidated group. The tax matters agreement entered into in connection with the Separation (as defined in Note 1—Description of Business and Basis of Presentation in the 2023 Form 10-K under the heading “The Transaction”) requires 21CF and/or The Walt Disney Company to indemnify the Company for any such liability. Disputes or assessments could arise during future audits by the Internal Revenue Service in amounts that the Company cannot quantify.
NOTE 9. PENSION AND OTHER POSTRETIREMENT BENEFITS
The Company participates in and/or sponsors various pension, savings and postretirement benefit plans. Pension plans and postretirement benefit plans are closed to new participants with the exception of a small group covered by collective bargaining agreements. The net periodic benefit cost was $14 million and $16 million for the three months ended December 31, 2023 and 2022, respectively, and $27 million and $32 million for the six months ended December 31, 2023 and 2022, respectively.
NOTE 10. SEGMENT INFORMATION
The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments:
Cable Network Programming, which produces and licenses news and sports content distributed through traditional cable television systems, direct broadcast satellite operators and telecommunication companies, virtual multi-channel video programming distributors and other digital platforms, primarily in the U.S.
Television, which produces, acquires, markets and distributes programming through the FOX broadcast network, advertising supported video-on-demand service Tubi, 29 full power broadcast television stations, including 11 duopolies, and other digital platforms, primarily in the U.S. Eighteen of the broadcast television stations are affiliated with the FOX Network, 10 are affiliated with MyNetworkTV and one is an independent station. The segment also includes various production companies that produce content for the Company and third parties.
Other, Corporate and Eliminations, which principally consists of the FOX Studio Lot, 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.
The Company’s operating segments have been determined in accordance with the Company’s internal management structure, which is organized based on operating activities. The Company evaluates performance based upon several factors, of which the primary financial measure is segment operating income before depreciation and amortization, or Segment EBITDA. Due to the integrated nature of these operating segments, estimates and judgments are made in allocating certain assets, revenues and expenses.
Segment EBITDA is defined as Revenues less Operating expenses and Selling, general and administrative expenses. Segment EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, Impairment and restructuring charges, Interest expense, net, Other, net and Income tax expense. Management believes that Segment EBITDA is an appropriate measure for evaluating the operating performance of the Company’s business segments because it is the primary measure used by the Company’s chief operating decision maker to evaluate the performance of and allocate resources to the Company’s businesses.
13



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
The following tables set forth the Company’s Revenues and Segment EBITDA for the three and six months ended December 31, 2023 and 2022:
 
For the three months ended December 31,
For the six months ended December 31,
 2023202220232022
 (in millions)
Revenues  
Cable Network Programming$1,658 $1,632 $3,045 $3,063 
Television2,542 2,934 4,322 4,648 
Other, Corporate and Eliminations34 39 74 86 
Total revenues$4,234 $4,605 $7,441 $7,797 
Segment EBITDA
Cable Network Programming$564 $353 $1,171 $1,095 
Television(138)256 213 665 
Other, Corporate and Eliminations(76)(78)(165)(137)
Amortization of cable distribution investments(4)(4)(8)(8)
Depreciation and amortization(97)(103)(193)(202)
Interest expense, net(72)(60)(114)(128)
Other, net(46)73 (212)(3)
Income before income tax expense131 437 692 1,282 
Income tax expense(16)(116)(162)(348)
Net income115 321 530 934 
Less: Net income attributable to noncontrolling interests(6)(8)(14)(16)
Net income attributable to Fox Corporation stockholders$109 $313 $516 $918 
Revenues by Segment by Component
 
For the three months ended December 31,
For the six months ended December 31,
 2023202220232022
 (in millions)
Cable Network Programming  
Affiliate fee$1,031 $1,026 $2,036 $2,055 
Advertising348 451 638 767 
Other279 155 371 241 
Total Cable Network Programming revenues1,658 1,632 3,045 3,063 
Television
Advertising1,654 2,052 2,564 2,957 
Affiliate fee756 686 1,491 1,368 
Other132 196 267 323 
Total Television revenues2,542 2,934 4,322 4,648 
Other, Corporate and Eliminations34 39 74 86 
Total revenues$4,234 $4,605 $7,441 $7,797 
14



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
(in millions)
Depreciation and amortization
Cable Network Programming$19 $17 $37 $34 
Television28 30 57 59 
Other, Corporate and Eliminations50 56 99 109 
Total depreciation and amortization$97 $103 $193 $202 
As of
December 31,
2023
As of
June 30,
2023
(in millions)
Assets
Cable Network Programming$2,832 $2,658 
Television9,059 7,803 
Other, Corporate and Eliminations10,117 10,371 
Investments838 1,034 
Total assets$22,846 $21,866 
NOTE 11. ADDITIONAL FINANCIAL INFORMATION
Interest Expense, net
The following table sets forth the components of Interest expense, net included in the Statements of Operations:
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
(in millions)
Interest expense$(119)$(89)$(210)$(176)
Interest income47 29 96 48 
Total interest expense, net$(72)$(60)$(114)$(128)
15



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Other, net
The following table sets forth the components of Other, net included in the Statements of Operations:
For the three months ended December 31,
For the six months ended December 31,
2023202220232022
(in millions)
Net (losses) gains on investments in equity securities(a)
$(22)$114 $(193)$135 
U.K. Newspaper Matters Indemnity(b)
(7)(21)(12)(82)
Other(17)(20)(7)(56)
Total other, net$(46)$73 $(212)$(3)
(a)
Net (losses) gains on investments in equity securities includes the (losses) gains related to the change in fair value of the Company’s investment in Flutter (See Note 4—Fair Value), and for the three and six months ended December 31, 2023, the losses related to the Company’s investment in a live streaming mobile platform. As a result of an additional round of financing at a lower valuation, a write-down was recognized for this investment which is accounted for using the measurement alternative method.
(b)
See Note 8—Commitments and Contingencies under the headings “U.K. Newspaper Matters Indemnity.” The decrease for the six months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, was attributable to an increase in the number of civil claims submitted in fiscal 2023 in advance of the September 30, 2022 cutoff date set by the judge for this phase of the litigation.
Other Non-Current Assets
The following table sets forth the components of Other non-current assets included in the Balance Sheets:
 
As of
December 31,
2023
As of
June 30,
2023
 (in millions)
Operating lease assets$914 $947 
Investments(a)
838 1,034 
Inventories, net729 642 
Grantor Trust247 276 
Other256 269 
Total other non-current assets$2,984 $3,168 
(a)
Includes investments accounted for at fair value on a recurring basis of $785 million and $884 million as of December 31, 2023 and June 30, 2023, respectively (See Note 4—Fair Value).
16



FOX CORPORATION
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Accounts Payable, Accrued Expenses and Other Current Liabilities
The following table sets forth the components of Accounts payable, accrued expenses and other current liabilities included in the Balance Sheets:
As of
December 31,
2023
As of
June 30,
2023
(in millions)
Programming payable$984 $785 
Accrued expenses925 1,028 
Deferred revenue167 160 
Operating lease liabilities69 72 
Other current liabilities312 469 
Total accounts payable, accrued expenses and other current liabilities$2,457 $2,514 
Other Liabilities
The following table sets forth the components of Other liabilities included in the Balance Sheets:
As of
December 31,
2023
As of
June 30,
2023
(in millions)
Non-current operating lease liabilities$896 $925 
Accrued non-current pension/postretirement liabilities293 361 
Other non-current liabilities187 198 
Total other liabilities$1,376 $1,484 
Future Performance Obligations
As of December 31, 2023, approximately $5.8 billion of revenues are expected to be recognized primarily over the next one to three years. The Company’s most significant remaining performance obligations relate to affiliate contracts, sports advertising contracts and content licensing contracts with fixed fees. The amount disclosed does not include (i) revenues related to performance obligations that are part of a contract whose original expected duration is one year or less, (ii) revenues that are in the form of sales- or usage-based royalties and (iii) revenues related to performance obligations for which the Company elects to recognize revenue in the amount it has a right to invoice.
Supplemental Information
For the six months ended December 31,
 20232022
 (in millions)
Supplemental cash flows information
Cash paid for interest$(187)$(174)
Cash paid for income taxes$(91)$(179)

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ITEM 2.        MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Readers should carefully review this document and the other documents filed by Fox Corporation (“FOX” or the “Company”) with the Securities and Exchange Commission (the “SEC”). This section should be read together with the unaudited interim consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and the Annual Report on Form 10-K for the fiscal year ended June 30, (“fiscal”) 2023 as filed with the SEC on August 11, 2023 (the “2023 Form 10-K”). The unaudited consolidated financial statements are referred to as the “Financial Statements” herein.
INTRODUCTION
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 Business—This section provides a general description of the Company’s businesses, as well as developments that occurred during the three and six months ended December 31, 2023 and 2022 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 three and six months ended December 31, 2023 and 2022. 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.
Liquidity and Capital Resources—This section provides an analysis of the Company’s cash flows for the six months ended December 31, 2023 and 2022, as well as a discussion of the Company’s outstanding debt and commitments, both firm and contingent, that existed as of December 31, 2023. 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.
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 2023 Form 10-K, Part II., Item 1A. “Risk Factors” in the Company’s Quarterly Report 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 Part II., Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q, for a discussion of the risk factors applicable to the Company.
OVERVIEW OF THE COMPANY’S BUSINESS
The Company is a news, sports and entertainment company, which manages and reports its businesses in the following segments:
Cable Network Programming, which produces and licenses news and sports content distributed through traditional cable television systems, direct broadcast satellite operators and telecommunication companies (“traditional MVPDs”), virtual multi-channel video programming distributors (“virtual MVPDs”) and other digital platforms, primarily in the U.S.
Television, which produces, acquires, markets and distributes programming through the FOX broadcast network, advertising-supported video-on-demand (“AVOD”) service Tubi, 29 full power broadcast television stations, including 11 duopolies, and other digital platforms, primarily in the U.S. Eighteen of the broadcast television stations are affiliated with the FOX Network, 10 are affiliated with MyNetworkTV and one is an independent station. The segment also includes various production companies that produce content for the Company and third parties.
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
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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.
We use the term "MVPDs" to refer collectively to traditional MVPDs and virtual MVPDs.
RESULTS OF OPERATIONS
Results of Operations—For the three and six months ended December 31, 2023 versus the three and six months ended December 31, 2022.
The following table sets forth the Company’s operating results for the three and six months ended December 31, 2023, as compared to the three and six months ended December 31, 2022:
 
For the three months ended December 31,
For the six months ended December 31,
 20232022Change% Change20232022Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Revenues
Affiliate fee$1,787 $1,712 $75 %$3,527 $3,423 $104 %
Advertising2,002 2,503 (501)(20)%3,202 3,723 (521)(14)%
Other445 390 55 14 %712 651 61 %
Total revenues4,234 4,605 (371)(8)%7,441 7,797 (356)(5)%
Operating expenses(3,393)(3,528)135 %(5,255)(5,184)(71)(1)%
Selling, general and administrative(495)(550)55 10 %(975)(998)23 %
Depreciation and amortization(97)(103)%(193)(202)%
Interest expense, net(72)(60)(12)(20)%(114)(128)14 11 %
Other, net(46)73 (119)**(212)(3)(209)**
Income before income tax expense131 437 (306)(70)%692 1,282 (590)(46)%
Income tax expense(16)(116)100 86 %(162)(348)186 53 %
Net income115 321 (206)(64)%530 934 (404)(43)%
Less: Net income attributable to noncontrolling interests(6)(8)25 %(14)(16)13 %
Net income attributable to Fox Corporation stockholders$109 $313 $(204)(65)%$516 $918 $(402)(44)%
**not meaningful
Overview
For the three months ended December 31, 2023 and 2022
The Company’s revenues decreased 8% for the three months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, due to lower advertising revenue, partially offset by higher affiliate fee and other revenues. The increase 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. The decrease in advertising revenue was primarily attributable to the absence of the Fédération International de Football Association (“FIFA”) Men’s World Cup and lower political advertising revenue at the FOX Television Stations principally due to the absence of the November 2022 U.S. midterm elections. Also contributing to this decrease was lower pricing in the direct response
19


marketplace, lower ratings and higher preemptions associated with breaking news coverage at FOX News Media, partially offset by continued growth at Tubi. The increase in other revenues was primarily due to higher sports sublicensing revenue principally due to renewals of college sports contracts, partially offset by lower content revenues at the entertainment production companies principally as a result of industry guild labor disputes.
Operating expenses decreased 4% for the three months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, primarily due to lower entertainment and sports 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 industry guild labor disputes and the absence of the FIFA Men’s World Cup, partially offset by the renewed National Football League (“NFL”) contract.
Selling, general and administrative expenses decreased 10% for the three months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, primarily due to lower employee related costs and lower legal costs at FOX News Media.
For the six months ended December 31, 2023 and 2022
The Company’s revenues decreased 5% for the six months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, due to lower advertising revenue, partially offset by higher affiliate fee and other revenues. The increase 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. The decrease in advertising revenue was primarily attributable to the absence of the FIFA Men’s World Cup, lower political advertising revenue at the FOX Television Stations principally due to the absence of the November 2022 U.S. midterm elections, and lower pricing in the direct response marketplace and lower ratings at FOX News Media. Partially offsetting this decrease was continued growth at Tubi and the broadcast of the FIFA Women’s World Cup. The increase in other revenues was primarily due to higher sports sublicensing revenue principally due to renewals of college sports contracts, partially offset by lower content revenues at the entertainment production companies principally as a result of industry guild labor disputes.
Operating expenses increased 1% for the six months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, primarily due to higher sports programming rights amortization and production costs principally due to the renewed NFL contract and the broadcast of the FIFA Women’s World Cup, partially offset by the absence of the FIFA Men’s World Cup in the current year. Also partially offsetting this increase 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 industry guild labor disputes.
Selling, general and administrative expenses decreased 2% for the six months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, primarily due to lower legal costs at FOX News Media.
Interest expense, net—Interest expense, net increased 20% for the three months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, primarily due to the issuance of $1.25 billion of senior notes in October 2023 (See Note 5—Borrowings to the accompanying Financial Statements). Interest expense, net decreased 11% for the six months ended December 31, 2023, 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 was more than offset by higher interest income as a result of higher interest rates.
Other, net—See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Other, net.”
Income tax expense—The Company’s tax provision and related effective tax rate for the three and six months ended December 31, 2023 of 12% and 23%, respectively, was different than the statutory rate of 21% primarily due to state tax law changes.
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The Company's tax provision and related effective tax rate of 27% for the three and six months ended December 31, 2022 was higher than the statutory rate of 21% primarily due to state taxes and other permanent items.
Net income—Net income decreased 64% and 43% for the three and six months ended December 31, 2023, respectively, as compared to the corresponding periods of fiscal 2023, primarily due to lower Segment EBITDA (as defined below) and the change in fair value of the Company’s investments in equity securities, partially offset by lower expenses for income tax and, for the six months ended December 31, 2023, the U.K. Newspaper Matters Indemnity (See Note 11—Additional Financial Information to the accompanying Financial Statements under the heading “Other, net”).
Segment Analysis
The Company’s operating segments have been determined in accordance with the Company’s internal management structure, which is organized based on operating activities. The Company evaluates performance based upon several factors, of which the primary financial measure is segment operating income before depreciation and amortization, or Segment EBITDA. Due to the integrated nature of these operating segments, estimates and judgments are made in allocating certain assets, revenues and expenses.
Segment EBITDA is defined as Revenues less Operating expenses and Selling, general and administrative expenses. Segment EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, Impairment and restructuring charges, Interest expense, net, Other, net and Income tax expense. Management believes that Segment EBITDA is an appropriate measure for evaluating the operating performance of the Company’s business segments because it is the primary measure used by the Company’s chief operating decision maker to evaluate the performance of and allocate resources to the Company’s businesses.
The following tables set forth the Company’s Revenues and Segment EBITDA for the three and six months ended December 31, 2023, as compared to the three and six months ended December 31, 2022:
 
For the three months ended December 31,
For the six months ended December 31,
 20232022Change% Change20232022Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Revenues
Cable Network Programming$1,658 $1,632 $26 %$3,045 $3,063 $(18)(1)%
Television2,542 2,934 (392)(13)%4,322 4,648 (326)(7)%
Other, Corporate and Eliminations34 39 (5)(13)%74 86 (12)(14)%
Total revenues$4,234 $4,605 $(371)(8)%$7,441 $7,797 $(356)(5)%
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For the three months ended December 31,
For the six months ended December 31,
20232022Change% Change20232022Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Segment EBITDA
Cable Network Programming$564 $353 $211 60 %$1,171 $1,095 $76 %
Television(138)256 (394)**213 665 (452)(68)%
Other, Corporate and Eliminations(76)(78)%(165)(137)(28)(20)%
Adjusted EBITDA(a)
$350 $531 $(181)(34)%$1,219 $1,623 $(404)(25)%
**not meaningful
(a)
For a discussion of Adjusted EBITDA and a reconciliation of Net income to Adjusted EBITDA, see “Non-GAAP Financial Measures” below.
Cable Network Programming (41% and 39% of the Company’s revenues for the first six months of fiscal 2024 and 2023, respectively)
 
For the three months ended December 31,
For the six months ended December 31,
 20232022Change% Change20232022Change% Change
(in millions, except %)  Better/(Worse)Better/(Worse)
Revenues
Affiliate fee$1,031 $1,026 $— %$2,036 $2,055 $(19)(1)%
Advertising348 451 (103)(23)%638 767 (129)(17)%
Other279 155 124 80 %371 241 130 54 %
Total revenues1,658 1,632 26 %3,045 3,063 (18)(1)%
Operating expenses(942)(1,097)155 14 %(1,591)(1,661)70 %
Selling, general and administrative(156)(186)30 16 %(291)(315)24 %
Amortization of cable distribution investments— — %— — %
Segment EBITDA$564 $353 $211 60 %$1,171 $1,095 $76 %
For the three months ended December 31, 2023 and 2022
Revenues at the Cable Network Programming segment increased 2% for the three months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, due to higher affiliate fee and other revenues, partially offset by lower advertising revenue. Affiliate fee revenue increased as higher average rates per subscriber were partially offset by a decrease in the average number of subscribers. The decrease in advertising revenue was primarily due to lower pricing in the direct response marketplace, lower ratings and higher preemptions associated with breaking news coverage at FOX News Media. Also contributing to this decrease was the absence of the FIFA Men’s World Cup at the national sports networks in the current year. The increase in other revenues was primarily due to higher sports sublicensing revenue principally due to renewals of college sports contracts and international soccer rights.
Cable Network Programming Segment EBITDA increased 60% for the three months ended December 31, 2023, as compared to the corresponding period of fiscal 2023, due to the revenue increases noted above and lower expenses. Operating expenses decreased primarily due to lower sports programming rights amortization and production costs, led by the absence of the FIFA Men’s World Cup in the current year, and lower programming and production costs at FOX News Media. Selling, general and administrative expenses decreased primarily due to lower legal costs at FOX News Media.
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For the six months ended December 31, 2023 and 2022
Revenues at the Cable Network Programming segment decreased 1% for the six months ended December 31, 2023, 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 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 in advertising revenue was primarily due to lower pricing in the direct response marketplace and lower ratings at FOX News Media, partially offset by higher pricing in the national marketplace at FOX News Media. Also contributing to this decrease was the absence of the FIFA Men’s World Cup partially offset by the broadcast of the FIFA Women’s World Cup at the national sports networks in the current year. The increase in other revenues was primarily due to higher sports sublicensing revenue principally due to renewals of college sports contracts.
Cable Network Programming Segment EBITDA increased 7% for the six months ended December 31, 2023, 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 primarily due to lower sports programming rights amortization led by the absence of the FIFA Men’s World Cup in the current year, partially offset by the broadcast of the FIFA Women’s World Cup. Selling, general and administrative expenses decreased primarily due to lower legal costs at FOX News Media.
Television (58% and 60% of the Company’s revenues for the first six months of fiscal 2024 and 2023, respectively)
 
For the three months ended December 31,
For the six months ended December 31,
 20232022Change% Change20232022Change% Change
(in millions, except %)Better/(Worse)Better/(Worse)
Revenues
Advertising$1,654 $2,052 $(398)(19)%$2,564 $2,957 $(393)(13)%
Affiliate fee756 686 70 10 %1,491 1,368 123 %
Other132 196 (64)