FISCAL 2024 SECOND QUARTER KEY FINANCIAL HIGHLIGHTS

• Second quarter revenues were $2.59 billion, a 3% increase compared to $2.52 billion in the prior year, driven by growth at the Digital Real Estate Services, Dow Jones and Book Publishing segments
• Net income in the quarter was $183 million, compared to net income of $94 million in the prior year
• Second quarter Total Segment EBITDA was $473 million, compared to $409 million in the prior year
• In the quarter, reported EPS were $0.27 as compared to $0.12 in the prior year - Adjusted EPS were $0.26 compared to $0.14 in the prior year
• Dow Jones achieved its highest quarterly revenues and Segment EBITDA since its acquisition in 2007, driven by strength in professional information business revenues, which rose 13% compared to the prior year
• REA Group posted record quarterly revenues of $292 million, a 22% increase compared to the prior year, primarily driven by robust Australian residential performance
• Book Publishing revenues grew 4%, while Segment EBITDA increased 67%, driven by higher digital sales, which benefited from strong audiobooks performance, and improved return rates

News Corporation (“News Corp” or the “Company”) (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) today reported financial results for the three months ended December 31, 2023.

Commenting on the results, Chief Executive Robert Thomson said:

“News Corp again saw growth in both revenue and profitability this quarter as we continue to realize the collective benefit of our strategic shift to digital and subscription revenues, and away from sometimes volatile advertising revenues.

Our net income rose to $183 million from $94 million in the same quarter last year and our reported EPS was 27 cents, compared to 12 cents for the same period last year, driven by a 16% surge in Total Segment EBITDA. We had particularly robust results across the three core pillars of our business – Dow Jones, Book Publishing and Digital Real Estate Services – and believe there are strong prospects for further growth as difficult macro conditions ease in some of our markets.

We expect to be a core content provider for Generative AI companies, who need the highest quality, timely content to ensure the relevance and accuracy of their products. We patently prefer negotiation to litigation, courtship to courtrooms. But let’s be clear, in my view those who repurpose without approval are stealing and are undermining the very act of creativity – counterfeiting is not creating, and the AI world is replete with content counterfeiters.

I also want to draw attention to the plight of our colleague Evan Gershkovich, who continues to be unjustly detained in a Moscow prison, solely for being a highly professional journalist. We hope that justice will prevail and thank all who publicly, and not so publicly, have been working to secure his emancipation.”

SECOND QUARTER RESULTS

The Company reported fiscal 2024 second quarter total revenues of $2.59 billion, a 3% increase compared to $2.52 billion in the prior year period, primarily driven by higher Australian residential revenues at REA Group, continued strong growth in the professional information business at the Dow Jones segment, increased digital sales and improved returns due to better sell through of inventory at the Book Publishing segment and a $13 million, or 1%, positive impact from foreign currency fluctuations. The increase was partly offset by lower revenues at Move due to continued challenging housing market conditions in the U.S. and lower advertising revenues at the News Media segment. Adjusted Revenues (which excludes the foreign currency impact, acquisitions and divestitures as defined in Note 2) were up 2% compared to the prior year.

Net income for the quarter was $183 million, a 95% increase compared to net income of $94 million in the prior year, driven by higher Total Segment EBITDA, as discussed below, improved equity losses of affiliates and higher Other, net. These impacts were partially offset by higher income tax expense.

The Company reported second quarter Total Segment EBITDA of $473 million, a 16% increase compared to $409 million in the prior year primarily due to higher revenues, as discussed above, lower costs at the Book Publishing segment and gross cost savings related to the announced 5% headcount reduction initiative. The increase was partly offset by higher sports programming rights costs at the Subscription Video Services segment. Adjusted Total Segment EBITDA (as defined in Note 2) increased 14%.

Net income per share attributable to News Corporation stockholders was $0.27 as compared to $0.12 in the prior year.

Adjusted EPS (as defined in Note 3) were $0.26 compared to $0.14 in the prior year.

SEGMENT REVIEW

Digital Real Estate Services

Revenues in the quarter increased $33 million, or 9%, compared to the prior year, driven by strong performance at REA Group partly offset by lower revenues at Move. Segment EBITDA in the quarter increased $19 million, or 15%, compared to the prior year, primarily due to higher revenues at REA Group partly offset by lower revenues at Move and a $2 million, or 1%, negative impact from foreign currency fluctuations. Adjusted Revenues and Adjusted Segment EBITDA (as defined in Note 2) increased 8% and 16%, respectively.

In the quarter, revenues at REA Group increased $52 million, or 22%, to $292 million, primarily driven by higher Australian residential revenues due to price increases, increased depth penetration, favorable geographic mix and an increase in national listings, as well as an increase from financial services. The increase was slightly offset by a $3 million, or 1%, negative impact from foreign currency fluctuations. Australian national residential buy listing volumes in the quarter increased 8% compared to the prior year, with listings in Sydney and Melbourne up 22% and 24%, respectively.

Move’s revenues in the quarter decreased $19 million, or 13%, to $127 million, primarily as a result of lower real estate revenues. Real estate revenues, which represented 82% of total Move revenues, decreased $17 million, or 14%, driven by the continued impact of the macroeconomic environment on the housing market, including higher mortgage rates, which has led to lower lead and transaction volumes. Revenues from the referral model, which includes the ReadyConnect Concierge℠ product, and the traditional lead generation product decreased due to these factors. Based on Move’s internal data, average monthly unique users of Realtor.com^®’s web and mobile sites for the fiscal second quarter was flat compared to the prior year at 66 million. Lead volume declined 7%, which was an improvement from the prior quarter rate.

Subscription Video Services

Revenues of $470 million in the quarter increased $8 million, or 2%, compared with the prior year, driven by higher revenues from Kayo and BINGE from increases in both volume and pricing, despite a more difficult Summer sports season and inflationary pressures, partially offset by the impact from fewer residential broadcast subscribers and a $6 million, or 1%, negative impact from foreign currency fluctuations. Adjusted Revenues of $476 million increased 3% compared to the prior year. Foxtel Group streaming subscription revenues represented approximately 29% of total circulation and subscription revenues in the quarter, as compared to 26% in the prior year.

As of December 31, 2023, Foxtel’s total closing paid subscribers were over 4.3 million, flat compared to the prior year, as growth in streaming subscribers driven by Kayo and BINGE was offset by fewer residential broadcast subscribers. Broadcast subscriber churn in the quarter was flat compared to the prior year at 12.9%, despite the completion of Foxtel’s migration project of subscribers off cable. Broadcast ARPU for the quarter increased 3% year-over-year to A$86 (US$56).

Segment EBITDA of $77 million in the quarter decreased $13 million, or 14%, compared with the prior year, which includes a $1 million, or 1%, negative impact from foreign currency fluctuations. Adjusted Segment EBITDA of $78 million decreased 13% compared to the prior year, primarily due to higher sports programming rights costs driven mainly by contractual increases across AFL and NRL and $10 million of costs related to the upcoming launch of Hubbl partially offset by higher revenues and lower technology and marketing costs.

Dow Jones

Revenues in the quarter increased $21 million, or 4%, compared to the prior year, driven by growth in circulation and subscription revenues led by growth in professional information business products. Digital revenues at Dow Jones in the quarter represented 78% of total revenues compared to 76% in the prior year. Adjusted Revenues increased 3%.

Circulation and subscription revenues increased $24 million, or 6%, including a $3 million, or 1%, positive impact from foreign currency fluctuations. Professional information business revenues grew 13%, primarily due to 16% growth in Risk & Compliance revenues to $72 million and 15% growth in Dow Jones Energy revenues to $62 million. Circulation revenues were flat compared to the prior year, as the continued growth in digital-only subscriptions, which benefited from an increase in bundle offers, was offset by lower print volume. Digital circulation revenues accounted for 70% of circulation revenues for the quarter, compared to 69% in the prior year.

During the second quarter, total average subscriptions to Dow Jones’ consumer products were over 5.4 million, a 10% increase compared to the prior year. Digital-only subscriptions to Dow Jones’ consumer products grew 15%. Total subscriptions to The Wall Street Journal grew 7% compared to the prior year, to over 4.0 million average subscriptions in the quarter. Digital-only subscriptions to The Wall Street Journal grew 11% to over 3.5 million average subscriptions in the quarter, and represented 87% of total Wall Street Journal subscriptions.

Advertising revenues decreased $5 million, or 4%, primarily due to an 11% decline in print advertising revenues slightly offset by 1% growth in digital advertising revenues. Digital advertising accounted for 62% of total advertising revenues in the quarter, compared to 59% in the prior year.

Segment EBITDA for the quarter increased $24 million, or 17%, primarily as a result of the higher revenues discussed above. Adjusted Segment EBITDA increased 17%.

Book Publishing

Revenues in the quarter increased $19 million, or 4%, compared to the prior year, primarily driven by the increase in digital book sales and improved returns due to better sell through of inventory. Key titles in the quarter included The Pioneer Woman Cooks – Dinner’s Ready! by Ree Drummond, The Little Liar by Mitch Albom, Tom Lake by Ann Patchett and My Effin’ Life by Geddy Lee. Adjusted Revenues increased 2%. Digital sales increased 15% compared to the prior year, driven by strong market growth for downloadable audiobook sales, as well as the contribution from a new Spotify partnership. Digital sales represented 21% of Consumer revenues for the quarter compared to 19% in the prior year with audiobooks accounting for approximately half of digital revenues. Backlist sales represented approximately 60% of consumer revenues in the quarter compared to 57% in the prior year.

Segment EBITDA for the quarter increased $34 million, or 67%, compared to the prior year, primarily driven by the higher revenues discussed above and lower manufacturing, freight and distribution costs driven by product mix and the absence of prior year supply chain challenges and inventory and inflationary pressures, partly offset by higher employee costs. Adjusted Segment EBITDA increased 65%.

News Media

Revenues in the quarter decreased $16 million, or 3%, as compared to the prior year, primarily driven by lower advertising revenues, partially offset by the $13 million, or 2%, positive impact from foreign currency fluctuations and higher circulation and subscription revenues. Within the segment, revenues at News Corp Australia decreased 6%, driven by lower advertising revenues, while News UK was flat as lower advertising revenues were offset by a 5% positive impact from foreign currency fluctuations and higher circulation and subscription revenues. Adjusted Revenues for the segment decreased 5% compared to the prior year.

Circulation and subscription revenues increased $12 million, or 5%, compared to the prior year, primarily due to a $7 million, or 3%, positive impact from foreign currency fluctuations, price increases and digital subscriber growth, partially offset by lower print volumes.

Advertising revenues decreased $24 million, or 9%, compared to the prior year, primarily due to lower digital advertising across the business units mainly driven by a decline in traffic at some mastheads due to platform related changes and lower print advertising at News Corp Australia. The decline was partially offset by a $5 million, or 2%, positive impact from foreign currency fluctuations.

In the quarter, Segment EBITDA decreased $7 million, or 12%, compared to the prior year, driven by lower revenues, as discussed above, partially offset by lower production costs at News UK driven by lower volume and newsprint prices and a $2 million, or 3%, positive impact from foreign currency fluctuations. Adjusted Segment EBITDA decreased 15%.

Digital revenues represented 38% of News Media segment revenues in the quarter, compared to 37% in the prior year, and represented 36% of the combined revenues of the newspaper mastheads. Digital subscribers and users across key properties within the News Media segment are summarized below:

• Closing digital subscribers at News Corp Australia as of December 31, 2023 were 1,051,000 (940,000 for news mastheads), compared to 1,011,000 (924,000 for news mastheads) in the prior year (Source: Internal data)
• The Times and Sunday Times closing digital subscribers, including the Times Literary Supplement, as of December 31, 2023 were 575,000, compared to 550,000 in the prior year (Source: Internal data). The previously disclosed methodology change resulted in a 59,000 and 61,000 increase to the closing digital subscriber number at December 31, 2023 and 2022, respectively
• The Sun’s digital offering reached 143 million global monthly unique users in December 2023, compared to 194 million in the prior year (Source: Meta Pixel)
• New York Post’s digital network reached 124 million unique users in December 2023, compared to 141 million in the prior year (Source: Google Analytics)

CASH FLOW

The following table presents a reconciliation of net cash provided by operating activities to free cash flow and free cash flow available to News Corporation:

Net cash provided by operating activities of $305 million for the six months ended December 31, 2023 was $144 million higher than $161 million in the prior year, primarily due to higher Total Segment EBITDA, as noted above, lower working capital and lower tax payments, partially offset by higher restructuring payments.

Free cash flow in the six months ended December 31, 2023 was $69 million compared to $(56) million in the prior year. Free cash flow available to News Corporation in the six months ended December 31, 2023 was $(21) million compared to $(102) million in the prior year. The improvement in both free cash flow and free cash flow available to News Corporation was primarily due to higher cash provided by operating activities, as mentioned above, partially offset by higher capital expenditures. Foxtel’s capital expenditures for the six months ended December 31, 2023 were $82 million compared to $84 million in the prior year.

Free cash flow and free cash flow available to News Corporation are non-GAAP financial measures. Free cash flow is defined as net cash provided by (used in) operating activities, less capital expenditures, and free cash flow available to News Corporation is defined as free cash flow, less REA Group free cash flow, plus cash dividends received from REA Group. Free cash flow and free cash flow available to News Corporation may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what items should be included in the calculation of free cash flow.

Neither free cash flow nor free cash flow available to News Corporation represents the total increase or decrease in the cash balance for the period and should be considered in addition to, not as a substitute for, the net change in cash and cash equivalents as presented in the Company’s consolidated statements of cash flows prepared in accordance with GAAP, which incorporates all cash movements during the period.

The Company believes free cash flow provides useful information to management and investors about the Company’s liquidity and cash flow trends. The Company believes free cash flow available to News Corporation, which adjusts free cash flow to exclude REA Group’s free cash flow and include dividends received from REA Group, provides management and investors with a measure of the amount of cash flow that is readily available to the Company, as REA Group is a separately listed public company in Australia and must declare a dividend in order for the Company to have access to its share of REA Group’s cash balance. The Company believes free cash flow available to News Corporation provides a more conservative view of the Company’s free cash flow because this presentation includes only that amount of cash the Company actually receives from REA Group, which has generally been lower than the Company’s unadjusted free cash flow.

OTHER ITEMS

Dividends

The Company declared today a semi-annual cash dividend of $0.10 per share for Class A Common Stock and Class B Common Stock. This dividend is payable on April 10, 2024 to stockholders of record as of March 13, 2024.

COMPARISON OF NON-GAAP TO U.S. GAAP INFORMATION

Adjusted Revenues, Total Segment EBITDA, Adjusted Total Segment EBITDA, Adjusted Segment EBITDA, adjusted net income attributable to News Corporation stockholders, Adjusted EPS, constant currency revenues, free cash flow and free cash flow available to News Corporation are non-GAAP financial measures contained in this earnings release. The Company believes these measures are important tools for investors and analysts to use in assessing the Company’s underlying business performance and to provide for more meaningful comparisons of the Company’s operating performance between periods. These measures also allow investors and analysts to view the Company’s business from the same perspective as Company management. These non-GAAP measures may be different than similar measures used by other companies and should be considered in addition to, not as a substitute for, measures of financial performance calculated in accordance with GAAP. Reconciliations for the differences between non-GAAP measures used in this earnings release and comparable financial measures calculated in accordance with U.S. GAAP are included in Notes 1, 2, 3 and 4 and the reconciliation of net cash provided by operating activities to free cash flow and free cash flow available to News Corporation is included above.

Conference call

News Corporation’s earnings conference call can be heard live at 5:00 p.m. EST on February 7, 2024. To listen to the call, please visit http://investors.newscorp.com.

Cautionary Statement Concerning Forward-Looking Statements

This document contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding trends and uncertainties affecting the Company’s business, results of operations and financial condition, the Company’s strategy and strategic initiatives, including potential acquisitions, investments and dispositions, the Company’s cost savings initiatives, including announced headcount reductions, and the outcome of contingencies such as litigation and investigations. These statements are based on management’s views and assumptions regarding future events and business performance as of the time the statements are made. Actual results may differ materially from these expectations due to the risks, uncertainties and other factors described in the Company’s filings with the Securities and Exchange Commission. More detailed information about factors that could affect future results is contained in our filings with the Securities and Exchange Commission. The “forward-looking statements” included in this document are made only as of the date of this document and we do not have and do not undertake any obligation to publicly update any “forward-looking statements” to reflect subsequent events or circumstances, and we expressly disclaim any such obligation, except as required by law or regulation.

About News Corporation

News Corp (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) is a global, diversified media and information services company focused on creating and distributing authoritative and engaging content and other products and services. The company comprises businesses across a range of media, including: digital real estate services, subscription video services in Australia, news and information services and book publishing. Headquartered in New York, News Corp operates primarily in the United States, Australia, and the United Kingdom, and its content and other products and services are distributed and consumed worldwide. More information is available at: www.newscorp.com.

NOTE 1 – TOTAL SEGMENT EBITDA

Segment EBITDA is defined as revenues less operating expenses and selling, general and administrative expenses. Segment EBITDA does not include: depreciation and amortization, impairment and restructuring charges, equity losses of affiliates, interest (expense) income, net, other, net and income tax (expense) benefit. 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 within the Company’s businesses. Segment EBITDA provides management, investors and equity analysts with a measure to analyze the operating performance of each of the Company’s business segments and its enterprise value against historical data and competitors’ data, although historical results may not be indicative of future results (as operating performance is highly contingent on many factors, including customer tastes and preferences).

Total Segment EBITDA is a non-GAAP measure and should be considered in addition to, not as a substitute for, net income (loss), cash flow and other measures of financial performance reported in accordance with GAAP. In addition, this measure does not reflect cash available to fund requirements and excludes items, such as depreciation and amortization and impairment and restructuring charges, which are significant components in assessing the Company’s financial performance. The Company believes that the presentation of Total Segment EBITDA provides useful information regarding the Company’s operations and other factors that affect the Company’s reported results. Specifically, the Company believes that by excluding certain one-time or non-cash items such as impairment and restructuring charges and depreciation and amortization, as well as potential distortions between periods caused by factors such as financing and capital structures and changes in tax positions or regimes, the Company provides users of its consolidated financial statements with insight into both its core operations as well as the factors that affect reported results between periods but which the Company believes are not representative of its core business. As a result, users of the Company’s consolidated financial statements are better able to evaluate changes in the core operating results of the Company across different periods. The following tables reconcile net income to Total Segment EBITDA for the three and six months ended December 31, 2023 and 2022:

NOTE 2 – ADJUSTED REVENUES, ADJUSTED TOTAL SEGMENT EBITDA AND ADJUSTED SEGMENT EBITDA

The Company uses revenues, Total Segment EBITDA and Segment EBITDA excluding the impact of acquisitions, divestitures, fees and costs, net of indemnification, related to the claims and investigations arising out of certain conduct at The News of the World (the “U.K. Newspaper Matters”), charges for other significant, non-ordinary course legal or regulatory matters (“litigation charges”) and foreign currency fluctuations (“Adjusted Revenues,” “Adjusted Total Segment EBITDA” and “Adjusted Segment EBITDA,” respectively) to evaluate the performance of the Company’s core business operations exclusive of certain items that impact the comparability of results from period to period such as the unpredictability and volatility of currency fluctuations. The Company calculates the impact of foreign currency fluctuations for businesses reporting in currencies other than the U.S. dollar by multiplying the results for each quarter in the current period by the difference between the average exchange rate for that quarter and the average exchange rate in effect during the corresponding quarter of the prior year and totaling the impact for all quarters in the current period.

The calculation of Adjusted Revenues, Adjusted Total Segment EBITDA and Adjusted Segment EBITDA may not be comparable to similarly titled measures reported by other companies, since companies and investors may differ as to what type of events warrant adjustment. Adjusted Revenues, Adjusted Total Segment EBITDA and Adjusted Segment EBITDA are not measures of performance under generally accepted accounting principles and should not be construed as substitutes for amounts determined under GAAP as measures of performance. However, management uses these measures in comparing the Company’s historical performance and believes that they provide meaningful and comparable information to investors to assist in their analysis of our performance relative to prior periods and our competitors.

The following tables reconcile reported revenues and reported Total Segment EBITDA to Adjusted Revenues and Adjusted Total Segment EBITDA for the three and six months ended December 31, 2023 and 2022:

Foreign Exchange Rates

Average foreign exchange rates used in the calculation of the impact of foreign currency fluctuations for the three and six months ended December 31, 2023 and 2022 are as follows:

Adjusted Revenues and Adjusted Segment EBITDA by segment for the three and six months ended December 31, 2023 and 2022 are as follows:

The following tables reconcile reported revenues and Segment EBITDA by segment to Adjusted Revenues and Adjusted Segment EBITDA by segment for the three and six months ended December 31, 2023 and 2022: