UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 5, 2003
FOX ENTERTAINMENT GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-14595 95-4066193
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
1211 Avenue of the Americas
New York, New York 10036
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 852-7111
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Not applicable
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(Former name or former address, if changed since last report)
Item 12: Results of Operations and Financial Condition
On November 5, 2003, The News Corporation Limited ("News Corporation") released
its financial results for the quarter ended September 30, 2003 for Fox
Entertainment Group, Inc. ("FEG"), an indirect, approximately 81% owned
subsidiary of News Corporation.
The text of the press release follows:
Fox Reports First Quarter Operating Income of $611 Million, a 57%
Increase, on Revenue Growth of 18%
First Quarter Operating Income before Depreciation and Amortization
Grows 46% to $684 Million
QUARTER HIGHLIGHTS
-- Filmed Entertainment operating income before depreciation and
amortization nearly triples on robust home entertainment sales
of film and television titles as well as strong syndication
contributions.
-- Sustained ratings and advertising growth at the Regional
Sports Networks and Fox News Channel drives 12% operating
income before depreciation and amortization growth at Cable
Network Programming.
-- Operating income before depreciation and amortization at
Television Stations up 6% on higher advertising revenues from
increased market share.
-- Television Broadcast Network operating income before
depreciation and amortization down due to the inclusion of
American Idol in the quarter a year ago.
NEW YORK--(BUSINESS WIRE)--Nov. 5, 2003--The Fox Entertainment Group (NYSE:
FOX) today reported first quarter consolidated revenues of $2.8 billion, a 18%
increase over the $2.3 billion in prior year and operating income before
depreciation and amortization(1) of $684 million, up 46% over the $467 million
reported a year ago. The year-on-year operating growth was driven primarily by a
near three-fold increase at Filmed Entertainment as well as increases at the
Cable Network Programming and Television Station segments.
Commenting on the results, Chairman and Chief Executive Officer Rupert
Murdoch said:
"The unparalleled growth we delivered during the first quarter -
our seventh consecutive quarter of double-digit earnings increases
- is a clear demonstration of the strength we are enjoying across
our balanced collection of businesses. Operating income before
depreciation and amortization growth of 46%, on revenue growth of
18%, was generated by increases at nearly every operating segment:
at our film and television production businesses, which continue
to capitalize on the expanding home entertainment market; at our
cable channels, which have benefited from sustained viewership
gains; and at our television stations, which have expanded market
share. Overall, the first quarter has given us a great start to
the fiscal year, and we are well on our way to meeting our growth
forecast for 2004."
Consolidated Operating Income (Loss)
3 Months Ended
September 30,
2003 2002
---- ----
US $ Millions
Filmed Entertainment $ 333 $ 105
Television Stations 221 209
Television Broadcast Network (45) (8)
Cable Network Programming 102 83
-------------- --------------
Consolidated operating income $ 611 $ 389
============== ==============
Consolidated Operating Income (Loss)
Before Depreciation and Amortization(1)
3 Months Ended
September 30,
2003 2002
---- ----
US $ Millions
Filmed Entertainment $ 345 $ 118
Television Stations 237 224
Television Broadcast Network (41) (3)
Cable Network Programming 143 128
-------------- --------------
Consolidated operating income
before depreciation and
amortization $ 684 $ 467
============== ==============
Equity earnings of affiliates of $7 million for the first quarter
improved $5 million versus the same period a year ago, principally due
to improved results from the National Geographic Channel - Domestic as
increased distribution drove affiliate and advertising revenues.
This quarter's results reflect a $26 million gain, included in
other income, related to the settlement of the Company's insurance
claim for losses at the World Trade Center.
First quarter net income increased to $401 million ($0.45 per
share) as compared to net income of $214 million ($0.25 per share) in
the prior year primarily due to higher consolidated operating income
before depreciation and amortization.
FILMED ENTERTAINMENT
The Filmed Entertainment segment reported first quarter operating
income before depreciation and amortization of $345 million, a $227
million increase over the $118 million reported in the same period a
year ago. The substantial growth primarily reflects increased
contributions from the worldwide home entertainment release of film
and television titles and higher syndication profits from Twentieth
Century Fox Television (TCFTV). Operating income increased to $333
million versus $105 million a year ago reflecting the factors
described above.
Current quarter film results were largely driven by the worldwide
home entertainment performances of Daredevil and Phone Booth combined
with strong worldwide home entertainment, pay-TV and free-TV
contributions from various catalog titles. These contributions were
partially offset by the worldwide theatrical launch costs for the
successful release of League of Extraordinary Gentlemen, which has
grossed over $170 million in worldwide box office to date. The first
quarter a year ago included the worldwide home entertainment
performances of Shallow Hal, Behind Enemy Lines and catalog titles.
At TCFTV, earnings grew year-on-year primarily reflecting higher
syndication profits from the initial releases of Angel and Judging Amy
as well as increased contributions from M*A*S*H. Increased DVD sales
of television series, most notably from The Simpsons, Buffy the
Vampire Slayer and 24, also contributed to the year-on-year growth.
TELEVISION STATIONS
At the Fox Television Stations first quarter operating income
before depreciation and amortization of $237 million grew 6% over the
same period a year ago as market share gains more than offset a
decline in political spending and the non-recurrence of American Idol
on the broadcast network in the current quarter. Current year earnings
growth was also fueled by margin expansion primarily from lower local
programming and promotional costs as well as duopoly savings versus
the first quarter of fiscal 2003. Operating income increased to $221
million versus $209 million a year ago reflecting the factors
described above.
TELEVISION BROADCAST NETWORK
The FOX Broadcasting Company (FBC) reported first quarter
operating losses before depreciation and amortization of $41 million
versus losses of $3 million a year ago. Improved advertising pricing
was more than offset by cancellation costs for several series and
projects as well as a 20% decline in primetime ratings versus the
first quarter a year ago which included the record-breaking
performance of American Idol. During the quarter, FBC launched several
new series, including The O.C., which gained audience share every week
following its August premiere and was the highest-rated new scripted
show of the summer among Adults 18-49. Subsequent to quarter-end,
primetime ratings have improved with the current broadcast season's
ratings up 15% compared to a year ago led by the strength of
post-season Major League Baseball and new season series premieres.
Operating loss increased to $45 million versus $8 million a year ago
reflecting the factors described above.
CABLE NETWORK PROGRAMMING
Cable Network Programming reported first quarter operating income
before depreciation and amortization of $143 million, an improvement
of $15 million over last year's results. The 12% growth reflects
strong revenue gains at the Fox News Channel and the Regional Sports
Networks, slightly offset by higher programming costs at the FX
Channel. Operating income increased to $102 million versus $83 million
a year ago reflecting the factors described above.
Fox News Channel (FNC) reported operating income growth of 31% in
the first quarter as strong revenue growth, primarily from increased
ad sales, more than offset slightly higher costs associated with
coverage of the war in Iraq and the California recall election. FNC
was the only cable news channel to increase its viewership during the
quarter, with growth of 14% in primetime and 16% on a 24-hour basis
compared to the first quarter a year ago.
Fox Cable Networks' (including the Regional Sports Networks
(RSNs), the FX Channel (FX) and SPEED Channel) operating income
increased 6% for the quarter driven by double-digit revenue growth at
the RSNs reflecting DTH subscriber additions, higher affiliate rates
and increased advertising sales. At FX, affiliate revenue growth from
an expanded subscriber base was offset by increased programming costs
for original programming and charges related to the cancellations of
Lucky and Orlando Jones. Investment in original programming continues
to drive viewership gains with first quarter viewership among
households and Adults 18-49 up nearly 20% versus the same period a
year ago, led by Nip/Tuck, the highest rated new series on basic cable
during calendar 2003.
OTHER MATTERS
Subsequent to quarter end, the Company announced it had reached an
agreement in principle for the sale of the Los Angeles Dodgers. The
agreement is subject to Major League Baseball approval and has been
forwarded to Major League Baseball's ownership committee for review
and recommendation to the other club owners, who will then vote on the
proposed sale.
(1) Operating income before depreciation and amortization is
defined as operating income (loss) plus depreciation and
amortization and amortization of cable distribution
investments. Depreciation and amortization expense includes
the depreciation of property and equipment, as well as the
amortization of finite-lived intangible assets. Amortization
of cable distribution investments represents a reduction
against revenues over the term of a carriage arrangement and
as such it is excluded from operating income before
depreciation and amortization. FEG reconciles this non-GAAP
measure to operating income in our supplemental data beginning
on page 8 of this release.
To receive a copy of this press release through the Internet,
access Fox's corporate Web site located at http://www.fox.com
Audio from Fox's conference call with analysts on the first
quarter results can be heard live on the Internet at 5:00 p.m. Eastern
Standard Time today. To listen to the call, visit http://www.fox.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 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 changes in global economic, business, competitive
market and regulatory factors. More detailed information about these
and other 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 any obligation to
publicly update any "forward-looking statements" to reflect subsequent
events or circumstances, except as required by law.
Reed Nolte, Investor Relations Andrew Butcher, Press Inquiries
212/852-7092 212/852-7070
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except for per share amounts)
3 Months Ended
September 30,
2003 2002
---- ----
Revenues $2,758 $2,344
Expenses
Operating 1,786 1,586
Selling, general and administrative 319 322
Depreciation and amortization 42 47
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Operating income 611 389
Other income (expense):
Interest expense, net (8) (46)
Equity earnings of affiliates 7 2
Minority interest in subsidiaries (2) (9)
Other, net 26 -
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Income before provision for
income taxes 634 336
Provision for income tax expense
on stand-alone basis (233) (122)
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Net income $ 401 $ 214
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Basic and diluted earnings
per share $ 0.45 $ 0.25
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Basic and diluted weighted average
number of common equivalent
shares outstanding 900 850
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SEGMENT INFORMATION
(in millions)
3 Months Ended
September 30,
2003 2002
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Revenues
Filmed Entertainment $1,250 $ 883
Television Stations 518 514
Television Broadcast Network 394 424
Cable Network Programming 596 523
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Total Revenues $2,758 $2,344
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Operating Income (Loss) Before
Depreciation and Amortization
Filmed Entertainment $ 345 $ 118
Television Stations 237 224
Television Broadcast Network (41) (3)
Cable Network Programming 143 128
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Total Operating Income
Before Depreciation
and Amortization $ 684 $ 467
======= =======
Operating Income (Loss)
Filmed Entertainment $ 333 $ 105
Television Stations 221 209
Television Broadcast Network (45) (8)
Cable Network Programming 102 83
------- -------
Total Operating Income $ 611 $ 389
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SUPPLEMENTAL FINANCIAL DATA
Operating income before depreciation and amortization, defined as
operating income plus depreciation and amortization and the
amortization of cable distribution investments, eliminates the
variable effect across all business segments of non-cash depreciation
and amortization. Since operating income before depreciation and
amortization is a non-GAAP measure it should be considered in addition
to, not as a substitute for, operating income, net income, cash flow
and other measures of financial performance reported in accordance
with GAAP. Operating income before depreciation and amortization does
not reflect cash available to fund requirements, and the items
excluded from operating income before depreciation and amortization,
such as depreciation and amortization, are significant components in
assessing the Company's financial performance. Management believes
that operating income before depreciation and amortization is an
appropriate measure for evaluating the operating performance of the
Company's business segments. Operating income before depreciation and
amortization, which is the information reported to and used by the
Company's chief decision maker for the purpose of making decisions
about the allocation of resources to segments and assessing their
performance, provides management, investors and equity analysts a
measure to analyze operating performance of each business segment and
enterprise value against historical and competitors' data.
The following table reconciles operating income before
depreciation and amortization to the presentation of operating income.
3 Months Ended
September 30,
2003 2002
---- ----
$ Millions
Operating income $ 611 $ 389
Depreciation and amortization 42 47
Amortization of cable distribution
investments 31 31
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Operating income before
depreciation and amortization $ 684 $ 467
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SUPPLEMENTAL FINANCIAL DATA (continued)
For the Three Months Ended September 30, 2003
($ Millions)
-------------------------------------------------------
Operating
income
(loss)
Amortization before
Operating Depreciation of cable depreciation
Income and distribution and
(loss) Amortization investments amortization
---------- -------------- -------------- --------------
Filmed
Entertainment $ 333 $ 12 $ - $ 345
Television
Stations 221 16 - 237
Television
Broadcast
Network (45) 4 - (41)
Cable Network
Programming 102 10 31 143
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Consolidated
Total $ 611 $ 42 $ 31 $ 684
========== ============== ============== ==============
For the Three Months Ended September 30, 2002
($ Millions)
-------------------------------------------------------
Operating
income
(loss)
Amortization before
Operating Depreciation of cable depreciation
Income and distribution and
(loss) Amortization investments amortization
---------- -------------- -------------- --------------
Filmed
Entertainment $ 105 $ 13 $ - $ 118
Television
Stations 209 15 - 224
Television
Broadcast
Network (8) 5 - (3)
Cable Network
Programming 83 14 31 128
---------- -------------- -------------- --------------
Consolidated
Total $ 389 $ 47 $ 31 $ 467
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: November 5, 2003
FOX ENTERTAINMENT GROUP, INC.
By: /s/ Lawrence A. Jacobs
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Lawrence A. Jacobs
Executive Vice President