Current Report Filing (8-k)
May 10 2019 - 7:23AM
Edgar (US Regulatory)
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): May 10, 2019
NEWS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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001-35769
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46-2950970
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1211 Avenue of the Americas, New York, New York 10036
(Address of principal executive offices, including zip code)
(212)
416-3400
(Registrants telephone number, including area code)
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
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. ☐
Securities registered pursuant to Section 12(b) of
the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Class A Common Stock, par value $0.01 per share
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NWSA
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The Nasdaq Global Select Market
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Class B Common Stock, par value $0.01 per share
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NWS
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The Nasdaq Global Select Market
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Class A Preferred Stock Purchase Rights
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N/A
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The Nasdaq Global Select Market
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Class B Preferred Stock Purchase Rights
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N/A
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The Nasdaq Global Select Market
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Item 7.01
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Regulation FD Disclosure.
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News Corporation (the Company) and its subsidiary, NXE Australia Pty Limited (new Foxtel), recently engaged in discussions with certain
potential lenders regarding a refinancing of new Foxtels existing debt. In connection with such discussions, the Company provided certain information to these potential lenders relating to new Foxtel, which was confidential until the date of
this filing. Such information is furnished as Exhibit 99.1 to this Form
8-K
and incorporated herein by reference. The Company and new Foxtel may from time to time engage in further discussions and may
refinance, repay, redeem, amend and/or replace, in whole or in part, new Foxtels indebtedness.
The information in this report shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such filing.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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.
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NEWS CORPORATION
(REGISTRANT)
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By:
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/s/ Michael L. Bunder
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Michael L. Bunder
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Senior Vice President, Deputy General
Counsel and Corporate Secretary
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Dated: May 10, 2019
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