WASHINGTON, D.C. 20549
Twenty-First Century Fox, Inc.
As previously disclosed by Twenty-First Century Fox, Inc. (“
21CF”) on its Current Report on Form 8-K filed
January 25, 2019, Fox Corporation (“
FOX”) closed on that date an offering of $6.8 billion in aggregate principal amount of Notes (as defined below) (the “
Notes Offering”). The Notes Offering consisted of five tranches of senior unsecured notes, including: (i) $750.0 million in aggregate principal amount of 3.666% Senior Notes due 2022 (the “
2022 Notes”), (ii) $1.25 billion in aggregate principal amount of 4.030% Senior Notes due 2024 (the “
2024 Notes”), (iii) $2.0 billion in aggregate principal amount of 4.709% Senior Notes due 2029 (the “
2029 Notes”), (iv) $1.25 billion in aggregate principal amount of 5.476% Senior Notes
due 2039 (the “
2039 Notes”) and (v) $1.55 billion in aggregate principal amount of 5.576% Senior Notes due 2049 (the “
2049 Notes” and, collectively with the 2022 Notes, the 2024 Notes, the 2029 Notes and the 2039 Notes, the “
Notes”). The Notes were offered and sold only to persons reasonably believed to be
“qualified institutional buyers” under Rule 144A promulgated under the Securities Act of 1933, as amended (the “
Securities Act”) or, outside the United States, to persons other than
“U.S. persons” in compliance with Regulation S under the Securities Act. Prior to the distribution of all of the issued and outstanding common stock of FOX to the holders of the outstanding shares of 21CF class A common stock, par value $0.01 per share, and 21CF class B common stock, par value $0.01 per share (other than holders of the shares held by
subsidiaries
of 21CF), on a pro rata basis (the “
Distribution”), the Notes were fully and unconditionally guaranteed by 21CF on a senior unsecured basis. Upon the consummation of the Distribution, 21CF’s guarantee was automatically released, and thereafter, the Notes will solely be the obligations of FOX.