XML 24 R13.htm IDEA: XBRL DOCUMENT v3.21.2
Borrowings
 3 Months Ended
Sep. 30, 2021
Debt Disclosure [Abstract]  
Borrowings BORROWINGS
The Company’s total borrowings consist of the following:
Interest rate at September 30, 2021Maturity at September 30, 2021As of
September 30, 2021		As of
June 30, 2021
(in millions)
News Corporation
2021 Senior notes3.875 %May 15, 2029$986 $985 
Foxtel Group(a)
2019 Credit facility(b)
2.32 %May 31, 2024218 232 
2019 Term loan facility6.25 %Nov 22, 2024181 190 
2017 Working capital facility(b)
2.32 %May 31, 2024— — 
Telstra Facility7.82 %Dec 22, 202768 60 
2012 US private placement — USD portion — tranche 2(c)
4.27 %Jul 25, 2022199 202 
2012 US private placement — USD portion — tranche 3(c)
4.42 %Jul 25, 2024150 152 
2012 US private placement — AUD portion7.04 %Jul 25, 202274 78 
REA Group(a)
2021 Bridge facility— %Jul 31, 2022— 314 
2022 Credit facility — tranche 1(d)
1.06 %Sep 16, 2024290 — 
2022 Credit facility — tranche 2(d)
1.21 %Sep 16, 20259 — 
Finance lease and other liabilities89 100 
Total borrowings2,264 2,313 
Less: current portion(e)
(300)(28)
Long-term borrowings
$1,964 $2,285 
(a)These borrowings were incurred by certain subsidiaries of NXE Australia Pty Limited (the “Foxtel Group” and together with such subsidiaries, the “Foxtel Debt Group”) and REA Group and certain of its subsidiaries (REA Group and certain of its subsidiaries, the “REA Debt Group”), consolidated but non wholly-owned subsidiaries of News Corp, and are only guaranteed by the Foxtel Group and REA Group and their respective subsidiaries, as applicable, and are non-recourse to News Corp.
(b)As of September 30, 2021, the Foxtel Debt Group had undrawn commitments of A$339 million available under these facilities.
(c)The carrying values of the borrowings include any fair value adjustments related to the Company’s fair value hedges. See Note 8—Financial Instruments and Fair Value Measurements.
(d)As of September 30, 2021, REA Group had total undrawn commitments of A$187 million available under the 2022 Credit Facility (as defined below).
(e)The Company classifies the current portion of long term debt as non-current liabilities on the Balance Sheets when it has the intent and ability to refinance the obligation on a long-term basis, in accordance with ASC 470-50 “Debt.” $27 million and $28 million relates to the current portion of finance lease liabilities as of September 30, 2021 and June 30, 2021, respectively.
REA Group Refinancing
During the three months ended September 30, 2021, REA Group completed a debt refinancing in which it repaid all amounts outstanding under its 2021 Bridge facility with the proceeds from a new A$600 million unsecured syndicated credit facility (the “2022 Credit Facility”) consisting of two sub-facilities: (i) a three year, A$400 million revolving loan facility (the “2022 Credit facility — tranche 1”) and (ii) a four year, A$200 million revolving loan facility (the “2022 Credit facility — tranche 2”). REA
Group may request increases in the amount of the 2022 Credit Facility up to a maximum amount of A$500 million, subject to the terms and limitations set forth in the syndicated facility agreement.
Borrowings under the 2022 Credit facility — tranche 1 accrue interest at a rate of the Australian BBSY plus a margin of between 1.00% and 2.10%, depending on REA Group’s net leverage ratio. Borrowings under the 2022 Credit facility — tranche 2 accrue interest at a rate of the Australian BBSY plus a margin of between 1.15% and 2.25%, depending on REA Group’s net leverage ratio. Both tranches carry a commitment fee of 40% of the applicable margin on any undrawn balance.
The 2022 Credit Facility requires REA Group to maintain (i) a net leverage ratio of not more than 3.5 to 1.0 and (ii) an interest coverage ratio of not less than 3.0 to 1.0. The syndicated facility agreement also contains certain other customary affirmative and negative covenants. Subject to certain exceptions, these covenants restrict or prohibit REA Group and its subsidiaries from, among other things, incurring or guaranteeing debt, disposing of certain properties or assets, merging or consolidating with any other person, making financial accommodation available, entering into certain other financing arrangements, creating or permitting certain liens, engaging in non arms’ length transactions with affiliates, undergoing fundamental business changes and making restricted payments.
Covenants
The Company’s borrowings and those of its consolidated subsidiaries contain customary representations, covenants and events of default, including those discussed above and in the Company’s 2021 Form 10-K. If any of the events of default occur and are not cured within applicable grace periods or waived, any unpaid amounts under the applicable debt agreements may be declared immediately due and payable. The Company was in compliance with all such covenants at September 30, 2021.