Current Report
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): 08/20/2009
News Corporation
(Exact name of registrant as specified in its charter)
Commission File Number: 001-32352
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Delaware
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26-0075658
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(State or other jurisdiction of
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(IRS Employer
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incorporation)
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Identification No.)
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1211 Avenue of the Americas
New York, NY 10036
(Address of principal executive offices, including zip code)
212-852-7000
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On August 20, 2009, News America Incorporated, a subsidiary of News Corporation, a Delaware corporation, issued a press release announcing that it had priced $400 million of 5.65% Senior Notes due August 15, 2020 and $600 million of 6.90% Senior Notes due August 15, 2039.
A copy of the press release issued by News America Incorporated is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit
Number Description
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99.1 Press release of News Corporation, dated August 20, 2009.
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
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Date: August 20, 2009
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By:
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/s/ Lawrence A. Jacobs
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Lawrence A. Jacobs
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Senior Executive Vice President and Group General Counsel
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EXHIBIT INDEX
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Exhibit No.
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Description
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EX-99.1
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Press release of News Corporation, dated August 20, 2009.
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Exhibit 99.1
News Corporation
N E W S R E L E A S E
Contacts - Investor Relations: Reed Nolte 212-852-7092
Press: Jack Horner 646-386-6215
News America Incorporated Prices Issue of $1 Billion of New Debt
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NEW YORK, NY, August 20, 2009
- News America Incorporated, a subsidiary of News Corporation, today announced the pricing of an issuance of $400 million of 5.65% Senior Notes due 2020 and $600 million of 6.90% Senior Notes due 2039 (together, the "Notes"). The closing of the offering is expected to occur on August 25, 2009, subject to satisfaction of customary closing conditions. News America will receive gross proceeds of $997,624,000 from this offering and expects to use the net proceeds for general corporate purposes.
The offering will be made in accordance with Rule 144A under the Securities Act of 1933, as amended, to purchasers in the United States and in accordance with Regulation S under the Securities Act to purchasers outside of the United States. The offering of the Notes has not been registered under the Securities Act, and the Notes may not be offered or sold absent registration or an applicable exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Notes.
News Corporation
(NASDAQ: NWS, NWSA; ASX: NWS, NWSLV) had total assets as of June 30, 2009 of approximately US$53 billion and total annual revenues of approximately US$30 billion. News Corporation is a diversified global media company with operations in eight industry segments: filmed entertainment; television; cable network programming; direct broadcast satellite television; magazines and inserts; newspapers and information services; book publishing; and other. The activities of News Corporation are conducted principally in the United States, Continental Europe, the United Kingdom, Australia, Asia and Latin America.