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8-K - 8-K - Madison Square Garden Sports Corp.d198201d8k.htm

Exhibit 99.1

 

LOGO

MADISON SQUARE GARDEN SPORTS CORP. REPORTS

FOURTH QUARTER AND FISCAL 2021 RESULTS

NEW YORK, N.Y., August 19, 2021 - Madison Square Garden Sports Corp. (NYSE: MSGS) today reported financial results for the fourth quarter and fiscal year ended June 30, 2021.

The fiscal 2021 fourth quarter was highlighted by the New York Knicks’ (“Knicks”) return to the NBA playoffs. In mid-May, New York State eased capacity restrictions, enabling the team to welcome what was, at that time, the largest indoor crowds to gather in New York State since the start of the pandemic for its three home playoff games at Madison Square Garden Arena (“The Garden”).

Prior to the playoffs, both the Knicks and New York Rangers (“Rangers”) concluded their 2020-21 regular seasons during the fiscal 2021 fourth quarter with home games at The Garden restricted to 10% capacity. The Knicks and Rangers played 13 and 11 regular season home games in the quarter, respectively, with limited attendance, as compared to no games for either team in the prior year period due to the suspensions of the 2019-20 NBA and NHL seasons in mid-March 2020.

Results for the fiscal year ended June 30, 2021 reflect the impact of the COVID-19 pandemic, including government-mandated assembly restrictions at The Garden and the shortened 2020-21 NBA and NHL regular seasons. For fiscal 2021, the Company generated $415.7 million in revenues as compared to $603.3 million in revenues in the prior year. In addition, the Company had an operating loss of $78.4 million and an adjusted operating loss of $12.5 million, compared to an operating loss of $93.9 million and an adjusted operating loss of $27.5 million in the prior year.(1)

For the fiscal 2021 fourth quarter, the Company reported revenues of $146.9 million, as compared to negative revenues of $7.0 million in the prior year quarter. In addition, the Company had an operating loss of $20.8 million and adjusted operating loss of $5.8 million in the fiscal 2021 fourth quarter, compared to an operating loss of $44.9 million and an adjusted operating loss of $33.6 million in the prior year quarter.

Madison Square Garden Sports Corp. President and CEO Andrew Lustgarten said: “Despite a challenging year, we had a tremendous response from Knicks’ and Rangers’ fans last season, including sell-out games and robust local ratings. For 2021-22, we look forward to building on this enthusiasm as we prepare for capacity crowds and full 82-game seasons. We have already seen robust season ticket renewals, along with strong momentum on the marketing partnership front – both clear reminders of the role sports plays in bringing people together – and we remain confident in our ability to drive long-term value for our shareholders.”

Results from Operations

Results for the quarter and year ended June 30, 2021 and 2020 are as follows:

 

    

Three Months

Ended

                 Twelve Months
Ended
             
     June 30,     Change     June 30,     Change  
$ millions    2021     2020     $      %     2021     2020     $     %  

Revenues

   $ 146.9   $ (7.0   $ 153.9      NM     $ 415.7   $ 603.3   $ (187.6     (31 )% 

Operating loss (1)

   $ (20.8 )    $ (44.9   $ 24.2      54   $ (78.4 )    $ (93.9   $ 15.4     16

Adjusted operating loss (2)

   $ (5.8 )    $ (33.6   $ 27.8      83   $ (12.5 )    $ (27.5   $ 14.9     54

Note: Does not foot due to rounding

 

(1)

For the three and twelve months ended June 30, 2020, the reported financial results of the Company through April 17, 2020 reflect the results of the MSG Entertainment business segment and the sports booking business, previously owned and operated by the Company through its MSG Sports business segment, as discontinued operations. In addition, results from continuing operations for the same period include certain corporate overhead expenses that the Company did not incur in the period after the completion of the spin-off of Madison Square Garden Entertainment Corp. (“MSG Entertainment”) and does not expect to incur in future periods, but which did not meet the criteria for inclusion in discontinued operations. The reported financial results of the Company after the spin-off date (April 18, 2020 through June 30, 2020) and for the three and twelve months ended June 30, 2021 reflect the Company’s results on a standalone basis, including the Company’s actual corporate overhead.

(2)

See page 3 of this earnings release for the definition of adjusted operating income (loss) included in the discussion of non-GAAP financial measures.

 

1


Summary of Reported Results from Continuing Operations

For the fiscal 2021 fourth quarter, the Company reported revenues of $146.9 million as compared to negative revenues of $7.0 million in the prior year period. The overall increase in revenue was primarily driven by higher league distributions, local media rights fees from MSG Networks, sponsorship and signage revenues, playoff-related revenues and regular season ticket-related revenues.

League distributions increased $82.8 million and local media rights fees from MSG Networks increased $29.3 million, both as compared to the prior year quarter, primarily due to the impact of the suspended 2019-20 regular seasons in the prior year period and the timing of the 2020-21 NBA and NHL regular seasons in the current year period. The increase in league distributions was also due to the recognition of a $21.0 million NHL expansion fee in the current period. In addition, local media rights fees were negatively impacted in the current year quarter by the reduced 2020-21 NBA and NHL regular season schedules.

Sponsorship and signage revenues increased $16.7 million and regular season ticket-related revenues increased $10.4 million, both as compared to the prior year quarter, primarily due to the impact of regular season home games played with limited attendance in the current year quarter as compared to no games played in the prior year period. Playoff-related revenues were $15.2 million in the current year quarter, which reflects the impact of the Knicks’ three first round playoff home games.

For the fiscal 2021 fourth quarter, direct operating expenses were $98.9 million as compared to a $17.6 million credit recorded in the prior year period, primarily due to the impact of the suspended 2019-20 regular seasons in the prior year period and the timing of the shortened 2020-21 NBA and NHL regular seasons in the current year period. Team personnel compensation increased $46.7 million, while net provisions for league revenue sharing expense (net of escrow and excluding playoffs) and NBA luxury tax were a $15.3 million credit in the current year quarter as compared to a $42.7 million credit in the prior year period. Other team operating expenses increased $16.9 million as compared with the prior year quarter. Direct operating expenses for the fiscal 2021 fourth quarter also included $12.9 million of operating lease costs, including deferred operating lease costs, under the Arena License Agreements with MSG Entertainment and $9.8 million of playoff related expenses. In addition, net provisions for certain team personnel transactions increased $6.4 million as compared to the prior year period.

For the fiscal 2021 fourth quarter, selling, general and administrative expenses were $68.0 million, an increase of 27%, or $14.6 million, as compared to the prior year period primarily due to higher teams-related compensation and benefits, including severance related to team executives, playoff-related expenses and fees related to the Company’s Sponsorship Sales and Service Representation Agreements with MSG Entertainment. The overall increase in expenses was partially offset by lower corporate overhead costs, which in the prior year period included certain corporate expenses that the Company has not incurred since the spin-off of MSG Entertainment and does not expect to incur in future periods, but which did not meet the criteria for inclusion in discontinued operations (see note 1 on previous page).

Fiscal 2021 fourth quarter operating loss of $20.8 million improved 54%, or $24.2 million, and adjusted operating loss of $5.8 million improved 83%, or $27.8 million, both as compared with the prior year period. This primarily reflects the overall increase in revenues, partially offset by higher direct operating expenses and, to a lesser extent, higher selling, general and administrative expenses.     

Other Matters

As of June 30, 2021, the Company had $309.9 million of liquidity, comprised of the following components:

 

   

$64.9 million of cash and cash equivalents;

 

   

$55 million in borrowing capacity under the Knicks senior secured revolving credit facility;

 

   

$115 million in borrowing capacity under the Rangers senior secured revolving credit facility; and

 

   

$75 million available under the Knicks Holdings unsecured revolving credit facility.

As of June 30, 2021, total debt outstanding was $385 million, comprised of $355 million under the Company’s Knicks and Rangers senior secured revolving credit facilities and $30 million advanced from the NHL.(3) The Company’s deferred revenue obligations as of the end of fiscal 2021 were approximately $146 million, net of billed, but not yet collected deferred revenue, as compared to approximately $133 million as of March 31, 2021. The increase was primarily due to the collection of season ticket deposits, partially offset by the recognition of local and national media rights revenue during the fiscal fourth quarter. The majority of the deferred revenue balance as of year-end was comprised of tickets and suites, which will be addressed through games played and, to the extent necessary, through make-goods, credits and/or refunds, as well as the $30 million from the NBA that was provided in the fiscal second quarter.

 

(3)

All borrowings under the 2021 Rangers NHL Advance Agreement bear interest at 3.0% annually and are classified as current debt on the balance sheet as they are payable to the NHL upon demand. It is expected that the advancement amount will be set off against funds that would otherwise be paid, distributed or transferred by the NHL to the Rangers.

 

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About Madison Square Garden Sports Corp.

Madison Square Garden Sports Corp. (MSG Sports) is a leading professional sports company, with a collection of assets that includes: the New York Knicks (NBA) and the New York Rangers (NHL); two development league teams - the Westchester Knicks (NBAGL) and the Hartford Wolf Pack (AHL); and esports teams through Counter Logic Gaming, a leading North American esports organization, and Knicks Gaming, an NBA 2K League franchise. MSG Sports also operates two professional sports team performance centers - the MSG Training Center in Greenburgh, NY and the CLG Performance Center in Los Angeles, CA. More information is available at www.msgsports.com.

Non-GAAP Financial Measures

We define adjusted operating income (loss), which is a non-GAAP financial measure, as operating income (loss) before (i) deferred rent expense under the Arena License Agreements with Madison Square Garden Entertainment Corp., (ii) depreciation, amortization and impairments of property and equipment, goodwill and other intangible assets, (iii) share-based compensation expense or benefit, (iv) restructuring charges or credits, (v) gains or losses on sales or dispositions of businesses, and (vi) the impact of purchase accounting adjustments related to business acquisitions. Because it is based upon operating income (loss), adjusted operating income (loss) also excludes interest expense (including cash interest expense) and other non-operating income and expense items. We believe that the exclusion of share-based compensation expense or benefit allows investors to better track the performance of our business without regard to the settlement of an obligation that is not expected to be made in cash. We believe that given the length of the Arena License Agreements and resulting magnitude of the difference in deferred rent expense and the cash rent payments, the exclusion of deferred rent expense provides investors with a clearer picture of the Company’s operating performance.

We believe adjusted operating income (loss) is an appropriate measure for evaluating the operating performance of our Company. Adjusted operating income (loss) and similar measures with similar titles are common performance measures used by investors and analysts to analyze our performance. Internally, we use revenues and adjusted operating income (loss) as the most important indicators of our business performance, and evaluate management’s effectiveness with specific reference to these indicators. Adjusted operating income (loss) should be viewed as a supplement to and not a substitute for operating income (loss), net income (loss), cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with U.S. generally accepted accounting principles (“GAAP”). Since adjusted operating income (loss) is not a measure of performance calculated in accordance with GAAP, this measure may not be comparable to similar measures with similar titles used by other companies. For a reconciliation of operating income (loss) to adjusted operating income (loss), please see page 5 of this release.

Forward-Looking Statements

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results, developments and events may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industry in which it operates, the impact of the COVID-19 pandemic and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

# # #

Contacts:

 

Kimberly Kerns

Communications

(212) 465-6442

 

Ari Danes, CFA

Investor Relations

(212) 465-6072

Conference Call Information:

The conference call will be Webcast live today at 10:00 a.m. ET at investor.msgsports.com

Conference call dial-in number is 877-347-9170 / Conference ID Number 1098034

Conference call replay number is 855-859-2056 / Conference ID Number 1098034 until August 26, 2021

 

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MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

 

     Three Months Ended     Twelve Months Ended  
     June 30,     June 30,  
     2021     2020     2021     2020  

Revenues

   $ 146,902   $ (6,960   $ 415,721   $ 603,319

Direct operating expenses (credit)

     98,933     (17,620     281,890     359,970

Selling, general and administrative expenses

     67,992     53,392     206,700     319,675

Depreciation and amortization

     734     2,202     5,574     17,540
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating loss

     (20,757     (44,934     (78,443     (93,866

Other income (expense):

        

Interest income

     23     9     32     700

Interest expense

     (3,146     (2,221     (10,561     (4,461

Miscellaneous expense, net

     (110     (105     (346     (421
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss from continuing operations before income taxes

     (23,990     (47,251     (89,318     (98,048

Income tax benefit (expense)

     73,146     (31,725     73,421     (20,593
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) from continuing operations

     49,156     (78,976     (15,897     (118,641

Loss from discontinued operations, net of taxes

     —         (504     —         (90,222
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     49,156     (79,480     (15,897     (208,863

Less: Net loss attributable to nonredeemable noncontrolling interests from continuing operations

     (464     (642     (1,943     (2,342

Less: Net loss attributable to redeemable noncontrolling interests from discontinued operations

     —         (162     —         (24,013

Less: Net loss attributable to nonredeemable noncontrolling interests from discontinued operations

     —         (157     —         (120
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) attributable to Madison Square Garden Sports Corp.’s stockholders

   $ 49,620   $ (78,519   $ (13,954   $ (182,388
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic

        

Continuing operations

   $ 2.05   $ (3.26   $ (0.58   $ (4.86

Discontinued operations

   $ —     $ (0.01   $ —     $ (2.76
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders

   $ 2.05   $ (3.27   $ (0.58   $ (7.62
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted

        

Continuing operations

   $ 2.03   $ (3.26   $ (0.58   $ (4.86

Discontinued operations

   $ —     $ (0.01   $ —     $ (2.76
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted earnings (loss) per common share attributable to Madison Square Garden Sports Corp.’s stockholders

   $ 2.03   $ (3.27   $ (0.58   $ (7.62
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic weighted-average number of common shares outstanding

     24,157     24,025     24,129     23,942

Diluted weighted-average number of common shares outstanding

     24,422     24,025     24,129     23,942

 

4


MADISON SQUARE GARDEN SPORTS CORP.

ADJUSTMENTS TO RECONCILE OPERATING INCOME (LOSS) TO

ADJUSTED OPERATING INCOME (LOSS)

(Unaudited)

 

The following is a description of the adjustments to operating loss in arriving at adjusted operating loss as described in this earnings release:

 

   

Deferred rent. This adjustment eliminates the impact of the non-cash portion of rent expense associated with the Arena License Agreements with MSG Entertainment.

 

   

Depreciation and amortization. This adjustment eliminates depreciation, amortization and impairments of property and equipment, goodwill and other intangible assets in all periods.

 

   

Share-based compensation. This adjustment eliminates the compensation expense related to restricted stock units and stock options granted under the Company’s employee stock plan and non-employee director plan in all periods.

 

   

Restructuring charges. This adjustment eliminates costs related to termination benefits provided to employees as part of the Company’s workforce reduction in August 2020.

 

   

Purchase accounting adjustments. This adjustment eliminates the impact of various purchase accounting adjustments related to the CLG acquisition.

 

     Three Months Ended      Twelve Months Ended  
     June 30,      June 30,  
     2021      2020      2021     2020  

Operating loss

   $ (20,757    $ (44,934    $ (78,443   $ (93,866

Deferred rent

     10,025      —          28,305     —    

Depreciation and amortization (1)

     734      2,202      5,574     17,540

Share-based compensation

     4,244      9,134      30,437     48,693

Restructuring charges

     (47      —          1,597     —    

Other purchase accounting adjustments

     —          17      —         167
  

 

 

    

 

 

    

 

 

   

 

 

 

Adjusted operating loss

   $ (5,801    $ (33,581    $ (12,530   $ (27,466
  

 

 

    

 

 

    

 

 

   

 

 

 

 

(1)

Includes depreciation and amortization related to purchase accounting adjustments.

 

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MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

(Unaudited)

 

     June 30,  
     2021      2020  

ASSETS

     

Current Assets:

     

Cash and cash equivalents

   $ 64,902    $ 77,852

Restricted cash

     7,134      12,821

Accounts receivable, net

     74,197      7,403

Net related party receivables

     6,420      135

Prepaid expenses

     16,724      20,634

Other current assets

     15,869      9,433

Total current assets

     185,246      128,278

Property and equipment, net

     35,716      39,597

Right-of-use lease assets

     703,521      718,051

Amortizable intangible assets, net

     1,695      2,754

Indefinite-lived intangible assets

     112,144      112,144

Goodwill

     226,955      226,955

Deferred income tax assets, net

     15,943      —    

Other assets

     28,719      6,019
  

 

 

    

 

 

 

Total assets

   $ 1,309,939    $ 1,233,798
  

 

 

    

 

 

 

 

6


MADISON SQUARE GARDEN SPORTS CORP.

CONSOLIDATED BALANCE SHEETS (continued)

(In thousands, except per share data)

(Unaudited)

 

     June 30,  
     2021     2020  

LIABILITIES AND EQUITY

    

Current Liabilities:

    

Accounts payable

   $ 2,226   $ 2,301

Net related party payables

     17,089     17,952

Debt

     30,000     —    

Accrued liabilities:

    

Employee related costs

     90,269     71,451

Other accrued liabilities

     55,718     33,071

Operating lease liabilities, current

     41,951     39,131

Deferred revenue

     131,025     126,348
  

 

 

   

 

 

 

Total current liabilities

     368,278     290,254

Long-term debt

     355,000     350,000

Operating lease liabilities, noncurrent

     691,152     679,053

Defined benefit obligations

     6,283     7,014

Other employee related costs

     57,740     50,027

Deferred tax liabilities, net

     —         57,721

Deferred revenue, noncurrent

     31,603     2,014

Other liabilities

     1,749     1,150
  

 

 

   

 

 

 

Total liabilities

     1,511,805     1,437,233
  

 

 

   

 

 

 

Commitments and contingencies

    

Madison Square Garden Sports Corp. Stockholders’ Equity:

    

Class A Common stock, par value $0.01, 120,000 shares authorized; 19,587 and 19,466 shares outstanding as of June 30, 2021 and 2020, respectively

     204     204

Class B Common stock, par value $0.01, 30,000 shares authorized; 4,530 shares outstanding as of June 30, 2021 and 2020

     45     45

Preferred stock, par value $0.01, 15,000 shares authorized; none outstanding as of June 30, 2021 and 2020

     —         —    

Additional paid-in capital

     23,102     5,940

Treasury stock, at cost, 861 and 982 shares as of June 30, 2021 and 2020, respectively

     (146,734     (167,431

Accumulated deficit

     (78,898     (43,605

Accumulated other comprehensive loss

     (2,027     (2,139
  

 

 

   

 

 

 

Total Madison Square Garden Sports Corp. stockholders’ equity

     (204,308     (206,986

Nonredeemable noncontrolling interests

     2,442     3,551
  

 

 

   

 

 

 

Total equity

     (201,866     (203,435
  

 

 

   

 

 

 

Total liabilities and equity

   $ 1,309,939   $ 1,233,798
  

 

 

   

 

 

 

 

7


MADISON SQUARE GARDEN SPORTS CORP.

SELECTED CASH FLOW INFORMATION

(Dollars in thousands)

(Unaudited)

 

     Twelve Months Ended  
     June 30,  
     2021     2020(1)  

Net cash provided by (used in) operating activities

   $ (35,326   $ 3,568

Net cash used in investing activities

     (466     (514,863

Net cash provided by (used in) financing activities

     17,155     (520,588

Effect of exchange rates on cash, cash equivalents and restricted cash

     —         4,655
  

 

 

   

 

 

 

Net decrease in cash, cash equivalents and restricted cash

     (18,637     (1,027,228
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash from continuing operations, beginning of period

     90,673     25,836

Cash, cash equivalents and restricted cash from discontinued operations, beginning of period

     —         1,092,065
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash at beginning of period

     90,673     1,117,901
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash from continuing operations, end of period

     72,036     90,673

Cash, cash equivalents and restricted cash from discontinued operations, end of period

     —         —    
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash at end of period

   $ 72,036   $ 90,673
  

 

 

   

 

 

 

 

(1)

The selected cash flow information for the twelve months ended June 30, 2020 includes results related to the MSG Entertainment business segment and the sports booking business previously owned and operated by the Company through its MSG Sports business segment through the MSG Entertainment spin-off date (April 17, 2020). These results have been classified as discontinued operations and, as permitted under ASU 2014-08, the Company has elected not to adjust the consolidated statement of cash flows for the twelve months ended June 30, 2020 to exclude cash flows attributable to discontinued operations.

 

8