What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-02-06 compared with 2024-11-08 · 210 added, 185 removed, 553 unchanged (42% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

September 30, June 30,

December 31, June 30,

Current Assets:

27 unchanged sentences

Commitments and contingencies (see Note 8)

Equity (Deficit):

Class A Common Stock (a)

1 unchanged sentence

Additional paid-in-capital 34,686 33,481

Treasury stock at cost ( 4,365 shares outstanding as of September 30, 2024 and June 30, 2024)

Treasury stock at cost ( 5,047 and 4,365 shares outstanding as of December 31, 2024 and June 30, 2024, respectively)

( 165,512 ) ( 140,512 )

2 unchanged sentences

Accumulated other comprehensive loss ( 31,550 ) ( 32,262 )

Total deficit ( 48,698 ) ( 23,165 )

Total liabilities and deficit $ 1,610,327 $ 1,552,707

Total equity (deficit) 10,328 ( 23,165 )

Total liabilities and equity (deficit) $ 1,588,438 $ 1,552,707

_________________

(a) Class A Common Stock, $ 0.01 par value per share, 120,000 shares authorized;

45,958 and 45,556 shares issued as of September 30, 2024 and June 30, 2024, respectively.

46,007 and 45,556 shares issued as of December 31, 2024 and June 30, 2024, respectively.

(b) Class B Common Stock, $ 0.01 par value per share, 30,000 shares authorized;

6,867 shares issued as of September 30, 2024 and June 30, 2024.

6,867 shares issued as of December 31, 2024 and June 30, 2024.

See accompanying notes to the unaudited condensed consolidated financial statements.

2 unchanged sentences

(in thousands, except per share data)

Three Months Ended

September 30,

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Revenues from entertainment offerings

2 unchanged sentences

Arena license fees and other leasing revenue

29,820 25,629 34,478 28,075

Total revenues 407,417 402,666 546,131 544,878

10 unchanged sentences

30 ( 888 ) 70 ( 12,441 )

Operating loss

( 18,482 ) ( 33,425 )

Operating income 139,001 137,423 120,519 103,999

Interest income

Interest expense ( 14,043 ) ( 14,287 )

Other expense, net

365 1,083 737 1,935

Loss from operations before income taxes

( 32,922 ) ( 51,330 )

Income tax benefit

$ ( 19,321 ) $ ( 50,671 )

Loss per share attributable to MSG Entertainment’s stockholders:

Basic and diluted

$ ( 0.40 ) $ ( 1.00 )

Interest expense ( 12,955 ) ( 15,049 ) ( 26,998 ) ( 29,336 )

Other (expense) income, net ( 1,045 ) 2,846 ( 1,814 ) ( 1,625 )

Income from operations before income taxes 125,366 126,303 92,444 74,973

Income tax expense ( 49,473 ) ( 1,054 ) ( 35,872 ) ( 395 )

Net income $ 75,893 $ 125,249 $ 56,572 $ 74,578

Earnings per share attributable to MSG Entertainment’s stockholders:

Basic $ 1.57 $ 2.61 $ 1.17 $ 1.52

Diluted $ 1.56 $ 2.59 $ 1.17 $ 1.52

Weighted-average number of shares of common stock:

Basic and diluted

48,217 50,437

Basic 48,336 48,029 48,276 48,955

Diluted 48,611 48,293 48,543 49,168

_________________

3 unchanged sentences

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

(in thousands)

Three Months Ended

September 30,

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Net income $ 75,893 $ 125,249 $ 56,572 $ 74,578

Other comprehensive income, before income taxes:

Pension plans and postretirement plans

543 662 1,084 899

Other comprehensive income, before income taxes 543 662 1,084 899

1 unchanged sentence

Other comprehensive income, net of income taxes

Comprehensive loss

356 545 712 742

Comprehensive income $ 76,249 $ 125,794 $ 57,284 $ 75,320

See accompanying notes to the unaudited condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended

September 30,

Six Months Ended

OPERATING ACTIVITIES:

$ ( 19,321 ) $ ( 50,671 )

Adjustments to reconcile net loss to net cash (used in) provided by operating activities:

Net income $ 56,572 $ 74,578

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 27,964 26,789

Share-based compensation expense 15,584 20,738

Deferred income tax benefit

( 13,612 ) ( 659 )

Deferred income tax expense 25,026 394

Amortization of deferred financing costs 1,703 1,663

Net unrealized and realized (gains) losses on equity investments with readily determinable fair value

( 124 ) 3,901

Related party paid in kind interest — ( 512 )

Net unrealized and realized losses on equity investments with readily determinable fair value 38 758

Other non-cash adjustments 730 305

2 unchanged sentences

Related party receivables and payables, net

( 2,134 ) 44,654

Prepaid expenses and other current and non-current assets ( 13,114 ) 1,479

3 unchanged sentences

Operating lease right-of-use assets and lease liabilities 31,116 3,135

Net cash (used in) provided by operating activities

$ ( 27,359 ) $ 1,378

Net cash provided by operating activities $ 85,499 $ 105,232

INVESTING ACTIVITIES:

9 unchanged sentences

Principal repayment on long-term debt

Proceeds from related party loan — 126

( 63,125 ) ( 98,225 )

Repayments on related party loan, net — ( 305 )

Payments for debt financing costs

1 unchanged sentence

( 14,375 ) ( 12,247 )

Stock repurchases

Net cash provided by financing activities

Repurchases of Class A common stock

( 25,000 ) ( 50,874 )

Other financing activities ( 53 ) —

Net cash used in financing activities $ ( 47,553 ) $ ( 89,284 )

Net increase (decrease) in cash, cash equivalents, and restricted cash

6 unchanged sentences

Capital expenditures incurred but not yet paid or paid by landlord $ 22,159 $ 12,858

Non-cash stock repurchases in lieu of payment of loan due from related party

Non-cash financing lease obligation

$ ( 130 ) $ —

Non-cash repurchases of Class A common stock in lieu of payment of loan due from related party

Non-cash financing activities $ ( 148 ) $ —

See accompanying notes to the unaudited condensed consolidated financial statements.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

CONDENSED CONSOLIDATED STATEMENTS OF DEFICIT (Unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) (Unaudited)

(in thousands)

Retained earnings (Accumulated deficit)

Retained Earnings

Accumulated Other Comprehensive Loss

Total Deficit

Balance as of June 30, 2024 $ 525 $ 33,481 $ ( 140,512 ) $ 115,603 $ ( 32,262 ) $ ( 23,165 )

— — — ( 19,321 ) — ( 19,321 )

Total Equity (Deficit)

Balance as of September 30, 2024 $ 529 $ 26,909 $ ( 140,512 ) $ 96,282 $ ( 31,906 ) $ ( 48,698 )

Net income — — — 75,893 — 75,893

Other comprehensive income — — — — 356 356

— — — — 356 356

Comprehensive loss

— — — — — ( 18,965 )

Share-based compensation

1 unchanged sentence

Tax withholding associated with shares issued for share-based compensation — ( 1,545 ) — — — ( 1,545 )

Repurchases of Class A common stock, inclusive of tax

— — ( 25,000 ) — — ( 25,000 )

Balance as of December 31, 2024 $ 529 $ 34,686 $ ( 165,512 ) $ 172,175 $ ( 31,550 ) $ 10,328

Balance as of September 30, 2023 $ 523 $ 17,980 $ ( 140,512 ) $ ( 79,368 ) $ ( 33,824 ) $ ( 235,201 )

Net income — — — 125,249 — 125,249

Other comprehensive income — — — — 545 545

Share-based compensation — 7,773 — — — 7,773

Tax withholding associated with shares issues for share-based compensation 1 ( 414 ) — — — ( 413 )

Balance as of December 31, 2023 $ 524 $ 25,339 $ ( 140,512 ) $ 45,881 $ ( 33,279 ) $ ( 102,047 )

Balance as of June 30, 2024 $ 525 $ 33,481 $ ( 140,512 ) $ 115,603 $ ( 32,262 ) $ ( 23,165 )

— — — ( 50,671 ) — ( 50,671 )

Net income — — — 56,572 — 56,572

Other comprehensive income — — — — 712 712

Comprehensive loss

Share-based compensation

— 15,584 — — — 15,584

Tax withholding associated with shares issued for share-based compensation 4 ( 14,379 ) — — — ( 14,375 )

Repurchases of Class A common stock, inclusive of tax — — ( 25,000 ) — — ( 25,000 )

Balance as of December 31, 2024 $ 529 $ 34,686 $ ( 165,512 ) $ 172,175 $ ( 31,550 ) $ 10,328

Balance as of June 30, 2023 $ 519 $ 17,727 $ ( 25,000 ) $ ( 28,697 ) $ ( 34,021 ) $ ( 69,472 )

Net income — — — 74,578 — 74,578

Other comprehensive income — — — — 742 742

Share-based compensation — 20,738 — — — 20,738

Tax withholding associated with shares issues for share-based compensation 4 ( 11,838 ) — — — ( 11,834 )

Stock repurchases, inclusive of tax — ( 874 ) ( 115,512 ) — — ( 116,386 )

Balance as of September 30, 2023 $ 523 $ 17,980 $ ( 140,512 ) $ ( 79,368 ) $ ( 33,824 ) $ ( 235,201 )

Tax withholding associated with shares issued for share-based compensation 5 ( 12,252 ) — — — ( 12,247 )

Repurchases of Class A common stock, inclusive of tax ( 874 ) ( 115,512 ) — ( 116,386 )

Balance as of December 31, 2023 $ 524 $ 25,339 $ ( 140,512 ) $ 45,881 $ ( 33,279 ) $ ( 102,047 )

See accompanying notes to the unaudited condensed consolidated financial statements.

11 unchanged sentences

The Company also owns and produces the original production, the Christmas Spectacular Starring the Radio City Rockettes (the “ Christmas Spectacular ”).

The Company also has an entertainment and sports bookings business, which showcases a broad array of compelling concerts, family shows and special events, as well as a diverse mix of sporting events, for millions of guests annually.

The Company also books other entertainment and sports events, which showcases a broad array of compelling concerts, family shows and special events, as well as a diverse mix of sporting events, for millions of guests annually.

MSG Entertainment Distribution

9 unchanged sentences

generally accepted accounting principles (“GAAP”) for interim financial information and Article 10 of Regulation S-X of the SEC, and should be read in conjunction with the Company’s Audited Consolidated and Combined Annual Financial Statements.

In the opinion of the Company, the accompanying financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of September 30, 2024 and its results of operations and cash flows for the three months ended September 30, 2024 and 2023.

In the opinion of the Company, the accompanying financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of December 31, 2024 and its results of operations for the three and six months ended December 31, 2024 and 2023 and cash flows for the six months ended December 31, 2024 and 2023.

The condensed consolidated balance sheet as of June 30, 2024 was derived from the Audited Consolidated and Combined Annual Financial Statements but does not contain all of the footnote disclosures from the Audited Consolidated and Combined Annual Financial Statements.

3 unchanged sentences

For purposes of comparability, certain prior period amounts have been reclassified to conform to the current year presentation in accordance with GAAP.

The accompanying unaudited condensed consolidated financial information for the three months ended September 30, 2023 has been revised to change the presentation of our revenue and direct operating expenses from an aggregated to a disaggregated basis.

The accompanying unaudited condensed consolidated financial information for the three and six months ended December 31, 2023 has been revised to change the presentation of the Company’s revenue and direct operating expenses from an aggregated to a disaggregated basis and other related disclosures.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

15 unchanged sentences

Revenue Recognition and Direct Operating Expenses

The following reflects an update to the Company’s comprehensive revenue recognition and direct operating expense accounting policies to align with the disaggregation of revenue and direct operating expenses as presented on the condensed consolidated statements of operations.

The Company generates revenue from the provision of services and sale of tangible products, as well as leasing transactions.

21 unchanged sentences

(together with its subsidiaries, as applicable, “MSG Sports”) at The Garden

Lease revenue, presented as “Arena license fees and other leasing revenue”, includes:

• Rental fees related to the arena license agreements that require the Knicks and the Rangers to play their home games at The Garden (the “Arena License Agreements”) with MSG Sports

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Lease revenue, presented as “Arena license fees and other leasing revenue”, includes:

• Rental fees related to the arena license agreements that require the Knicks and the Rangers to play their home games at The Garden (the “Arena License Agreements”) with MSG Sports

• Sublease income

26 unchanged sentences

The contract asset is amortized over the estimated useful life.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Principal versus Agent Revenue Recognition

3 unchanged sentences

When the Company concludes that it does not control the good or service before transfer to the customer but arranges for another entity to provide the good or service, the Company acts as an agent and records revenue on a net basis in the amount it earns for its agency service.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Contract Balances

15 unchanged sentences

The standard requires disclosure of significant expense categories and amounts for such expenses, including those segment expenses that are regularly provided to the chief operating decision maker, easily computable from information that is regularly provided, or significant expenses that are expressed in a form other than actual amounts.

This standard will be effective for the Company as of and for the Fiscal Year ending June 30, 2025 and is required to be applied retrospectively to all prior periods presented in the financial statements.

This standard will be effective for the Company as of and for Fiscal Year 2025 and is required to be applied retrospectively to all prior periods presented in the financial statements.

The Company continues to evaluate the impact of the additional disclosure requirements on the Company’s consolidated financial statements .

4 unchanged sentences

The Company is currently evaluating the impact of the additional disclosure requirements on the Company’s consolidated financial statements .

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses , requiring additional disclosures about specified categories of expenses included in certain expense captions presented on the face of the income statement.

This standard will be effective for the Company as of and for the Fiscal Year ending June 30, 2028, and may be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to all prior periods presented in the financial statements.

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses , as amended by ASU 2025-01, which was issued in January 2025, requiring disclosu re, in the notes to financial statements, of specified information about certain costs and expenses at each interim and annual reporting period.

This ASU provided an effective date for the standard to be for annual periods beginning with the Company’s Fiscal Year ending June 30, 2028, and interim reporting periods beginning in the Company’s

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Fiscal Year Ending June 30, 2029.

Early adoption of Update 2024-03 is permitted.

This amended ASU may be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to all prior periods presented in the financial statements.

The Company is currently evaluating the impact of adopting this guidance on the Company’s consolidated financial statements.

1 unchanged sentence

Contracts with Customers

All revenue recognized in the condensed consolidated statements of operations is considered to be revenue from contracts with customers in accordance with FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts with Customers , except for revenues from the Arena License Agreements, leases and subleases that are accounted for in accordance with

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

ASC Topic 842, Leases .

Disaggregation of Revenue

The following table disaggregates the Company’s revenue by major source based upon the timing of satisfaction of the Company’s performance obligations to the customer for the three months ended September 30, 2024 and 2023:

Three Months Ended

September 30,

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Event-related offerings (a)

2 unchanged sentences

78,387 69,890 117,325 109,705

8,916 10,041 14,852 15,002

Total revenues from contracts with customers

9 unchanged sentences

In addition to the disaggregation of the Company’s revenue as disclosed above, the following table disaggregates the Company’s revenues by revenue category , for the three months ended September 30, 2024 and 2023.

In addition to the disaggregation of the Company’s revenue as disclosed above, the following table disaggregates the Company’s revenues by revenue category , for the three and six months ended December 31, 2024 and 2023.

Three Months Ended

September 30,

Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Ticketing and venue license fee revenues (a)

12 unchanged sentences

(a) Amounts include ticket sales, including other ticket-related revenue, and venue license fees from the Company’s events such as (i) concerts, (ii) the presentation of the Christmas Spectacular and (iii) other live entertainment and sporting events.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Contract Balances

The following table provides information about the opening and closing contract balances from the Company’s contracts with customers as of September 30, 2024 and June 30, 2024:

September 30,

The following table provides information about the opening and closing contract balances from the Company’s contracts with customers as of December 31, 2024 and June 30, 2024:

2024 June 30,

7 unchanged sentences

(a) Receivables from contracts with customers, net, which are reported in Accounts receivable, net and Related party receivables, current in the Company’s condensed consolidated balance sheets, represent the Company’s unconditional rights to consideration under its contracts with customers.

As of September 30, 2024 and June 30, 2024, the Company’s receivables from contracts with customers above included $ 5,114 and $ 2,432 , respectively, related to various related parties.

As of December 31, 2024 and June 30, 2024, the Company’s receivables from contracts with customers above included $ 8,630 and $ 2,432 , respectively, related to various related parties.

Related Party Transactions for further details on related party arrangements.

3 unchanged sentences

Deferred revenue is reduced and the related revenue is recognized once the underlying goods or services are transferred to a customer.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

recognized for the three months ended September 30, 2024 relating to the deferred revenue balance as of June 30, 2024 was $ 85,476 .

Revenue recognized for the three and six months ended December 31, 2024 relating to the Deferred revenue balance as of June 30, 2024 was $ 155,698 and $ 241,174 , respectively.

Transaction Price Allocated to the Remaining Performance Obligations

As of September 30, 2024, the Company’s remaining performance obligations under contracts were approximately $ 601,000 , of which 57 % is expected to be recognized over the next two years and an additional 43 % of the balance is expected to be recognized thereafter.

As of December 31, 2024, the Company’s remaining performance obligations under contracts were approximately $ 593,132 , of which 49 % is expected to be recognized over the next two years and an additional 51 % of the balance is expected to be recognized thereafter.

This primarily relates to performance obligations under sponsorship and suite license agreements that have original expected durations longer than one year and for which the consideration is not variable.

1 unchanged sentence

Restructuring Credits (Charges)

During the three months ended September 30, 2024, the Company recorded restructuring credits of $ 40 related to adjustments for previously accrued termination benefits for certain corporate executives and employees.

During the three months ended September 30, 2023, the Company recorded restructuring charges of $ 11,553 , inclusive of $ 6,788 of share-based compensation expenses, shown in accounts payable, accrued and other current liabilities and additional paid-in-capital on the condensed consolidated balance sheet.

Changes to the Company’s restructuring liability through September 30, 2024 were as follows:

During the three and six months ended December 31, 2024, the Company recorded reductions in its restructuring liabilities of $ 30 and $ 70 , respectively, related to adjustments for previously accrued termination benefits for certain corporate executives and employees, shown in Accounts payable, accrued and other current liabilities on the condensed consolidated balance sheets.

During the three and six months ended December 31, 2023, the Company recorded restructuring charges of $ 888 and $ 12,441 , respectively, inclusive of $ 0 and $ 6,788 of share-based compensation expenses, respectively, shown in Accounts payable, accrued and other current liabilities and Additional paid-in-capital on the condensed consolidated balance sheets.

Changes to the Company’s restructuring liability through December 31, 2024 were as follows:

Restructuring Liability

1 unchanged sentence

Restructuring credits

September 30, 2024 $ 3,460

As of September 30, 2024, the Company held an investment in Townsquare Media, Inc.

December 31, 2024 $ 30

As of December 31, 2024, the Company held an investment in Townsquare Media, Inc.

(“Townsquare”).

The Company also held an investment in DraftKings Inc.

The Company also previously held an investment in DraftKings Inc.

(“DraftKings”), which was sold during the first quarter of Fiscal Year 2024:

1 unchanged sentence

• DraftKings is a fantasy sports contest and sports gambling provider that is listed on the Nasdaq Stock Market (“NASDAQ”) under the symbol “DKNG.”

As of September 30, 2024, the Company also held other equity investments held in trust under the Company’s Executive Deferred Compensation Plan.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

As of December 31, 2024, the Company also held other equity investments held in trust under the Company’s Executive Deferred Compensation Plan.

Refer to Note 10.

Pension Plans and Other Postretirement Benefit Plans for further details regarding the plan.

The fair value of the Company’s investments in Class A common stock of Townsquare and Class A common stock of DraftKings was determined based on quoted market prices in active markets on the NYSE and NASDAQ, respectively, which are classified within Level I of the fair value hierarchy.

The carrying value of the Company’s investments, which is reported under Other non-current assets in the accompanying condensed consolidated balance sheets as of September 30, 2024 and June 30, 2024, is as follows:

September 30,

The fair value of the Company’s equity investments with readily determinable fair value was determined based on quoted market prices in active markets on the NYSE and NASDAQ, respectively, which are classified within Level I of the fair value hierarchy.

The carrying value of the Company’s investments, which is reported under Other non-current assets in the accompanying condensed consolidated balance sheets as of December 31, 2024 and June 30, 2024, is as follows:

2024 June 30,

6 unchanged sentences

(a) Inclusive of the Company’s investment in Oak View Group’s Crown Properties Collection, LLC ("CPC").

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table summarizes the realized and unrealized gain (loss) on equity investments with readily determinable fair value, which is reported in Other income (expense), net for the three months ended September 30, 2024 and 2023:

Three Months Ended

September 30,

Unrealized loss — Townsquare

The following table summarizes the realized and unrealized gain (loss) on equity investments with readily determinable fair value, which is reported in Other (expense) income, net for the three and six months ended December 31, 2024 and 2023:

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Unrealized gain (loss) — Executive Deferred Compensation Plan 220 ( 145 )

Unrealized (loss) gain — Townsquare $ ( 136 ) $ 3,143 $ ( 237 ) $ ( 2,306 )

Unrealized (loss) gain — Executive Deferred Compensation Plan

( 26 ) 343 194 198

Realized gain from shares sold — DraftKings

Realized gain from shares sold — Townsquare

Total realized and unrealized gain (loss)

Total realized and unrealized (loss) gain

$ ( 162 ) $ 3,486 $ ( 38 ) $ ( 560 )

4 unchanged sentences

Cash proceeds from common stock sold — Townsquare

$ — $ — $ 55 $ —

Property and Equipment, Net

As of September 30, 2024 and June 30, 2024, property and equipment, net consisted of the following:

September 30,

As of December 31, 2024 and June 30, 2024, Property and equipment, net consisted of the following:

2024 June 30,

6 unchanged sentences

Construction in progress

29,442 10,193

Total Property and equipment $ 1,601,135 $ 1,565,611

2 unchanged sentences

Property and equipment, net $ 641,092 $ 633,533

The Company recorded depreciation expense on property and equipment of $ 13,781 and $ 13,585 for the three months ended September 30, 2024 and 2023, respectively, which is recognized in Depreciation and amortization in the condensed consolidated statements of operations.

The Company recorded depreciation and amortization expense on property and equipment of $ 14,183 and $ 27,964 for the three and six months ended December 31, 2024, respectively, and $ 13,205 and $ 26,789 for the three and six months ended December 31, 2023, respectively, which is recognized in Depreciation and amortization in the condensed consolidated statements of operations.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Goodwill and Intangible Assets

As of September 30, 2024 and June 30, 2024, the carrying amount of goodwill was $ 69,041 .

The Company’s indefinite-lived intangible assets as of September 30, 2024 and June 30, 2024 were as follows:

September 30,

As of December 31, 2024 and June 30, 2024, the carrying amount of Goodwill was $ 69,041 and does not reflect any historical impairment charges.

The Company’s Indefinite-lived intangible assets as of December 31, 2024 and June 30, 2024 were as follows:

2024 June 30,

2 unchanged sentences

Total indefinite-lived intangible assets $ 63,801 $ 63,801

During the first quarter of Fiscal Year 2025, the Company performed its annual qualitative impairment test of goodwill and indefinite-lived intangible assets and determined that there were no impairments of goodwill and indefinite-lived intangibles identified as of the impairment test date.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

During the first quarter of Fiscal Year 2025, the Company performed its annual qualitative impairment test of Goodwill and Indefinite-lived intangible assets and determined that there were no impairments of Goodwill or Indefinite-lived intangible assets identified as of the impairment test date.

Commitments and Contingencies

1 unchanged sentence

The Company’s commitments as of June 30, 2024 included a total of $ 323,178 (primarily related to contractual obligations).

During the three months ended September 30, 2024, the Company did not have any material changes in its non-cancelable contractual obligations (other than activities in the ordinary course of business).

During the six months ended December 31, 2024, the Company did not have any material changes in its non-cancelable contractual obligations (other than activities in the ordinary course of business).

Credit Facilities for details of the principal repayments required under the Company’s credit facilities.

10 unchanged sentences

Although the outcome of these lawsuits cannot be predicted with certainty (including the extent of available insurance, if any), management does not believe that resolution of these lawsuits will have a material adverse effect on the Company.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Credit Facilities

Credit Facilities, included in the Company’s Audited Consolidated and Combined Annual Financial Statements for more information regarding the Company’s credit facilities.

The following table summarizes the presentation of the outstanding balances under the Company’s credit agreements as of September 30, 2024 and June 30, 2024:

September 30,

The following table summarizes the presentation of the outstanding balances under the Company’s credit agreements as of December 31, 2024 and June 30, 2024:

2024 June 30,

4 unchanged sentences

$ 24,375 $ 16,250

September 30, 2024 June 30, 2024

December 31, 2024 June 30, 2024

Principal Unamortized Deferred Financing Costs Net Principal Unamortized Deferred Financing Costs Net

6 unchanged sentences

$ 593,125 $ ( 8,424 ) $ 584,701 $ 609,375 $ ( 10,127 ) $ 599,248

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

National Properties Facilities

1 unchanged sentence

Up to $ 25,000 of the National Properties Revolving Credit Facility is available for the issuance of letters of credit.

As of September 30, 2024, outstanding letters of credit were $ 18,826 and the remaining balance available under the National Properties Revolving Credit Facility was $ 76,174 .

As of December 31, 2024, outstanding letters of credit were $ 18,826 and the remaining balance available under the National Properties Revolving Credit Facility was $ 131,174 .

Interest Rates.

2 unchanged sentences

MSG National Properties is also required to pay customary letter of credit fees, as well as fronting fees, to banks that issue letters of credit pursuant to the National Properties Credit Agreement.

The interest rate on the National Properties Facilities as of September 30, 2024 was 7.45 %.

The interest rate on the National Properties Facilities as of December 31, 2024 was 6.94 %.

Principal Repayments .

4 unchanged sentences

Under certain circumstances, MSG National Properties is required to make mandatory prepayments on loans outstanding, including prepayments in an amount equal to the net cash proceeds of certain sales of assets or casualty insurance and/or condemnation recoveries (subject to certain reinvestment, repair or replacement rights), subject to certain exceptions.

The National Properties Credit Agreement includes financial covenants requiring MSG National Properties and its restricted subsidiaries to maintain a specified minimum liquidity level, a specified minimum debt service coverage ratio and specified maximum total leverage ratio.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The minimum liquidity level is set at $ 50,000 , and is tested based on the level of average daily liquidity, consisting of cash and cash equivalents and available revolving commitments, over the last month of each quarter over the life of the National Properties Facilities.

2 unchanged sentences

It is tested based on the ratio of MSG National Properties and its restricted subsidiaries’ consolidated total indebtedness to adjusted operating income, with an initial maximum ratio of 6 :1, which stepped down to 5.5 :1 in the fiscal quarter ended June 30, 2024 and steps down to 4.5 :1 in the fiscal quarter ending June 30, 2026.

As of September 30, 2024, MSG National Properties and its restricted subsidiaries were in compliance with the covenants of the National Properties Credit Agreement.

As of December 31, 2024, MSG National Properties and its restricted subsidiaries were in compliance with the covenants of the National Properties Credit Agreement.

In addition to the financial covenants discussed above, the National Properties Credit Agreement and the related security agreement contain certain customary representations and warranties, affirmative and negative covenants and events of default.

12 unchanged sentences

All obligations under the National Properties Facilities are guaranteed by MSG Entertainment Holdings and MSG National Properties’ existing and future direct and indirect domestic subsidiaries, other than the subsidiaries that own The Garden and certain other excluded subsidiaries (the “Subsidiary Guarantors”).

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

All obligations under the National Properties Facilities, including the guarantees of those obligations, are secured by certain of the assets of MSG National Properties and the Subsidiary Guarantors (collectively, “Collateral”) including, but not limited to, a pledge of some or all of the equity interests held directly or indirectly by MSG National Properties in each Subsidiary Guarantor.

2 unchanged sentences

Interest Payments Principal Repayments

Three Months Ended Three Months Ended

September 30, September 30,

Six Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

2 unchanged sentences

The carrying value and fair value of the Company’s debt reported in the accompanying condensed consolidated balance sheets were as follows:

September 30, 2024 June 30, 2024

December 31, 2024 June 30, 2024

National Properties Facilities

1 unchanged sentence

________________

(a) The total carrying value of the Company’s debt as of September 30, 2024 and June 30, 2024 is equal to the current and non-current principal payments for the Company’s credit agreements excluding unamortized deferred financing costs of $ 9,275 and $ 10,127 , respectively.

(a) The total carrying value of the Company’s debt as of December 31, 2024 and June 30, 2024 is equal to the current and non-current principal payments for the Company’s credit agreements excluding unamortized deferred financing costs of $ 8,424 and $ 10,127 , respectively.

The Company’s long-term debt is classified within Level II of the fair value hierarchy as it is valued using quoted indices of similar instruments for which the inputs are readily observable.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Pension Plans and Other Postretirement Benefit Plans

1 unchanged sentence

Defined Benefit Pension Plans and Other Postretirement Benefit Plans

The following table presents components of net periodic benefit cost for the Pension Plans and Postretirement Plan included in the accompanying condensed consolidated statements of operations for the three months ended September 30, 2024 and 2023.

The following tables present components of net periodic benefit cost for the Pension Plans and Postretirement Plan included in the accompanying condensed consolidated statements of operations for the three and six months ended December 31, 2024 and 2023.

Service cost is recognized in direct operating expenses and selling, general and administrative expenses.

2 unchanged sentences

Three Months Ended Three Months Ended

September 30, September 30,

December 31, December 31,

2024 2023 2024 2023

5 unchanged sentences

$ 841 $ 1,057 $ 41 $ 30

Pension Plans Postretirement Plan

Six Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Service cost $ 35 $ 34 $ 10 $ 12

Interest cost 3,337 2,938 60 48

Expected return on plan assets ( 2,584 ) ( 2,182 ) — —

Recognized actuarial loss 893 899 12 —

Net periodic cost $ 1,681 $ 1,689 $ 82 $ 60

Contributions for Qualified Defined Benefit Pension Plans

During the three months ended September 30, 2024, the Company contributed $ 3,300 to a non-contributory, qualified cash balance retirement plan covering the Company’s non-union employees.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

During the three and six months ended December 31, 2024, the Company contributed $ 0 and $ 3,300 , respectively, to a non-contributory, qualified cash balance retirement plan covering the Company’s non-union employees.

Defined Contribution Plans

For the three months ended September 30, 2024 and 2023, expenses related to the Savings Plans and Union Savings Plan included in the accompanying condensed consolidated statements of operations are as follows:

Three Months Ended

September 30,

For the three and six months ended December 31, 2024 and 2023, expenses related to the Savings Plans and Union Savings Plan included in the accompanying condensed consolidated statements of operations are as follows:

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Savings Plans $ 2,169 $ 2,265 $ 4,193 $ 4,299

Union Savings Plan $ 399 $ 82 $ 480 $ 132

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Executive Deferred Compensation

Pension Plans and Other Postretirement Benefit Plans, included in the Company’s Audited Consolidated and Combined Annual Financial Statements, for more information regarding the Company’s Executive Deferred Compensation Plan (the “Deferred Compensation Plan”).

The Company recorded compensation expense of $ 220 for the three months ended September 30, 2024 and a compensation cost credit of $ 145 for the three months ended September 30, 2023, within Selling, general, and administrative expenses to reflect the remeasurement of the Deferred Compensation Plan liability.

In addition, the Company recorded a gain of $ 220 for the three months ended September 30, 2024 and a loss of $ 145 for the three months ended September 30, 2023, within Other expense, net to reflect remeasurement of the fair value of assets under the Deferred Compensation Plan.

The Company recorded compensation income of $ 26 for the three months ended December 31, 2024 and compensation expense of $ 194 for the six months ended December 31, 2024 and compensation expense of $ 343 and $ 198 , respectively, for the three and six months ended December 31, 2023, in each within Selling, general, and administrative expenses to reflect the remeasurement of the Deferred Compensation Plan liability.

In addition, the Company recorded a loss of $ 26 for the three months ended December 31, 2024 and a gain of $ 194 for the six months ended December 31, 2024 and gains of $ 343 and $ 198 , respectively, for the three and six months ended December 31, 2023, within Other (expense) income, net to reflect remeasurement of the fair value of assets under the Deferred Compensation Plan.

The following table summarizes amounts recognized related to the Deferred Compensation Plan in the condensed consolidated balance sheets:

September 30,

2024 June 30,

9 unchanged sentences

The following table summarizes the Company’s share-based compensation expense:

Three Months Ended

September 30,

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Share-based compensation expense (a)

3 unchanged sentences

________________

(a) The expense shown excludes $ 6,788 for the three months ended September 30, 2023, which was reclassified to Restructuring charges in the condensed consolidated statements of operations a s detailed in Note 4.

(a) The expense shown excludes $ 6,788 for the six months ended December 31, 2023, which was reclassified to Restructuring charges in the condensed consolidated statements of operations a s detailed in Note 4.

Restructuring Credits (Charges).

(b) To fulfill required statutory tax withholding obligations for the applicable income and other employment taxes, RSUs and PSUs with an aggregate value of $ 12,808 and $ 11,817 were retained by the Company during the three months ended September 30, 2024 and 2023, respectively.

For the three months ended September 30, 2024 and 2023 all RSUs and stock options were excluded from the anti-dilutive calculation because the Company reported a net loss for the period and, therefore, their impact on reported loss per share would have been antidilutive.

As of September 30, 2024, there was $ 55,333 of unrecognized compensation cost related to unvested RSUs and PSUs held by the Company’s direct employees.

(b) To fulfill required statutory tax withholding obligations for the applicable income and other employment taxes, RSUs and PSUs with an aggregate value of $ 1,561 and $ 14,369 , and $ 412 and $ 12,229 , respectively, were retained by the Company during the three and six months ended December 31, 2024 and 2023, respectively.

For the three and six months ended December 31, 2024, weighted-average shares used in the calculation for diluted earnings per share (“EPS”) consisted of 48,611 and 48,543 weighted-average shares of Class A Common Stock, respectively, for basic EPS and the dilutive effect of 275 and 267 shares of Class A Common Stock, respectively, issuable under share-based compensation plans.

For the three and six months ended December 31, 2024, weighted-average anti-dilutive shares primarily consisted of approximately 855 and 728 RSUs and stock options, respectively, and were excluded in the calculation of diluted EPS because their effect would have been anti-dilutive.

As of December 31, 2024, there was $ 46,798 of unrecognized compensation cost related to unvested RSUs and PSUs held by the Company’s direct employees.

The cost is expected to be recognized over a weighted-average period of approximately 2.3 years.

Award Activity

During the three months ended September 30, 2024 and 2023 , 433 and 562 RSUs were granted and 416 and 476 RSUs vested,

During the six months ended December 31, 2024 and 2023 , 481 and 620 RSUs were granted, respectively, and 509 and 624 RSUs vested, respectively.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

respectively.

During the three months ended September 30, 2024 and 2023, 386 and 506 PSUs were granted and 305 and 241 PSUs vested, respectively.

During the six months ended December 31, 2024 and 2023, 386 and 506 PSUs were granted, respectively, and 391 and 273 PSUs vested, respectively.

Related Party Transactions

As of September 30, 2024 , members of the Dolan family, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, and members of the Dolan family including trusts for the benefit of members of the Dolan family (collectively, the “Dolan Family Group”) collectively beneficially owned 100 % of the Company’s outstanding Class B Common Stock, $ 0.01 par value per share (“Class B Common Stock”) and approximately 4.1 % of the Company’s outstanding Class A Common Stock (inclusive of options exercisable within 60 days of September 30, 2024) .

As of December 31, 2024 , members of the Dolan family, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, and members of the Dolan family including trusts for the benefit of members of the Dolan family (collectively, the “Dolan Family Group”) collectively beneficially owned 100 % of the Company’s outstanding Class B Common Stock, $ 0.01 par value per share (“Class B Common Stock”) and approximately 4.1 % of the Company’s outstanding Class A Common Stock (inclusive of options exercisable within 60 days of December 31, 2024) .

Such shares of Class A Common Stock and Class B Common Stock, collectively, represent approximately 63.9 % of the aggregate voting power of the Company’s outstanding common stock.

2 unchanged sentences

There have been no material changes in such related party arrangements except as described below.

In the third quarter of Fiscal Year 2024, the Company entered into a commercial agreement with CPC, under which CPC provides sponsorship sales services.

The Company recorded commission expense of $ 494 and $ 0 for the three months ended September 30, 2024 and 2023, respectively.

As of September 30, 2024 and June 30, 2024, prepaid expenses associated with this arrangement were $ 6,998 and $ 5,993 , respectively, and are reported under Prepaid expenses and other current assets, and Other non-current assets in the accompanying condensed consolidated balance sheets.

The Company provided a notice of termination with respect to the commercial agreement on September 20, 2024 and is currently negotiating the related wind down.

In the third quarter of Fiscal Year 2024, the Company entered into a commercial agreement with CPC, under which CPC provided sponsorship sales services.

The Company recorded commission expense of $ 1,009 and $ 1,503 , and $ 0 and $ 0 for the three and six months ended December 31, 2024 and 2023, respectively.

As of December 31, 2024 and June 30, 2024, prepaid expenses associated with this arrangement were $ 7,312 and $ 5,993 , respectively, and are reported under Prepaid expenses and other current assets, and Other non-current assets in the accompanying condensed consolidated balance sheets.

The Company provided a notice of termination with respect to the commercial agreement on September 20, 2024 and has subsequently negotiated a wind down.

From time to time the Company enters into arrangements with 605, LLC (“605”).

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605 provides audience measurement and data analytics services to the Company and its subsidiaries in the ordinary course of business.

In August 2022, a subsidiary of Sphere Entertainment entered into a three-year agreement with 605, valued at $ 750 , covering several customer analysis projects per year in connection with events held at our venues, which was assigned to the Company in connection with the Distribution.

Pursuant to this arrangement, the Company recognized $ 34 of expense for the three months ended September 30, 2023.

In August 2022, a subsidiary of Sphere Entertainment entered into a three-year agreement with 605, valued at $ 750 , covering several customer analysis projects per year in connection with events held at the Company’s venues, which was assigned to the Company in connection with the Distribution.

Pursuant to this arrangement, the Company recognized $ 0 and $ 34 of expense for the three and six months ended December 31, 2023, respectively.

On September 13, 2023, 605 was sold to iSpot.tv, and James L.

5 unchanged sentences

The significant components of these amounts are discussed below.

These amounts are reflected in revenues and operating expenses in the accompanying condensed consolidated statements of operations for the three months ended September 30, 2024 and 2023:

September 30,

These amounts are reflected in revenues and operating expenses in the accompanying condensed consolidated statements of operations for the three and six months ended December 31, 2024 and 2023:

Three Months Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Revenues $ 38,878 $ 33,630 $ 46,761 $ 38,789

7 unchanged sentences

4,562 ( 2,142 ) 5,679 ( 2,695 )

Total operating expenses (credits), net (a)

Total operating (expense) credits, net (a)

$ 30,572 $ 35,289 $ 61,992 $ 74,210

_________________

(a) Of the total operating expenses (credits), net, $ 1,294 and $ 1,310 for the three months ended September 30, 2024 and 2023 , respectively, are included in direct operating expenses in the accompanying condensed consolidated statements of operations, and $( 32,714 ) and $( 40,231 ) for the three months ended September 30,

(a) Of the total operating credits (expenses), net, $ 96 and $( 1,148 ) for the three and six months ended December 31, 2024 and $( 1,246 ) and $( 2,556 ) for the three and six months ended December 31, 2023 , respectively, are included in direct operating expenses in the accompanying condensed consolidated statements of operations, and $ 30,476 and $ 63,140 for the three and six months ended December 31, 2024 and $ 36,535 and $ 76,766 for the three and six months ended December 31, 2023 , respectively , are included in selling, general, and administrative expenses.

MADISON SQUARE GARDEN ENTERTAINMENT CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

2024 and 2023 , respectively , are included in selling, general, and administrative expenses.

The Company recorded $ 1,324 of revenues under the Arena License Agreements for the three months ended September 30, 2024 .

In addition to the Arena License Agreements, during the three months ended September 30, 2024, the Company’s revenues from related parties primarily reflected sponsorship sales and service representation agreements of $ 2,751 , and merchandise sharing revenues of $ 247 , with MSG Sports.

The Company also earned sublease revenue from related parties of $ 3,561 during the three months ended September 30, 2024 .

The Company recorded $ 1,324 of revenues under the Arena License Agreements for the three months ended September 30, 2023 .

In addition, during the three months ended September 30, 2023, the Company recorded revenues under sponsorship sales and service representation agreements of $ 2,763 , and merchandise sharing revenues of $ 196 , with MSG Sports.

The Company also earned sublease revenue from related parties of $ 759 during the three months ended September 30, 2023 .

The Company recorded $ 26,961 and $ 28,285 of revenues under the Arena License Agreements for the three and six months ended December 31, 2024, respectively .

In addition to the Arena License Agreements, during the three and six months ended December 31, 2024, the Company’s revenues from related parties primarily reflected sponsorship sales and service representation agreements of $ 5,914 and $ 8,665 , respectively , and merchandise sharing revenues of $ 2,724 and $ 2,971 , respectively, with MSG Sports.

The Company also earned sublease revenue from related parties of $ 3,079 and $ 6,640 during the three and six months ended December 31, 2024 , respectively.

The Company recorded $ 24,529 and $ 25,853 of revenues under the Arena License Agreements for the three and six months ended December 31, 2023, respectively .

In addition, during the three and six months ended December 31, 2023, the Company recorded revenues under sponsorship sales and service representation agreements of $ 5,506 and $ 8,269 , and merchandise sharing revenues of $ 2,102 and $ 2,298 , respectively, with MSG Sports.

The Company also earned sublease revenue from related parties of $ 738 and $ 1,497 during the three and six months ended December 31, 2023, respectively .

Additional Financial Information

The following table provides a summary of the amounts recorded as Cash, cash equivalents, and restricted cash:

September 30,

2024 June 30,

5 unchanged sentences

The Company’s restricted cash includes cash deposited in escrow accounts.

The Company has deposited cash in an interest-bearing escrow account related to credit support, debt facilities, and collateral to workers compensation and general liability insurance obligations.

The Company has deposited cash in an interest-bearing escrow account related to credit support, debt facilities, and general liability insurance obligations.

Prepaid expenses and other current assets consisted of the following:

September 30,

2024 June 30,

10 unchanged sentences

Other non-current assets consisted of the following:

September 30,

2024 June 30,

12 unchanged sentences

Accounts payable, accrued and other current liabilities consisted of the following:

September 30,

2024 June 30,

2 unchanged sentences

Cash due to promoters 39,192 67,697

Accrued expenses 42,651 38,314

Accrued expenses and other current liabilities 60,878 38,314

Total accounts payable, accrued and other current liabilities $ 171,776 $ 203,750

Other expense, net includes the following:

Three Months Ended

September 30,

Other (expense) income, net includes the following:

Three Months Ended Six Months Ended

December 31, December 31,

2024 2023 2024 2023

Gains from shares sold — DraftKings $ — $ — $ — $ 1,548

3 unchanged sentences

Other ( 909 ) ( 297 ) ( 1,582 ) ( 867 )

Total other expense, net

$ ( 769 ) $ ( 4,469 )

During the three months ended September 30, 2024 and September 30, 2023, the Company made income tax payments of $ 381 and $ 0 , respectively.

Income tax benefit for the three months ended September 30, 2024 of $ 13,601 , reflects an effective tax rate of 41 %.

The estimated annual effective tax rate exceeds the statutory federal tax rate of 21% primarily due to state taxes and excess tax deficiencies related to share-based compensation.

The Company expects to utilize its net operating losses during Fiscal Year 2025 and as such will become a federal taxpayer by the end of Fiscal Year 2025.

Income tax benefit for the three months ended September 30, 2023 of $ 659 , reflects an effective tax rate of 1 %.

Total other (expense) income, net $ ( 1,045 ) $ 2,846 $ ( 1,814 ) $ ( 1,625 )

During the six months ended December 31, 2024 and December 31, 2023, the Company made income tax payments of $ 480 and $ 58 , respectively.

Income tax expense for the three and six months ended December 31, 2024 of $ 49,473 and $ 35,872 , respectively, reflects an effective tax rate of 39 %.

The estimated annual effective tax rate exceeds the statutory federal tax rate of 21% primarily due to state and local taxes and nondeductible officers’ compensation.

The Company expects to utilize its net operating losses during Fiscal Year 2025 and as such will become a federal taxpayer.

Income tax expense for the three and six months ended December 31, 2023 of $ 1,054 and $ 395 , respectively, reflects an effective tax rate of 1 %.

The estimated annual effective tax rate is lower than the statutory federal tax rate of 21% primarily due to a decrease in the valuation allowance, partially offset by state taxes.

3 unchanged sentences

The timing and amount of purchases will depend on market conditions and other factors.

The Company did not repurchase any shares of Class A Common Stock under the plan in the three months ended September 30, 2024.

As of September 30, 2024, the Company had approximately $ 110,000 remaining available for repurchases.

Subsequent Events

In October 2024, the Company paid down $ 30,000 of outstanding principal under the National Properties Revolving Credit Facility.

On November 7, 2024 the Company paid down the remaining outstanding principal balance of $ 25,000 under the National Properties Revolving Credit Facility.

For the three and six months ended December 31, 2024, the Company repurchased 682 shares of Class A Common Stock for approximately $ 25,000 .

As of December 31, 2024, the Company had approximately $ 85,000 remaining available for repurchases.

Concentration of Risk

Accounts receivable, net on the accompanying consolidated balance sheets as of December 31, 2024 and June 30, 2024 included amounts due from the following individual customers, which accounted for the noted percentages of the gross balance:

December 31, 2024 June 30, 2024

Customer A 13 % N/A

Customer B 11 % N/A

Customer C N/A 12 %

For the six months ended December 31, 2024, the Company had no customers that made up 10% of total revenues.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements