Cover
Cover - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jul. 31, 2022 | Dec. 31, 2021 | |
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 001-39245 | ||
Entity Registrant Name | MADISON SQUARE GARDEN ENTERTAINMENT CORP. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 84-3755666 | ||
Entity Address, Street Address | Two Penn Plaza, | ||
Entity Address, City | New York, | ||
Entity Address, State | NY | ||
Entity Address, Postal Zip Code | 10121 | ||
City Area Code | 212 | ||
Local Phone Number | 465-6000 | ||
Title of 12(b) Security | Class A Common Stock | ||
Trading Symbol | MSGE | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,850,000 | ||
Entity Central Index Key | 0001795250 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Document Period End Date | Jun. 30, 2022 | ||
Documents Incorporated by Reference | Certain information required for Part III of this report is incorporated herein by reference to the proxy statement for the 2022 annual meeting of the Company’s shareholders, expected to be filed within 120 days after the close of our fiscal year. | ||
Current Fiscal Year End Date | --06-30 | ||
Class A Common Stock | |||
Entity Common Stock, Shares Outstanding | 27,381,806 | ||
Class B Common Stock | |||
Entity Common Stock, Shares Outstanding | 6,866,754 |
Audit Information
Audit Information | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2020 | |
Auditor Information [Abstract] | ||
Auditor Firm ID | 34 | 185 |
Auditor Name | Deloitte & Touche LLP | KPMG LLP |
Auditor Location | New York, NY | New York, NY |
CONSOLIDATED AND COMBINED BALAN
CONSOLIDATED AND COMBINED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 828,540 | $ 1,516,992 |
Restricted cash | 17,470 | 22,984 |
Accounts receivable, net | 216,652 | 184,613 |
Net related party receivables | 32,541 | 31,916 |
Prepaid expenses and other current assets | 123,453 | 116,231 |
Total current assets | 1,218,656 | 1,872,736 |
Investments in nonconsolidated affiliates | 43,804 | 49,221 |
Property and equipment, net | 2,939,052 | 2,156,292 |
Right-of-use lease assets | 446,499 | 280,579 |
Amortizable intangible assets, net | 164,084 | 198,274 |
Indefinite-lived intangible assets | 63,801 | 63,801 |
Goodwill | 500,181 | 502,195 |
Other assets | 146,083 | 166,781 |
Total assets | 5,522,160 | 5,289,879 |
Current Liabilities: | ||
Accounts payable | 31,980 | 26,644 |
Net related party payables, current | 38,576 | 23,173 |
Current portion of long-term debt, net of deferred financing costs | 73,843 | 53,973 |
Accrued and other current liabilities | 518,690 | 343,006 |
Operating lease liabilities, current | 65,310 | 73,423 |
Deferred revenue | 228,032 | 209,651 |
Total current liabilities | 956,431 | 729,870 |
Long-term debt, net of deferred financing costs | 1,669,245 | 1,650,628 |
Operating lease liabilities, non-current | 427,971 | 233,556 |
Deferred tax liabilities, net | 163,441 | 200,325 |
Other liabilities | 145,496 | 157,260 |
Total liabilities | 3,362,584 | 2,971,639 |
Commitments and contingencies (see Note 14) | ||
Redeemable noncontrolling interests | 184,192 | 137,834 |
Madison Square Garden Entertainment Corp. Stockholders’ Equity: | ||
Preferred Stock, Value, Outstanding | 0 | 0 |
Additional paid-in capital | 2,301,970 | 2,294,775 |
Accumulated deficit | (290,736) | (96,341) |
Accumulated other comprehensive loss | (48,355) | (30,272) |
Total Madison Square Garden Entertainment Corp. stockholders’ equity | 1,963,221 | 2,168,502 |
Nonredeemable noncontrolling interests | 12,163 | 11,904 |
Total equity | 1,975,384 | 2,180,406 |
Total liabilities, redeemable noncontrolling interests and equity | 5,522,160 | 5,289,879 |
Common Class A [Member] | ||
Madison Square Garden Entertainment Corp. Stockholders’ Equity: | ||
Common stock | 273 | 271 |
Common Class B [Member] | ||
Madison Square Garden Entertainment Corp. Stockholders’ Equity: | ||
Common stock | $ 69 | $ 69 |
CONSOLIDATED AND COMBINED BAL_2
CONSOLIDATED AND COMBINED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
Preferred stock, par value (dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 15,000,000 | 15,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Class A Common Stock | ||
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares outstanding | 27,368,000 | 27,093,000 |
Class B Common Stock | ||
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares outstanding | 6,867,000 | 6,867,000 |
CONSOLIDATED AND COMBINED STATE
CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Income Statement [Abstract] | ||||
Revenues | [1] | $ 1,724,618 | $ 814,213 | $ 1,436,018 |
Operating expenses: (a) | ||||
Direct operating expenses | [1] | 1,009,245 | 434,783 | 790,499 |
Selling, general and administrative expenses | [1] | 681,796 | 424,355 | 433,211 |
Depreciation and amortization | [1] | 124,629 | 121,999 | 112,062 |
Impairment And Other Gain (Loss), Net | [1] | (3,045) | 0 | 105,817 |
Gain on disposal of assets held for sale | [1] | 0 | 0 | (240,783) |
Restructuring Charges | [1] | 14,690 | 21,299 | 0 |
Operating income (loss) | [1] | (102,697) | (188,223) | 235,212 |
Other income (expense): | ||||
Loss in equity method investments | (5,027) | (6,858) | (4,433) | |
Interest income | 4,210 | 3,222 | 22,227 | |
Interest expense | (27,155) | (20,423) | (36,564) | |
Loss on extinguishment of debt | (35,815) | 0 | 0 | |
Miscellaneous income, net | (49,448) | 51,488 | 35,061 | |
Nonoperating income (expense) | (113,235) | 27,429 | 16,291 | |
Income (loss) from operations before income taxes | (215,932) | (160,794) | 251,503 | |
Income tax benefit (expense) | 25,785 | (5,725) | (101,690) | |
Net income (loss) | (190,147) | (166,519) | 149,813 | |
Less: Net income (loss) attributable to redeemable noncontrolling interests | 7,739 | (16,269) | (30,387) | |
Less: Net loss attributable to nonredeemable noncontrolling interests | (3,491) | (2,099) | (1,534) | |
Net income (loss) | (197,886) | (150,250) | 180,200 | |
Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | $ (194,395) | $ (148,151) | $ 181,734 | |
Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders (in usd per share) | $ (5.77) | $ (4.60) | $ 5.21 | |
Diluted earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp's stockholders (in usd per share) | $ (5.77) | $ (4.60) | $ 5.20 | |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 34,255 | 34,077 | 34,864 | |
Diluted (in shares) | 34,255 | 34,077 | 34,942 | |
[1] See Note 21, Related Party Transactions, for further information on related party revenues and expenses |
CONSOLIDATED AND COMBINED STA_2
CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Apr. 17, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Related Party Transaction [Line Items] | ||||
Revenues from related party | $ 94,662 | $ 37,914 | $ 5,817 | |
Direct operating expenses (net charges) from related party | 159,937 | 139,089 | 208,678 | |
Net charges to related parties included in Selling, general and administrative expenses | $ (34,715) | $ (31,908) | $ (105,110) | |
Investment owned (in shares) | 23,992 |
CONSOLIDATED AND COMBINED STA_3
CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (190,147) | $ (166,519) | $ 149,813 |
Pension plans and postretirement plans: | |||
Net unamortized losses arising during the period | 0 | (404) | (1,589) |
Amortization of net actuarial loss included in net periodic benefit cost | 1,978 | 1,697 | 1,878 |
Amortization of net prior service credit included in net periodic benefit cost | 756 | (5,168) | (3) |
Curtailments | 0 | 156 | 0 |
Settlement loss | 0 | 870 | 67 |
Cumulative translation adjustments | (25,034) | 27,688 | (7,692) |
Other comprehensive income (loss), before income taxes | (22,300) | 24,839 | (7,339) |
Income tax benefit (expense) related to items of other comprehensive income | 4,217 | (4,638) | 1,096 |
Other comprehensive income (loss), net of income taxes | (18,083) | 20,201 | (6,243) |
Comprehensive income (loss) | (208,230) | (146,318) | 143,570 |
Less: Comprehensive income (loss) attributable to redeemable noncontrolling interests | 7,739 | (16,269) | (30,387) |
Less: Comprehensive loss attributable to nonredeemable noncontrolling interests | (3,491) | (2,099) | (1,534) |
Comprehensive income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | $ (212,478) | $ (127,950) | $ 175,491 |
CONSOLIDATED AND COMBINED STA_4
CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Cash flows from operating activities: | ||||
Net income (loss) | $ (190,147) | $ (166,519) | $ 149,813 | |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | [1] | 124,629 | 121,999 | 112,062 |
Impairment and other (gains) losses, net | [1] | (3,045) | 0 | 105,817 |
Share-based compensation expense | 77,141 | 70,584 | 61,425 | |
Amortization of deferred financing costs | 8,728 | 6,270 | 2,759 | |
Loss in equity method investments | 5,027 | 6,858 | 4,433 | |
Provision for (benefit from) deferred income taxes | (31,270) | (71,357) | 8,700 | |
Net unrealized and realized (gain) loss on equity investments with readily determinable fair value | 49,842 | (51,178) | (37,628) | |
Provision for credit losses | 1,625 | 283 | 10,223 | |
Gain on sale of the Forum, excluding associated settlement | 0 | 0 | (100,288) | |
Loss on extinguishment of debt | 35,815 | 0 | 0 | |
Other non-cash adjustments | (175) | 4,888 | 3,200 | |
Change in assets and liabilities, net of acquisitions: | ||||
Accounts receivable, net | (30,749) | (18,634) | 17,974 | |
Related party receivables, net of payables | 14,778 | 8,593 | (18,225) | |
Other current and non-current assets | (43,982) | (33,348) | (28,945) | |
Accounts payable | 6,624 | (3,514) | (6,234) | |
Accrued and other current and non-current liabilities | 71,818 | 43,409 | 15,222 | |
Deferred revenue | 18,572 | 12,753 | 2,620 | |
Operating lease right-of-use assets and lease liabilities | 26,109 | 10,219 | 5,195 | |
Net cash provided by (used in) operating activities | 141,340 | (58,694) | 308,123 | |
Cash flows from investing activities: | ||||
Capital expenditures, net | (756,717) | (456,007) | (455,240) | |
Capitalized interest | (48,507) | (34,890) | (2,060) | |
Purchase of short-term investments | 0 | 0 | (443,154) | |
Proceeds from maturity of short-term investments | 0 | 339,110 | 208,204 | |
Proceeds from sale of Forum, excluding associated settlement | 0 | 0 | 210,521 | |
Proceeds from sale of securities investments | 0 | 22,079 | 7,659 | |
Investments in nonconsolidated affiliates | 0 | 0 | (1,050) | |
Proceeds from sales of nonconsolidated affiliates | 0 | 0 | 18,000 | |
Loan repayment received from subordinated debt | 0 | 0 | 58,735 | |
Cash received for notes receivable, net of payments | 0 | 6,328 | 3,378 | |
Other investing activities | 1,060 | 197 | 476 | |
Net cash used in investing activities | (804,164) | (123,183) | (394,531) | |
Cash flows from financing activities: | ||||
Proceeds from issuance of term loan, net of issuance discount | 725,000 | 630,500 | 100,000 | |
Proceeds from revolving credit facilities | 39,100 | 15,000 | 0 | |
Taxes paid in lieu of shares issued for share-based compensation | (16,658) | (8,208) | (4,290) | |
Noncontrolling interest holders’ capital contributions | 6,400 | 18,537 | 4,300 | |
Distributions to noncontrolling interest holders | (6,998) | 0 | (4,062) | |
Payments for Repurchase of Common Stock | 0 | 0 | (293,531) | |
Distribution to related parties associated with the settlement of certain share-based awards granted prior to the Entertainment Distribution | (2,256) | (1,771) | 0 | |
Payments of Distributions to Affiliates | (4,638) | 0 | 0 | |
Repayment of revolving credit facilities | (15,000) | 0 | (15,000) | |
Principal repayment on long-term debt | (725,000) | (46,750) | (41,250) | |
Purchase of noncontrolling interest from redeemable noncontrolling interest holders | (12,838) | 0 | 0 | |
Payments for debt financing costs | (17,504) | (14,623) | (3,983) | |
Net transfers from Madison Square Garden Sports Corp. and its subsidiaries | 0 | 0 | 143,950 | |
Net cash provided by (used in) financing activities | (30,392) | 592,685 | (113,866) | |
Effect of exchange rates on cash, cash equivalents and restricted cash | (750) | 8,027 | 2,927 | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (693,966) | 418,835 | (197,347) | |
Cash, cash equivalents and restricted cash at beginning of period | 1,539,976 | 1,121,141 | 1,318,488 | |
Cash, cash equivalents and restricted cash at end of period | 846,010 | 1,539,976 | 1,121,141 | |
Non-cash investing and financing activities: | ||||
Noncash or Part Noncash Acquisition, Investments Acquired | 0 | 0 | 37,715 | |
Investments and loans to nonconsolidated affiliates | 791 | 0 | 0 | |
Non-cash contribution received from noncontrolling interests | 0 | (59,763) | 0 | |
Capital expenditures incurred but not yet paid | 206,462 | 110,428 | 81,322 | |
Tenant improvement paid by landlord | 0 | 0 | 195 | |
Share-based compensation capitalized in property and equipment, net | $ 2,979 | $ 5,467 | $ 5,051 | |
[1] See Note 21, Related Party Transactions, for further information on related party revenues and expenses |
CONSOLIDATED AND COMBINED STA_5
CONSOLIDATED AND COMBINED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock Issued | Total Madison Square Garden Entertainment Corp. Stockholders’ Equity | Total Madison Square Garden Entertainment Corp. Stockholders’ Equity Cumulative Effect, Period of Adoption, Adjustment | Common Stock Issued | Common Stock Issued Common Stock Issued | Additional Paid-In Capital | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss | Nonredeemable Noncontrolling Interests | MSG Sports Investment | Liabilities Redeemable Noncontrolling Interests and Equity |
Beginning balance at Jun. 30, 2019 | $ 2,145,503 | $ 2,131,713 | $ 128 | $ 9,916 | $ (253,010) | $ (45,624) | $ 13,790 | $ 2,420,303 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | 181,734 | |||||||||||||
Less: Net loss attributable to redeemable noncontrolling interests | (1,534) | |||||||||||||
Net income (loss) | 180,200 | 181,734 | 304,737 | (1,534) | (123,003) | |||||||||
Other comprehensive loss | (6,243) | (6,243) | (6,243) | |||||||||||
Comprehensive income (loss) | 173,957 | 175,491 | (1,534) | |||||||||||
Net increase in Madison Square Garden Sports Corp. Investment | 178,280 | 178,280 | 178,280 | |||||||||||
Distribution to related parties associated with the settlement of certain share-based awards granted prior to the Entertainment Distribution | 0 | 210 | 2,545,761 | (2,545,971) | ||||||||||
Contributions from noncontrolling interest holders/joint venture interests | 4,009 | 4,009 | ||||||||||||
Distributions to noncontrolling interest holders | (4,062) | (4,062) | ||||||||||||
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | 51,009 | 51,009 | 1,394 | 49,615 | ||||||||||
Share-based compensation | 31,665 | 31,665 | 31,665 | |||||||||||
Tax withholding associated with shares issued for share-based compensation | (4,455) | (4,455) | (4,455) | |||||||||||
Redeemable noncontrolling interest adjustment to redemption fair value | (20,586) | (20,586) | (3,647) | (16,939) | ||||||||||
Adjustment of redeemable noncontrolling interest for ownership changes | 0 | |||||||||||||
Ending balance at Jun. 30, 2020 | 2,299,504 | $ (480) | 2,287,301 | $ (480) | 338 | 2,285,709 | 51,727 | $ (480) | (50,473) | 12,203 | 0 | |||
Beginning balance at Jun. 30, 2019 | 67,627 | |||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||
Net Income (loss) | (30,387) | |||||||||||||
Comprehensive income (loss) | (30,387) | |||||||||||||
Redeemable noncontrolling interests, non-cash acquisition | 37,715 | 37,715 | $ 37,715 | |||||||||||
Temporary Equity, Noncontrolling interests, non-cash acquisition | (37,715) | |||||||||||||
Redeemable noncontrolling interest adjustment to redemption fair value | 20,586 | |||||||||||||
Stock Repurchased During Period, Value | (293,531) | (293,531) | (293,531) | |||||||||||
Accretion of put options | (489) | |||||||||||||
Ending balance at Jun. 30, 2020 | 20,600 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | (148,151) | |||||||||||||
Less: Net loss attributable to redeemable noncontrolling interests | (2,099) | |||||||||||||
Net income (loss) | (150,250) | (148,151) | (148,151) | (2,099) | ||||||||||
Other comprehensive loss | 20,201 | 20,201 | 20,201 | |||||||||||
Comprehensive income (loss) | (130,049) | (127,950) | (2,099) | |||||||||||
Contributions from noncontrolling interest holders/joint venture interests | 1,800 | 1,800 | ||||||||||||
Adjustment of redeemable noncontrolling interest to redemption value | 8,728 | |||||||||||||
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | (8,728) | (8,728) | (8,728) | |||||||||||
Distribution to related parties associated with the settlement of certain share-based awards granted prior to the Entertainment Distribution | (1,273) | (1,273) | (1,273) | |||||||||||
Share-based compensation | 73,702 | 73,702 | 73,702 | |||||||||||
Shares withheld for tax withholding obligation (in shares) | 2 | |||||||||||||
Tax withholding associated with shares issued for share-based compensation | (7,645) | (7,645) | (8,210) | 563 | ||||||||||
Redeemable noncontrolling interest adjustment to redemption fair value | (46,425) | (46,425) | (46,425) | |||||||||||
Adjustment of redeemable noncontrolling interest for ownership changes | 8,728 | |||||||||||||
Ending balance at Jun. 30, 2021 | 2,180,406 | 2,168,502 | $ 340 | 2,294,775 | (96,341) | (30,272) | 11,904 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||
Net Income (loss) | (16,269) | |||||||||||||
Comprehensive income (loss) | (16,269) | |||||||||||||
Redeemable noncontrolling interests, non-cash acquisition | 76,500 | |||||||||||||
Partially own subsidiary distribution to related party, portion attributable to noncontrolling interest | 498 | |||||||||||||
Redeemable noncontrolling interest adjustment to redemption fair value | 46,425 | |||||||||||||
Distribution to related parties associated with the settlement of certain share-based awards granted prior to the Entertainment Distribution | (498) | |||||||||||||
Put option payments | 2,348 | |||||||||||||
Ending balance at Jun. 30, 2021 | 137,834 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | (194,395) | |||||||||||||
Less: Net loss attributable to redeemable noncontrolling interests | (3,491) | |||||||||||||
Net income (loss) | (197,886) | (194,395) | (194,395) | (3,491) | ||||||||||
Other comprehensive loss | (18,083) | (18,083) | (18,083) | |||||||||||
Comprehensive income (loss) | (215,969) | (212,478) | (3,491) | |||||||||||
Contributions from noncontrolling interest holders/joint venture interests | 6,400 | 6,400 | ||||||||||||
Distributions to noncontrolling interest holders | (2,650) | (2,650) | ||||||||||||
Put Option Payments | (895) | |||||||||||||
Adjustment of redeemable noncontrolling interest to redemption value | (8,070) | |||||||||||||
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | (3,173) | (3,173) | (3,173) | |||||||||||
Distribution to related parties associated with the settlement of certain share-based awards granted prior to the Entertainment Distribution | (1,496) | (1,496) | (1,496) | |||||||||||
Share-based compensation | 77,772 | 77,772 | 77,772 | |||||||||||
Shares withheld for tax withholding obligation (in shares) | 2 | |||||||||||||
Tax withholding associated with shares issued for share-based compensation | (16,658) | (16,658) | (16,660) | |||||||||||
Redeemable noncontrolling interest adjustment to redemption fair value | (49,248) | (49,248) | (49,248) | |||||||||||
Ending balance at Jun. 30, 2022 | 1,975,384 | $ 1,963,221 | $ 342 | $ 2,301,970 | $ (290,736) | $ (48,355) | $ 12,163 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||
Net Income (loss) | 7,739 | |||||||||||||
Comprehensive income (loss) | 7,739 | |||||||||||||
Partially own subsidiary distribution to related party, portion attributable to noncontrolling interest | $ 760 | |||||||||||||
Distributions to noncontrolling interest holders | (4,640) | |||||||||||||
Redeemable noncontrolling interest adjustment to redemption fair value | 50,636 | |||||||||||||
Distribution to related parties associated with the settlement of certain share-based awards granted prior to the Entertainment Distribution | $ (760) | |||||||||||||
Put option payments | 2,348 | |||||||||||||
Ending balance at Jun. 30, 2022 | $ 184,192 |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Description of Business Madison Square Garden Entertainment Corp. (together with its subsidiaries, the “Company” or “MSG Entertainment”), is a leader in live experiences comprised of iconic venues, marquee entertainment brands, regional sports and entertainment networks, popular dining and nightlife offerings, and a premier music festival. Utilizing the Company’s powerful brands and live entertainment expertise, the Company delivers unique experiences that set the standard for excellence and innovation while forging deep connections with diverse and passionate audiences. As of June 30, 2022, the Company was comprised of three reportable segments: Entertainment, MSG Networks and Tao Group Hospitality. The Entertainment segment includes the Company’s portfolio of venues: Madison Square Garden (“The Garden”), Hulu Theater at Madison Square Garden (“Hulu Theater”), Radio City Music Hall, the Beacon Theatre, and The Chicago Theatre. In addition, the Company is constructing a state-of-the-art venue, MSG Sphere at The Venetian in Las Vegas, and plans to build a second MSG Sphere in London, pending necessary approvals. The Entertainment segment also includes the original production, the Christmas Spectacular Starring the Radio City Rockettes (the “ Christmas Spectacular ”), as well as Boston Calling Events, LLC (“BCE”), the entertainment production company that owns and operates the Boston Calling Music Festival. This segment also includes our bookings business, which features a variety of live entertainment and sports experiences. The MSG Networks segment is comprised of the Company’s regional sports and entertainment networks, MSG Network and MSG+, a companion streaming app, MSG GO, and other digital properties. MSG Networks serves the New York Designated Market Area, as well as other portions of New York, New Jersey, Connecticut and Pennsylvania and features a wide range of sports content, including live local games and other programming of the New York Knicks (the “Knicks”) of the National Basketball Association (the “NBA”) and the New York Rangers (the “Rangers”), New York Islanders (the “Islanders”), New Jersey Devils (the “Devils”) and Buffalo Sabres (the “Sabres”) of the National Hockey League (the “NHL”), as well as significant coverage of the New York Giants (the “Giants”) and Buffalo Bills (the “Bills”) of the National Football League (the “NFL”). The Tao Group Hospitality segment features the Company’s controlling interest in TAO Group Holdings LLC (“Tao Group Hospitality”), a hospitality group with globally-recognized entertainment dining and nightlife brands including: Tao, Marquee, Lavo, Beauty & Essex, Cathédrale, Hakkasan and Omnia. Tao Group Hospitality operates over 70 entertainment dining and nightlife branded locations within 60 venues in over 20 markets across five continents. The Company conducts a significant portion of its operations at venues that it either owns or operates under long-term leases. The Company owns The Garden, Hulu Theater and The Chicago Theatre, and leases Radio City Music Hall and the Beacon Theatre. Additionally, Tao Group Hospitality operates various restaurants, nightlife and hospitality venues under long-term leases and management contracts in Las Vegas, New York, Southern California, London, Singapore, Sydney and various other domestic and international locations. The Company was incorporated on November 21, 2019 as a direct, wholly-owned subsidiary of Madison Square Garden Sports Corp. (“MSG Sports” or “Former Parent”), formerly known as The Madison Square Garden Company. On March 31, 2020, MSG Sports’ board of directors approved the distribution of all the outstanding common stock of MSG Entertainment to MSG Sports’ stockholders (the “Entertainment Distribution”), which occurred on April 17, 2020 (the “Entertainment Distribution Date”). In the Entertainment Distribution, stockholders of MSG Sports received (a) one share of the Company’s Class A common stock, par value $0.01 per share (“Class A Common Stock”) for every share of MSG Sports Class A common stock, par value $0.01 per share, held of record as of the close of business, New York City time, on April 13, 2020 (the “Record Date”), and (b) one share of the Company’s Class B common stock, par value $0.01 per share (“Class B Common Stock”), for every share of MSG Sports Class B common stock, par value $0.01 per share, held of record as of the close of business, New York City time, on the Record Date. On July 9, 2021, the Company completed its acquisition (the “Merger”) of MSG Networks Inc., a Delaware corporation, in which MSG Networks Inc. became a wholly-owned subsidiary of the Company. Pursuant to the Merger, each share of Class A common stock of MSG Networks Inc. (“MSGN Class A Common Stock”) and each share of Class B common stock of MSG Networks Inc. (“MSGN Class B Common Stock”) issued and outstanding immediately prior to the Merger was converted into the right to receive 0.172 share of Class A Common Stock and 0.172 share of Class B Common Stock, respectively. The Company issued 7,476 shares of Class A Common Stock and 2,337 shares of Class B Common Stock on July 9, 2021 to holders of MSGN Class A Common Stock and MSGN Class B Common Stock, respectively. Basis of Presentation The Company reports on a fiscal year basis ending on June 30 th . In these consolidated and combined financial statements, the fiscal years ended June 30, 2022, 2021 and 2020 are referred to as “Fiscal Year 2022,” “Fiscal Year 2021,” and “Fiscal Year 2020,” respectively, and the fiscal year ending June 30, 2023 is referred to as “Fiscal Year 2023”. Subsequent to the Entertainment Distribution and the Merger, the Company’s financial statements as of June 30, 2022 and 2021, and for Fiscal Year 2022, Fiscal Year 2021 and from April 18, 2020 to June 30, 2020 included in Fiscal Year 2020, are presented on a consolidated and combined basis, as the Company became a standalone public company on April 17, 2020 and subsequently merged with a commonly-controlled entity, MSG Networks Inc., on July 9, 2021. All prior period balances in this document were retrospectively adjusted as if the Company and MSG Networks Inc. had been operating as a single company. See Note 24, Accounting for Entertainment Distribution and Merger Transactions for further discussion. For purposes of comparability, certain prior period amounts have been reclassified to conform to the current year presentation in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Impact of the COVID-19 Pandemic The Company’s operations and operating results have been materially impacted by the COVID-19 pandemic (including COVID-19 variants) and actions taken in response by governmental authorities and certain professional sports leagues during Fiscal Years 2020, 2021 and 2022. For the majority of Fiscal Year 2021, substantially all operations of the Entertainment business were suspended, MSG Networks aired substantially fewer games and Tao Group Hospitality was operating at significantly reduced capacity and demand. Fiscal Year 2022 was also impacted by the pandemic, with fewer ticketed events at our venues in the first half of the fiscal year as compared with Fiscal Year 2019 (the last full fiscal year not impacted by COVID-19) due to the lead-time required to book touring acts and artists, and an increase in COVID-19 cases due to a new variant, which resulted in a number of events at our performance, entertainment dining and nightlife venues being cancelled or postponed in the second and third quarters. As a result of government-mandated assembly limitations and closures, all of our performance venues were closed beginning in March 2020. Use of The Garden resumed for Knicks and Rangers home games without fans in December 2020 and January 2021, respectively, and was available at 10% seating capacity from February through May 2021 with certain safety protocols and social distancing. Beginning in May 2021, all of our New York performance venues were permitted to host guests at full capacity, subject to certain restrictions, and effective June 2021, The Chicago Theatre was permitted to host events without restrictions. Guests of our Chicago and New York venues were also subject to certain vaccination requirements until February and March 2022, respectively. As a result, our performance venues no longer require guests to provide proof of COVID-19 vaccination before entering (although specific performers may require enhanced protocols). For Fiscal Year 2021, the majority of ticketed events at our venues were postponed or cancelled. For Fiscal Year 2022 and as of the date of this filing, live events have been permitted to be held at all of our performance venues and we are continuing to host and book new events. As a result of an increase in cases of a COVID-19 variant, select bookings were postponed or cancelled at our performance venues in the second and third quarters of Fiscal Year 2022. Variants of COVID-19 that arise in the future may result in additional postponements or cancellations of bookings at our performance venues. The impact of the COVID-19 pandemic on our operations also included (i) the partial cancellation of the 2021 production of the Christmas Spectacular, (ii) the cancellation of the 2020 production of the Christmas Spectacular , and (iii) the cancellation of both the 2020 and 2021 Boston Calling Music Festival. The Company has long-term arena license agreements (the “Arena License Agreements”) with MSG Sports that require the Knicks and Rangers to play their home games at The Garden. As discussed above, capacity restrictions, use limitations and social distancing requirements were in place for the entirety of the Knicks and Rangers 2020-21 regular seasons, which materially impacted the payments we received under the Arena License Agreements for Fiscal Year 2021. On July 1, 2021, the Knicks and Rangers began paying the full amounts provided for under their respective Arena License Agreements. The Knicks and the Rangers each completed their 2021-2022 82-game regular seasons, with the Rangers advancing to the playoffs. As a result of the COVID-19 pandemic and league and government actions relating thereto, MSG Networks aired substantially fewer NBA and NHL telecasts during Fiscal Year 2021, as compared with Fiscal Year 2019 (the last full fiscal year not impacted by COVID-19), and consequently experienced a decrease in revenues, including a material decrease in advertising revenue. The absence of live sports games also resulted in a decrease in certain MSG Networks expenses, including rights fees, variable production expenses, and advertising sales commissions. MSG Networks resumed airing full regular season telecast schedules in Fiscal Year 2022 for its five professional teams across both the NBA and NHL, and as a result, its advertising revenue and certain operating expenses, including rights fees expense, reflect the same. Disruptions caused by the COVID-19 pandemic had a significant and negative impact on Tao Group Hospitality’s operations and financial performance for Fiscal Year 2021. Due to government actions taken in response to the COVID-19 pandemic, virtually all of Tao Group Hospitality’s venues were closed for approximately three months starting in March 2020. Additionally, three venues were permanently closed. Throughout Fiscal Year 2021, Tao Group Hospitality conducted limited operations at certain venues, subject to significant regulatory requirements, including capacity limits, curfews and social distancing requirements for outdoor and indoor dining. During Fiscal Year 2022, Tao Group Hospitality’s operations were also impacted by an increase in COVID-19 cases due to a new variant, which resulted in reduced operating schedules and reduced demand from guests, including corporate and private event cancellations and postponements in the second and third quarters. As of the date of this filing, Tao Group Hospitality is operating without capacity restrictions in all markets. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies A. Principles of Consolidation The consolidated financial statements of the Company include the accounts of Madison Square Garden Entertainment Corp. and its subsidiaries, and Tao Group Hospitality and BCE as further discussed below. All significant intercompany transactions and balances have been eliminated in consolidation. The consolidated and combined financial statements of the Company include accounts of Tao Group Hospitality and BCE, in which the Company has controlling voting interests. The Company’s consolidation criteria are based on authoritative accounting guidance for identifying a controlling financial interest. Tao Group Hospitality and BCE are consolidated with the equity owned by other shareholders shown as redeemable or nonredeemable noncontrolling interests in the accompanying consolidated balance sheets, and the other shareholders’ portion of net earnings (loss) and other comprehensive income (loss) shown as net income (loss) or comprehensive income (loss) attributable to redeemable or nonredeemable noncontrolling interests in the accompanying consolidated and combined statements of operations and consolidated and combined statements of comprehensive income (loss), respectively. B. Business Combinations and Noncontrolling Interests The acquisition method of accounting for business combinations requires management to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which the Company is allowed to adjust the provisional amounts recognized for a business combination). Under the acquisition method of accounting, the Company recognizes separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition date fair value. The Company measures goodwill as of the acquisition date as the excess of consideration transferred, which is also measured at fair value over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that the Company incurs to complete a business combination such as investment banking, legal, and other professional fees are not considered part of consideration and the Company charges these costs to selling, general and administrative expense as they are incurred. In addition, the Company recognizes measurement-period adjustments in the period in which the amount is determined, including the effect on earnings of any amounts the Company would have recorded in previous periods if the accounting had been completed at the acquisition date. Interests held by third parties in consolidated majority-owned subsidiaries are presented as noncontrolling interests, which represent the noncontrolling stockholders’ interests in the underlying net assets of the Company’s consolidated majority-owned subsidiaries. Noncontrolling interests that are not redeemable are reported in the equity section of the consolidated and combined balance sheets. Noncontrolling interests, where the Company may be required to repurchase the noncontrolling interest under put options or other contractual redemption requirements that are not solely within the Company’s control, are reported in the consolidated balance sheets between liabilities and equity, as redeemable noncontrolling interests. C. Use of Estimates The preparation of the accompanying consolidated and combined financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the provision for credit losses, valuation of investments, goodwill, intangible assets, other long-lived assets, deferred tax assets, pension and other postretirement benefit obligations and the related net periodic benefit cost, and other liabilities. In addition, estimates are used in revenue recognition, rights fees, performance and share-based compensation, depreciation and amortization, litigation matters and other matters, as well as in the valuation of noncontrolling interests resulting from business combination transactions. Management believes its use of estimates in the financial statements to be reasonable. Management evaluates its estimates on an ongoing basis using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management’s best judgment at a point in time and, as such, these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company’s control could be material and would be reflected in the Company’s financial statements in future periods. D. Revenue Recognition The Company recognizes revenue when, or as, performance obligations under the terms of a contract are satisfied, which generally occurs when, or as, control of promised goods or services are transferred to customers. Revenue is measured as the amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services (“transaction price”). To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the most likely amount to which the Company expects to be entitled. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Estimates of variable consideration and the determination of whether to include such estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information that is reasonably available. The Company accounts for taxes collected from customers and remitted to governmental authorities on a net basis and excludes these amounts from revenues. In addition, the Company defers certain costs to fulfill the Company’s contracts with customers to the extent such costs relate directly to the contracts, are expected to generate resources that will be used to satisfy the Company’s performance obligations under the contracts, and are expected to be recovered through revenue generated under the contracts. Contract fulfillment costs are expensed as the Company satisfies the related performance obligations. Arrangements with Multiple Performance Obligations The Company enters into arrangements with multiple performance obligations, such as multi-year sponsorship agreements which may derive revenues for both the Company as well as MSG Sports within a single arrangement. The Company also derives revenue from similar types of arrangements which are entered into by MSG Sports. Payment terms for such arrangements can vary by contract, but payments are generally due in installments throughout the contractual term. The performance obligations included in each sponsorship agreement vary and may include advertising and other benefits such as, but not limited to, signage at The Garden and the Company’s other venues, digital advertising, event or property-specific advertising, as well as non-advertising benefits such as suite licenses and event tickets. To the extent the Company’s multi-year arrangements provide for performance obligations that are consistent over the multi-year contractual term, such performance obligations generally meet the definition of a series as provided for under the accounting guidance. If performance obligations are concluded to meet the definition of a series, the contractual fees for all years during the contract term are aggregated and the related revenue is recognized proportionately as the underlying performance obligations are satisfied. The timing of revenue recognition for each performance obligation is dependent upon the facts and circumstances surrounding the Company’s satisfaction of its respective performance obligation. The Company allocates the transaction price for such arrangements to each performance obligation within the arrangement based on the estimated relative standalone selling price of the performance obligation. The Company’s process for determining its estimated standalone selling prices involves management’s judgment and considers multiple factors including company specific and market specific factors that may vary depending upon the unique facts and circumstances related to each performance obligation. Key factors considered by the Company in developing an estimated standalone selling price for its performance obligations include, but are not limited to, prices charged for similar performance obligations, the Company’s ongoing pricing strategy and policies, and consideration of pricing of similar performance obligations sold in other arrangements with multiple performance obligations. The Company may incur costs such as commissions to obtain its multi-year sponsorship agreements. The Company assesses such costs for capitalization on a contract by contract basis. To the extent costs are capitalized, the Company estimates the useful life of the related contract asset which may be the underlying contract term or the estimated customer life depending on the facts and circumstances surrounding the contract. The contract asset is amortized over the estimated useful life. Principal versus Agent Revenue Recognition The Company reports revenue on a gross or net basis based on management’s assessment of whether the Company acts as a principal or agent in the transaction. The determination of whether the Company acts as a principal or an agent in a transaction is based on an evaluation of whether the Company controls the good or service before transfer to the customer. When the Company concludes that it controls the good or service before transfer to the customer, the Company is considered a principal in the transaction and records revenue on a gross basis. 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. Contract Balances Amounts collected in advance of the Company’s satisfaction of its contractual performance obligations are recorded as a contract liability within deferred revenue, and are recognized as the Company satisfies the related performance obligations. Amounts collected in advance of events for which the Company is not the promoter or co-promoter do not represent contract liabilities and are recorded as collections due to promoters on the accompanying consolidated balance sheets. Amounts recognized as revenue for which the Company has a right to consideration for goods or services transferred to customers and for which the Company does not have an unconditional right to bill as of the reporting date are recorded as contract assets. Contract assets are transferred to accounts receivable once the Company’s right to consideration becomes unconditional. E. Direct Operating Expenses Direct operating expenses for the Entertainment segment include, but are not limited to, event costs related to the presentation and production of the Company’s live entertainment and sporting events, revenue sharing expenses associated with signage, sponsorship and suite license fee revenue and in-venue food and beverage sales that are attributable to MSG Sports and venue lease, maintenance, and other operating expenses. In addition, for periods prior to the Entertainment Distribution Date, the direct operating expenses also included revenue sharing expenses associated with the venue-related signage, sponsorship, and suite license fee revenues that are attributable to MSG Sports and an allocation of charges for venue usage to MSG Sports for hosting home games of the Knicks and the Rangers at The Garden. Direct operating expenses for the MSG Networks segment primarily represent media rights fees and other direct programming and production costs, such as the salaries of on-air personalities, producers, directors, technicians, writers and other creative staff, as well as expenses associated with location costs, remote facilities and maintaining studios, origination, and transmission services and facilities. The professional team media rights acquired under media rights agreements to telecast various sporting events and other programming for exhibition on the segment’s networks are typically expensed on a straight-line basis over the applicable annual contract or license period. Direct operating expenses for the Tao Group Hospitality segment primarily include the cost of food and beverage sales, nightlife venue entertainment expenses, and costs of venues’ labor and occupancy. Production Costs for the Company’s Original Productions The Company defers certain costs of productions such as creative design, scenery, wardrobes, rehearsal and other related costs for the Company’s proprietary shows. Deferred production costs are amortized on a straight-line basis over the course of a production’s performance period using the expected life of a show’s assets. Deferred production costs are subject to recoverability assessments whenever there is an indication of potential impairment. Allocation of Charges for Venue Usage to MSG Sports For periods prior to the Entertainment Distribution Date, the Company’s combined financial statements included expenses associated with the ownership, maintenance, and operation of The Garden, which the Company and MSG Sports use in their respective operations. The Knicks and Rangers are the primary recurring occupants of The Garden, playing their home games at The Garden. The number of home games increases if the Knicks and Rangers qualify for the playoffs. Historically, the Company did not charge rent expense to MSG Sports for use of The Garden. However, for purposes of the Company’s combined financial statements, the Company allocated expenses to MSG Sports for the usage of The Garden, which were reported as a reduction of direct operating expense in the accompanying combined statements of operations. This allocation was based on a combination of event count and revenue, which the Company’s management believes is a reasonable allocation methodology. The venue usage charge allocated to MSG Sports was $45,358 for the period of July 1, 2019 to April 17, 2020 in Fiscal Year 2020, prior to the Entertainment Distribution. In connection with the Entertainment Distribution, the Company entered into Arena License Agreements with MSG Sports (see Note 11, Leases for further discussion). Fees recognized by the Company under the Arena License Agreements with MSG Sports for use of The Garden are reported as operating lease revenues in accordance with Accounting Standards Codification (“ASC”) Topic 842, Leases. Revenue Sharing Expenses As discussed above, prior to the Entertainment Distribution Date, MSG Sports’ share of the Company’s suites license, venue signage and sponsorship revenue, and in-venue food and beverage sales has been reflected within direct operating expense as revenue sharing expenses, where such amounts were either specifically identified where possible or allocated proportionally. After the Entertainment Distribution Date, such revenue sharing expenses are determined based on contractual agreements between the Company and MSG Sports, primarily related to suite license, certain internal signage and in-venue food and beverage sales. F. Advertising Expenses Advertising costs are typically charged to expense when incurred. Total advertising costs expensed were $30,869, $24,787 and $30,985 for Fiscal Years 2022, 2021 and 2020, respectively. G. Nonmonetary Transactions The MSG Networks segment enters into nonmonetary transactions, primarily with its Distributors (as defined below), that involve the exchange of products or services, such as advertising and promotional benefits, for the segment’s services. For arrangements that are subject to sales based and usage-based royalty guidance, MSG Networks measures noncash consideration that it receives at fair value as the sale or usage occurs. For other arrangements, the MSG Networks segment measures the estimated fair value of the noncash consideration that it receives at contract inception. If the MSG Networks segment cannot reasonably estimate the fair value of the noncash consideration, the segment measures the fair value of the consideration indirectly by reference to the standalone selling price of the services promised to the customer in exchange for the consideration as revenues. Nonmonetary transactions for the MSG Networks segment are included in advertising costs, which are classified in selling, general and administrative expenses on the accompanying consolidated and combined statements of operations, as noted above. H. Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes . The Company’s provision for income taxes is based on current period income, changes in deferred tax assets and liabilities, and changes in estimates with regard to uncertain tax positions. Deferred tax assets are subject to an ongoing assessment of realizability. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company’s ability to realize its deferred tax assets depends upon the generation of sufficient future taxable income to allow for the realization of its deductible temporary differences. If such estimates and related assumptions change in the future, the Company may be required to record valuation allowances against its deferred tax assets, resulting in additional income tax expense in the Company’s consolidated statements of operations. Interest and penalties, if any, associated with uncertain tax positions are included in income tax expense. I. Share-based Compensation For periods prior to the Entertainment Distribution Date, the Company’s employees participated in MSG Sports’ share-based compensation plans. Share-based compensation expense has been attributed to the Company based on the awards and terms previously granted to MSG Sports’ employees. For purposes of the combined financial statements, an allocation of share-based compensation expense related to corporate employees was recorded in addition to the expense attributed to the Company’s direct employees. The allocated expense includes both directors and corporate executives of MSG Sports, allocated using a proportional allocation method which management has deemed to be reasonable. Following the Entertainment Distribution, the Company measures the cost of employee services received in exchange for an award of equity-based instruments based on the grant date fair value of the award. Share-based compensation cost is recognized in earnings over the period during which an employee is required to provide service in exchange for the award, except for restricted stock units granted to non-employee directors which, unless otherwise provided under the applicable award agreement, are fully vested, and are expensed at the grant date. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. J. Earnings (Loss) Per Common Share Basic earnings per share (“EPS”) attributable to the Company’s common stockholders is based upon net income (loss) attributable to the Company’s common stockholders divided by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the effect of the assumed vesting of restricted stock units and exercise of stock options only in the periods in which such effect would have been dilutive. For the periods when a net loss is reported, the computation of diluted EPS equals the basic EPS calculation since common stock equivalents were antidilutive due to losses from continuing operations. Holders of Class A Common Stock and Class B Common Stock are entitled to receive dividends equally on a per-share basis if and when such dividends are declared. As the holders of Class A and Class B common stock are entitled to identical dividend and liquidation rights, the undistributed earnings are allocated on a proportionate basis to each class of common stock and the resulting basic and diluted net earnings (loss) per share attributable to common stockholders are, therefore, the same for both Class A and Class B common stock on both an individual and combined basis. K. Cash and Cash Equivalents The Company considers the balance of its investment in funds that substantially hold highly liquid securities that mature within three months or less from the date the fund purchases these securities to be cash equivalents. The carrying amount of cash and cash equivalents either approximates fair value due to the short-term maturity of these instruments or is at fair value. Checks outstanding in excess of related book balances are included in accounts payable in the accompanying consolidated balance sheets. The Company presents the change in these book cash overdrafts as cash flows from operating activities. L. Restricted Cash 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 its workers compensation and general liability insurance obligations. The carrying amount of restricted cash approximates fair value due to the short-term maturity of these instruments. M. Short-Term Investments Short-term investments included investments that (i) had original maturities of greater than three months and (ii) the Company had the ability to convert into cash within one year. The Company classified its short-term investments at the time of purchase as “held-to-maturity” and re-evaluated its classification quarterly based on whether the Company had the intent and ability to hold until maturity. Short-term investments, which were recorded at cost and adjusted for accrued interest, approximate fair value. Cash inflows and outflows related to the sale and purchase of short-term investments are classified as investing activities in the Company’s consolidated and combined statements of cash flows. N. Accounts Receivable Accounts receivable is recorded at net realizable value. The Company maintains an allowance for credit losses to reserve for potentially uncollectible receivables. The allowance for credit losses is estimated based on the Company’s consideration of credit risk and analysis of receivables aging, specific identification of certain receivables that are at risk of not being paid, past collection experience and other factors. O. Investments in Nonconsolidated Affiliates and Equity Securities The Company’s investments in nonconsolidated affiliates are primarily accounted for using the equity method of accounting and are carried at cost, plus or minus the Company’s share of net earnings or losses of the investment, subject to certain other adjustments. The cost of equity method investments includes transaction costs of the acquisition. As required by GAAP, to the extent that there is a basis difference between the cost and the underlying equity in the net assets of an equity investment, the Company allocates such differences between tangible and intangible assets. The Company’s share of net earnings or losses of the investment, inclusive of amortization expense for intangible assets associated with the investment, is reflected in equity in earnings (loss) of nonconsolidated affiliates on the Company’s consolidated and combined statements of operations. Dividends received from the investee reduce the carrying amount of the investment. Due to the timing of receiving financial information from its nonconsolidated affiliates, the Company records its share of net earnings or losses of such affiliates on a three-month lag basis, with the exception of the amortization expense of intangible assets which are recorded currently. In addition to equity method investments, the Company also has other equity investments with and without readily determinable fair values. The Company measures equity investments without readily determinable fair values at cost, less any impairment, adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. Changes in observable price are reflected within Other income (expense), net in the accompanying consolidated and combined statements of operations. For equity investments with readily determinable fair values, changes in the fair value of those investments are measured monthly and are recorded within Other income (expense), net in the accompanying consolidated and combined statements of operations. Impairment of Investments The Company reviews its investments at least quarterly to determine whether a decline in fair value below the cost basis is other-than-temporary. The primary factors the Company considers in its determination are the length of time that the fair value of the investment is below the Company’s carrying value; future prospects of the investee; and the Company’s intent and ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. In addition, the Company considers other factors such as general market conditions, industry conditions, and analysts’ ratings. If the decline in fair value is deemed to be other-than-temporary, the cost basis of the investment is written down to fair value and the loss is realized as a component of net income. See Note 9, Investments in Nonconsolidated Affiliates for further discussion of impairments of investments. P. Property and Equipment and Other Long-Lived Assets Prop erty and equipment and other long-lived assets, including amortizable intangible assets, are stated at cost or acquisition date fair value, if acquired. Expen ditures for new facilities or equipment, and expenditures that extend the useful lives of existing facilities or equipment, are capitalized and recorded at cost. The useful lives of the Company’s long-lived assets are based on estimates of the period over which the Company expects the assets to be of economic benefit to the Company. In estimating the useful lives, the Company considers factors such as, but not limited to, risk of obsolescence, anticipated use, plans of the Company, and applicable laws and permit requirements. Depreciation starts on the date when the asset is available for its intended use. Construction in progress assets are not depreciated until available for their intended use. Costs of maintenance and repairs are expensed as incurred. The major categories of property and equipment are depreciated on a straight-line basis using the estimated lives indicated below: Estimated Useful Lives Buildings Up to 40 years Equipment 1 year to 30 years Aircraft 20 years Furniture and fixtures 1 year to 10 years Leasehold improvements Shorter of term of lease or useful life of improvement Intangible assets with finite lives are amortized principally using the straight-line method over the following estimated useful lives: Estimated Useful Lives Trade names 2 years to 25 years Venue management contracts 5.67 years to 20 years Affiliate relationships 24 years Non-compete agreements 5.75 years Festival rights 7 years Other intangibles 15 years Q. Goodwill and Indefinite-Lived Assets See above ( B. Business Combinations and Noncontrolling Interests ) for the Company’s accounting policy on how goodwill is measured at an acquisition date. Goodwill and identifiable intangible assets that have indefinite useful lives are not amortized. R. Impairment of Long-Lived and Indefinite-Lived Assets In assessing the recoverability of the Company’s long-lived and indefinite-lived assets, the Company must make estimates and assumptions regarding future cash flows and other factors to determine the fair value of the respective assets. These estimates and assumptions could have a significant impact on whether an impairment charge is recognized and the magnitude of any such charge. Fair value estimates are made based on relevant information at a specific point in time, and are subjective in nature and involve significant uncertainties and judgments. If these estimates or assumptions change materially, the Company may be re quired to record impairment charges related to its long-lived and/or indefinite-lived assets. Goodwill is tested annually for impairment as of August 31 st and at any time upon the occurrence of certain events or changes in circumstances. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would not need to perform a quantitative impairment test for that reporting unit. If the Company cannot support such a conclusion or the Company does not elect to perform the qualitative assessment, the Company would identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. The Company generally determines the fair value of a reporting unit using an income approach, such as the discounted cash flow method, or other acceptable valuation techniques, including the cost approach, in instances when it does not perform the qualitative assessment of goodwill. The amount of an impairment loss is measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Identifiable indefinite-lived intangible assets are tested annually for impairment as of August 31 st and at any time upon the occurrence of certain events or substantive changes in circumstances. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. In the qualitative assessment, the Company must evaluate the totality of qualitative factors, including any recent fair value measurements, that impact whether an indefinite-lived intangible asset other than goodwill has a carrying amount that more likely than not exceeds its fair value. The Company must proceed to conducting a quantitative analysis if the Company (i) determines that such an impairment is more likely than not to exist, or (ii) foregoes the qualitative assessment entirely. Under the quantitative assessment, the impairment test for identifiable indefinite-lived intangible assets consists of a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, then an impairment loss is recognized in an amount equal to that excess. The Company generally determines the fair value of an indefinite-lived intangible asset using an income approach, such as the relief from royalty method, in instances when it does not perform the qualitative assessment of the intangible asset. For other long-lived assets, including property and equipment, right-of-use lease assets and intangible assets that are amortized, the Company evaluates assets for recoverability when there is an indication of potential impairment. If the undiscounted cash flows from a group of assets being evaluated is less than the carrying value of that group of assets, the fair value of the asset group is determined and the carrying value of the asset group is written down to fair value. The Company generally determines the fair value of a finite-lived intangible asset using an income approach, such as the discounted cash flow method. See Note 12, Goodwill and Intangible Assets for further discussion of impairment of goodwill and long-lived a |
Business Combinations and Dispo
Business Combinations and Dispositions | 12 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Business Combinations and Dispositions | Business Combinations and Dispositions Acquisition of Hakkasan In connection with Tao Group Hospitality’s branded location expansion plans, Tao Group Sub-Holdings LLC, a subsidiary of Tao Group Hospitality and an indirect subsidiary of the Company, entered into a Transaction Agreement (the “Transaction Agreement”) on April 27, 2021 (the “Closing Date”), pursuant to which Tao Group Sub-Holdings LLC acquired the business (“Hakkasan”) of Hakkasan USA, Inc., a Delaware corporation (“Hakkasan Parent”). Hakkasan consists of a global collection of hospitality venues including restaurants, bars, lounges, and nightclubs. Its brand portfolio spans four continents and over 20 major cities. Pursuant to the Transaction Agreement, Hakkasan Parent initially contributed its interest in Hakkasan to Tao Group Sub-Holdings LLC in exchange for approximately 18% of the common equity interests in Tao Group Sub-Holdings LLC. During the first quarter of Fiscal Year 2022, the Company finalized adjustments to closing working capital and net debt against agreed upon targets. As a result, the noncontrolling interest owned by Hakkasan Parent in Tao Group Sub-Holdings LLC was reduced from 18% as initially estimated to approximately 15% as presented below. After the Closing Date and subsequent ownership adjustments, Tao Group Hospitality, which owned all of the issued and outstanding common equity interests in Tao Group Sub-Holdings LLC before the Closing Date, owns approximately 85% of the common equity interests in Tao Group Sub-Holdings LLC. The Company’s purchase price allocation and measurement period adjustment for the Hakkasan acquisition is presented below: Fair Value Recognized as of Acquisition Date Measurement Period Adjustment (a) Fair Value Recognized as adjusted Cash and cash equivalents $ 16,737 $ — $ 16,737 Property and equipment, net 33,393 — 33,393 Right-of-use lease assets 44,818 — 44,818 Amortizable intangible assets, net 47,170 (7,020) 40,150 Other assets 12,641 — 12,641 Accrued expenses and other current liabilities (15,957) 1,534 (14,423) Operating lease liabilities (52,025) — (52,025) Other liabilities (13,655) — (13,655) Total identifiable net assets acquired 73,122 (5,486) 67,636 Goodwill 3,378 (2,014) 1,364 Redeemable noncontrolling interests $ (76,500) $ 7,500 $ (69,000) _________________ (a) The noncontrolling interest owned by Hakkasan Parent in TAO Group Sub-Holdings LLC was reduced from approximately 18% as initially estimated to approximately 15%. Such change resulted in a decrease in the Company’s redeemable noncontrolling interest of $7,500, a decrease in Goodwill of $480, and a decrease in amortizable intangibles of $7,020 related to trade names and venue management contracts. Additionally, the Company wrote-off a previously reported accrual of $1,534, which resulted in an additional decrease in Goodwill of $1,534. Amortizable intangible assets, goodwill, inventory, property and equipment, and redeemable noncontrolling interests that arose from this acquisition were classified within Level III of the fair value hierarchy as they were valued using unobservable inputs, reflecting the Company’s best estimate of what hypothetical market participants would use to determine the value of acquired assets at the reporting date based on the best information available in the circumstances. The amounts of revenues and net income (primarily excluding the impact of various amortization of purchase price accounting adjustments of $1,070) attributable to Hakkasan since the acquisition date included in the Tao Group Hospitality segment within the Company’s consolidated statement of operations for Fiscal Year 2021 were $27,604 and $2,896, respectively. Proforma results of operations have not been presented because the effect of the acquisition was not material to the Company’s consolidated statement of operations for Fiscal Year 2021. For Fiscal Year 2021, the Company’s Tao Group Hospitality segment recognized $3,686 of acquisition-related expenses in connection with the Hakkasan acquisition within selling, general and administrative expenses in the accompanying consolidated statements of operations. Goodwill recognized in this acquisition is not deductible for income tax purposes. The deferred taxes calculated relied on estimates of tax basis that would be allocable to the Company and reflect management’s best estimates and assumptions. Tao Group Hospitality - Additional Interest Acquisitions The Tao Group Hospitality purchase agreement entered into in January 2017 contains a put option to require the Company to purchase the other owners’ equity interests under certain circumstances. The noncontrolling interest combined with the put option is classified as redeemable noncontrolling interest in the consolidated balance sheet, separate from equity. The put option can be settled, at the Company’s option, in cash, debt or shares of the Company’s Class A Common Stock. The ultimate amount paid upon the exercise of the put option will likely be different from the estimated fair value, given the calculation required pursuant to the Tao Group Hospitality operating agreement. On January 22, 2020, the Company acquired an additional 15% of common equity interest in Tao Group Hospitality from its noncontrolling interest holders through a pre-Entertainment Distribution issuance of 102 shares of MSG Sports Class A common stock. Following this acquisition, the Company owned approximately 78% of common equity interest in Tao Group Hospitality. In connection with the acquisition of the additional 15% of common equity interest in Tao Group Hospitality, the Company recorded a decrease of $37,715 in the carrying value of the redeemable noncontrolling interests and an offset of the same amount in the MSG Sports Corp. Investment in the accompanying consolidated and combined statements of equity and redeemable noncontrolling interests. In connection with the Entertainment Distribution, the Company entered into amended employment agreements with two noncontrolling interest holders in Fiscal Year 2020, which provided the noncontrolling interest holders put rights exercisable that require the Company to purchase the remaining equity interest. Upon the exercise of the put options by the noncontrolling interest holders, the price to be paid for the redeemable noncontrolling interest is the then-current fair market value of the redeemable noncontrolling interest, subject to a minimum price (“floor”). In addition, in connection with investor put and call transactions completed at Tao Group Hospitality during Fiscal Year 2022, the Company’s common equity interest in Tao Group Hospitality increased an additional 1%. Following these transactions, the Company owned approximately 79% of common equity interest in Tao Group Holdings LLC, which translates into a 67% indirect controlling interest in Tao Group Sub-Holdings LLC. Tao Group Hospitality’s results will continue to be consolidated in the financial results of the Company. Disposition of The Forum Prior to May 1, 2020, the Company owned the Forum in Inglewood, CA. On March 24, 2020, the Company entered into a Membership Interest Purchase Agreement (the “MIPA”) pursuant to which the Company agreed to sell the Forum and settle related litigation for cash consideration in the amount of $400,000, subject to regulatory and other customary closing conditions. The transaction subsequently closed on May 1, 2020, resulting in a total gain on sale of $240,783, net of transaction costs of $50,806 during Fiscal Year 2020 of which $140,495 was attributable to the settlement of the related litigation. The transaction cost included a fee of $48,742 to The Azoff Company Holdings (“Azoff Music”), in connection with an agreement made by the Former Parent when the remaining 50% interest of Azoff Music was sold on December 5, 2018. The Forum met the definition of a business under Securities and Exchange Commission (“SEC”) Regulation S-X Rule 11-01(d)-1 and ASC Topic 805 — Business Combinations . This disposition did not represent a strategic shift with a major effect on the Company’s operations, and as such, has not been reflected as a discontinued operation under ASC Subtopic 205-20 — Discontinued Operations. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition For Fiscal Years 2022, 2021 and 2020, all revenue recognized in the consolidated and combined statements of operations is considered to be revenue from contracts with customers in accordance with ASC Topic 606, except for revenues from Arena License Agreements, leases and subleases that are accounted for in accordance with ASC Topic 842 of $73,279 and $24,325 for Fiscal Years 2022 and 2021, respectively. In Fiscal Years 2022 and 2021, the Company did not have any material provisions for credit losses on receivables or contract assets arising from contracts with customers. In connection with the Entertainment Distribution, the Company entered into Arena License Agreements with MSG Sports that require the Knicks and the Rangers to play their home games at The Garden. These agreements also provide for the provision of certain services by the Company to MSG Sports for MSG Sports events that are held at The Garden and include revenue-sharing provisions for certain agreements entered into by the Company and MSG Sports. The Arena License Agreements contain both lease and non-lease components. The revenue to be recognized with respect to the lease components of the Arena License Agreements is accounted for as operating lease revenue in accordance with ASC Topic 842. The non-lease components are accounted for in accordance with ASC Topic 606, as further discussed below. During Fiscal Years 2022 and 2021, the Company recognized $68,072 and $21,345, respectively, of revenues under the Arena License Agreements. With The Garden closed by government mandate, the Company did not recognize operating lease revenue under the Arena License Agreements in Fiscal Year 2020. Revenue for the Company’s suite license arrangements is recorded on a gross basis, as the Company is the principal in such transactions and controls the related goods or services before transfer to the customer. MSG Sports is entitled to a share of the Company’s suite license revenue pursuant to the terms of the Arena License Agreements, which is recognized in the consolidated and combined statements of operations as a component of direct operating expenses. For sponsorship agreements entered into by the Company or by MSG Sports that contain performance obligations satisfied solely by the Company, revenue is generally recorded on a gross basis as the Company is the principal with respect to such performance obligations and controls the related goods or services before transfer to the customer. In accordance with the Arena License Agreements, MSG Sports is entitled to a share of the revenue generated from certain signage performance obligations where the Company is the principal. The Company records this signage revenue on a gross basis and MSG Sports’ share of such revenue as a component of direct operating expenses within the consolidated and combined statements of operations. For Fiscal Years 2022, 2021 and 2020, the Company recorded revenue-sharing expense of $17,279, $558 and $110,002, respectively, for MSG Sports’ share of the Company’s revenues from (i) suite licenses, (ii) certain signage and sponsorships, and (iii) food and beverage based upon the provisions of the underlying contractual arrangements for the period subsequent to the Entertainment Distribution, and on the basis of direct usage when specifically identified or allocated proportionally for all prior periods. In connection with the Entertainment Distribution, the Company entered into advertising sales representation agreements with certain subsidiaries of MSG Sports. Pursuant to these agreements, the Company has the exclusive right and obligation to sell sponsorship assets on behalf of the respective subsidiaries of MSG Sports. The Company is entitled to both fixed and variable commissions under the terms of these agreements. The Company recognizes the fixed component ratably over the term of the arrangement which corresponds with the Company’s satisfaction of its service-based performance obligations. Variable commissions are earned and recognized as the related sponsorship performance obligations are satisfied by MSG Sports. The Company is not the principal in such arrangements as it does not control the related goods or services prior to transfer to the customer. As an agent under these arrangements, the Company recognizes the advertising commission revenue on a net basis. The Company’s revenue recognition policies that summarize the nature, amount, timing and uncertainty associated with each of the Company’s revenue sources are discussed further in each respective segment discussion below. Entertainment Segment The Company earns event related revenues principally from the sale of tickets for events that the Company produces or promotes/co-promotes, and from venue license fees charged to third-party promoters for events held at the Company’s venues that the Company does not produce or promote/co-promote. The Company’s performance obligations with respect to event-related revenues from the sale of tickets, venue license fees from third-party promoters, sponsorships, concessions and merchandise are satisfied at the point of sale or as the related event occurs. As a result of the agreements entered into in connection with the Entertainment Distribution, the Company also earns revenue from the provision of various event-related services that are incremental to MSG Sports’ general use of The Garden. The Company’s performance obligations with respect to these event-related services are satisfied as the related event occurs. The Company’s revenues also include revenue from the license of The Garden’s suites for the Company’s or MSG Sports’ events. Suite license arrangements are generally multi-year fixed-fee arrangements that include annual fee increases. Payment terms for suite license arrangements can vary by contract, but payments are generally due in installments prior to each license year. The Company’s performance obligations under such arrangements is to provide the licensee with access to the suite when events occur at The Garden. The Company accounts for the performance obligation under these types of arrangements as a series and, as a result, the related suite license fees for all years during the license term are aggregated and revenue is recognized proportionately over the license period as the Company satisfies the related performance obligation. Progress toward satisfaction of the Company’s annual suite license performance obligations is measured as access to the suite that is provided to the licensee for each event throughout the contractual term of the license. The Company also earns revenues from the sale of advertising in the form of venue signage and other forms of sponsorship, which are not related to any specific event of the Company or MSG Sports. The Company’s performance obligations with respect to this advertising are satisfied as the related benefits are delivered over the term of the respective agreements. MSG Networks Segment The MSG Networks segment generates revenues principally from affiliation fees charged to cable, satellite, fiber-optic and other platforms (“Distributors”) for the right to carry its networks, as well as from the sale of advertising. Advertising revenue is largely derived from the sale of inventory in MSG Networks’ live professional sports programming, and as such, a significant share of this revenue has historically been earned in the second and third fiscal quarters. Due to the COVID-19 pandemic, the NBA and NHL 2020-21 regular seasons were delayed and primarily occurred during the third and fourth quarters of Fiscal Year 2021 and will affect the comparability in the second, third and the fourth fiscal quarters of Fiscal Year 2022. Affiliation fee revenue is earned from Distributors for the right to carry the segment’s networks under affiliation agreements. The performance obligation under these affiliation agreements is satisfied as MSG Networks provides its programming over the term of the agreement. Substantially all of MSG Networks’ affiliation agreements are sales-based and usage-based royalty arrangements; revenue is recognized as the sale or usage occurs. The transaction price is represented by affiliation fees that are generally based upon contractual rates applied to the number of the Distributor’s subscribers who receive or can receive MSG Networks programming. Such subscriber information is generally not received until after the close of the reporting period, and in these cases, the Company estimates the number of subscribers. Historical adjustments to recorded estimates have not been material. The MSG Networks segment also generates advertising revenue primarily through the sale of commercial time and other advertising inventory during its live professional sports programming. In general, these advertising arrangements either do not exceed one year or are primarily multi-year media banks, the elements of which are agreed upon each year. Advertising revenue is recognized as advertising is aired. In certain advertising arrangements, the Company guarantees specified viewer ratings for its programming. In such cases, the promise to deliver the guaranteed viewer ratings by airing the advertising represents MSG Networks’ performance obligation. A contract liability is recognized as deferred revenue to the extent any guaranteed viewer ratings are not met. This permits the customer to exercise a contractual right for additional advertising time. The related deferred revenue is subsequently recognized as revenue either when MSG Networks provides the required additional advertising time, or additional performance requirements become remote, which may be at the time the guarantee obligation contractually expires. Tao Group Hospitality Segment Revenues from dining, nightlife and hospitality offerings through Tao Group Hospitality are recognized when food, beverages and/or services are provided to the customer as that is the point in which the related performance obligation is satisfied. In addition, management fee revenues which are earned in accordance with specific venue management agreements are recorded over the period in which the management services are performed as that reflects the measure of progress toward satisfaction of the Company’s venue management performance obligations. Disaggregation of Revenue The following table disaggregates the Company’s revenue by major source and reportable segment based upon the timing of transfer of goods or services to the customer for Fiscal Years 2022, 2021 and 2020: Year Ended June 30, 2022 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Event-related and entertainment dining and nightlife offerings (a) $ 386,309 $ — $ 438,608 $ (880) $ 824,037 Sponsorship, signage and suite licenses (b) 156,387 6,470 4,521 (1,438) 165,940 Media related, primarily from affiliation agreements (b) — 596,693 — — 596,693 Other (c) 39,417 4,992 41,818 (21,558) 64,669 Total revenues from contracts with customers $ 582,113 $ 608,155 $ 484,947 $ (23,876) $ 1,651,339 Year Ended June 30, 2021 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Event-related and entertainment dining and nightlife offerings (a) $ 14,062 $ — $ 84,325 $ (1,522) $ 96,865 Sponsorship, signage and suite licenses (b) 16,308 4,022 4,736 (207) 24,859 Media related, primarily from affiliation agreements (b) — 639,470 — — 639,470 Other (c) 27,586 4,018 11,105 (14,015) 28,694 Total revenues from contracts with customers $ 57,956 $ 647,510 $ 100,166 $ (15,744) $ 789,888 Year Ended June 30, 2020 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Event-related and entertainment dining and nightlife offerings (a) $ 390,691 $ — $ 161,663 $ (507) $ 551,847 Sponsorship, signage and suite licenses (b) 176,798 5,196 1,640 (1,091) 182,543 Media related, primarily from affiliation agreements (b) — 677,297 — — 677,297 Other (c) 17,719 3,304 16,898 (13,590) 24,331 Total revenues from contracts with customers $ 585,208 $ 685,797 $ 180,201 $ (15,188) $ 1,436,018 _________________ (a) Event-related revenues and entertainment dining and nightlife offerings are recognized at a point in time. As such, these revenues have been included in the same category in the table above. (b) See Note 2, Summary of Significant Accounting Policies, Revenue Recognition, and the segment discussion above within this Note for further details on the pattern of recognition of sponsorship, signage, suite license and media related revenues. (c) Primarily consists of (i) revenues from sponsorship sales and representation agreements with MSG Sports, (ii) Tao Group Hospitality’s managed venue revenues, and (ii) advertising commission revenues recognized by the Entertainment segment from the MSG Networks segment of $20,878, $13,698 and $12,715 for Fiscal Years 2022, 2021 and 2020, respectively, that are eliminated in consolidation. In addition to the disaggregation of the Company’s revenue by major source based upon the timing of transfer of goods or services to the customer disclosed above, the following table disaggregates the Company’s combined revenues by type of goods or services in accordance with the required entity-wide disclosure requirements of ASC Subtopic 280-10-50-38 to 40 and the disaggregation of revenue required disclosures in accordance with ASC Subtopic 606-10-50-5 for Fiscal Years 2022, 2021 and 2020. Year Ended June 30, 2022 Entertainment MSG Networks Tao Group Hospitality Eliminations Total (d) Ticketing and venue license fee revenues (a) $ 250,092 $ — $ — $ — $ 250,092 Sponsorship and signage, suite, and advertising commission revenues (b) 219,113 — — (22,315) 196,798 Revenues from entertainment dining and nightlife offerings (c) — — 484,947 (1,561) 483,386 Food, beverage and merchandise revenues 109,915 — — — 109,915 Media networks revenues (d) — 608,155 — — 608,155 Other 2,993 — — — 2,993 Total revenues from contracts with customers $ 582,113 $ 608,155 $ 484,947 $ (23,876) $ 1,651,339 Year Ended June 30, 2021 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Ticketing and venue license fee revenues (a) $ 8,311 $ — $ — $ — $ 8,311 Sponsorship and signage, suite, and advertising commission revenues (b) 43,723 — — (13,905) 29,818 Revenues from entertainment dining and nightlife offerings (c) — — 100,166 (1,839) 98,327 Food, beverage and merchandise revenues 3,078 — — — 3,078 Media networks revenues (d) — 647,510 — — 647,510 Other 2,844 — — — 2,844 Total revenues from contracts with customers $ 57,956 $ 647,510 $ 100,166 $ (15,744) $ 789,888 Year Ended June 30, 2020 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Ticketing and venue license fee revenues (a) $ 310,971 $ — $ — $ — $ 310,971 Sponsorship and signage, suite, and advertising commission revenues (b) 200,092 — — (13,806) 186,286 Revenues from entertainment dining and nightlife offerings (c) — — 180,201 (1,382) 178,819 Food, beverage and merchandise revenues 62,341 — — — 62,341 Media networks revenues (d) — 685,797 — — 685,797 Other 11,804 — — — 11,804 Total revenues from contracts with customers $ 585,208 $ 685,797 $ 180,201 $ (15,188) $ 1,436,018 _________________ (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. (b) Amounts include (i) revenues from sponsorship sales and representation agreements with MSG Sports and (ii) advertising commission revenues recognized by the Entertainment segment from the MSG Networks segment of $20,878, $13,698 and $12,715 for Fiscal Years 2022, 2021 and 2020, respectively, that are eliminated in consolidation. (c) Primarily consists of revenues from (i) entertainment dining and nightlife offerings and (ii) venue management agreements. (d) Primarily consists of affiliation fees from Distributors and, to a lesser extent, advertising revenues through the sale of commercial time and other advertising inventory during MSG Networks programming. Contract Balances The following table provides information about the opening and closing contract balances from the Company’s contracts with customers as of June 30, 2022, 2021 and 2020. June 30, 2022 2021 2020 Receivables from contracts with customers, net (a) $ 215,261 $ 185,112 $ 165,377 Contract assets, current (b) 5,503 7,052 3,850 Contract assets, non-current (b) 756 87 37 Deferred revenue, including non-current portion (c) 228,703 210,187 195,865 _________________ (a) As of June 30, 2022, 2021 and 2020, the Company’s receivables from contracts with customers above included $4,618, $4,848 and $2,644, respectively, related to various related parties. See Note 21, Related Party Transactions for further details on these related party arrangements. (b) Contract assets primarily relate to the Company’s rights to consideration for goods or services transferred to customers, for which the Company does not have an unconditional right to bill as of the reporting date. Contract assets are transferred to accounts receivable once the Company’s right to consideration becomes unconditional. (c) Revenue recognized for Fiscal Year 2022 relating to the deferred revenue balance as of June 30, 2021 was $148,999. Transaction Price Allocated to the Remaining Performance Obligations The following table depicts the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2022. 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 considerations are not variable. In developing the estimated revenue, the Company applies the allowable practical expedient and does not disclose information about remaining performance obligations that have original expected durations of one year or less. Fiscal year ending June 30, 2023 $ 189,499 Fiscal year ending June 30, 2024 156,589 Fiscal year ending June 30, 2025 117,658 Fiscal year ending June 30, 2026 81,560 Fiscal year ending June 30, 2027 43,707 Thereafter 48,947 $ 637,960 |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Jun. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges For Fiscal Year 2022, the Company underwent organizational changes to further streamline operations. These measures included termination of certain employees and executives in the Entertainment reportable segment. During Fiscal Year 2022, the Company recorded $14,690 for restructuring charges related to the termination benefits provided to employees, inclusive of $4,589 of share-based compensation expenses for the acceleration of stock award vesting, which is reflected in additional paid-in capital. As of June 30, 2022, the Company had accrued severance of $8,081, which is expected to be paid by the end of Fiscal Year 2023. During Fiscal Year 2021, the Company recorded $21,299 of restructuring charges, of which all amounts have been paid as of June 30, 2022. The Company implemented cost savings initiatives in order to streamline operations and preserve liquidity. These measures included a reduction in full-time workforce of approximately 360 employees primarily related to termination benefits provided to employees in the Entertainment reportable segment. Such costs are reflected in restructuring charges in the accompanying consolidated and combined statements of operations for Fiscal Years 2022 and 2021. |
Computation of Earnings (Loss)
Computation of Earnings (Loss) per Common Share | 12 Months Ended |
Jun. 30, 2022 | |
Computation of Earnings (Loss) per Common Share [Abstract] | |
Computation of Earnings (Loss) per Common Share | Computation of Earnings (Loss) per Common Share The following table presents a reconciliation of weighted-average shares used in the calculations of basic and diluted earnings (loss) per common share attributable to the Company’s stockholders. Years Ended June 30, 2022 2021 2020 Net income (loss) available to Madison Square Garden Entertainment Corp.’s stockholders (numerator): Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders per statement of operations $ (194,395) $ (148,151) $ 181,734 Adjustment of redeemable noncontrolling interest to redemption value (3,173) (8,728) — Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders for EPS: $ (197,568) $ (156,879) $ 181,734 Weighted-average shares (denominator): Weighted-average shares for basic EPS 34,255 34,077 34,864 Dilutive effect of shares issuable under share-based compensation plans (a) — — 78 Weighted-average shares for diluted EPS 34,255 34,077 34,942 Weighted-average anti-dilutive shares (a) — — 1,002 EPS: Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (5.77) $ (4.60) $ 5.21 Diluted earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (5.77) $ (4.60) $ 5.20 _________________ (a) For Fiscal Years 2022 and 2021, all restricted stock units and stock options were excluded from the above table because the Company reported a net loss for the respective periods presented, and therefore, their impact on reported loss per share would have been antidilutive. See Note 17, Share-Based Compensation for further details. |
Cash, Cash Equivalents and Rest
Cash, Cash Equivalents and Restricted Cash | 12 Months Ended |
Jun. 30, 2022 | |
Cash, Cash Equivalents and Restricted Cash [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The following table provides a summary of the amounts recorded as cash and cash equivalents, and restricted cash: As of June 30, June 30, Captions on the consolidated balance sheets: Cash and cash equivalents $ 828,540 $ 1,516,992 Restricted cash 17,470 22,984 Cash and cash equivalents, and restricted cash on the consolidated and combined statements of cash flows $ 846,010 $ 1,539,976 The Company’s cash equivalents consists of money market accounts, time deposits and U.S. treasury bills of $773,902 and $1,361,730 for Fiscal Years 2022 and 2021, respectively. Cash equivalents are measured at fair value within Level I of the fair value hierarchy on a recurring basis using observable inputs that reflect quoted prices for identical assets in active markets. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following: As of June 30, June 30, Prepaid insurance $ 10,492 $ 9,175 Prepaid revenue sharing expense 43,291 32,661 Other prepaid expenses 32,239 28,422 Deferred production costs — Christmas Spectacular and other productions 7,397 4,541 Inventory (a) 13,511 9,521 Contract assets (b) 5,574 7,126 Other 10,949 24,785 Total prepaid expenses and other current assets $ 123,453 $ 116,231 _________________ (a) Inventory is mostly comprised of food and liquor for performance venues and Tao Group Hospitality. (b) See Note 4, Revenue Recognition for more information on contract assets. |
Investments in Nonconsolidated
Investments in Nonconsolidated Affiliates | 12 Months Ended |
Jun. 30, 2022 | |
Investments in and Advances to Affiliates [Abstract] | |
Investments in Nonconsolidated Affiliates | Investments in Nonconsolidated Affiliates The Company’s investments in nonconsolidated affiliates which are accounted for under the equity method of accounting and equity investments without readily determinable fair values consisted of the following: Ownership Percentage Investment June 30, 2022 Equity method investments: SACO Technologies Inc. (“SACO”) 30% $ 31,448 Others 5,248 Equity investments without readily determinable fair values (a) 7,108 Total investments in nonconsolidated affiliates $ 43,804 June 30, 2021 Equity method investments: SACO 30% $ 36,265 Others 6,204 Equity investments without readily determinable fair values (a) 6,752 Total investments in nonconsolidated affiliates $ 49,221 _________________ (a) For Fiscal Years 2022 and 2021, the Company did not have any impairment charges or changes in carrying value recorded to its equity securities without readily determinable fair values. For Fiscal Year 2020, the Company recorded an impairment charge of $533 . Equity Method Investments The Company determined that it has the ability to exert significant influence over the investee and therefore accounts for these investments under the equity method of accounting. For investments in limited partnerships in which the Company has an ownership interest that exceeds 3% to 5%, the Company also accounts for such investments under the equity method of accounting. SACO In Fiscal Year 2019, the Company acquired a 30% interest in SACO, a global provider of high-performance LED video lighting and media solutions, for a total consideration of $47,244. The Company is utilizing SACO as a preferred display technology provider for MSG Sphere based upon commercial terms. The total consideration consisted of a $42,444 payment at closing and a $4,800 deferred payment, which was made in October 2018. As of the acquisition date, the carrying amount of the investment was greater than the Company’s equity interest in the underlying net assets of SACO. As such, the Company allocated the difference to amortizable intangible assets of $25,350 and is amortizing these intangible assets on a straight-line basis over the expected useful lives ranging from 6 years to 12 years as a basis adjustment to the carrying amount of the investment. Equity Investments with Readily Determinable Fair Value As of June 30, 2022 , the Company holds investments of (i) 583 shares of the Class A common stock of Townsquare Media, Inc. (“Townsquare”), (ii) 2,625 shares of the Class C common stock of Townsquare, and (iii) 869 shares of Class A common stock of DraftKings Inc. (“DraftKings”): • Townsquare is a community-focused digital media, digital marketing solutions and radio company that has its Class A common stock listed on the New York Stock Exchange (“NYSE”) under the symbol “TSQ”. • DraftKings is a digital sports entertainment and gaming company that is listed on the NASDAQ Stock Market (“NASDAQ”) under the symbol “DKNG”. The fair value of the Company’s investments in Class A common stock of Townsquare and Class A common stock of DraftKings are 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. As a holder of Class C common stock of Townsquare, the Company is entitled to convert at any time all or any part of the Company’s shares into an equal number of shares of Class A common stock of Townsquare, subject to restrictions set forth in Townsquare’s certificate of incorporation. Therefore, the fair value of the Company’s investment in Class C common stock of Townsquare is also determined based on the quoted market price in an active market on the NYSE, which is classified within Level I of the fair value hierarchy. The cost basis and the carrying fair value of these investments, which are reported under Other assets in the accompanying consolidated balance sheets as of June 30, 2022 and 2021, are as follows: Balance as of June 30, 2022 Equity Investment with Readily Determinable Fair Values Shares Held Cost Basis Carrying Value Townsquare Class A common stock 583 $ 4,221 $ 4,776 Townsquare Class C common stock 2,625 19,001 21,499 DraftKings Class A common stock 869 6,036 10,146 Total $ 29,258 $ 36,421 Balance as of June 30, 2021 Equity Investment with Readily Determinable Fair Value Shares Held Cost Basis Carrying Value Townsquare Class A common stock 583 $ 4,221 $ 7,435 Townsquare Class C common stock 2,625 19,001 33,469 DraftKings Class A common stock 869 6,036 45,360 Total $ 29,258 $ 86,264 The following table summarizes the realized and unrealized gains (loss) on equity investments with readily determinable fair value for Fiscal Years 2022, 2021 and 2020: June 30, 2022 2021 2020 Unrealized gain (loss) — Townsquare $ (14,629) $ 26,563 $ (2,920) Unrealized gain (loss)— DraftKings (35,213) 26,942 34,197 Realized gain (loss) — DraftKings — (2,327) 6,351 $ (49,842) $ 51,178 $ 37,628 Supplemental information on realized gain (loss): Shares of common stock sold — DraftKings — 420 197 Cash proceeds from common stock sold — DraftKings $ — $ 22,079 $ 7,659 The realized and unrealized gains and losses on investments discussed above are reported under Other income (expense), net in the accompanying consolidated and combined statements of operations. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net As of June 30, 2022 and 2021, property and equipment, net consisted of the following assets: June 30, 2022 2021 Land $ 140,239 $ 150,750 Buildings 997,345 996,295 Equipment 437,177 405,835 Aircraft 38,090 38,090 Furniture and fixtures 39,863 40,660 Leasehold improvements 232,819 214,678 Construction in progress (a) 2,031,972 1,194,525 3,917,505 3,040,833 Less accumulated depreciation and amortization (978,453) (884,541) $ 2,939,052 $ 2,156,292 _________________ (a) Interest is capitalized during the construction period for significant long term construction projects. The Company capitalizes interest within the Entertainment segment in connection with the construction of MSG Sphere in Las Vegas. For Fiscal Years 2022 and 2021, the Company capitalized $48,507 and $34,890 of interest, respectively which is included in Construction in progress amounts above. The increase in Construction in progress is primarily associated with the development and construction of MSG Sphere in Las Vegas which includes capitalized labor and interest. The property and equipment balances above include $206,462 and $110,428 of capital expenditure accruals (primarily related to MSG Sphere construction) as of June 30, 2022 and 2021, respectively, which are reflected in Accrued and other current liabilities in the accompanying consolidated balance sheets. Depreciation and amortization expense on property and equipment was $100,043, $92,394 and $94,851 for Fiscal Years 2022, 2021 and 2020, respectively. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases The following table summarizes the ROU assets and lease liabilities recorded on the Company’s consolidated balance sheets as of June 30, 2022 and 2021: Line Item in the Company’s Consolidated Balance Sheets June 30, 2022 June 30, 2021 Right-of-use assets: Operating leases Right-of-use lease assets $ 446,499 $ 280,579 Lease liabilities: Operating leases, current Operating lease liabilities, current 65,310 73,423 Operating leases, noncurrent Operating lease liabilities, non-current 427,971 233,556 Total lease liabilities $ 493,281 $ 306,979 The following table summarizes the activity recorded within the Company’s consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020: Line Item in the Company’s Consolidated and Combined Statements of Operations Years Ended June 30, 2022 2021 2020 Operating lease cost Direct operating expenses $ 43,023 $ 31,074 $ 32,348 Operating lease cost Selling, general and administrative expenses 30,053 26,438 25,081 Short-term lease cost Direct operating expenses — — 348 Variable lease cost Direct operating expenses 7,567 2,930 5,339 Variable lease cost Selling, general and administrative expenses 61 57 61 Total lease cost $ 80,704 $ 60,499 $ 63,177 The Company excluded its ground lease with a subsidiary of Las Vegas Gaming, LLC (“The Venetian”) associated with MSG Sphere in Las Vegas from the ROU assets and lease liabilities balances recorded on the consolidated balance sheets as the ground lease will have no fixed rent. The Venetian agreed to provide us with $75,000 to help fund the construction costs, including the cost of a pedestrian bridge that links MSG Sphere to The Venetian Expo. Through June 30, 2022, The Venetian paid us $65,000 of this amount for construction costs. If certain return objectives are achieved, The Venetian will receive 25% of the after-tax cash flow in excess of such objectives. The ground lease is for a term of 50 years, commencing upon substantial completion of the MSG Sphere. In November 2021, the Company executed an agreement with the existing landlord for its New York corporate office space pursuant to which it will be relocating from the space that the Company currently occupies to newly renovated office space within the same building. The Company will not be involved in the design or construction of the new space for purposes of the Company’s buildout prior to obtaining possession, which is expected to occur in Fiscal Year 2024. Upon obtaining possession of the space, the new lease is expected to result in an additional lease obligation and right of use asset. While lease payments under the new lease agreement will be recognized as a lease expense on a straight-line basis over the lease term, the Company will begin paying full rent in the second half of Fiscal Year 2026 due to certain tenant incentives included in the arrangement. Base rent payments will increase every five years beginning in Fiscal Year 2031 in accordance with the terms of the lease. The Company anticipates entering into a new sublease agreement with MSG Sports for a lease term equivalent to the November 2021 agreement that the Company entered into with the existing landlord. The future lease payments related to this new lease for the next five fiscal years and thereafter are expected to be as follows: Fiscal Year 2022 $ — Fiscal Year 2023 — Fiscal Year 2024 — Fiscal Year 2025 10,121 Fiscal Year 2026 16,276 Thereafter (Fiscal Year 2027 to Fiscal Year 2046) 877,996 Total lease payments $ 904,393 Supplemental cash flow information related to operating leases is as follows: Years Ended June 30, 2022 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 71,660 $ 55,271 $ 60,920 Lease assets obtained in exchange for new lease obligations $ 341,934 47,790 16,765 For Fiscal Year 2022, the Company received $17,697 of tenant incentives from a landlord for capital expenditures on behalf of the Company. Maturities of operating lease liabilities as of June 30, 2022 are as follows: Fiscal year ending June 30, 2023 $ 69,070 Fiscal year ending June 30, 2024 78,175 Fiscal year ending June 30, 2025 56,577 Fiscal year ending June 30, 2026 33,704 Fiscal year ending June 30, 2027 42,932 Thereafter 456,503 Total lease payments 736,961 Less imputed interest 243,680 Total lease liabilities $ 493,281 The weighted average remaining lease term and weighted average discount rate for our operating leases are as follows: June 30, 2022 2021 Weighted average remaining lease term (in years) 12.7 7.09 Weighted average discount rate 6.47 % 7.85 % As of June 30, 2022, the Company’s existing operating leases, which are recorded on the accompanying financial statements, have remaining lease terms ranging from 0.3 years to 34.7 years. For Fiscal Year 2022, the Company recorded a net loss of $284 resulting primarily from the extinguishment of lease liabilities and right-of-use lease assets associated with certain Hakkasan venues of Tao Group Hospitality due to decisions made by management to cease operations. Lessor Arrangements In connection with the Entertainment Distribution, the Company entered into Arena License Agreements with MSG Sports that, among other things, require the Knicks and the Rangers to play their home games at The Garden in exchange for fixed annual license fees scheduled to be paid monthly over the term of the agreements. The Company accounts for these license fees as operating lease revenue given that the Company provides MSG Sports with the right to direct the use of and obtain substantially all of the economic benefit from The Garden during Knicks and Rangers home games. Operating lease revenue is recognized on a straight-line basis over the lease term, adjusted pursuant to the terms of the Arena License Agreements. In the case of the Arena License Agreements, the lease terms relate to non-consecutive periods of use when MSG Sports uses The Garden for their professional sports teams’ home games, and operating lease revenue is therefore recognized ratably as events occur. The Arena License Agreements provide that license fees are not required to be paid by MSG Sports during periods when The Garden is unavailable for use due to a force majeure event. As a result of government-mandated suspension of events at The Garden beginning on March 13, 2020 due to the impact of the COVID-19 pandemic, The Garden was not available for use by MSG Sports from the effective date of the Arena License Agreements through the first quarter of Fiscal Year 2021, and, accordingly, the Company did not record any operating lease revenue for this arrangement during the first quarter of Fiscal Year 2021. Use of The Garden resumed for Knicks and Rangers home games without fans in December 2020 and January 2021, respectively, and was available at 10% seating capacity from February through May 2021 when it became available at 100% seating capacity. The Company recorded $68,072 and $21,345 of revenues under the Arena License Agreements for Fiscal Year 2022 and 2021, respectively. In addition, the Company recorded revenues from third party and related party lease and sublease arrangements of $5,207 and $2,980 for Fiscal Year 2022 and 2021, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets | Goodwill and Intangible Assets The carrying amounts and activity of goodwill from June 30, 2020 through June 30, 2022 are as follows: Entertainment MSG Networks Tao Group Hospitality Total Balance as of June 30, 2020 $ 74,309 $ 424,508 $ — $ 498,817 Acquisition of Hakkasan — — 3,378 3,378 Balance as of June 30, 2021 $ 74,309 $ 424,508 $ 3,378 $ 502,195 Measurement period adjustment for Hakkasan — — (2,014) (2,014) Balance as of June 30, 2022 $ 74,309 $ 424,508 $ 1,364 $ 500,181 The Company’s indefinite-lived intangible assets, all of which are within the Entertainment segment, as of June 30, 2022 and 2021 are as follows: As of June 30, June 30, Trademarks 61,881 $ 61,881 Photographic related rights 1,920 1,920 Total $ 63,801 $ 63,801 During the first quarter of Fiscal Years 2022 and 2021, the Company performed its annual impairment tests of goodwill and indefinite-lived intangible assets and determined that there were no impairments of goodwill and indefinite-lived intangible assets identified as of the impairment test date. MSG Networks Segment (and reporting unit) had a negative carrying amount of net assets as of June 30, 2022. The Company’s intangible assets subject to amortization are as follows: June 30, 2022 Gross Accumulated Net Trade names $ 112,094 $ (32,143) $ 79,951 Venue management contracts 84,855 (23,546) 61,309 Affiliate relationships 83,044 (62,019) 21,025 Non-compete agreements 9,000 (8,478) 522 Festival rights 8,080 (6,926) 1,154 Other intangibles 4,217 (4,094) 123 $ 301,290 $ (137,206) $ 164,084 June 30, 2021 Gross Accumulated Net Trade names $ 121,000 $ (25,605) $ 95,395 Venue management contracts 85,700 (17,518) 68,182 Affiliate relationships 83,044 (56,221) 26,823 Non-compete agreements 9,000 (6,913) 2,087 Festival rights 8,080 (2,696) 5,384 Other intangibles 4,217 (3,814) 403 $ 311,041 $ (112,767) $ 198,274 Amortization expense for intangible assets was $24,586, $29,605 and $17,211 for Fiscal Years 2022, 2021 and 2020, respectively. The Company’s annual amortization expense for existing intangible assets subject to amortization for each fiscal year from 2023 through 2027, and thereafter, is as follows: Fiscal year ending June 30, 2023 $ 16,622 Fiscal year ending June 30, 2024 14,451 Fiscal year ending June 30, 2025 14,451 Fiscal year ending June 30, 2026 14,435 Fiscal year ending June 30, 2027 14,011 Thereafter 90,114 $ 164,084 As a result of operating disruptions in Fiscal Year 2020 due to the COVID-19 pandemic, the Company’s cash flows were directly impacted. These disruptions along with the deteriorating macroeconomic conditions and industry/market considerations were considered a “triggering event” for the Tao Group Hospitality reporting unit during Fiscal Year 2020, which required the Company to assess the carrying value of Tao Group Hospitality’s intangible assets, long-lived assets and goodwill, in that order in accordance with ASC Subtopic 350-30, for impairment. The Company estimated the fair value of the Tao Group Hospitality reporting unit based on a discounted cash flow model (income approach), which relied on numerous assumptions and judgments that were subject to various risks and uncertainties. Principal assumptions utilized, all of which are considered Level III inputs under the fair value hierarchy, include the Company’s estimates of future revenue and terminal growth rates, margin assumptions and the discount rate applied to estimate future cash flows. Based on this evaluation the Company recorded a non-cash goodwill impairment charge of $88,583 during Fiscal Year 2020 for the Tao Group Hospitality reporting unit. In addition, during Fiscal Year 2020, the Company recorded non-cash impairment charges of $8,047, $5,646, and $3,541, for property and equipment assets, right-of-use assets net of related lease liabilities, and certain intangible assets, respectively, during Fiscal Year 2020, which were associated with two venues within the Company’s Tao Group Hospitality reportable segment. |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 12 Months Ended |
Jun. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Accrued and Other Current Liabilities | Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following: As of June 30, June 30, Accrued payroll and employee related liabilities $ 154,134 $ 107,258 Cash due to promoters 78,428 37,877 Capital expenditure accruals 206,462 110,428 Accrued expenses 79,666 87,443 Total accrued and other current liabilities $ 518,690 $ 343,006 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments As of June 30, 2022, commitments of the Company in the normal course of business in excess of one year are as follows: Commitments MSG Networks (a) Entertainment (b) Tao Group Hospitality (c) Total Fiscal year ending June 30, 2023 $ 279,604 $ 429,346 $ 2,650 $ 711,600 Fiscal year ending June 30, 2024 258,551 72,920 892 332,363 Fiscal year ending June 30, 2025 250,551 4,272 931 255,754 Fiscal year ending June 30, 2026 251,329 — 143 251,472 Fiscal year ending June 30, 2027 258,633 — — 258,633 Thereafter 2,088,459 — — 2,088,459 $ 3,387,127 $ 506,538 $ 4,616 $ 3,898,281 _________________ (a) The Company has material off balance sheet arrangements related to the MSG Networks segment of (i) $3,327,527 associated with broadcast rights, $254,549 of which is due in Fiscal Year 2023, (ii) $27,779 associated with purchase commitments, $15,414 of which is due in Fiscal Year 2023, (iii) $5,612 associated with employment contracts, $2,787 of which is due in Fiscal Year 2023, and (iv) $26,209 associated with other MSG Network commitments, $6,854 of which is due in Fiscal Year 2023. (b) The Company’s material off balance sheet arrangements related to Entertainment primarily relate to MSG Sphere in Las Vegas, including (i) commitments of $480,000 for which the timing of construction capital expenditures are mostly expected in Fiscal Year 2023 and (ii) $4,250 of commitments for other capital expenditures, equipment purchases, and services agreements. Entertainment’s other off balance sheet arrangements related to $14,791 for marketing partnership and other Entertainment IT commitments and $7,497 of letters of credit. (c) The Company’s material off balance sheet arrangements related to Tao Group Hospitality include $3,866 for software and $750 of letters of credit. See Note 11, Leases for more information regarding the Company’s contractually obligated minimum lease payments for operating leases having an initial noncancelable term in excess of one year for the Company’s venues, including the Tao Group Hospitality venues and various corporate offices. These commitments are presented exclusive of the imputed interest used to reflect the payment’s present value. See Note 15, Credit Facilities for more information regarding the principal repayments required under the National Properties Facilities and the Tao Credit Facilities. Tao Group Hospitality equity holders have the right to put their equity interests in Tao Group Hospitality to a subsidiary of the Company. The purchase price is at fair market value subject, in certain cases, to a floor. Consideration paid upon exercise of such put right shall be, at the Company’s option, in cash, debt, or Class A Common Stock, subject to certain limitations. In addition, Hakkasan USA, Inc., a minority interest holder of Tao Group Sub-Holdings LLC, a subsidiary of Tao Group Hospitality, following the Hakkasan acquisition, has the right to put its equity interest in Tao Group Sub-Holdings LLC to Tao Group Hospitality for fair market value (subject to a floor value determined based upon a multiple of trailing EBITDA) beginning in 2026 and each second year thereafter by providing notice during a 30 day window starting June 1, 2025 (and each second June 1 thereafter). Consideration paid upon exercise of the put right shall be, at the option of Tao Group Hospitality, in cash, debt, or Class A Common Stock of the Company or its successor, subject to certain limitations. Additionally, Tao Group Hospitality may elect to satisfy this put obligation through a sale of Tao Group Sub-Holdings LLC or a going public transaction with respect to Tao Group Hospitality. Legal Matters Fifteen complaints were filed in connection with the Merger by purported stockholders of the Company and MSG Networks Inc. Nine of these complaints involved allegations of materially incomplete and misleading information set forth in the joint proxy statement/prospectus filed by the Company and MSG Networks Inc. in connection with the Merger. As a result of supplemental disclosures made by the Company and MSG Networks Inc. on July 1, 2021, all of the disclosure actions were voluntarily dismissed with prejudice prior to or shortly following the consummation of the Merger. Six complaints involved allegations of fiduciary breaches in connection with the negotiation and approval of the Merger and have since been consolidated into two remaining litigations. On September 10, 2021, the Court of Chancery entered an order consolidating two derivative complaints filed by purported Company stockholders. The consolidated action is captioned: In re Madison Square Garden Entertainment Corp. Stockholders Litigation , C.A. No. 2021-0468-KSJM. The consolidated plaintiffs filed their Verified Consolidated Derivative Complaint on October 11, 2021. The complaint, which names the Company as only a nominal defendant, retains all of the derivative claims and alleges that the members of the board of directors and controlling stockholders violated their fiduciary duties in the course of negotiating and approving the Merger. Plaintiffs seek, among other relief, an award of damages to the Company including interest, and plaintiffs’ attorneys’ fees. The Company and other defendants filed answers to the complaint on December 30, 2021. The Company substantially completed its production of documents responsive to plaintiffs’ requests on June 24, 2022, and continues to be engaged in responding to plaintiffs’ additional discovery requests. Pursuant to the indemnity rights in its bylaws and Delaware law, the Company is advancing the costs incurred by defendants in this action, and defendants may assert indemnification rights in respect of any adverse judgment or settlement of the action. On September 27, 2021, the Court of Chancery entered an order consolidating four complaints filed by purported stockholders of MSG Networks Inc. The consolidated action is captioned: In re MSG Networks Inc. Stockholder Class Action Litigation , C.A. No. 2021-0575-KSJM. The consolidated plaintiffs filed their Verified Consolidated Stockholder Class Action Complaint on October 29, 2021. The complaint asserts claims on behalf of a putative class of former MSG Networks Inc. stockholders against each member of the board of directors of MSG Networks Inc. prior to the Merger. Plaintiffs allege that the MSG Networks Inc. board of directors and controlling stockholders breached their fiduciary duties in negotiating and approving the Merger. The Company is not named as a defendant but has been subpoenaed to produce documents and testimony related to the Merger. Plaintiffs seek, among other relief, monetary damages for the putative class and plaintiffs’ attorneys’ fees. Defendants to the MSG Networks Inc. consolidated action filed answers to the complaint on December 30, 2021. The Company substantially completed its production of documents responsive to plaintiffs’ requests on June 24, 2022, and continues to be engaged in responding to plaintiffs’ additional discovery requests. Pursuant to the indemnity rights in its bylaws and Delaware law, the Company is advancing the costs incurred by defendants in this action, and defendants may assert indemnification rights in respect of any adverse judgment or settlement of the action. On March 3, 2022, the Court of Chancery approved a case schedule, governing the two consolidated actions, which set tentative trial dates for April 2023. We are currently unable to determine a range of potential liability, if any, with respect to these Merger-related claims. Accordingly, no accrual for these matters has been made in our consolidated financial statements. |
Credit Facilities
Credit Facilities | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Credit Facilities | Credit Facilities The following table summarizes the presentation of the outstanding balances under the Company’s credit agreements as of June 30, 2022 and 2021: June 30, 2022 June 30, 2021 Principal Unamortized Deferred Financing Costs Net Principal Unamortized Deferred Financing Costs Net Current Portion MSG Networks Senior Secured Credit Facilities $ 66,000 $ (1,231) $ 64,769 $ 49,500 $ (1,255) $ 48,245 National Properties Term Loan Facility 8,125 (3,213) 4,912 6,500 (6,783) (283) Tao Term Loan Facility 3,750 (225) 3,525 6,250 (239) 6,011 Other debt 637 — 637 — — — Current portion of long-term debt, net of deferred financing costs $ 78,512 $ (4,669) $ 73,843 $ 62,250 $ (8,277) $ 53,973 June 30, 2022 June 30, 2021 Principal Unamortized Deferred Financing Costs Net Principal Unamortized Deferred Financing Costs Net Noncurrent Portion MSG Networks Senior Secured Credit Facilities $ 932,250 $ (1,484) $ 930,766 $ 998,250 $ (2,715) $ 995,535 National Properties Term Loan Facility 641,875 (12,851) 629,024 640,250 (22,819) 617,431 National Properties Revolving Credit Facility 29,100 — 29,100 — — — Tao Term Loan Facility 71,250 (895) 70,355 22,500 (475) 22,025 Tao Revolving Credit Facility 10,000 — 10,000 15,000 — 15,000 Other debt — — — 637 — 637 Long-term debt, net of deferred financing costs $ 1,684,475 $ (15,230) $ 1,669,245 $ 1,676,637 $ (26,009) $ 1,650,628 National Properties Facilities General. On June 30, 2022, MSG National Properties, LLC (“MSG National Properties”) an indirect, wholly-owned subsidiary of the Company, MSG Entertainment Group, LLC (“MSG Entertainment Group”) and certain subsidiaries of MSG National Properties entered into a credit agreement with JP Morgan Chase Bank, N.A., as administrative agent and the lenders and L/C issuers party thereto (the “National Properties Credit Agreement”), providing for a five- year, $650,000 sen ior secured term loan facility (the “National Properties Term Loan Facility”) and a five-year, $100,000 revolving credit facility (the “National Properties Revolving Credit Facility” and, together with the National Properties Term Loan Facility, the “National Properties Facilities”). As of June 30, 2022, outstanding letters of credit were $6,631 and the remaining balance available under the National Properties Revolving Credit Facility was $70,900. Proceeds. The proceeds of the National Properties Facilities were used on the closing date to repay in full the obligations outstanding under MSG National Properties’ prior term loan facility (the “Prior National Properties Loan Facility”) and to pay fees and expenses in connection with the National Properties Facilities and the refinancing of the Prior National Properties Loan Facility. Up to $25,000 of the National Properties Revolving Credit Facility is available for the issuance of letters of credit. Proceeds of the National Properties Revolving Credit Facility may be used to fund working capital needs, for general corporate purposes of MSG National Properties and its subsidiaries, and to make distributions to MSG Entertainment Group. Interest Rates. Borrowings under the current National Properties Facilities bear interest at a floating rate, which at the option of MSG National Properties may be either (a) a base rate plus an applicable margin ranging from 1.50% to 2.50% per annum, determined based on the total leverage ratio of MSG National Properties and its restricted subsidiaries (the “National Properties Base Rate”), or (b) Term SOFR plus an applicable margin ranging from 2.50% to 3.50% per annum, determined based on the total leverage ratio of MSG National Properties and its restricted subsidiaries (the “National Properties SOFR Rate”). The Prior National Properties Loan Facility bore interest at a floating rate, which at the option of MSG National Properties, was either (i) a base rate plus a margin of 5.25% per annum or (ii) LIBOR, with a floor of 0.75%, plus a margin of 6.25% per annum. As of June 30, 2022, the additional rate used in calculating the floating rate was (i) 3.50% p er annum for borrowings bearing the National Properties Base Rate, and (ii) 1.63% p er annum for borrowings bearing the National Properties SOFR Rate. The National Properties Credit Agreement requires MSG National Properties to pay a commitment fee ranging from 0.30% to 0.50% in respect of the daily unused commitments under the National Properties Revolving Credit Facility. 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 June 30, 2022 was 5.13%. Principal Repayments. Subject to customary notice and minimum amount conditions, the Company may voluntarily repay outstanding loans under the National Properties Facilities and terminate commitments under the National Properties Revolving Credit Facility, at any time, in whole or in part, subject only to customary breakage costs in the case of prepayment of Term SOFR loans. The National Properties Facilities will mature on June 30, 2027. The principal obligations under the National Properties Term Loan Facility are to be repaid in quarterly installments beginning with the fiscal quarter ending March 31, 2023, in an aggregate amount equal to 2.50% per annum (0.625% per quarter), stepping up to 5.0% per annum (1.25% per quarter) in the fiscal quarter ending September 30, 2025, with the balance due at the maturity of the facility. The principal obligations under the National Properties Revolving Credit Facility are due at the maturity of the facility. Covenants. 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. 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. The debt service coverage ratio covenant begins testing in the fiscal quarter ending December 31, 2022, and is set at a ratio of 2:1 before stepping up to 2.5:1 in the fiscal quarter ending September 30, 2024. The leverage ratio covenant begins testing in the fiscal quarter ending June 30, 2023. 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, stepping down to 5.5:1 in the fiscal quarter ending June 30, 2024 and 4.5:1 in the fiscal quarter ending June 30, 2026. As of June 30, 2022, 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. The National Properties Credit Agreement contains certain restrictions on the ability of MSG National Properties and its restricted subsidiaries to take certain actions as provided in (and subject to various exceptions and baskets set forth in) the National Properties Credit Agreement, including the following: (i) incur additional indebtedness; (ii) create liens on certain assets; (iii) make investments, loans or advances in or to other persons; (iv) pay dividends and distributions or repurchase capital stock (which will restrict the ability of MSG National Properties to make cash distributions to the Company); (v) repay, redeem or repurchase certain indebtedness; (vi) change its lines of business; (vii) engage in certain transactions with affiliates; (viii) amend their respective organizational documents; (ix) merge or consolidate; and (x) make certain dispositions. Guarantors and Collateral. All obligations under the National Properties Facilities are guaranteed by MSG Entertainment Group 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”). 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. The Collateral does not include, among other things, any interests in The Garden or the leasehold interests in Radio City Music Hall and the Beacon Theatre. 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. Accounting Treatment. The Company evaluated the terms of the National Properties Term Loan Facility and the Prior National Properties Term Loan Facility and concluded such facilities to be substantially different for accounting purposes. As a result, the Company recorded a loss on extinguishment of approximately $35,700 in connection with the above financing transactions for Fiscal Year 2022. MSG Networks Senior Secured Credit Facility General. MSGN Holdings, L.P. (“MSGN L.P.”), MSGN Eden, LLC, an indirect subsidiary of the Company (through the Merger) and the general partner of MSGN L.P., Regional MSGN Holdings LLC, an indirect subsidiary of the Company and the limited partner of MSGN L.P. (collectively with MSGN Eden, LLC, the “MSGN Holdings Entities”), and certain subsidiaries of MSGN L.P. have senior secured credit facilities pursuant to a credit agreement (as amended and restated on October 11, 2019, the “MSGN Credit Agreement”) consisting of: (i) an initia l $1,100,000 term l oan facility (the “MSGN Term Loan Facility”) and ( ii) a $250,000 revolving credit facility (the “MSGN Revolving Credit Facility”), each with a term of five years. Up to $35,000 of the MSGN Revolving Credit Facility is available for the issuance of letters of credit. Subject to the satisfaction of certain conditions and limitations, the MSGN Credit Agreement allows for the addition of incremental term and/or revolving loan commitments and incremental term and/or revolving loans. As of June 30, 2022, there were no borrowings or letters of credit issued and outstanding under the MSGN Revolving Credit Facility. Interest Rates. Borrowings under the MSGN Credit Agreement bear interest at a floating rate, which at the option of MSGN L.P. may be either (i) a base rate plus an additional rate ranging fr om 0.25% to 1.25% per annum (determined based on a total net leverage ratio) (the “MSGN Base Rate”), or (ii) a Eurodollar rate plus an additional rate ranging from 1.25% to 2.25% per annum (determined based on a total net leverage ratio) (the “MSGN Eurodollar Rate”). Upon a payment default in respect of principal, interest or other amounts due and payable under the MSGN Credit Agreement or related loan documents, default interest will accrue on all overdue amounts at an ad ditional rate of 2.00% per annum. The MSGN Credit Agreement requires that MSGN L.P. pay a commitment fee ranging from 0.225% to 0.30% (d etermined based on a total net leverage ratio) in respect of the average daily unused commitments under the MSGN Revolving Credit Facility. MSGN L.P. will also be required to pay customary letter of credit fees, as well as fronting fees, to banks that issue letters of credit. The interest rate on the MSGN Term Loan Facility as of June 30, 2022 was 3.17%. Principal Repayments. Subject to customary notice and minimum amount conditions, MSGN L.P. may voluntarily repay outstanding loans under the MSGN Credit Agreement at any time, in whole or in part, without premium or penalty (except for customary breakage costs with respect to Eurodollar loans). The MSGN Term Loan Facility amortizes quarterly in accordance with its terms beginning March 31, 2020 through September 30, 2024 with a final maturity date of October 11, 2024. MSGN L.P. is required to make mandatory prepayments in certain circumstances, including without limitation from the net cash proceeds of certain sales of assets (including MSGN Collateral) or casualty insurance and/or condemnation recoveries (subject to certain reinvestment, repair or replacement rights) and the incurrence of certain indebtedness, subject to certain exceptions. Covenants. The MSGN Credit Agreement generally requires the MSGN Holdings Entities and MSGN L.P. and its restricted subsidiaries on a c onsolidated basis to comply with a maximum total leverage ratio of 5.50:1.00, subject, at the option of MSGN L.P. to an upward adjustment to 6.00:1.00 during the continuance of certain events. In addition, the MSGN Credit Agreement requires a minimum interest coverage ratio of 2.00:1.00 for the MSGN Holdings Entities and MSGN L.P. and its restricted subsidiaries on a consolidated basis. All borrowings unde r the MSGN Credit Agreement are subject to the satisfaction of customary conditions, including absence of a default and accuracy of representations and warranties. As of June 30, 2022, the MSGN Holdings Entities and MSGN L.P. and its restricted subsidiaries on a consolidated basis were in compliance with the covenants. In addition to the financial covenants discussed above, the MSGN Credit Agreement and the related security agreement contain certain customary representations and warranties, affirmative covenants, and events of default. The MSGN Credit Agreement contains certain restrictions on the ability of MSGN L.P. and its restricted subsidiaries to take certain actions as provided in (and subject to various exceptions and baskets set forth in) the MSGN Credit Agreement, including the following: (i) incurring additional indebtedness and contingent liabilities; (ii) creating liens on certain assets; (iii) making investments, loans or advances in or to other persons; (iv) paying dividends and distributions or repurchasing capital stock; (v) changing their lines of business; (vi) engaging in certain transactions with affiliates; (vii) amending specified material agreements; (viii) merging or consolidating; (ix) making certain dispositions; and (x) entering into agreements that restrict the granting of liens. The MSGN Holdings Entities are also subject to customary passive holding company covenants. The Merger did not result in a change of control or acceleration of debt payments under the MSGN Credit Agreement. Guarantors and Collateral. All obligations under the MSGN Credit Agreement are guaranteed by the MSGN Holdings Entities and MSGN L.P.’s existing and future direct and indirect domestic subsidiaries that are not designated as excluded subsidiaries or unrestricted subsidiaries (the “MSGN Subsidiary Guarantors,” and together with the MSGN Holdings Entities, the “MSGN Guarantors”). All obligations under the MSGN Credit Agreement, including the guarantees of those obligations, are secured by certain assets of MSGN L.P. and each MSGN Guarantor (collectively, “MSGN Collateral”), including, but not limited to, a pledge of the equity interests in MSGN L.P. held directly by the Holdings Entities and the equity interests in each MSGN Subsidiary Guarantor held directly or indirectly by MSGN L.P. Tao Credit Facilities General. On May 23, 2019, TAO Group Intermediate Holdings LLC (“TAOIH” or “Intermediate Holdings”) and TAO Group Operating LLC (“TAOG” or “Senior Borrower”), entered into a credit agreement (as amended on August 6, 2020, the “Tao Senior Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent, collateral agent and a letter of credit issuer, and the lenders party thereto. Together, the Tao Senior Credit Agreement and a $49,000 intercompany subordinated credit agreement that was set to mature in August 2024 between a subsidiary of the Company and TAO Group Sub-Holdings LLC, a subsidiary of TAO Group Holdings, LLC (as amended, the “Tao Subordinated Credit Agreement”), replaced the Senior Borrower’s prior credit agreement. The Tao Subordinated Credit Agreement was subsequently amended to increase the intercompany loan borrowing availability to $71,000. An amendment to the Tao Senior Credit Agreement in August 2020 suspended the application of the financial maintenance covenants thereunder, modified certain restrictive covenants therein through December 31, 2021, modified the applicable interest rates and increased the minimum liquidity requirement under the Tao Term Loan Facility and for the availability under the Tao Revolving Credit Facility. As of January 1, 2022, such financial maintenance and restrictive covenant suspensions were no longer in effect. TAOIH and its restricted subsidiaries were required to maintain a minimum consolidated liquidity, consisting of cash and cash equivalents and available revolving commitments, at all times of $10,000. In addition, in connection with the amendments, the Company, through its direct wholly owned subsidiary, MSG Entertainment Group, entered into a guarantee and reserve account agreement (i) to guarantee the obligations of TAOG under the Tao Senior Credit Agreement, (ii) to establish and grant a security interest in a reserve account that initially held a deposit of $9,800 and (iii) with a covenant to maintain a minimum liquidity requirement of no less than $75,000 at all times. 2022 Amendment and Restatement. On June 9, 2022, TAOG and TAOIH entered into an agreement to amend and restate the Tao Senior Credit Agreement (the “Restated Tao Senior Credit Agreement”) with JPMorgan Chase Bank, N.A., as agent, and the lenders party thereto. The Restated Tao Senior Credit Agreement provides TAOG with senior secured credit facilities (the “Tao Senior Secured Credit Facilities”) consisting of: (i) an initial $75,000 term loan facility with a term of five years (the “Tao Term Loan Facility”) and (ii) a $60,000 revolving credit facility with a term of five years (the “Tao Revolving Credit Facility”). Up to $5,000 of the Tao Revolving Credit Facility is available for the issuance of letters of credit. All borrowings under the Tao Revolving Credit Facility, including, without limitation, amounts drawn under the revolving line of credit are subject to the satisfaction of customary conditions. The Tao Senior Secured Credit Facilities were obtained without recourse to the Company or any of its affiliates (other than TAOG, TAOIH and certain of its subsidiaries). As of June 30, 2022 , outstanding letters of credit were $750 and the remaining borrowing available under the Tao Revolving Credit Facility was $49,250. Proceeds. A portion of the proceeds of the Tao Senior Secured Credit Facilities was used to repay in full the outstanding principal amount of the subordinated term loan ($63,000) under the Tao Subordinated Credit Agreement, together with all interest thereon, and the Tao Subordinated Credit Agreement and the loan documents related thereto have been terminated. Interest Rates. Borrowings under the Restated Tao Senior Credit Agreement bear interest at a floating rate, which at the option of the Senior Borrower may be either (a) a base rate plus an additional rate ranging from 1.50% to 2.00% per annum (determined based on a total leverage ratio) (the “Tao Base Rate”), or (b) a SOFR rate plus an additional rate ranging from 2.50% to 3.00% per annum (determined based on a total leverage ratio) (the “Tao SOFR Rate”). Prior to the amendment on June 9, 2022, the Tao Senior Credit Agreement bore interest at a floating rate that was either a base rate plus an additional rate ranging from 1.50% to 2.00% per annum (determined based on a total leverage ratio) or a Eurocurrency rate plus an additional rate ranging from 2.50% to 3.50% per annum (determined based on a total leverage ratio). As of June 30, 2022, th e additional rate used in calculating the floating rate was (i) 2.50% per annum for borrowings bearing the Tao Base Rate, and (ii) 1.28% per annum for borrowings bearing the Tao SOFR Rate. The Restated Tao Senior Credit Agreement requires TAOG to pay a commitment fee of 0.375% in respect of the daily unused commitments under the Tao Revolving Credit Facility (previously 0.50% prior to the amendment on June 9, 2022). TAOG 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 Restated Tao Senior Credit Agreement. The interest rate on the Restated Tao Senior Credit Agreement as of June 30, 2022 was 3.78%. Principal Repayments. Subject to customary notice and minimum amount conditions, TAOG may voluntarily repay outstanding loans under the Restated Tao Senior Credit Agreement at any time, in whole or in part, without premium or penalty. The Tao Term Loan Facility amortizes quarterly in accordance with its terms from June 9, 2022 through the maturity date on June 9, 2027. TAOG is required to make mandatory prepayments of the Tao Term Loan Facility from the net cash proceeds of certain sales of assets (including Tao Collateral) or casualty insurance and/or condemnation recoveries (in each case, subject to certain reinvestment, repair or replacement rights) and the incurrence of certain indebtedness, subject to certain exceptions. Covenants. The Restated Tao Senior Credit Agreement requires TAOIH to comply with a maximum total leverage ratio of 3.50:1.00, a maximum senior leverage ratio of 2.50:1.00 and a minimum fixed charge coverage ratio of 1.25:1.00. The Restated Tao Senior Credit Agreement, among other things, (i) increased the minimum liquidity for TAOG to $20,000 and maximum capital expenditures to $30,000, with a one year carry forward of $20,000, (ii) increased the basket for the maximum amount of the incremental revolving credit facility to $50,000; and (iii) amended certain other financial covenants regarding leverage to allow up to $10,000 of cash netting. As of June 30, 2022 , TAOG, TAOIH and the restricted subsidiaries were in compliance with the covenants of the Restated Tao Senior Credit Agreement. In addition to the financial covenants described above, the Restated Tao Senior Credit Agreement and the related security agreements contain certain customary representations and warranties, affirmative covenants and events of default. The Restated Tao Senior Credit Agreement contains certain restrictions on the ability of TAOIH, TAOG and its restricted subsidiaries to take certain actions as provided in (and subject to various exceptions and baskets set forth in) the Restated Tao Senior Credit Agreement, including, without limitation, the following: (i) incurring additional indebtedness and contingent liabilities; (ii) creating liens on certain assets; (iii) making investments, loans or advances in or to other persons; (iv) paying dividends and distributions or repurchasing capital stock; (v) engaging in certain transactions with affiliates; (vi) amending specified agreements; (vii) merging or consolidating; (viii) making certain dispositions; and (ix) entering into agreements that restrict the granting of liens. Intermediate Holdings is subject to a customary passive holding company covenant. Guarantors and Collateral. All obligations under the Restated Tao Senior Credit Agreement are guaranteed by MSG Entertainment Group, TAOIH and TAOIH’s existing and future direct and indirect domestic subsidiaries (other than (i) TAOG, (ii) domestic subsidiaries substantially all of whose assets consist of controlled foreign corporations and (iii) subsidiaries designated as immaterial subsidiaries or unrestricted subsidiaries) (the “Tao Subsidiary Guarantors,” and together with TAOIH, the “Tao Guarantors”). All obligations under the Restated Tao Senior Credit Agreement, including the guarantees of those obligations, are secured by substantially all of the assets of TAOG and each Tao Guarantor (collectively, “Tao Collateral”), including, but not limited to, a pledge of the equity interests in TAOG held directly by TAOIH and the equity interests in each Tao Subsidiary Guarantor held directly or indirectly by TAOIH. Accounting Treatment. The Company evaluated the terms of the Tao Senior Credit Agreement and the Restated Tao Senior Credit Agreement and concluded that such Agreements were not substantially different for accounting purposes. As a result, the Company accounted for the amendment in Fiscal Year 2022 as a modification of the previous arrangement. Debt Maturities Maturities for the outstanding long term debt balances as of June 30, 2022 were as follows: MSG Networks Senior Secured Credit Facilities National Properties Facilities Tao Senior Secured Credit Facilities Other debt Total Fiscal year ending June 30, 2023 $ 66,000 $ 8,125 $ 3,750 $ 637 $ 78,512 Fiscal year ending June 30, 2024 82,500 16,250 3,750 — 102,500 Fiscal year ending June 30, 2025 849,750 16,250 5,625 — 871,625 Fiscal year ending June 30, 2026 — 32,500 7,500 — 40,000 Fiscal year ending June 30, 2027 — 605,975 64,375 — 670,350 Thereafter — — — — — $ 998,250 $ 679,100 $ 85,000 $ 637 $ 1,762,987 Interest payments and loan principal repayments made by the Company under the credit agreements were as follows: Interest Payments Loan Principal Repayments Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 MSG Networks Senior Secured Credit Facilities $ 19,173 $ 18,559 $ 34,537 $ 49,500 $ 38,500 $ 35,000 National Properties Term Loan Facility 52,163 22,879 — 646,750 3,250 — Tao Senior Credit Agreement 743 1,128 1,817 43,750 5,000 21,250 $ 72,079 $ 42,566 $ 36,354 $ 740,000 $ 46,750 $ 56,250 The carrying value and fair value of the Company’s financial instruments reported in the accompanying consolidated balance sheets are as follows: June 30, 2022 June 30, 2021 Carrying Fair Carrying Fair Liabilities MSG Networks Senior Secured Credit Facilities $ 998,250 $ 958,320 $ 1,047,750 $ 1,042,510 National Properties Facilities $ 679,100 $ 679,100 $ 646,750 $ 669,386 Tao Senior Secured Credit Facilities $ 85,000 $ 82,569 $ 43,750 $ 43,851 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. |
Pension Plans and Other Postret
Pension Plans and Other Postretirement Benefit Plans | 12 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Pension Plans And Other Postretirement Benefit Plans | Pension Plans and Other Postretirement Benefit Plans Defined Benefit Pension Plans and Postretirement Benefit Plans The Company sponsors a non-contributory, qualified cash balance retirement plan covering its non-union employees (the “Cash Balance Pension Plan”) and two unfunded non-contributory, non-qualified excess cash balance plans covering certain employees who participate in the underlying qualified plan (collectively, the “Cash Balance Plans”). Since March 1, 2011, the Cash Balance Pension Plan has also included the assets and liabilities of a frozen (as of December 31, 2007) non-contributory qualified defined benefit pension plan covering non-union employees hired prior to January 1, 2001. These plans are considered “Shared Plans”, as previously defined. The Company al so sponsors two unfunded non-contributory, non-qualified defined benefit pension plans for the benefit of certain employees who participated in underlying qualified plans, one of which merged into the Cash Balance Pension Plan on March 1, 2011 (collectively, the “Excess Plans”). As of December 31, 2007, the Excess Plans were amended to freeze all benefits earned through December 31, 2007 and to elim inate the ability of participants to earn benefits for future service under these plans. These plans are considered Shared Plans, as previously defined. The Cash Balance Plans were amended to freeze participation and future benefit accruals effective December 31, 2015 for all employees. Therefore, after December 31, 2015, no employee of the Company or MSG Sports who was not already a participant may become a participant in the plans and no further annual pay credits will be made for any future year. Existing account balances under the plans will continue to be credited with monthly interest in accordance with the terms of the plans. Lastly, the Company sponsors two non-contributory, qualified defined benefit pension plans covering certain of its union employees (the “UTT Plan” and the “Networks 1212 Plan”, collectively the ”Union Plans”). Benefits payable to retirees under the Union Plan are based upon years of Benefit Service (as defined in the Union Plan documents). The Cash Balance Plans, Union Plans, and Excess Plans are collectively referred to as the “Pension Plans.” The Company also sponsors two contributory welfare plans which provide certain postretirement healthcare benefits to certain employees hired prior to January 1, 2001, who are eligible to commence receipt of early or normal benefits under the Cash Balance Pension Plans, and their dependents, as well as certain union employees (“Postretirement Plans”). For purposes of the consolidated and combined financial statements, it was determined that the Company was the obligor for these plans’ liabilities for the historical periods presented herein. Therefore, the consolidated and combined financial statements reflect the full impact of the Shared Plans and Direct Plan on both the consolidated and combined statements of operations and consolidated balance sheets. The pension expense related to employees of MSG Sports participating in any of these plans is reflected as a contributory charge from the Company to MSG Sports, resulting in a decrease to the expense recognized in the consolidated and combined statements of operations. The following table summarizes the projected benefit obligations, assets, funded status and the amounts recorded on the Company’s consolidated balance sheets as of June 30, 2022 and 2021, associated with the Pension Plans and Postretirement Plans based upon actuarial valuations as of those measurement dates. Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Change in benefit obligation: Benefit obligation at beginning of period $ 221,007 $ 224,633 $ 5,013 $ 5,700 Service cost 491 500 59 81 Interest cost 4,756 4,412 73 78 Actuarial loss (gain) (a) (42,115) 1,793 (745) (381) Benefits paid (8,540) (6,286) (339) (399) Curtailments — (91) — — Plan settlements paid — (3,777) — — Other — (177) — (66) Benefit obligation at end of period 175,599 221,007 4,061 5,013 Change in plan assets: Fair value of plan assets at beginning of period 169,882 176,364 — — Actual return on plan assets (35,259) 1,824 — — Employer contributions 400 1,703 — — Benefits paid (7,289) (6,285) — — Plan settlements paid — (3,724) — — Fair value of plan assets at end of period 127,734 169,882 — — Funded status at end of period $ (47,865) $ (51,125) $ (4,061) $ (5,013) _____________________ (a) In Fiscal Year 2022, the actuarial gains on the benefit obligations were primarily due to a net increase in discount and interest crediting rates. In Fiscal Year 2021, the actuarial losses on the benefit obligations were primarily due to a net decrease in discount and interest crediting rates. Amounts recognized in the consolidated balance sheets as of June 30, 2022 and 2021 consist of: Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Current liabilities (included in accrued employee related costs) $ (1,534) $ (1,502) $ (497) $ (468) Non-current liabilities (included in defined benefit and other postretirement obligations) (46,331) (49,623) (3,564) (4,545) $ (47,865) $ (51,125) $ (4,061) $ (5,013) Accumulated other comprehensive loss, before income tax, as of June 30, 2022 and 2021 consists of the following amounts that have not yet been recognized in net periodic benefit cost: Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Actuarial gain (loss) $ (49,793) $ (51,747) $ 312 $ (439) The following table presents components of net periodic benefit cost for the Pension Plans and Postretirement Plans included in the accompanying consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020. Service cost is recognized in direct operating expenses and selling, general and administrative expenses. All other components of net periodic benefit cost are reported in Other income (expense), net. Pension Plans Postretirement Plans Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 Service cost $ 491 $ 500 $ 579 $ 59 $ 81 $ 96 Interest cost 4,756 4,412 6,674 73 78 168 Expected return on plan assets (6,874) (5,972) (6,295) — — — Recognized actuarial loss 1,971 1,599 1,872 7 98 6 Amortization of unrecognized prior service cost (credit) — — — — — (3) Settlement loss recognized (a) — 870 67 — — — Net periodic benefit cost $ 344 $ 1,409 $ 2,897 $ 139 $ 257 $ 267 Contributory charge to Madison Square Garden Sports Corp. for participation in the Shared Plans and all allocation of costs related to the corporate employees — — (173) — — (26) Net periodic benefit cost reported in the consolidated and combined statements of operations $ 344 $ 1,409 $ 2,724 $ 139 $ 257 $ 241 _________________ (a) For Fiscal Years 2022, 2021 and 2020, lump-sum payments totaling $0, $52 and $551, respectively, were distributed to vested participants of the non-qualified excess cash balance plans, triggering the recognition of settlement losses in accordance with ASC Topic 715. Due to these pension settlements, the Company was required to remeasure its pension plan liability as of June 30,2021 and 2020 and for Fiscal Years 2021 and 2020, respecti vely. The weighted average discount rates used for the projected benefit obligation and interest cost wer e 2.49% and 1.30% as of June 30, 2022, respectively, 1.66% and 1.26% as of June 30, 2021, respectively, and 2.94% and 2.81% as of June 30, 2020, respectively. Additionally, settlement charges of $0, $870 and $67 were recognized in Other income (expense), net for Fiscal Years 2022, 2021 and 2020, respectively. Other pre-tax changes in plan assets and benefit obligations recognized in other comprehensive income (loss) for Fiscal Years 2022, 2021 and 2020 are as follows: Pension Plans Postretirement Plans Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 Actuarial gain (loss), net $ 12 $ (5,953) $ (1,712) $ 744 $ 381 $ 123 Recognized actuarial loss 1,971 1,599 1,872 7 98 6 Recognized prior service credit — — — — — (3) Curtailments — 91 — — 65 — Settlement loss recognized — 870 67 — — — Total recognized in other comprehensive income (loss) $ 1,983 $ (3,393) $ 227 $ 751 $ 544 $ 126 Funded Status The accumulated benefit obligation for the Pension Plans aggregated to $175,599 and $220,532 at June 30, 2022 and 2021, respectively. As of June 30, 2022 and 2021, each of the Pension Plans had accumulated benefit obligations and projected benefit obligations in excess of plan assets, except for the Networks 1212 Plan, which had plan assets in excess of projected benefit obligations. Pension Plans and Postretirement Plan Assumptions Weighted-average assumptions used to determine benefit obligations (made at the end of the period) as of June 30, 2022 and 2021 are as follows: Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Discount rate 4.85 % 2.84 % 4.64 % 2.21 % Rate of compensation increase 3.00 % 3.00 % n/a n/a Interest crediting rate 2.76 % 2.32 % n/a n/a Healthcare cost trend rate assumed for next year n/a n/a 6.00 % 6.25 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) n/a n/a 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate n/a n/a 2027 2027 Weighted-average assumptions used to determine net periodic benefit cost (made at the beginning of the period) for Fiscal Years 2022, 2021 and 2020 are as follows: Pension Plans Postretirement Plans Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 Discount rate - projected benefit obligation 2.60 % 2.80 % 3.57 % 2.20 % 2.12 % 3.20 % Discount rate - service cost 3.13 % 3.08 % 3.70 % 2.64 % 2.48 % 3.44 % Discount rate - interest cost 1.98 % 2.16 % 3.20 % 1.61 % 1.63 % 2.88 % Expected long-term return on plan assets 4.79 % 4.03 % 5.38 % n/a n/a n/a Rate of compensation increase 3.00 % 3.00 % 2.00 % n/a n/a n/a Interest crediting rate 2.32 % 1.37 % 3.28 % n/a n/a n/a Healthcare cost trend rate assumed for next year n/a n/a n/a 6.25 % 6.50 % 6.75 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) n/a n/a n/a 5.00 % 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate n/a n/a n/a 2027 2027 2027 The discount rates were determined (based on the expected duration of the benefit payments for the plans) from the Willis Towers Watson U.S. Rate Link: 40-90 Discount Rate Model as of June 30, 2022 and 2021 to select a rate at which the Company believed the plans’ benefits could be effectively settled. This model was developed by examining the yields on selected highly rated corporate bonds. The expected long-term return on plan assets is based on a periodic review and modeling of the plans’ asset allocation structures over a long-term horizon. Expectations of returns for each asset class are the most important of the assumptions used in the review and modeling and are based on comprehensive reviews of historical data, forward-looking economic outlook, and economic/financial market theory. The expected long-term rate of return was selected from within the reasonable range of rates determined by (i) historical returns for the asset classes covered by the investment policy and (ii) projections of returns over the long-term period during which benefits are payable to plan participants. Plan Assets and Investment Policy The weighted-average asset allocation of the Pension Plans’ assets at June 30, 2022 and 2021 was as follows: June 30, Asset Classes (a) : 2022 2021 Fixed income securities 81 % 98 % Equity securities 12 % — % Cash equivalents 7 % 2 % 100 % 100 % _____________________ (a) The Company’s target allocation for pension plan assets is 85% fixed income securities and 15% equity as of June 30, 2022. Investment allocation decisions have been made by the Company’s Investment and Benefits Committee, which considers investment advice provided by the Company’s external investment consultant. The investment consultant takes into account expected long-term risks, returns, correlation, and other prudent investment assumptions when recommending asset classes and investment managers to the Company’s Investment and Benefits Committee. The investment consultant also considers the pension plans’ liabilities when making investment allocation recommendations. The Company’s Investment and Benefits Committee’s decisions are influenced by asset/liability studies conducted by the external investment consultant who combines actuarial considerations and strategic investment advice. The major investment categories of the pension plan assets are in cash equivalents and long duration fixed income securities that are marked-to-market on a daily basis. As a result, the pension plan assets are subjected to interest-rate risk, specifically to a rising interest rate environment, as the majority of the pension plan assets are invested in long duration fixed income securities. However, the pension plan assets are structured in an asset/liability framework, and consequently, an increase in interest rates would cause a corresponding decrease to the overall liability of the pension plans, thus creating a hedge against rising interest rates. Additional risks involving the asset/liability framework include earning insufficient investment returns to cover future pension plan liabilities and imperfect hedging of such liabilities. In addition, a portion of the long duration fixed income securities portfolio is invested in non-government securities that are subject to credit risk of the issuers who might default on interest and/or principal payments. Investments at Estimated Fair Value The cumulative fair values of the individual plan assets at June 30, 2022 and 2021 by asset class are as follows: Fair Value Hierarchy June 30, 2022 2021 Fixed income securities: U.S. Treasury securities (a) I $ 672 $ — Money market fund (a) I 8,529 2,948 U.S. corporate bonds (b) II — 100,230 Foreign issues (c) II — 20,119 Municipal bonds (c) II — 3,880 Mutual fund - equity (d) II 15,661 — Common collective trust (d) II 102,872 42,705 Total investments measured at fair value $ 127,734 $ 169,882 _____________________ (a) U.S. Treasury Securities and the money market fund are classified within Level I of the fair value hierarchy as they are valued using observable inputs that reflect quoted prices for identical assets in active markets. (b) U.S. corporate bonds are classified within Level II of the fair value hierarchy as they are valued using quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active and evaluations based on various market and industry inputs. (c) Foreign issued corporate bonds and municipal bonds are classified within Level II of the fair value hierarchy as they are valued at a price that is based on a compilation of primarily observable market information or a broker quote in a non-active over-the-counter market. (d) Common collective trust (CCT) and the mutual fund, that are non-exchange traded funds, are classified within Level II of the fair value hierarchy at its net asset value (NAV) as reported by the Trustee and investment manager, respectively. The NAV is based on the fair value of the underlying investments held by the fund which are based on quoted market prices less its liabilities. Both CCT and the mutual fund publish its daily NAV and uses such value as the basis for current transactions. Contributions for Qualified Defined Benefit Pension Plans During Fiscal Year 2022, the Company contributed $400 to the UTT Plan. The Company expects to contribute $250 and $500 to the UTT and Networks 1212 Plans, respectively in Fiscal Year 2023. Estimated Future Benefit Payments The following table presents estimated future fiscal year benefit payments for the Pension Plans and Postretirement Plan: Pension Postretirement Fiscal year ending June 30, 2023 $ 13,760 $ 504 Fiscal year ending June 30, 2024 $ 10,916 $ 471 Fiscal year ending June 30, 2025 $ 10,742 $ 474 Fiscal year ending June 30, 2026 $ 11,525 $ 433 Fiscal year ending June 30, 2027 $ 11,764 $ 399 Fiscal years ending June 30, 2028 – 2032 $ 59,027 $ 1,763 Defined Contribution Pension Plans The Company sponsors The Madison Square Garden 401(k) Savings Plan (the “401(k) Plan”) and the MSG S&E, LLC Excess Savings Plan (collectively referred to as the “Savings Plans”). The 401(k) Plan is a multiple employer plan. For Fiscal Years 2022, 2021 and 2020, expenses related to the Savings Plans, excluding expenses related to MSG Sports employees, that are included in the accompanying consolidated and combined statements of operations were $9,217, $5,389 and $6,549, respectively. These amounts include $1,240 of expenses related to the Company’s corporate employees which were allocated to MSG Sports during Fiscal Year 2020. In addition, the Company sponsors The Madison Square Garden 401(k) Union Plan (the “Union Savings Plan”). The Union Savings Plan is a multiple employer plan. For Fiscal Years 2022, 2021 and 2020, expenses related to the Union Savings Plan included in the accompanying consolidated and combined statements of operations were $394, $215 and $539, respectively. Multiemployer Plans The Company contributes to a number of multiemployer defined benefit pension plans, multiemployer defined contribution pension plans, and multiemployer health and welfare plans that provide benefits to retired union-represented employees under the terms of collective bargaining agreements (“CBAs”). Multiemployer Defined Benefit Pension Plans The multiemployer defined benefit pension plans to which the Company contributes generally provide for retirement and death benefits for eligible union-represented employees based on specific eligibility/participant requirements, vesting periods and benefit formulas. The risks to the Company of participating in these multiemployer defined benefit pension plans are different from single-employer defined benefit pension plans in the following aspects: • Assets contributed to a multiemployer defined benefit pension plan by one employer may be used to provide benefits to employees of other participating employers. • If a participating employer stops contributing to a multiemployer defined benefit pension plan, the unfunded obligations of the plan may be borne by the remaining participating employers. • If the Company chooses to stop participating in some of these multiemployer defined benefit pension plans, the Company may be required to pay those plans an amount based on the Company’s proportion of the underfunded status of the plan, referred to as a withdrawal liability. However, cessation of participation in a multiemployer defined benefit pension plan and subsequent payment of any withdrawal liability is subject to the collective bargaining process. The following table outlines the Company’s participation in multiemployer defined benefit pension plans for Fiscal Years 2022, 2021 and 2020, and summarizes the contributions that the Company has made during each period. The “EIN” and “Pension Plan Number” columns provide the Employer Identification Number and the three-digit plan number for each applicable plan. The most recent Pension Protection Act zone status available as of June 30, 2022 and 2021 relates to the plan’s two most recent years ended which are indicated. Among other factors, plans in the red zone are generally less than 65% funded, plans in the orange zone are both less than 80% funded and have an accumulated funding deficiency or are expected to have a deficiency in any of the next six plan years, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates whether a funding improvement plan (“FIP”) for yellow/orange zone plans or a rehabilitation plan (“RP”) for red zone plans is either pending or has been implemented by the trustees of such plan. The zone status and any FIP or RP information is based on information that the Company received from the plan, and the zone status is as certified by the plan’s actuary. The last column lists the expiration date(s) or a range of expiration dates of the CBA to which the plans are subject. There are no other significant changes that affect such comparability. PPA Zone Status FIP/RP Status Pending / Implemented Company Contributions As of June 30, Years Ended June 30, Plan Name EIN Pension Plan Number 2022 2021 2022 2021 2020 Surcharge Imposed Expiration Date of CBA Pension Fund of Local No. 1 of I.A.T.S.E. 136414973 001 Green as of 2021-12-31 Green as of 2020-12-31 No $ 2,032 $ 194 $ 1,831 No 6/30/2021 - 5/1/2023 All Other Multiemployer Defined Benefit Pension Plans 2,263 584 3,137 $ 4,295 $ 778 $ 4,968 The Company was listed in the following plans’ Form 5500’s as providing more than 5% of the total contributions for the following plans and plan years: Fund Name Exceeded 5 Percent of Total Contributions Year Contributions to Plan Exceeded Pension Fund of Local No. 1 of I.A.T.S.E True December 31, 2020, 2019 and 2018 32BJ/Broadway League Pension Fund True December 31, 2020, 2019 and 2018 Treasurers and Ticket Sellers Local 751 Pension Fund True August 31, 2021, 2020 and 2019 Multiemployer Defined Contribution Pension Plans The Company contributed $5,793, $1,706 and $6,398 for Fiscal Years 2022, 2021 and 2020, respectively, to multiemployer defined contribution pension plans. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation | Share-based Compensation Share-based Compensation Expense Share-based compensation expense is generally recognized straight-line over the vesting term of the award, which typically provides for three-year cliff or graded vesting subject to continued employment. For awards that are graded vesting and subject to performance conditions, in addition to continued employment, the Company uses the graded-vesting method to recognize share-based compensation expense. The Company’s restricted stock units (“RSUs”), performance stock units (“PSUs”) and/or stock options held by individuals who are solely MSG Sports employees are not expensed by the Company; however, such RSUs/PSUs and/or stock options do have a dilutive effect on earnings (loss) per share available to the Company’s common stockholders. Share-based compensation expense was recognized in the consolidated and combined statements of operations as a component of direct operating expenses or selling, general and administrative expenses. Share-based compensation expense was $77,141, $70,584, and $61,425 for Fiscal Years 2022, 2021 and 2020, respectively. The total share-based compensation expense for Fiscal Year 2022 includes $4,589 which was reclassified to Restructuring charges in the consolidated and combined statements of operations, as detailed in Note 5, Restructuring Charges. For Fiscal Years 2022, 2021 and 2020, the Company capitalized $2,979, $5,467 and $5,051 of share-based compensation expense, respectively. Restricted Stock Units Award Activity The following table summarizes activity related to the Company’s RSUs for Fiscal Year 2022: Number of Weighted-Average Nonperformance Performance Unvested award balance as of June 30, 2021 683 701 $ 76.15 Granted 644 497 $ 79.34 Performance Award Conversion 223 (223) $ 82.63 Vested (436) (77) $ 84.87 Forfeited (42) (53) $ 76.48 Unvested award balance as of June 30, 2022 1,072 845 $ 75.70 The fair value of RSUs and PSUs that vested and were distributed during Fiscal Year 2022 was $39,531. Upon delivery, RSUs granted under the Employee Stock Plan (as defined below) were net share-settled to cover the required statutory tax withholding obligations. To fulfill the employees’ statutory minimum tax withholding obligations for the applicable income and other employment taxes, 222 of these RSUs, with an aggregate value of $17,342 were retained by the Company during Fiscal Year 2022, of which 6 of these RSUs, with an aggregate value of $477, were related to MSG Sports employees. As of June 30, 2022, there was $80,759 of unrecognized compensation cost related to unvested RSUs and PSUs held by the Company’s employees. The cost is expected to be recognized over a weighted-average period of approximately 1.6 years. Additionally, there was $254 of unrecognized compensation cost related to unvested stock options held by the Company’s employees. The cost is expected to be recognized over a weighted-average period of approximately 0.2 years. The following table summarizes additional information about restricted stock units: For the Fiscal Year Ended June 30, 2022 June 30, 2021 June 30, 2020 Weighted average grant date fair value per share of awards granted (a) $ 79.34 $ 69.66 $ 81.88 Intrinsic value of awards vested (a) $ 40,701 $ 26,160 $ 10,587 _____________________ (a) Includes the MSG Networks Inc. share conversion of 0.172 RSUs for the Company’s Class A Common Stock as mentioned below in the “Treatment After Merger with MSG Networks Inc.” section of the footnote. Intrinsic value for awards vested is based on the market value of the date of release. Stock Options Award Activity Compensation expense for the Company’s existing stock options is determined based on the grant date fair value of the award calculated using the Black-Scholes options-pricing model. Stock options generally vest over a three years’ service period and expire 7.5 to 10 years from the date of grant. The following table summarizes activity related to the Company’s stock options for Fiscal Year 2022: Number of Number of Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance as of June 30, 2021 409 315 $ 103.88 Performance Award Conversion 315 (315) $ 109.76 Balance as of June 30, 2022 724 — $ 103.88 3.46 $ — Exercisable as of June 30, 2022 597 — $ 108.29 3.21 $ — Effective as of the Entertainment Distribution, the Company adopted two share-based compensation plans: the 2020 Employee Stock Plan (the “Employee Stock Plan”) and the 2020 Stock Plan for Non-Employee Directors (the “Non-Employee Director Plan”). Under the Employee Stock Plan, the Company is authorized to grant incentive stock options, non-qualified stock options, restricted shares, RSUs, stock appreciation rights and other equity-based awards. The Company may grant awards for up to 3,000 shares of Class A Common Stock (subject to certain adjustments). Options and stock appreciation rights under the Employee Stock Plan must be granted with an exercise price of not less than the fair market value of a share of Class A Common Stock on the date of grant and must expire no later than 10 years from the date of grant (or up to one Under the Non-Employee Director Plan, the Company is authorized to grant non-qualified stock options, RSUs, restricted shares, stock appreciation rights and other equity-based awards. The Company may grant awards for up to 150 shares of Class A Common Stock (subject to certain adjustments). Options under the Non-Employee Director Plan must be granted with an exercise price of not less than the fair market value of a share of Class A Common Stock on the date of grant and must expire no later than 10 years from the date of grant (or up to one additional year in the case of the death of a holder). The terms and conditions of awards granted under the Non-Employee Director Plan, including vesting and exercisability, were determined by the Compensation Committee. Unless otherwise provided in an applicable award agreement, options granted under this plan will be fully vested and exercisable upon the date of grant. Unless otherwise provided in an applicable award agreement, RSUs granted under this plan will be fully vested upon the date of grant and will settle in shares of Class A Common Stock (either from treasury or with newly issued shares), or, at the option of the Compensation Committee, in cash, on the first business day after ninety days from the date the director's service on the Board of Directors ceases or, if earlier, upon the director’s death. Treatment After the Distribution of Share-based Payment Awards Initially Granted Under MSG Sports Equity Award Programs Prior to the Entertainment Distribution, certain employees and the non-employee directors of MSG Sports (some of whom are now employees or non-employee directors of the Company) participated in MSG Sports equity award programs (the “MSG Sports Stock Plans”). In connection with the Entertainment Distribution, each option to purchase MSG Sports’ Class A Common Stock became two options: one option to acquire MSG Sports Class A Common Stock and an option to acquire Class A Common Stock granted under the Employee Stock Plan. The exercise price of the option was allocated between the existing MSG Sports options and new Company options based upon the weighted average price of each of the MSG Sports Class A common stock and our Class A Common Stock over the ten trading days immediately following the Distribution as reported by Bloomberg, and the underlying share amount was consistent with the one-to-one distribution ratio (one share of our Class A common stock will be issued for every one share of MSG Sports Class A common stock). As a result of this adjustment, 69.5% of the pre-Distribution exercise price of options was allocated to the MSG Sports options and 30.5% was allocated to the Company options. In connection with the Entertainment Distribution, each holder of an MSG Sports employee RSU received one Company RSU in respect of every one MSG Sports RSU owned on the Record Date and continues to be entitled to a share of MSG Sports Class A common stock (or cash or other property) for each MSG Sports RSU in accordance with the MSG Sports award agreement. Additionally, each holder of an MSG Sports employee PSU received one Company PSU (at target performance) in respect of every one MSG Sports PSU (at target performance) owned on the Record Date and continues to be entitled to a share of MSG Sports Class A common stock (or cash or other property) for each MSG Sports PSU in accordance with the MSG Sports award agreement. Further, in connection with the Entertainment Distribution, each holder of an MSG Sports director RSU received one share of our Class A Common Stock in respect of every one MSG Sports RSU owned on the Record Date and continue to be entitled to a share of MSG Sports Class A common stock (or cash or other property) in accordance with the MSG Sports award agreement. Treatment After the Merger with MSG Networks Inc. Prior to the Merger, share-based compensation awards were also granted under the MSG Networks Inc. 2010 Employee Stock Plan, as amended, (the “MSG Networks Employee Stock Plan”) and the MSG Networks Inc. 2010 Stock Plan for Non-Employee Directors (together with the MSG Networks Employee Stock Plan, the “MSGN Equity Incentive Plans”). Upon exercise of stock options or vesting of time-based RSUs and performance condition based RSUs, collectively referred to as RSUs, under MSGN Equity Incentive Plans, shares were either issued from MSG Networks Inc.’s unissued reserved stock or from treasury stock. At the Effective Time, each RSU for MSG Networks Inc.’s common stock was converted into 0.172 RSUs for Class A Common Stock and each outstanding stock option for MSG Networks Inc.’s common stock was converted into 0.172 options for Class A Common Stock. The exercise price of stock options was adjusted by dividing the exercise price of MSG Networks Inc.’s stock options by 0.172 (rounded to the nearest whole cent). All outstanding performance-based vesting RSU or stock option awards for which the performance period had not been completed were converted into time-based (non-performance based) vesting RSUs or stock option awards, respectively, based on the 100% target number of shares included in the terms of the original award (“Performance Award Conversion”). This conversion did not result in a modification of the existing awards for accounting purposes. In connection with the closing of the Merger, we assumed the MSG Networks Employee Stock Plan and may grant awards covering shares of Class A Common Stock under that plan to certain employees of the Company (non-overlap MSG Networks Inc. employees at the time of the Merger). Under the MSG Networks Employee Stock Plan, the Company is authorized to grant incentive stock options, non-qualified stock options, restricted shares, RSUs, stock appreciation rights and other equity-based awards. The total number of shares of MSG Networks Inc. Class A Common Stock that were originally eligible to be issued pursuant to awards under MSG Networks Employee Stock Plan was 12,500 (subject to certain adjustments). Options and stock appreciation rights under the MSG Networks Employee Stock Plan must be granted with an exercise price of not less than the fair market value of a share of Class A Common Stock on the date of grant and must expire no later than 10 years from the date of grant (or up to one additional year in the case of the death of a holder). The terms and conditions of awards granted under the MSG Networks Employee Stock Plan, including vesting and exercisability, were determined by the Compensation Committee and included terms or conditions based upon performance criteria. RSUs that were awarded by the Company to its employees will settle in shares of Class A Common Stock (either from treasury or with newly issued shares), or, at the option of the Compensation Committee, in cash. |
Stock Repurchase Program
Stock Repurchase Program | 12 Months Ended |
Jun. 30, 2022 | |
Stock Repurchase Program [Abstract] | |
Stock Repurchase Program | Stock Repurchase ProgramOn March 31, 2020, the Company’s Board of Directors authorized the repurchase of up to $350,000 of the Company’s Class A Common Stock once the shares of the Company’s Class A Common Stock began “regular way” trading on April 20, 2020. Under the authorization, shares of Class A Common Stock may be purchased from time to time in accordance with applicable insider trading and other securities laws and regulations. The timing and amount of purchases will depend on market conditions and other factors. The Company has not engaged in any share repurchase activities under its share repurchase program to date. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The following table details the components of accumulated other comprehensive loss: Pension Plans and Cumulative Translation Adjustments Accumulated Balance as of June 30, 2021 $ (45,425) $ 15,153 $ (30,272) Other comprehensive income (loss): Other comprehensive loss before reclassifications — (25,034) (25,034) Amounts reclassified from accumulated other comprehensive loss (a) 2,734 — 2,734 Income tax benefit (expense) 2,404 1,813 4,217 Other comprehensive income (loss), total 5,138 (23,221) (18,083) Balance as of June 30, 2022 $ (40,287) $ (8,068) $ (48,355) Pension Plans and Cumulative Translation Adjustments Accumulated Balance as of June 30, 2020 $ (40,248) $ (10,225) $ (50,473) Other comprehensive income (loss): Other comprehensive income (loss) before reclassifications (404) 27,688 27,284 Amounts reclassified from accumulated other comprehensive loss (a) (2,445) — (2,445) Income tax expenses (2,328) (2,310) (4,638) Other comprehensive income (loss), total (5,177) 25,378 20,201 Balance as of June 30, 2021 $ (45,425) $ 15,153 $ (30,272) Pension Plans and Cumulative Translation Adjustments Accumulated Balance as of June 30, 2019 $ (41,673) $ (3,951) $ (45,624) Other comprehensive income (loss): Other comprehensive loss before reclassifications (1,589) (7,692) (9,281) Amounts reclassified from accumulated other comprehensive loss (a) 1,942 — 1,942 Income tax benefits (expenses) (322) 1,418 1,096 Other comprehensive income (loss), total 31 (6,274) (6,243) Adjustment related to the transfer of Pension Plans and Postretirement Plan liabilities as a result of the Entertainment Distribution 1,394 — 1,394 Balance as of June 30, 2020 $ (40,248) $ (10,225) $ (50,473) ________________ (a) Amounts reclassified from accumulated other comprehensive loss represent curtailments, settlement losses recognized, the amortization of net actuarial gain (loss) and net unrecognized prior service credit included in net periodic benefit cost, which is reflected under Other income (expense), net in the accompanying consolidated and combined statements of operations (see Note 16, Pension Plans and Other Postretirement Benefit Plans). |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the periods prior to the Entertainment Distribution, the Company did not file separate tax returns as the Company was included in the tax grouping of other MSG Sports entities within the respective entity’s tax jurisdiction. The income tax provision included in these periods has been calculated using the separate return basis, as if the Company filed a separate tax return. Income tax expense (benefit) is comprised of the following components: Years Ended June 30, 2022 2021 2020 Current expense (benefit): Federal $ (620) $ 45,354 $ 58,530 State and other 6,105 31,728 34,460 5,485 77,082 92,990 Deferred expense (benefit): Federal (27,904) (47,149) 7,080 State and other (3,366) (24,208) 1,620 (31,270) (71,357) 8,700 Income tax expense (benefit) $ (25,785) $ 5,725 $ 101,690 The income tax expense (benefit) differs from the amount derived by applying the statutory federal rate to pre-tax income (loss) principally due to the effect of the following items: Years Ended June 30, 2022 2021 2020 Federal tax expense (benefit) at statutory federal rate $ (45,346) $ (33,767) $ 52,816 State income taxes, net of federal benefit (10,003) (4,705) 31,111 Change in the estimated applicable tax rate used to determine deferred taxes (4,199) 3,117 (662) Nondeductible transaction costs 10,723 87 6,961 Federal tax credits (2,150) — (1,480) GAAP income of consolidated partnership attributable to non-controlling interest (892) 3,857 6,703 Tax effect of indefinite intangible amortization — 1,072 993 Change in valuation allowance 11,402 25,704 1,605 Nondeductible officers’ compensation 12,759 9,646 6,454 Nondeductible expenses 975 379 728 Excess tax benefit related to share-based payment awards (87) (105) (3,852) Other 1,033 440 313 Income tax expense (benefit) $ (25,785) $ 5,725 $ 101,690 . The tax effects of temporary differences which give rise to significant portions of the deferred tax assets and liabilities at June 30, 2022 and 2021 are as follows: June 30, 2022 2021 Deferred tax asset: Net operating loss (“NOL”) carryforwards $ 182,629 $ 172,432 Tax credit carryforwards 2,682 532 Accrued employee benefits 44,487 38,756 Restricted stock units and stock options 18,992 18,189 Deferred revenue — 29,540 Right-of-use lease assets and lease liabilities, net 14,531 7,864 Investments 74,027 40,237 Other — 6,912 Total deferred tax assets $ 337,348 $ 314,462 Less valuation allowance (80,835) (69,900) Net deferred tax assets $ 256,513 $ 244,562 Deferred tax liabilities: Intangible and other assets $ (307,964) $ (313,122) Property and equipment (89,750) (120,981) Prepaid expenses (5,472) (4,620) Deferred interest (3,282) (6,164) Deferred revenue (9,332) — Other (4,154) — Total deferred tax liabilities $ (419,954) $ (444,887) Net deferred tax liability $ (163,441) $ (200,325) In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company’s ability to realize its deferred tax assets depends upon the generation of sufficient future taxable income to allow for the utilization of its federal net operating loss carryforward and its future deductible temporary differences. As of June 30, 2022, based on current facts and circumstances, management believes that it is more likely than not that the Company will not realize the benefit for a portion of its deferred tax assets. Accordingly, a partial valuation allowance has been recorded as of June 30, 2022. The Company will continue to assess the realizability of its deferred tax assets on a quarterly basis. The NOL carryforwards as of June 30, 2022 are approximately $539,000 and are carried forward indefinitely. The Company’s historical combined financial statements for periods prior to the Entertainment Distribution reflect NOLs and tax credits calculated on a separate return basis. These NOL carryforwards were calculated as if the Company operated as a separate stand-alone entity. Because the Entertainment Distribution involved a spin-off of the Company, substantially all of the NOLs and tax credits did not carry over to the Company. Prior to the Entertainment Distribution, the Company and MSG Sports entered into a Tax Disaffiliation Agreement (“TDA”) that governs the parties’ respective rights, responsibilities and obligations with respect to taxes and tax benefits. Under the TDA, MSG Sports will generally be responsible for all U.S. federal, state, local and other applicable income taxes of the Company for any taxable period or portion of such period ending on or before the Entertainment Distribution Date. The Company does not have any recorded tax benefit for uncertain tax positions as of June 30, 2022 and 2021. The Company was notified during Fiscal Year 2019 that the State of New Jersey initiated an examination of MSG Networks Inc.’s income tax returns for the tax years 2015 through 2017. The Company does not expect the examination, when finalized, to result in material changes to the tax returns. The Company was notified during Fiscal Year 2021 that the State of New York initiated an audit of MSG Networks Inc.’s income tax return for the tax year 2019. The Company does not expect the examination, when finalized, to result in material changes to the tax return. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions As of June 30, 2022, members of the Dolan family including trusts for member of the Dolan family (collectively, the “Dolan Family Group”), for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, collectively beneficially owned all of the Company’s outstanding Class B Common Stock and approximately 5.1% of the Company’s outstanding Class A Common Stock (inclusive of options exercisable within 60 days of June 30, 2022). Such shares of Class A Common Stock and Class B Common Stock, collectively, represent approximately 72.6% of the aggregate voting power of Company’s outstanding common stock. Members of the Dolan family are also the controlling stockholders of MSG Sports and AMC Networks Inc. (“AMC Networks”). Current Related Party Arrangements The Company is party to the following agreements and/or arrangements with MSG Sports: • Media rights agreements with MSG Sports pursuant to which the Company has the exclusive live media rights to Knicks and Rangers games in their local markets; • Sponsorship sales and service representation agreements pursuant to which the Company has the exclusive right and obligation to sell MSG Sports’ sponsorships for an initial stated term of ten years for a commission; • A team sponsorship allocation agreement, pursuant to which MSG Sports continues receiving an allocation of sponsorship and signage revenues associated with the sponsorship agreements that existed at the Entertainment Distribution Date; • Arena License Agreements pursuant to which the Company (i) provides MSG Sports the right to use The Garden for games of the Knicks and Rangers for a 35-year term in exchange for venue license fees, (ii) shares revenues collected for suite licenses, (iii) operates and manages the sale of the sports teams merchandise at The Garden for a commission, (iv) operates and manages the sale of food and beverage sales and catering services during the Knicks and Rangers games for a portion of net profits (as defined under the Arena License Agreements), (v) provides day of game services that were historically provided prior to the Entertainment Distribution, and (vi) provides other general services within The Garden; • Transition services agreement (the “TSA”) pursuant to which the Company provides certain corporate and other transition services to MSG Sports, such as information technology, security, accounts payable, payroll, tax, certain legal functions, human resources, insurance and risk management, government affairs, investor relations, corporate communications, benefit plan administration and reporting, and internal audit functions as well as certain marketing functions, in exchange for service fees. MSG Sports also provides certain transition services to the Company, including certain legal functions, communications, ticket sales and certain operational and marketing services, in exchange for service fees; • Sublease agreement, pursuant to which the Company subleases office space to MSG Sports; • Group ticket sales representation agreement, pursuant to which the Company appointed MSG Sports as its sales and service representative to sell group ticket packages related Company events in exchange for a commission; • Single night rental commission agreement, pursuant to which MSG Sports may, from time to time, sell (or make referrals for sales of) licenses for the use of suites at The Garden for individual Company events in exchange for a commission; • Aircraft time sharing agreements (discussed below); and; • Other agreements with MSG Sports entered into in connection with the Entertainment Distribution such as a distribution agreement, a tax disaffiliation agreement, an employee matters agreement, a trademark license agreement and certain other arrangements. Further, the Company shares certain executive support costs, including office space, executive assistants, security and transportation costs, for (i) the Company’s Executive Chairman and Chief Executive Officer with MSG Sports and (ii) the Company’s Vice Chairman with MSG Sports and AMC Networks. Prior to April 1, 2022, the Company also shared costs for the Company’s former President with MSG Sports. In addition, the Company, through its MSG Networks segment, has also entered into various agreements with AMC Networks with respect to a number of ongoing commercial relationships. The Company is a party to various aircraft arrangements. Pursuant to certain Aircraft Support Services Agreements (the “Support Agreements”), the Company provides certain aircraft support services to entities controlled by (i) Charles F. Dolan, a director, and certain of his children, who are siblings of James L. Dolan, the Company’s Executive Chairman, Chief Executive Officer and a director, specifically: Thomas C. Dolan (a director of the Company), Deborah Dolan-Sweeney, Patrick F. Dolan, Marianne Dolan Weber (a director of the Company), and Kathleen M. Dolan, and (ii) Patrick F. Dolan, the son of Charles F. Dolan and brother of James L. Dolan. The Company is party to reciprocal time sharing/dry lease agreements with Charles F. Dolan and Sterling2k LLC (collectively, “CFD”), an entity owned and controlled by Deborah Dolan-Sweeney, the daughter of Charles F. Dolan and the sister of James L. Dolan, pursuant to which the Company has agreed from time to time to make its aircraft available to CFD and CFD has agreed from time to time to make their aircraft available to the Company. Pursuant to the terms of the agreements, CFD may lease on a non-exclusive, “time sharing” basis, certain Company aircraft. The Company is also party to a dry lease agreement and a time sharing agreement with Brighid Air, LLC (“Brighid Air”), a company owned and controlled by Patrick F. Dolan, the son of Charles F. Dolan and the brother of James L. Dolan, pursuant to which Brighid Air has agreed from time to time to make its Bombardier BD100-1A10 Challenger 350 aircraft (the “Challenger”) available to the Company on a non-exclusive basis. In connection with the dry lease agreement, the Company also entered into a Flight Crew Services Agreement (the “Flight Crew Agreement”) with Dolan Family Office, LLC (“DFO”), an entity owned and controlled by Charles F. Dolan, pursuant to which the Company may utilize pilots employed by DFO for purposes of flying the Challenger when the Company is leasing that aircraft under the Company’s dry lease agreement with Brighid Air. Prior to December 21, 2021, the Company was also party to (i) a reciprocal time sharing/dry lease agreement with Quart 2C, LLC (“Q2C”), a company controlled by James L. Dolan and Kristin A. Dolan, his spouse and a director of the Company, pursuant to which the Company from time to time made its aircraft available to Q2C, and Q2C, from time to time made its aircraft available to the Company, and (ii) an aircraft support services agreement with an entity controlled by James L. Dolan, pursuant to which the Company provided certain aircraft support services. These agreements were no longer effective as of December 21, 2021. The Company and each of MSG Sports and AMC Networks are party to certain aircraft time sharing agreements, pursuant to which the Company has agreed from time to time to make aircraft available to MSG Sports and/or AMC Networks for lease on a “time sharing” basis. Additionally, the Company, MSG Sports and AMC Networks have agreed on an allocation of the costs of certain aircraft and helicopter use by their shared executives. In addition to the aircraft arrangements described above, certain executives of the Company are party to aircraft time sharing agreements, pursuant to which the Company has agreed from time to time to make certain aircraft available for lease on a “time sharing” basis for personal use in exchange for payment of actual expenses of the flight (as listed in the agreement). From time to time the Company enters into arrangements with 605, LLC. James L. Dolan, the Company’s Executive Chairman, Chief Executive Officer and a director, and his spouse, Kristin A. Dolan (a director of the Company), own 50% of 605, LLC. Kristin A. Dolan is also the founder and Chief Executive Officer of 605, LLC. 605, LLC provides audience measurement and data analytics services to the Company and its subsidiaries in the ordinary course of business. As of June 30, 2022 and 2021, BCE had $875 and $792, respectively, of notes payable with respect to a loan received by BCE from its noncontrolling interest holder. The Company has also entered into certain commercial agreements with its equity method investment nonconsolidated a ffiliates in connection with MSG Sphere. For Fiscal Years 2022 and 2021 , the Company recorded $121,115 and $66,525, respectively, of capital expenditures in connection with services provided to the Company under these agreements. As of June 30, 2022 and 2021, accrued capital expenditures associated with related parties were $25,028 and $6,921, respectively, and are reported within Accrued and other current liabilities in the accompanying consolidated balance sheets. Revenues and Operating Expenses The following table summarizes the composition and amounts of the transactions with the Company’s affiliates. The significant components of these amounts are discussed below. These amounts are reflected in revenues and operating expenses in the accompanying consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020: Years Ended June 30, 2022 2021 2020 Revenues $ 94,662 $ 37,914 $ 5,817 Operating expenses (credits): Media rights fees $ 163,131 $ 143,464 $ 140,058 Revenue sharing expenses 17,279 558 110,002 Allocation of charges for venue usage to MSG Sports — — (46,072) Reimbursement under Arena License Arrangements (25,827) (9,717) — General and administrative with MSG Sports — net of TSA credits (38,254) (36,502) (116,946) Origination, master control and technical services 4,880 4,784 4,690 Other operating expenses, net 4,013 4,594 11,836 Total operating expenses, net (a) $ 125,222 $ 107,181 $ 103,568 _____________________ (a) Of the total operating expenses, net, $159,937, $139,089 and $208,678 for Fiscal Years 2022, 2021 and 2020, respectively, are included in direct operating expenses in the accompanying consolidated and combined statements of operations, and $(34,715), $(31,908) and $(105,110) for Fiscal Years 2022, 2021 and 2020, respectively, are included as net credits in selling, general and administrative expenses. Revenues Through Fiscal Year 2022, the Knicks and the Rangers played a total of 98 home games at The Garden and the Company recorded $68,072 of revenues under the Arena License Agreements for Fiscal Year 2022. In addition to the Arena License Agreements, the Company’s revenues from related parties primarily reflected sponsorship sales and service representation agreements of $17,570, and merchandise sharing revenues of $4,412 with MSG Sports for Fiscal Year 2022. The Company also earned $2,444 of sublease revenue from related parties during Fiscal Year 2022. Through Fiscal Year 2021, the Knicks and the Rangers played a total of 69 home games at The Garden and the Company recorded $21,345 of revenues under the Arena License Agreements for Fiscal Year 2021. In addition, the Company recorded revenues under sponsorship sales and service representation agreements of $13,584 for Fiscal Year 2021. The Company also earned $2,450 of sublease revenue from related parties during Fiscal Year 2021. Operating Expenses Media Rights Fees MSG Networks’ media rights agreements with MSG Sports, effective as of July 1, 2015, provide the MSG Networks segment with the exclusive live media rights to Knicks and Rangers games in their local markets. These media rights fees are paid to MSG Sports. Revenue sharing expenses In connection with the Entertainment Distribution, revenue sharing expenses include MSG Sports’ share of the Company’s suite license arrangements and certain venue signage agreements entered into by the Company, as well as profit sharing expenses related to in-venue food and beverage sales in connection with the Arena License Agreements. Allocation of Charges for Venue Usage to MSG Sports and Reimbursements under Arena License Arrangements For purposes of the Company’s combined financial statements prior to the Entertainment Distribution, the Company allocated to MSG Sports certain expenses for the usage of The Garden, which were reported as a reduction of direct operating expense in the accompanying consolidated and combined statements of operations. After the Entertainment Distribution, fees recognized by the Company under the Arena License Agreements with MSG Sports for use of The Garden are reported as operating lease revenues in accordance with ASC Topic 842, Leases . Because The Garden was closed by government mandate, the Company did not recognize operating lease revenue under the Arena License Agreements for the quarter ended September 30, 2020. Starting December 2020, the Garden reopened for games of the Knicks and the Rangers and the Company recorded $68,072 of revenues under the Arena License Agreements for Fiscal Year 2022. In addition, the Company recorded credits to direct operating expenses as a reimbursement under the Arena License Agreements of $25,827 and $9,717 for Fiscal Years 2022 and 2021, respectively. No credits were recorded for Fiscal Year 2020. General and Administrative with MSG Sports — Net of TSA Credits The Company’s corporate overhead expenses that are charged to MSG Sports are primarily related to centralized functions, including information technology, security, accounts payable, payroll, tax, legal, human resources, insurance and risk management, investor relations, corporate communications, benefit plan administration and reporting, and internal audit. Prior to the Entertainment Distribution, allocations of corporate overhead and shared services expense were recorded by both the Company and MSG Sports for corporate and operational functions based on direct usage or the relative proportion of revenue, headcount or other measures of the Company or MSG Sports. After the Entertainment Distribution, general and administrative operating expenses with MSG Sports, net of TSA credits included in the table above primarily reflect charges from the Company to MSG Sports pursuant to the TS A of $38,254, $36,365 and $7,005 for Fiscal Years 2022, 2021 and 2020, respectively. Origination, Master Control and Technical Services AMC Networks provides certain origination, master control, and technical services to the MSG Networks segment. Other Operating Expenses, net The Company and its related parties enter into transactions with each other in the ordinary course of business. Amounts charged to the Company for other transactions with its related parties are net of amounts charged by the Company to the Knickerbocker Group, LLC, an entity owned by James L. Dolan, the Executive Chairman, Chief Executive Officer and a director of the Company, for office space and the cost of certain technology services. In addition, other operating expenses include net charges relating to (i) reciprocal aircraft arrangements between the Company and each of Q2C and CFD, (ii) time sharing and/or dry lease agreements with MSG Sports, AMC Networks and Brighid Air and (iii) commission under the group ticket sales representation agreement with MSG Sports. The reciprocal aircraft arrangement between the Company and Q2C and the related aircraft support services arrangement between them was no longer effective as of December 21, 2021. Cash Management MSG Sports uses a centralized approach to cash management and financing of operations. Prior to the Entertainment Distribution, the Company’s and other MSG Sports’ or MSG Sports subsidiaries’ cash was available for use and was regularly “swept” historically. Transfers of cash both to and from MSG Sports were included as components of MSG Sports Investment on the combined statements of divisional equity and redeemable noncontrolling interests. The main components of the net transfers (to)/from MSG Sports are cash pooling/general financing activities, various expense allocations to/from MSG Sports, and receivables/payables from/to MSG Sports deemed to be effectively settled upon the distribution of the Company by MSG Sports. |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information As of June 30, 2022, the Company was comprised of three reportable segments: Entertainment , MSG Networks, and Tao Group Hospitality. The Company takes into account whether two or more operating segments can be aggregated together as one reportable segment as well as the type of discrete financial information that is available and regularly reviewed by its Chief Operating Decision Maker (“CODM”). The Company incurs non-capitalizable content development and technology costs associated with the Company’s MSG Sphere initiative, which are reported in Entertainment. In addition to event-related operating expenses, Entertainment also includes other expenses such as (a) corporate and supporting department operating costs that are attributable to MSG Sphere development and (b) non-event related operating expenses for the Company’s venues, such as (i) rent for the Company’s leased venues, (ii) real estate taxes, (iii) insurance, (iv) utilities, (v) repairs and maintenance, (vi) labor related to the overall management of the venues, and (vii) depreciation and amortization expense related to the Company’s performance venues and certain corporate property, equipment and leasehold improvements. Additionally, the Company does not allocate any purchase accounting adjustments related to business acquisitions to the reporting segments. The Company evaluates segment performance based on several factors, of which the key financial measure is operating income (loss) before the following adjustments, which is referred to as adjusted operating income (loss), a non-GAAP financial measure: (i) adjustments to remove the impact of non-cash straight-line leasing revenue associated with the Arena License Agreements with MSG Sports, (ii) depreciation, amortization and impairments of property and equipment, goodwill and intangible assets, (iii) amortization for capitalized cloud computing arrangement costs, (iv) share-based compensation expense, (v) restructuring charges or credits, (vi) merger and acquisition-related costs, including litigation expenses, (vii) gains or losses on sales or dispositions of businesses and associated settlements, (viii) the impact of purchase accounting adjustments related to business acquisitions, and (ix) gains and losses related to the remeasurement of liabilities under the Company’s Executive Deferred Compensation Plan (which was established in November 2021). The Company believes that given the length of the Arena License Agreements and resulting magnitude of the difference in leasing revenue recognized and cash revenue received, the exclusion of non-cash leasing revenue provides investors with a clearer picture of the Company's operating performance. The Company believes that the exclusion of share-based compensation expense or benefit allows investors to better track the performance of the various operating units of the Company’s business without regard to the settlement of an obligation that is not expected to be made in cash. The Company eliminates merger and acquisition- related costs because the Company does not consider such costs to be indicative of the ongoing operating performance of the Company as they result from an event that is of a non-recurring nature, thereby enhancing comparability. In addition, management believes that the exclusion of gains and losses related to the remeasurement of liabilities under the Company’s Executive Deferred Compensation Plan, which are included for the first time this period, provides investors with a clearer picture of the Company’s operating performance given that, in accordance with GAAP, gains and losses related to the remeasurement of liabilities under the Company’s Executive Deferred Compensation Plan are recognized in Operating (income) loss whereas gains and losses related to the remeasurement of the assets under the Company’s Executive Deferred Compensation Plan, which are equal to and therefore fully offset the gains and losses related to the remeasurement of liabilities, are recognized in Other income (expense), net, which is not reflected in Operating income (loss). The Company believes adjusted operating income (loss) is an appropriate measure for evaluating the operating performance of its business segments and the Company on a consolidated basis. Adjusted operating income (loss) and similar measures with similar titles are common performance measures used by investors and analysts to analyze the Company’s performance. The Company uses revenues and adjusted operating income (loss) measures as the most important indicators of its business performance, and evaluates 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 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. The Company has presented the components that reconcile operating income (loss), the most directly comparable GAAP financial measure, to adjusted operating income (loss). Information as to the operations of the Company’s reportable segments is set forth below. Year Ended June 30, 2022 Entertainment MSG Networks Tao Group Hospitality Purchase accounting adjustments Inter-segment eliminations Total Revenues $ 655,392 $ 608,155 $ 484,947 $ — $ (23,876) $ 1,724,618 Direct operating expenses 420,305 320,278 264,641 6,099 (2,078) 1,009,245 Selling, general and administrative expenses 394,551 147,007 160,991 — (20,753) 681,796 Depreciation and amortization 77,177 9,394 26,021 12,037 — 124,629 Impairment and other (gains) losses, net (245) — (3,969) 1,169 — (3,045) Restructuring charges 14,238 452 — — — 14,690 Operating income (loss) (250,634) 131,024 37,263 (19,305) (1,045) (102,697) Loss in equity method investments (5,027) Interest income 4,210 Interest expense (27,155) Loss on extinguishment of debt (35,815) Other expense, net (a) (49,448) Loss from operations before income taxes $ (215,932) Reconciliation of operating loss to adjusted operating loss: Operating income (loss) $ (250,634) $ 131,024 $ 37,263 $ (19,305) $ (1,045) $ (102,697) Add back: Non-cash portion of arena license fees from MSG Sports (27,754) — — — — (27,754) Share-based compensation expense 47,813 17,092 7,647 — — 72,552 Depreciation and amortization 77,177 9,394 26,021 12,037 — 124,629 Restructuring charges 14,238 452 — — — 14,690 Impairment and other (gains) losses, net (245) — (3,969) 1,169 — (3,045) Merger and acquisition related costs 20,834 27,683 247 — — 48,764 Amortization for capitalized cloud computing costs 95 176 — — — 271 Other purchase accounting adjustments — — — 6,099 — 6,099 Remeasurement of deferred compensation plan liabilities 46 — — — — 46 Adjusted operating income (loss) $ (118,430) $ 185,821 $ 67,209 $ — $ (1,045) $ 133,555 Other information: Capital expenditures $ 732,891 $ 3,673 $ 23,309 $ — $ — $ 759,873 Year Ended June 30, 2021 Entertainment MSG Networks Tao Group Hospitality Purchase accounting adjustments Inter-segment eliminations Total Revenues $ 82,281 $ 647,510 $ 100,166 $ — $ (15,744) $ 814,213 Direct operating expenses 103,089 262,859 66,591 3,334 (1,090) 434,783 Selling, general and administrative expenses 268,705 115,339 54,034 — (13,723) 424,355 Depreciation and amortization 80,142 7,335 8,955 25,567 — 121,999 Restructuring charges 21,299 — — — — 21,299 Operating income (loss) (390,954) 261,977 (29,414) (28,901) (931) (188,223) Loss in equity method investments (6,858) Interest income 3,222 Interest expense (20,423) Other income, net (a) 51,488 Loss from operations before income taxes $ (160,794) Reconciliation of operating income (loss) to adjusted operating income (loss): Operating income (loss) $ (390,954) $ 261,977 $ (29,414) $ (28,901) $ (931) $ (188,223) Add back: Non-cash portion of arena license fees from MSG Sports (13,026) — — — — (13,026) Share-based compensation expense 47,633 17,667 5,284 — — 70,584 Depreciation and amortization 80,142 7,335 8,955 25,567 — 121,999 Restructuring charges 21,299 — — — — 21,299 Merger and acquisition related costs 16,080 4,502 3,638 — — 24,220 Other purchase accounting adjustments — — — 3,334 — 3,334 Adjusted operating income (loss) $ (238,826) $ 291,481 $ (11,537) $ — $ (931) $ 40,187 Other information: Capital expenditures $ 448,962 $ 3,853 $ 3,192 $ — $ — $ 456,007 Year Ended June 30, 2020 Entertainment MSG Networks Tao Group Hospitality Purchase accounting adjustments Inter-segment eliminations Total Revenues $ 585,208 $ 685,797 $ 180,201 $ — $ (15,188) $ 1,436,018 Direct operating expenses 388,643 282,837 116,638 4,361 (1,980) $ 790,499 Selling, general and administrative expenses 282,043 100,829 63,049 6 (12,716) $ 433,211 Depreciation and amortization 84,289 7,163 8,156 12,454 — $ 112,062 Impairment for intangibles, long-lived assets, and goodwill — — 94,946 10,871 — $ 105,817 Gain on disposal of assets held for sale (240,783) — — — — $ (240,783) Operating income (loss) 71,016 294,968 (102,588) (27,692) (492) 235,212 Loss in equity method investments (4,433) Interest income 22,227 Interest expense (36,564) Other income, net (a) 35,061 Income from operations before income taxes $ 251,503 Reconciliation of operating income (loss) to adjusted operating income (loss): Operating income (loss) $ 71,016 $ 294,968 $ (102,588) $ (27,692) $ (492) $ 235,212 Add back: Share-based compensation expense 41,227 19,235 963 — — 61,425 Depreciation and amortization 84,289 7,163 8,156 12,454 — 112,062 Impairment for intangibles, long-lived assets, and goodwill — — 94,946 10,871 — 105,817 Gain on disposal of assets held for sale (240,783) — — — — (240,783) Other purchase accounting adjustments — — — 4,367 — 4,367 Adjusted operating income (loss) $ (44,251) $ 321,366 $ 1,477 $ — $ (492) $ 278,100 Other information: Capital expenditures $ 448,944 $ 2,814 $ 3,482 $ — $ — $ 455,240 _________________ (a) Other income (expense), net includes the following: Years Ended June 30, 2022 2021 2020 Realized and unrealized gain (loss) on equity investments with readily determinable fair value, see Note 9 for further detail $ (49,842) $ 51,178 $ 37,628 Non-service cost components of net periodic pension and postretirement benefit costs, see Note 16 for further detail 3 (1,090) (2,269) Dividend income from equity investments — — 722 Debt financing costs — — (2,764) Measurement alternative adjustments for equity investments without readily determinable fair value — — (532) Others, net, primarily reflects the impact of Tao Group Hospitality three-month lag elimination in Fiscal Year 2020 391 1,400 2,276 $ (49,448) $ 51,488 $ 35,061 Substantially all revenues and assets of the Company’s reportable segments are attributed to or located in the United States. A majority of the Company’s revenues and assets are concentrated in the New York City metropolitan area. |
Concentration of Risk
Concentration of Risk | 12 Months Ended |
Jun. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Risk | Concentrations of Risk Accounts receivable, net on the accompanying consolidated balance sheets as of June 30, 2022 and June 30, 2021 include amounts due from the following individual customers, substantially derived from the MSG Networks segment, which accounted for the noted percentages of the gross balance: June 30, 2022 June 30, 2021 Customer A 14 % 16 % Customer B 12 % 15 % Customer C 10 % 17 % Revenues in the accompanying consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020 include amounts from the following individual customers, primarily derived from the MSG Networks segment, which accounted for the noted percentages of the total: Years Ended June 30, 2022 2021 2020 Customer 1 10 % 21 % 12 % Customer 2 9 % 20 % 12 % As of June 30, 2022, approximately 2,200 full-time and part-time employees, who represent approximately 38% of the Company’s workforce, are subject to CBAs. Approximately 7% are subject to CBAs that expired as of June 30, 2022 and approximately 44% are subject to CBAs that will expire by June 30, 2023, if they are not extended prior thereto. |
Accounting for Entertainment Di
Accounting for Entertainment Distributions and Merger Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Accounting for Entertainment Distribution and Merger Transactions | Accounting for Entertainment Distribution and Merger Transactions The Company accounted for the Entertainment Distribution and Merger transactions as follows: Entertainment Distribution: • Fiscal Year 2020 is presented as carve-out financial statements as the financial information from July 1, 2019 through April 17, 2020 was prepared on a standalone basis derived from the consolidated financial statements and accounting records of Former Parent. These consolidated and co mbined financial statements reflect the combined historical results of operations, financial position and cash flows of MSG Sports in accordance with GAAP and SEC Staff Accounting Bulletin Topic 1-B, Allocation of Expenses and Related Disclosure in Financial Statements of Subsidiaries, Divisions or Lesser Business Components of Another Entity . • The combined financial statements include certain assets and liabilities that were historically held by MSG Sports or its subsidiaries but were specifically identifiable or otherwise attributable to the Company. Subsequent to the Entertainment Distribution, the net assets were transferred to the Company at a carry-over basis, and thus, the combined financial statements are reflected on a historical cost basis. All significant intercompany transactions between MSG Sports and the Company have been included as components of MSG Sports Corp. Investment in the combined financial statements, as they were considered effectively settled pursuant to the Entertainment Distribution. • The financial information from July 1, 2019 through April 17, 2020 that is included in the results of operations for Fiscal Year 2020 includes allocations for certain support functions that were provided on a centralized basis and not historically recorded at the business unit level by MSG Sports, such as expenses related to executive management, finance, legal, human resources, government affairs, information technology, and venue operations, among others. As part of the Entertainment Distribution, certain corporate and operational support functions were transferred to the Company. These expenses have been allocated to MSG Sports on the basis of direct usage when identifiable, with the remainder allocated on a pro-rata basis of combined revenues, headcount or other measures of the Company or MSG Sports, which are recorded as a reduction of either direct operating expenses or selling, general and administrative expense. In addition, certain of the Company’s contracts with its customers for suite license, sponsorship, and venue signage arrangements contain performance obligations that are fulfilled by both the Company and MSG Sports. Revenue sharing expenses attributable to MSG Sports have primarily been recorded on the basis of specific identification where possible, with the remainder allocated proportionately as a component of direct operating expenses within the combined statements of operations. • Management believes the assumptions underlying the combined financial statements, including those used in allocating general corporate expenses, are reasonable. Nevertheless, the combined financial statements may not include all of the actual expenses that would have been incurred by the Company and may not reflect its combined results of operations, financial position and cash flows had it been a standalone company during the period presented. Actual costs that would have been incurred if the Company had been a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. The Company is unable to quantify the amounts that it would have recorded during the historical periods on a standalone basis as it is not practicable to do so. See Note 22, Segment Information for more information regarding allocations of certain costs from the Company to MSG Sports. • Most of the cash and cash equivalents held at the corporate level by MSG Sports were attributed to the Company for the period presented, and as such, cash was held in accounts legally owned by the Company. Transfers of cash both to and from MSG Sports are included as components of the MSG Sports Corp. Investment in the accompanying combined statements of divisional equity and redeemable noncontrolling interests. In connection with the Entertainment Distribution, the Company received $816,896 of cash and cash equivalents from MSG Sports. • MSG Sports’ net investment in the Company has been presented as a component of divisional equity in the combined financial statements. Distributions made by MSG Sports to the Company, or to MSG Sports from the Company, are recorded as transfers to and from MSG Sports, and the net amount is presented on the combined statements of cash flows as “Net transfers to/from Madison Square Garden Sports Corp. and its subsidiaries”. • As of the Entertainment Distribution date, MSG Sports’ net investment in the Company was contributed to MSG Sports’ stockholders through the distribution of all the common stock of the Company. The par value of the Company’s stock was recorded as a component of common stock, with the remaining balance recorded as additional paid-in capital in the consolidated and combined balance sheet on the Entertainment Distribution Date. • In connection with the Entertainment Distribution, the Company entered into amended employment agreements with the redeemable noncontrolling interest holders of Tao Group Hospitality in the fourth quarter of Fiscal Year 2020, which provided the noncontrolling interest holders with put rights that could require the Company to purchase the remaining noncontrolling interest. In addition, in accordance with the transaction agreement related to the acquisition of Hakkasan in April 2021, the noncontrolling interest holders of the acquiree are provided with put rights that could require the Company to purchase the remaining noncontrolling interest. Upon the exercise of the put rights by the noncontrolling interest holders, the price to be paid for redeemable noncontrolling interests is the current fair market value of the redeemable noncontrolling interest, subject to a minimum price (“floor”). In accordance with ASC Topic 480, Distinguishing Liabilities From Equity , the Company elected to apply the Equity Classification — Entire Adjustment Method which treats the entire adjustment for the redeemable noncontrolling interests to an amount other than fair value using retained earnings (or additional paid-in capital in absence of retained earnings). The adjustments to retained earnings are not a component of net income attributable to the Company’s common stockholders, rather than the adjustment to the control number (numerator) of the EPS computation. See Note 6, Computation of Earnings (Loss) per Common Share for the adjustment of redeemable noncontrolling interest to redemption value in the computation of earnings per share. • For purposes of the combined financial statements for the Entertainment Distribution, income tax expense has been recorded as if the Company filed tax returns on a standalone basis separate from Former Parent. This separate return methodology applies to accounting guidance for income taxes in the combined financial statements as if the Company was a standalone public company for the periods prior to the Entertainment Distribution. Therefore, cash tax payments and items of current and deferred taxes may not be reflective of the Company’s actual tax balances prior to or subsequent to the Entertainment Distribution. Prior to the Entertainment Distribution, the Company's operating results were included in Former Parent’s consolidated U.S. federal and state income tax returns. Pursuant to rules promulgated by the Internal Revenue Service and various state taxing authorities, the Company filed its initial U.S. income tax return for the period from April 18, 2020 through June 30, 2020. The calculation of the Company’s income taxes involves considerable judgment and use of both estimates and allocations. In addition, although the Company and MSG Networks Inc. did not file consolidated tax returns for periods prior to the Merger, income tax expense or benefit and deferred tax assets and liabilities have been presented on a combined basis for all historical periods. Merger with MSG Networks Inc.: • The Merger has been accounted for as a transaction between entities under common control as the Company and MSG Networks Inc. were, prior to the Merger, each controlled by the Dolan Family Group (as defined herein). Upon the closing of the Merger, the net assets of MSG Networks Inc. were consolidated with those of the Company at their historical carrying amounts and the companies are presented on a consolidated basis for all historical periods. As a result, all prior period balances in these consolidated and combined financial statements (including share activities) were retrospectively adjusted as if MSG Entertainment and MSG Networks Inc. had been operating as one company. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On August 18, 2022, the Board of Directors approved the exploration of a potential spin-off that would create a separate publicly traded company comprised of its traditional live entertainment business and MSG Networks (collectively, “SpinCo”). The potential spin-off would separate these businesses from the Company’s MSG Sphere and Tao Group Hospitality businesses (collectively, “RemainCo”). The transaction would be structured as a tax-free spin-off to all shareholders of the Company. In the first step of the transaction, record holders of Company Class A and Class B common stock would receive a pro-rata distribution expected to be equivalent, in aggregate, to an approximately two-thirds economic interest in SpinCo. The one-third economic interest in SpinCo would be available for use in a tax-free exchange offer for the common stock of RemainCo, to raise capital for general corporate purposes, and/or for use to a follow-on pro-rata spin-off to existing shareholders of RemainCo. SpinCo is expected to include (i) the Company’s portfolio of venues – The Garden, Hulu Theater, Radio City Music Hall, the Beacon Theatre, and The Chicago Theatre, (ii) the Company’s entertainment and sports bookings business, (iii) the Radio City Rockettes and the Christmas Spectacular production, (iv) the Arena License Agreements with the New York Knicks and New York Rangers, and (v) MSG Networks, which owns the two regional sports and entertainment networks – MSG Network and MSG+, and a companion streaming app, MSG GO. If the potential spin-off occurs, RemainCo would be expected to include the first MSG Sphere, currently under construction in Las Vegas, and future MSG Sphere venues, a majority interest in Tao Group Hospitality, a one-third economic interest in SpinCo, and a majority of the Company’s cash and cash equivalents at the time of the spin-off. Completion of the potential spin-off would be subject to various conditions, including certain league approvals, receipt of a tax opinion from counsel, and final approval by the Board of Directors. |
Interim Financial Information (
Interim Financial Information (Unaudited) | 12 Months Ended |
Jun. 30, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Interim Financial Information (Unaudited) | Interim Financial Information (Unaudited) The following is a summary of the Company’s selected quarterly financial data for Fiscal Years 2022 and 2021: Three Months Ended Year Ended June 30, 2022 September 30, December 31, March 31, June 30, 2021 2021 2022 2022 Revenues $ 294,510 $ 516,439 $ 460,127 $ 453,542 $ 1,724,618 Operating expenses 377,848 481,089 458,084 510,294 1,827,315 Operating income (loss) $ (83,338) $ 35,350 $ 2,043 $ (56,752) $ (102,697) Net income (loss) $ (76,655) $ 5,019 $ (19,306) $ (99,205) $ (190,147) Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (79,232) $ 2,271 $ (17,491) $ (99,943) $ (194,395) Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (2.32) $ 0.07 $ (0.51) $ (3.00) $ (5.77) Diluted earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (2.32) $ 0.07 $ (0.51) $ (3.00) $ (5.77) Three Months Ended Year Ended June 30, 2021 September 30, December 31, March 31, June 30, 2020 2020 2021 2021 Revenues $ 170,546 $ 168,752 $ 214,318 $ 260,597 $ 814,213 Operating expenses 229,225 215,564 253,058 304,589 1,002,436 Operating loss $ (58,679) $ (46,812) $ (38,740) $ (43,992) $ (188,223) Net loss $ (40,316) $ (60,075) $ (25,838) $ (40,290) $ (166,519) Net loss attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (35,797) $ (55,831) $ (18,260) $ (38,263) $ (148,151) Basic loss per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (1.05) $ (1.64) $ (0.79) $ (1.12) $ (4.60) Diluted loss per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (1.05) $ (1.64) $ (0.79) $ (1.12) $ (4.60) |
SCHEDULE II VALUATION AND QUALI
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Jun. 30, 2022 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS (in thousands) (Additions) / Deductions Balance at Charged to Costs and Expenses Charged to Other Accounts Deductions Balance at Year Ended June 30, 2022 Allowance for doubtful accounts / credit losses $ (6,449) $ (1,625) $ — $ 2,595 $ (5,479) Deferred tax valuation allowance (69,900) (7,210) (3,725) — (80,835) $ (76,349) $ (8,835) $ (3,725) $ 2,595 $ (86,314) Year Ended June 30, 2021 Allowance for doubtful accounts / credit losses $ (10,408) $ (283) $ — $ 4,242 $ (6,449) Deferred tax valuation allowance (28,937) (25,704) (15,259) — (69,900) $ (39,345) $ (25,987) $ (15,259) $ 4,242 $ (76,349) Year Ended June 30, 2020 Allowance for doubtful accounts / credit losses $ (2,898) $ (10,223) $ — $ 2,713 $ (10,408) Deferred tax valuation allowance (13,173) (2,598) (13,166) — (28,937) $ (16,071) $ (12,821) $ (13,166) $ 2,713 $ (39,345) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements of the Company include the accounts of Madison Square Garden Entertainment Corp. and its subsidiaries, and Tao Group Hospitality and BCE as further discussed below. All significant intercompany transactions and balances have been eliminated in consolidation. The consolidated and combined financial statements of the Company include accounts of Tao Group Hospitality and BCE, in which the Company has controlling voting interests. The Company’s consolidation criteria are based on authoritative accounting guidance for identifying a controlling financial interest. Tao Group Hospitality and BCE are consolidated with the equity owned by other shareholders shown as redeemable or nonredeemable noncontrolling interests in the accompanying consolidated balance sheets, and the other shareholders’ portion of net earnings (loss) and other comprehensive income (loss) shown as net income (loss) or comprehensive income (loss) attributable to redeemable or nonredeemable noncontrolling interests in the accompanying consolidated and combined statements of operations and consolidated and combined statements of comprehensive income (loss), respectively. The Company accounted for the Entertainment Distribution and Merger transactions as follows: Entertainment Distribution: • Fiscal Year 2020 is presented as carve-out financial statements as the financial information from July 1, 2019 through April 17, 2020 was prepared on a standalone basis derived from the consolidated financial statements and accounting records of Former Parent. These consolidated and co mbined financial statements reflect the combined historical results of operations, financial position and cash flows of MSG Sports in accordance with GAAP and SEC Staff Accounting Bulletin Topic 1-B, Allocation of Expenses and Related Disclosure in Financial Statements of Subsidiaries, Divisions or Lesser Business Components of Another Entity . • The combined financial statements include certain assets and liabilities that were historically held by MSG Sports or its subsidiaries but were specifically identifiable or otherwise attributable to the Company. Subsequent to the Entertainment Distribution, the net assets were transferred to the Company at a carry-over basis, and thus, the combined financial statements are reflected on a historical cost basis. All significant intercompany transactions between MSG Sports and the Company have been included as components of MSG Sports Corp. Investment in the combined financial statements, as they were considered effectively settled pursuant to the Entertainment Distribution. • The financial information from July 1, 2019 through April 17, 2020 that is included in the results of operations for Fiscal Year 2020 includes allocations for certain support functions that were provided on a centralized basis and not historically recorded at the business unit level by MSG Sports, such as expenses related to executive management, finance, legal, human resources, government affairs, information technology, and venue operations, among others. As part of the Entertainment Distribution, certain corporate and operational support functions were transferred to the Company. These expenses have been allocated to MSG Sports on the basis of direct usage when identifiable, with the remainder allocated on a pro-rata basis of combined revenues, headcount or other measures of the Company or MSG Sports, which are recorded as a reduction of either direct operating expenses or selling, general and administrative expense. In addition, certain of the Company’s contracts with its customers for suite license, sponsorship, and venue signage arrangements contain performance obligations that are fulfilled by both the Company and MSG Sports. Revenue sharing expenses attributable to MSG Sports have primarily been recorded on the basis of specific identification where possible, with the remainder allocated proportionately as a component of direct operating expenses within the combined statements of operations. • Management believes the assumptions underlying the combined financial statements, including those used in allocating general corporate expenses, are reasonable. Nevertheless, the combined financial statements may not include all of the actual expenses that would have been incurred by the Company and may not reflect its combined results of operations, financial position and cash flows had it been a standalone company during the period presented. Actual costs that would have been incurred if the Company had been a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. The Company is unable to quantify the amounts that it would have recorded during the historical periods on a standalone basis as it is not practicable to do so. See Note 22, Segment Information for more information regarding allocations of certain costs from the Company to MSG Sports. • Most of the cash and cash equivalents held at the corporate level by MSG Sports were attributed to the Company for the period presented, and as such, cash was held in accounts legally owned by the Company. Transfers of cash both to and from MSG Sports are included as components of the MSG Sports Corp. Investment in the accompanying combined statements of divisional equity and redeemable noncontrolling interests. In connection with the Entertainment Distribution, the Company received $816,896 of cash and cash equivalents from MSG Sports. • MSG Sports’ net investment in the Company has been presented as a component of divisional equity in the combined financial statements. Distributions made by MSG Sports to the Company, or to MSG Sports from the Company, are recorded as transfers to and from MSG Sports, and the net amount is presented on the combined statements of cash flows as “Net transfers to/from Madison Square Garden Sports Corp. and its subsidiaries”. • As of the Entertainment Distribution date, MSG Sports’ net investment in the Company was contributed to MSG Sports’ stockholders through the distribution of all the common stock of the Company. The par value of the Company’s stock was recorded as a component of common stock, with the remaining balance recorded as additional paid-in capital in the consolidated and combined balance sheet on the Entertainment Distribution Date. • In connection with the Entertainment Distribution, the Company entered into amended employment agreements with the redeemable noncontrolling interest holders of Tao Group Hospitality in the fourth quarter of Fiscal Year 2020, which provided the noncontrolling interest holders with put rights that could require the Company to purchase the remaining noncontrolling interest. In addition, in accordance with the transaction agreement related to the acquisition of Hakkasan in April 2021, the noncontrolling interest holders of the acquiree are provided with put rights that could require the Company to purchase the remaining noncontrolling interest. Upon the exercise of the put rights by the noncontrolling interest holders, the price to be paid for redeemable noncontrolling interests is the current fair market value of the redeemable noncontrolling interest, subject to a minimum price (“floor”). In accordance with ASC Topic 480, Distinguishing Liabilities From Equity , the Company elected to apply the Equity Classification — Entire Adjustment Method which treats the entire adjustment for the redeemable noncontrolling interests to an amount other than fair value using retained earnings (or additional paid-in capital in absence of retained earnings). The adjustments to retained earnings are not a component of net income attributable to the Company’s common stockholders, rather than the adjustment to the control number (numerator) of the EPS computation. See Note 6, Computation of Earnings (Loss) per Common Share for the adjustment of redeemable noncontrolling interest to redemption value in the computation of earnings per share. • For purposes of the combined financial statements for the Entertainment Distribution, income tax expense has been recorded as if the Company filed tax returns on a standalone basis separate from Former Parent. This separate return methodology applies to accounting guidance for income taxes in the combined financial statements as if the Company was a standalone public company for the periods prior to the Entertainment Distribution. Therefore, cash tax payments and items of current and deferred taxes may not be reflective of the Company’s actual tax balances prior to or subsequent to the Entertainment Distribution. Prior to the Entertainment Distribution, the Company's operating results were included in Former Parent’s consolidated U.S. federal and state income tax returns. Pursuant to rules promulgated by the Internal Revenue Service and various state taxing authorities, the Company filed its initial U.S. income tax return for the period from April 18, 2020 through June 30, 2020. The calculation of the Company’s income taxes involves considerable judgment and use of both estimates and allocations. In addition, although the Company and MSG Networks Inc. did not file consolidated tax returns for periods prior to the Merger, income tax expense or benefit and deferred tax assets and liabilities have been presented on a combined basis for all historical periods. Merger with MSG Networks Inc.: • The Merger has been accounted for as a transaction between entities under common control as the Company and MSG Networks Inc. were, prior to the Merger, each controlled by the Dolan Family Group (as defined herein). Upon the closing of the Merger, the net assets of MSG Networks Inc. were consolidated with those of the Company at their historical carrying amounts and the companies are presented on a consolidated basis for all historical periods. As a result, all prior period balances in these consolidated and combined financial statements (including share activities) were retrospectively adjusted as if MSG Entertainment and MSG Networks Inc. had been operating as one company. |
Business Combinations and Noncontrolling Interests | Business Combinations and Noncontrolling Interests The acquisition method of accounting for business combinations requires management to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which the Company is allowed to adjust the provisional amounts recognized for a business combination). Under the acquisition method of accounting, the Company recognizes separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition date fair value. The Company measures goodwill as of the acquisition date as the excess of consideration transferred, which is also measured at fair value over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that the Company incurs to complete a business combination such as investment banking, legal, and other professional fees are not considered part of consideration and the Company charges these costs to selling, general and administrative expense as they are incurred. In addition, the Company recognizes measurement-period adjustments in the period in which the amount is determined, including the effect on earnings of any amounts the Company would have recorded in previous periods if the accounting had been completed at the acquisition date. |
Use of Estimates | Use of Estimates The preparation of the accompanying consolidated and combined financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the provision for credit losses, valuation of investments, goodwill, intangible assets, other long-lived assets, deferred tax assets, pension and other postretirement benefit obligations and the related net periodic benefit cost, and other liabilities. In addition, estimates are used in revenue recognition, rights fees, performance and share-based compensation, depreciation and amortization, litigation matters and other matters, as well as in the valuation of noncontrolling interests resulting from business combination transactions. Management believes its use of estimates in the financial statements to be reasonable. Management evaluates its estimates on an ongoing basis using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management’s best judgment at a point in time and, as such, these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company’s control could be material and would be reflected in the Company’s financial statements in future periods. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when, or as, performance obligations under the terms of a contract are satisfied, which generally occurs when, or as, control of promised goods or services are transferred to customers. Revenue is measured as the amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services (“transaction price”). To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the most likely amount to which the Company expects to be entitled. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Estimates of variable consideration and the determination of whether to include such estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information that is reasonably available. The Company accounts for taxes collected from customers and remitted to governmental authorities on a net basis and excludes these amounts from revenues. In addition, the Company defers certain costs to fulfill the Company’s contracts with customers to the extent such costs relate directly to the contracts, are expected to generate resources that will be used to satisfy the Company’s performance obligations under the contracts, and are expected to be recovered through revenue generated under the contracts. Contract fulfillment costs are expensed as the Company satisfies the related performance obligations. Arrangements with Multiple Performance Obligations The Company enters into arrangements with multiple performance obligations, such as multi-year sponsorship agreements which may derive revenues for both the Company as well as MSG Sports within a single arrangement. The Company also derives revenue from similar types of arrangements which are entered into by MSG Sports. Payment terms for such arrangements can vary by contract, but payments are generally due in installments throughout the contractual term. The performance obligations included in each sponsorship agreement vary and may include advertising and other benefits such as, but not limited to, signage at The Garden and the Company’s other venues, digital advertising, event or property-specific advertising, as well as non-advertising benefits such as suite licenses and event tickets. To the extent the Company’s multi-year arrangements provide for performance obligations that are consistent over the multi-year contractual term, such performance obligations generally meet the definition of a series as provided for under the accounting guidance. If performance obligations are concluded to meet the definition of a series, the contractual fees for all years during the contract term are aggregated and the related revenue is recognized proportionately as the underlying performance obligations are satisfied. The timing of revenue recognition for each performance obligation is dependent upon the facts and circumstances surrounding the Company’s satisfaction of its respective performance obligation. The Company allocates the transaction price for such arrangements to each performance obligation within the arrangement based on the estimated relative standalone selling price of the performance obligation. The Company’s process for determining its estimated standalone selling prices involves management’s judgment and considers multiple factors including company specific and market specific factors that may vary depending upon the unique facts and circumstances related to each performance obligation. Key factors considered by the Company in developing an estimated standalone selling price for its performance obligations include, but are not limited to, prices charged for similar performance obligations, the Company’s ongoing pricing strategy and policies, and consideration of pricing of similar performance obligations sold in other arrangements with multiple performance obligations. The Company may incur costs such as commissions to obtain its multi-year sponsorship agreements. The Company assesses such costs for capitalization on a contract by contract basis. To the extent costs are capitalized, the Company estimates the useful life of the related contract asset which may be the underlying contract term or the estimated customer life depending on the facts and circumstances surrounding the contract. The contract asset is amortized over the estimated useful life. Principal versus Agent Revenue Recognition The Company reports revenue on a gross or net basis based on management’s assessment of whether the Company acts as a principal or agent in the transaction. The determination of whether the Company acts as a principal or an agent in a transaction is based on an evaluation of whether the Company controls the good or service before transfer to the customer. When the Company concludes that it controls the good or service before transfer to the customer, the Company is considered a principal in the transaction and records revenue on a gross basis. 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. Contract Balances Amounts collected in advance of the Company’s satisfaction of its contractual performance obligations are recorded as a contract liability within deferred revenue, and are recognized as the Company satisfies the related performance obligations. Amounts collected in advance of events for which the Company is not the promoter or co-promoter do not represent contract liabilities and are recorded as collections due to promoters on the accompanying consolidated balance sheets. Amounts recognized as revenue for which the Company has a right to consideration for goods or services transferred to customers and for which the Company does not have an unconditional right to bill as of the reporting date are recorded as contract assets. Contract assets are transferred to accounts receivable once the Company’s right to consideration becomes unconditional. |
Direct Operating Expenses | Direct Operating Expenses Direct operating expenses for the Entertainment segment include, but are not limited to, event costs related to the presentation and production of the Company’s live entertainment and sporting events, revenue sharing expenses associated with signage, sponsorship and suite license fee revenue and in-venue food and beverage sales that are attributable to MSG Sports and venue lease, maintenance, and other operating expenses. In addition, for periods prior to the Entertainment Distribution Date, the direct operating expenses also included revenue sharing expenses associated with the venue-related signage, sponsorship, and suite license fee revenues that are attributable to MSG Sports and an allocation of charges for venue usage to MSG Sports for hosting home games of the Knicks and the Rangers at The Garden. Direct operating expenses for the MSG Networks segment primarily represent media rights fees and other direct programming and production costs, such as the salaries of on-air personalities, producers, directors, technicians, writers and other creative staff, as well as expenses associated with location costs, remote facilities and maintaining studios, origination, and transmission services and facilities. The professional team media rights acquired under media rights agreements to telecast various sporting events and other programming for exhibition on the segment’s networks are typically expensed on a straight-line basis over the applicable annual contract or license period. |
Production Costs for the Company's Original Productions | Production Costs for the Company’s Original ProductionsThe Company defers certain costs of productions such as creative design, scenery, wardrobes, rehearsal and other related costs for the Company’s proprietary shows. Deferred production costs are amortized on a straight-line basis over the course of a production’s performance period using the expected life of a show’s assets. Deferred production costs are subject to recoverability assessments whenever there is an indication of potential impairment |
Allocation of Charges for Venue Usage to MSG Sports Corp. | Allocation of Charges for Venue Usage to MSG SportsFor periods prior to the Entertainment Distribution Date, the Company’s combined financial statements included expenses associated with the ownership, maintenance, and operation of The Garden, which the Company and MSG Sports use in their respective operations. The Knicks and Rangers are the primary recurring occupants of The Garden, playing their home games at The Garden. The number of home games increases if the Knicks and Rangers qualify for the playoffs. Historically, the Company did not charge rent expense to MSG Sports for use of The Garden. However, for purposes of the Company’s combined financial statements, the Company allocated expenses to MSG Sports for the usage of The Garden, which were reported as a reduction of direct operating expense in the accompanying combined statements of operations. This allocation was based on a combination of event count and revenue, which the Company’s management believes is a reasonable allocation methodology. |
Revenue Sharing Expenses | Revenue Sharing Expenses As discussed above, prior to the Entertainment Distribution Date, MSG Sports’ share of the Company’s suites license, venue signage and sponsorship revenue, and in-venue food and beverage sales has been reflected within direct operating expense as revenue sharing expenses, where such amounts were either specifically identified where possible or allocated proportionally. |
Advertising Expenses | Advertising Expenses Advertising costs are typically charged to expense when incurred. |
Nonmonetary Transactions | Nonmonetary Transactions The MSG Networks segment enters into nonmonetary transactions, primarily with its Distributors (as defined below), that involve the exchange of products or services, such as advertising and promotional benefits, for the segment’s services. For arrangements that are subject to sales based and usage-based royalty guidance, MSG Networks measures noncash consideration that it receives at fair value as the sale or usage occurs. For other arrangements, the MSG Networks segment measures the estimated fair value of the noncash consideration that it receives at contract inception. If the MSG Networks segment cannot reasonably estimate the fair value of the noncash consideration, the segment measures the fair value of the consideration indirectly by reference to the standalone selling price of the services promised to the customer in exchange for the consideration as revenues. Nonmonetary transactions for the MSG Networks segment are included in advertising costs, which are classified in selling, general and administrative expenses on the accompanying consolidated and combined statements of operations, as noted above. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes . The Company’s provision for income taxes is based on current period income, changes in deferred tax assets and liabilities, and changes in estimates with regard to uncertain tax positions. Deferred tax assets are subject to an ongoing assessment of realizability. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company’s ability to realize its deferred tax assets depends upon the generation of sufficient future taxable income to allow for the realization of its deductible temporary differences. If such estimates and related assumptions change in the future, the Company may be required to record valuation allowances against its deferred tax assets, resulting in additional income tax expense in the Company’s consolidated statements of operations. Interest and penalties, if any, associated with uncertain tax positions are included in income tax expense. |
Share-based Compensation | Share-based Compensation For periods prior to the Entertainment Distribution Date, the Company’s employees participated in MSG Sports’ share-based compensation plans. Share-based compensation expense has been attributed to the Company based on the awards and terms previously granted to MSG Sports’ employees. For purposes of the combined financial statements, an allocation of share-based compensation expense related to corporate employees was recorded in addition to the expense attributed to the Company’s direct employees. The allocated expense includes both directors and corporate executives of MSG Sports, allocated using a proportional allocation method which management has deemed to be reasonable. Following the Entertainment Distribution, the Company measures the cost of employee services received in exchange for an award of equity-based instruments based on the grant date fair value of the award. Share-based compensation cost is recognized in earnings over the period during which an employee is required to provide service in exchange for the award, except for restricted stock units granted to non-employee directors which, unless otherwise provided under the applicable award agreement, are fully vested, and are expensed at the grant date. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. |
Earnings (Loss) Per Common Share | Earnings (Loss) Per Common Share |
Cash and Cash Equivalents | Cash and Cash EquivalentsThe Company considers the balance of its investment in funds that substantially hold highly liquid securities that mature within three months or less from the date the fund purchases these securities to be cash equivalents. The carrying amount of cash and cash equivalents either approximates fair value due to the short-term maturity of these instruments or is at fair value. Checks outstanding in excess of related book balances are included in accounts payable in the accompanying consolidated balance sheets. The Company presents the change in these book cash overdrafts as cash flows from operating activities. |
Restricted Cash | Restricted CashThe 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 its workers compensation and general liability insurance obligations. The carrying amount of restricted cash approximates fair value due to the short-term maturity of these instruments. |
Short-Term Investments | Short-Term InvestmentsShort-term investments included investments that (i) had original maturities of greater than three months and (ii) the Company had the ability to convert into cash within one year. The Company classified its short-term investments at the time of purchase as “held-to-maturity” and re-evaluated its classification quarterly based on whether the Company had the intent and ability to hold until maturity. Short-term investments, which were recorded at cost and adjusted for accrued interest, approximate fair value. Cash inflows and outflows related to the sale and purchase of short-term investments are classified as investing activities in the Company’s consolidated and combined statements of cash flows. |
Accounts Receivable | Accounts ReceivableAccounts receivable is recorded at net realizable value. The Company maintains an allowance for credit losses to reserve for potentially uncollectible receivables. The allowance for credit losses is estimated based on the Company’s consideration of credit risk and analysis of receivables aging, specific identification of certain receivables that are at risk of not being paid, past collection experience and other factors. |
Investments in Nonconsolidated Affiliates and Equity Securities | Investments in Nonconsolidated Affiliates and Equity Securities The Company’s investments in nonconsolidated affiliates are primarily accounted for using the equity method of accounting and are carried at cost, plus or minus the Company’s share of net earnings or losses of the investment, subject to certain other adjustments. The cost of equity method investments includes transaction costs of the acquisition. As required by GAAP, to the extent that there is a basis difference between the cost and the underlying equity in the net assets of an equity investment, the Company allocates such differences between tangible and intangible assets. The Company’s share of net earnings or losses of the investment, inclusive of amortization expense for intangible assets associated with the investment, is reflected in equity in earnings (loss) of nonconsolidated affiliates on the Company’s consolidated and combined statements of operations. Dividends received from the investee reduce the carrying amount of the investment. Due to the timing of receiving financial information from its nonconsolidated affiliates, the Company records its share of net earnings or losses of such affiliates on a three-month lag basis, with the exception of the amortization expense of intangible assets which are recorded currently. In addition to equity method investments, the Company also has other equity investments with and without readily determinable fair values. The Company measures equity investments without readily determinable fair values at cost, less any impairment, adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. Changes in observable price are reflected within Other income (expense), net in the accompanying consolidated and combined statements of operations. For equity investments with readily determinable fair values, changes in the fair value of those investments are measured monthly and are recorded within Other income (expense), net in the accompanying consolidated and combined statements of operations. Impairment of Investments The Company reviews its investments at least quarterly to determine whether a decline in fair value below the cost basis is other-than-temporary. The primary factors the Company considers in its determination are the length of time that the fair value of the investment is below the Company’s carrying value; future prospects of the investee; and the Company’s intent and ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. In addition, the Company considers other factors such as general market conditions, industry conditions, and analysts’ ratings. If the decline in fair value is deemed to be other-than-temporary, the cost basis of the investment is written down to fair value and the loss is realized as a component of net income. See Note 9, Investments in Nonconsolidated Affiliates for further discussion of impairments of investments. |
Property and Equipment and Other Long-Lived Assets | Property and Equipment and Other Long-Lived Assets Prop erty and equipment and other long-lived assets, including amortizable intangible assets, are stated at cost or acquisition date fair value, if acquired. Expen ditures for new facilities or equipment, and expenditures that extend the useful lives of existing facilities or equipment, are capitalized and recorded at cost. The useful lives of the Company’s long-lived assets are based on estimates of the period over which the Company expects the assets to be of economic benefit to the Company. In estimating the useful lives, the Company considers factors such as, but not limited to, risk of obsolescence, anticipated use, plans of the Company, and applicable laws and permit requirements. Depreciation starts on the date when the asset is available for its intended use. Construction in progress assets are not depreciated until available for their intended use. Costs of maintenance and repairs are expensed as incurred. The major categories of property and equipment are depreciated on a straight-line basis using the estimated lives indicated below: Estimated Useful Lives Buildings Up to 40 years Equipment 1 year to 30 years Aircraft 20 years Furniture and fixtures 1 year to 10 years Leasehold improvements Shorter of term of lease or useful life of improvement Intangible assets with finite lives are amortized principally using the straight-line method over the following estimated useful lives: Estimated Useful Lives Trade names 2 years to 25 years Venue management contracts 5.67 years to 20 years Affiliate relationships 24 years Non-compete agreements 5.75 years Festival rights 7 years Other intangibles 15 years |
Goodwill and Indefinite-Lived Assets | Goodwill and Indefinite-Lived Assets See above ( B. Business Combinations and Noncontrolling Interests ) for the Company’s accounting policy on how goodwill is measured at an acquisition date. Goodwill and identifiable intangible assets that have indefinite useful lives are not amortized. R. Impairment of Long-Lived and Indefinite-Lived Assets In assessing the recoverability of the Company’s long-lived and indefinite-lived assets, the Company must make estimates and assumptions regarding future cash flows and other factors to determine the fair value of the respective assets. These estimates and assumptions could have a significant impact on whether an impairment charge is recognized and the magnitude of any such charge. Fair value estimates are made based on relevant information at a specific point in time, and are subjective in nature and involve significant uncertainties and judgments. If these estimates or assumptions change materially, the Company may be re quired to record impairment charges related to its long-lived and/or indefinite-lived assets. Goodwill is tested annually for impairment as of August 31 st and at any time upon the occurrence of certain events or changes in circumstances. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would not need to perform a quantitative impairment test for that reporting unit. If the Company cannot support such a conclusion or the Company does not elect to perform the qualitative assessment, the Company would identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. The Company generally determines the fair value of a reporting unit using an income approach, such as the discounted cash flow method, or other acceptable valuation techniques, including the cost approach, in instances when it does not perform the qualitative assessment of goodwill. The amount of an impairment loss is measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Identifiable indefinite-lived intangible assets are tested annually for impairment as of August 31 st and at any time upon the occurrence of certain events or substantive changes in circumstances. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. In the qualitative assessment, the Company must evaluate the totality of qualitative factors, including any recent fair value measurements, that impact whether an indefinite-lived intangible asset other than goodwill has a carrying amount that more likely than not exceeds its fair value. The Company must proceed to conducting a quantitative analysis if the Company (i) determines that such an impairment is more likely than not to exist, or (ii) foregoes the qualitative assessment entirely. Under the quantitative assessment, the impairment test for identifiable indefinite-lived intangible assets consists of a comparison of the estimated fair value of the intangible asset with its |
Leases | Leases The Company’s leases primarily consist of certain live-performance venues, entertainment dining and nightlife venues, corporate office space, storage and, to a lesser extent, office and other equipment. The Company determines whether an arrangement contains a lease at the inception of the arrangement. If a lease is determined to exist, the lease term is assessed based on the date when the underlying asset is made available by the lessor for the Company’s use. The Company’s assessment of the lease term reflects the non-cancellable term of the lease, inclusive of any rent-free periods and/or periods covered by early-termination options which the Company is reasonably certain not to exercise, as well as periods covered by renewal options which the Company is reasonably certain to exercise. The Company’s lease agreements do not contain material residual value guarantees or material restrictive covenants. The Company determines lease classification as either operating or finance at lease commencement, which governs the pattern of expense recognition and the presentation reflected in the consolidated and combined statements of operations and statements of cash flows over the lease term. For leases with a term exceeding 12 months, a lease liability is recorded on the Company’s consolidated balance sheets at lease commencement reflecting the present value of the fixed minimum payment obligations over the lease term. A corresponding right-of-use (“ROU”) asset equal to the initial lease liability is also recorded, adjusted for any prepaid rent and/or initial direct costs incurred in connection with execution of the lease and reduced by any lease incentives received. In addition, the ROU asset is adjusted to reflect any above or below market lease terms under acquired lease contracts. The Company includes fixed payment obligations related to non-lease components in the measurement of ROU assets and lease liabilities, as the Company has elected to account for lease and non-lease components together as a single lease component. ROU assets associated with finance leases are presented separate from ROU assets associated with operating leases and are included within Property and equipment, net on the Company’s consolidated balance sheets. For purposes of measuring the present value of the Company’s fixed payment obligations for a given lease, the Company uses its incremental borrowing rate, determined based on information available at lease commencement, as rates implicit in the underlying leasing arrangements are typically not readily determinable. The Company’s incremental borrowing rate reflects the rate it would pay to borrow on a secured basis and incorporates the term and economic environment surrounding the associated lease. For operating leases, fixed lease payments are recognized as lease expense on a straight-line basis over the lease term. For finance leases, the initial ROU asset is depreciated on a straight-line basis over the lease term, along with recognition of interest expense associated with accretion of the lease liability, which is ultimately reduced by the related fixed payments. For leases with a term of 12 months or less (“short-term leases”), any fixed lease payments are recognized on a straight-line basis over the lease term and are not recognized on the consolidated balance sheets. Variable lease costs for both operating and finance leases, if any, are recognized as incurred and such costs are excluded from lease balances recorded on the consolidated balance sheets. |
Interest Capitalization | Interest CapitalizationFor significant long term construction projects, the Company begins to capitalize qualified interest cost once activities necessary to get the asset ready for its intended use have commenced. The Company calculates qualified interest capitalization using the average amount of accumulated expenditures during the period the asset is being prepared for its intended use and a capitalization rate which is derived from the Company’s weighted average borrowing rate during such time, in the absence of specific borrowings related to the significant long term construction projects. The Company ceases capitalization on any portions substantially completed and ready for their intended use. |
Contingencies | Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. V. Contingent Consideration Some of the Company’s acquisition agreements include contingent earn-out arrangements, which are generally based on the achievement of future operating targets. The fair values of these earn-out arrangements are included as part of the purchase price of the acquired companies on their respective acquisition dates. For each transaction, the Company estimates the fair value of contingent earn-out payments as part of the initial purchase price and records the estimated fair value of contingent consideration that the Company expects to pay to the former owners as a liability in Accrued and other current liabilities and Other liabilities on the consolidated balance sheets. |
Defined Benefit Pension Plans and Other Postretirement Benefit Plan | Defined Benefit Pension Plans and Other Postretirement Benefit Plan Certain employees of the Company participate in defined benefit pension plans (“Shared Plans”) sponsored by the Company, which also have historically included participants of MSG Sports. The Company accounted for the Shared Plans under the guidance of ASC Topic 715, Compensation — Retirement Benefits . Accordingly, the Company recorded an asset or liability to recognize the funded status of the Shared Plans (other than multiemployer plans), as well as a liability only for any required contributions to the Shared Plans that were accrued and unpaid at the balance sheet date. The related pension expenses attributed to the Company were based primarily on pension-eligible compensation of active participants. For the Shared Plans’ liabilities, the consolidated and combined financial statements reflected the full impact of such plans on both the consolidated and combined statements of operations and consolidated balance sheets. The pension expense related to employees of MSG Sports participating in any of the Shared Plans is reflected as a contributory credit from the Company to MSG Sports, resulting in a decrease to the expense recognized in the consolidated and combined statements of operations. The plan that was sponsored by the Company and did not include participants of MSG Sports (“Direct Plan”) was accounted for as a defined benefit pension plan. Accordingly, the funded and unfunded position of the Direct Plan was recorded in the Company’s consolidated balance sheets, as well as all costs related to the Direct Plan which are recorded in the consolidated and combined statements of operations for periods prior to the Entertainment Distribution Date. Actuarial gains and losses that have not yet been recognized through the consolidated and combined statements of operations are recorded in accumulated other comprehensive income (loss) until they are amortized as a component of net periodic benefit cost through other comprehensive income (loss). After the Entertainment Distribution Date, the Company has both funded and unfunded defined benefit plans, as well as a contributory other postretirement benefit plan, covering certain full-time employees and retirees. The expense recognized by the Company is determined using certain assumptions, including the expected long-term rate of return and discount rates, among others. The Company recognizes the funded status of its defined benefit pension and other postretirement plans (other than multiemployer plans) as an asset or liability in the consolidated balance sheets and recognizes changes in the funded status in the year in which the changes occur through other comprehensive income (loss). |
Fair Value Measurement | Fair Value Measurements The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon their own market assumptions. The fair value hierarchy consists of the following three levels: • Level I — Quoted prices for identical instruments in active markets. • Level II — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. • Level III — Instruments whose significant value drivers are unobservable. |
Foreign Currency Translations | Foreign Currency TranslationsThe consolidated and combined financial statements are presented in U.S. Dollars. Assets and liabilities of non-U.S. subsidiaries and the Company’s foreign-based equity method investments that operate in a local currency environment, where that local currency is the functional currency, are translated to U.S. Dollars at exchange rates in effect at the balance sheet date. Operating results of non-U.S. subsidiaries are translated at weighted-average exchange rates during the year which approximate the rates in effect at the transaction dates. For the Company’s foreign-based equity method investments, the proportionate share of the investee’s income is translated into U.S. dollars at the average exchange rate for the period and the investment is translated using the exchange rate as of the end of the reporting period. Foreign currency translation gains and losses are included as a component of accumulated other comprehensive income (loss) as changes in cumulative translation adjustments in the accompanying consolidated balance sheets. |
Concentrations of Risk | Concentrations of RiskFinancial instruments that may potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. Cash and cash equivalents are invested in U.S. treasury bills, money market accounts and time deposits. The Company monitors the financial institutions and money market funds where it invests its cash and cash equivalents with diversification among counterparties to mitigate exposure to any single financial institution. The Company’s emphasis is primarily on safety of principal and liquidity, and secondarily on maximizing the yield on its investments. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This ASU eliminates certain exceptions to the general approach in ASC Topic 740 and includes methods of simplification to the existing guidance. This standard was adopted by the Company in the first quarter of Fiscal Year 2022. The adoption of this standard had no impact on the Company’s consolidated and combined financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU provides temporary optional expedients and exceptions to the guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate and other interbank offered rates to alternative reference rates. In January 2021, the FASB issued ASU 2021-01, which refines the scope of Topic 848 and clarifies some of its guidance as part of the FASB’s monitoring of global reference rate activities. The new guidance was effective upon issuance, and the Company is allowed to elect to apply the amendments prospectively through December 31, 2022. The Company adopted ASU 2020-04 in the fourth quarter of Fiscal Year 2022. The adoption did not have a material impact on the Company’s consolidated and combined financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Property, Plant and Equipment | The major categories of property and equipment are depreciated on a straight-line basis using the estimated lives indicated below: Estimated Useful Lives Buildings Up to 40 years Equipment 1 year to 30 years Aircraft 20 years Furniture and fixtures 1 year to 10 years Leasehold improvements Shorter of term of lease or useful life of improvement As of June 30, 2022 and 2021, property and equipment, net consisted of the following assets: June 30, 2022 2021 Land $ 140,239 $ 150,750 Buildings 997,345 996,295 Equipment 437,177 405,835 Aircraft 38,090 38,090 Furniture and fixtures 39,863 40,660 Leasehold improvements 232,819 214,678 Construction in progress (a) 2,031,972 1,194,525 3,917,505 3,040,833 Less accumulated depreciation and amortization (978,453) (884,541) $ 2,939,052 $ 2,156,292 _________________ (a) Interest is capitalized during the construction period for significant long term construction projects. The Company capitalizes interest within the Entertainment segment in connection with the construction of MSG Sphere in Las Vegas. For Fiscal Years 2022 and 2021, the Company capitalized $48,507 and $34,890 of interest, respectively which is included in Construction in progress amounts above. |
Schedule of Intangible Assets Subject to Amortization | Intangible assets with finite lives are amortized principally using the straight-line method over the following estimated useful lives: Estimated Useful Lives Trade names 2 years to 25 years Venue management contracts 5.67 years to 20 years Affiliate relationships 24 years Non-compete agreements 5.75 years Festival rights 7 years Other intangibles 15 years The Company’s intangible assets subject to amortization are as follows: June 30, 2022 Gross Accumulated Net Trade names $ 112,094 $ (32,143) $ 79,951 Venue management contracts 84,855 (23,546) 61,309 Affiliate relationships 83,044 (62,019) 21,025 Non-compete agreements 9,000 (8,478) 522 Festival rights 8,080 (6,926) 1,154 Other intangibles 4,217 (4,094) 123 $ 301,290 $ (137,206) $ 164,084 June 30, 2021 Gross Accumulated Net Trade names $ 121,000 $ (25,605) $ 95,395 Venue management contracts 85,700 (17,518) 68,182 Affiliate relationships 83,044 (56,221) 26,823 Non-compete agreements 9,000 (6,913) 2,087 Festival rights 8,080 (2,696) 5,384 Other intangibles 4,217 (3,814) 403 $ 311,041 $ (112,767) $ 198,274 |
Business Combinations and Dis_2
Business Combinations and Dispositions (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The Company’s purchase price allocation and measurement period adjustment for the Hakkasan acquisition is presented below: Fair Value Recognized as of Acquisition Date Measurement Period Adjustment (a) Fair Value Recognized as adjusted Cash and cash equivalents $ 16,737 $ — $ 16,737 Property and equipment, net 33,393 — 33,393 Right-of-use lease assets 44,818 — 44,818 Amortizable intangible assets, net 47,170 (7,020) 40,150 Other assets 12,641 — 12,641 Accrued expenses and other current liabilities (15,957) 1,534 (14,423) Operating lease liabilities (52,025) — (52,025) Other liabilities (13,655) — (13,655) Total identifiable net assets acquired 73,122 (5,486) 67,636 Goodwill 3,378 (2,014) 1,364 Redeemable noncontrolling interests $ (76,500) $ 7,500 $ (69,000) _________________ |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table disaggregates the Company’s revenue by major source and reportable segment based upon the timing of transfer of goods or services to the customer for Fiscal Years 2022, 2021 and 2020: Year Ended June 30, 2022 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Event-related and entertainment dining and nightlife offerings (a) $ 386,309 $ — $ 438,608 $ (880) $ 824,037 Sponsorship, signage and suite licenses (b) 156,387 6,470 4,521 (1,438) 165,940 Media related, primarily from affiliation agreements (b) — 596,693 — — 596,693 Other (c) 39,417 4,992 41,818 (21,558) 64,669 Total revenues from contracts with customers $ 582,113 $ 608,155 $ 484,947 $ (23,876) $ 1,651,339 Year Ended June 30, 2021 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Event-related and entertainment dining and nightlife offerings (a) $ 14,062 $ — $ 84,325 $ (1,522) $ 96,865 Sponsorship, signage and suite licenses (b) 16,308 4,022 4,736 (207) 24,859 Media related, primarily from affiliation agreements (b) — 639,470 — — 639,470 Other (c) 27,586 4,018 11,105 (14,015) 28,694 Total revenues from contracts with customers $ 57,956 $ 647,510 $ 100,166 $ (15,744) $ 789,888 Year Ended June 30, 2020 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Event-related and entertainment dining and nightlife offerings (a) $ 390,691 $ — $ 161,663 $ (507) $ 551,847 Sponsorship, signage and suite licenses (b) 176,798 5,196 1,640 (1,091) 182,543 Media related, primarily from affiliation agreements (b) — 677,297 — — 677,297 Other (c) 17,719 3,304 16,898 (13,590) 24,331 Total revenues from contracts with customers $ 585,208 $ 685,797 $ 180,201 $ (15,188) $ 1,436,018 _________________ (a) Event-related revenues and entertainment dining and nightlife offerings are recognized at a point in time. As such, these revenues have been included in the same category in the table above. (b) See Note 2, Summary of Significant Accounting Policies, Revenue Recognition, and the segment discussion above within this Note for further details on the pattern of recognition of sponsorship, signage, suite license and media related revenues. (c) Primarily consists of (i) revenues from sponsorship sales and representation agreements with MSG Sports, (ii) Tao Group Hospitality’s managed venue revenues, and (ii) advertising commission revenues recognized by the Entertainment segment from the MSG Networks segment of $20,878, $13,698 and $12,715 for Fiscal Years 2022, 2021 and 2020, respectively, that are eliminated in consolidation. In addition to the disaggregation of the Company’s revenue by major source based upon the timing of transfer of goods or services to the customer disclosed above, the following table disaggregates the Company’s combined revenues by type of goods or services in accordance with the required entity-wide disclosure requirements of ASC Subtopic 280-10-50-38 to 40 and the disaggregation of revenue required disclosures in accordance with ASC Subtopic 606-10-50-5 for Fiscal Years 2022, 2021 and 2020. Year Ended June 30, 2022 Entertainment MSG Networks Tao Group Hospitality Eliminations Total (d) Ticketing and venue license fee revenues (a) $ 250,092 $ — $ — $ — $ 250,092 Sponsorship and signage, suite, and advertising commission revenues (b) 219,113 — — (22,315) 196,798 Revenues from entertainment dining and nightlife offerings (c) — — 484,947 (1,561) 483,386 Food, beverage and merchandise revenues 109,915 — — — 109,915 Media networks revenues (d) — 608,155 — — 608,155 Other 2,993 — — — 2,993 Total revenues from contracts with customers $ 582,113 $ 608,155 $ 484,947 $ (23,876) $ 1,651,339 Year Ended June 30, 2021 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Ticketing and venue license fee revenues (a) $ 8,311 $ — $ — $ — $ 8,311 Sponsorship and signage, suite, and advertising commission revenues (b) 43,723 — — (13,905) 29,818 Revenues from entertainment dining and nightlife offerings (c) — — 100,166 (1,839) 98,327 Food, beverage and merchandise revenues 3,078 — — — 3,078 Media networks revenues (d) — 647,510 — — 647,510 Other 2,844 — — — 2,844 Total revenues from contracts with customers $ 57,956 $ 647,510 $ 100,166 $ (15,744) $ 789,888 Year Ended June 30, 2020 Entertainment MSG Networks Tao Group Hospitality Eliminations Total Ticketing and venue license fee revenues (a) $ 310,971 $ — $ — $ — $ 310,971 Sponsorship and signage, suite, and advertising commission revenues (b) 200,092 — — (13,806) 186,286 Revenues from entertainment dining and nightlife offerings (c) — — 180,201 (1,382) 178,819 Food, beverage and merchandise revenues 62,341 — — — 62,341 Media networks revenues (d) — 685,797 — — 685,797 Other 11,804 — — — 11,804 Total revenues from contracts with customers $ 585,208 $ 685,797 $ 180,201 $ (15,188) $ 1,436,018 _________________ (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. (b) Amounts include (i) revenues from sponsorship sales and representation agreements with MSG Sports and (ii) advertising commission revenues recognized by the Entertainment segment from the MSG Networks segment of $20,878, $13,698 and $12,715 for Fiscal Years 2022, 2021 and 2020, respectively, that are eliminated in consolidation. (c) Primarily consists of revenues from (i) entertainment dining and nightlife offerings and (ii) venue management agreements. (d) Primarily consists of affiliation fees from Distributors and, to a lesser extent, advertising revenues through the sale of commercial time and other advertising inventory during MSG Networks programming. |
Contract Balances | The following table provides information about the opening and closing contract balances from the Company’s contracts with customers as of June 30, 2022, 2021 and 2020. June 30, 2022 2021 2020 Receivables from contracts with customers, net (a) $ 215,261 $ 185,112 $ 165,377 Contract assets, current (b) 5,503 7,052 3,850 Contract assets, non-current (b) 756 87 37 Deferred revenue, including non-current portion (c) 228,703 210,187 195,865 _________________ (a) As of June 30, 2022, 2021 and 2020, the Company’s receivables from contracts with customers above included $4,618, $4,848 and $2,644, respectively, related to various related parties. See Note 21, Related Party Transactions for further details on these related party arrangements. (b) Contract assets primarily relate to the Company’s rights to consideration for goods or services transferred to customers, for which the Company does not have an unconditional right to bill as of the reporting date. Contract assets are transferred to accounts receivable once the Company’s right to consideration becomes unconditional. |
Remaining Performance Obligation | The following table depicts the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2022. 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 considerations are not variable. In developing the estimated revenue, the Company applies the allowable practical expedient and does not disclose information about remaining performance obligations that have original expected durations of one year or less. Fiscal year ending June 30, 2023 $ 189,499 Fiscal year ending June 30, 2024 156,589 Fiscal year ending June 30, 2025 117,658 Fiscal year ending June 30, 2026 81,560 Fiscal year ending June 30, 2027 43,707 Thereafter 48,947 $ 637,960 |
Computation of Earnings (Loss_2
Computation of Earnings (Loss) per Common Share (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Computation of Earnings (Loss) per Common Share [Abstract] | |
Reconciliation of Weighted-Average Shares Used in Calculation of Basic and Diluted Earnings (Loss) Per Common Share | The following table presents a reconciliation of weighted-average shares used in the calculations of basic and diluted earnings (loss) per common share attributable to the Company’s stockholders. Years Ended June 30, 2022 2021 2020 Net income (loss) available to Madison Square Garden Entertainment Corp.’s stockholders (numerator): Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders per statement of operations $ (194,395) $ (148,151) $ 181,734 Adjustment of redeemable noncontrolling interest to redemption value (3,173) (8,728) — Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders for EPS: $ (197,568) $ (156,879) $ 181,734 Weighted-average shares (denominator): Weighted-average shares for basic EPS 34,255 34,077 34,864 Dilutive effect of shares issuable under share-based compensation plans (a) — — 78 Weighted-average shares for diluted EPS 34,255 34,077 34,942 Weighted-average anti-dilutive shares (a) — — 1,002 EPS: Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (5.77) $ (4.60) $ 5.21 Diluted earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (5.77) $ (4.60) $ 5.20 _________________ |
Cash, Cash Equivalents and Re_2
Cash, Cash Equivalents and Restricted Cash (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Cash, Cash Equivalents and Restricted Cash [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | The following table provides a summary of the amounts recorded as cash and cash equivalents, and restricted cash: As of June 30, June 30, Captions on the consolidated balance sheets: Cash and cash equivalents $ 828,540 $ 1,516,992 Restricted cash 17,470 22,984 Cash and cash equivalents, and restricted cash on the consolidated and combined statements of cash flows $ 846,010 $ 1,539,976 |
Deferred Costs, Capitalized, Pr
Deferred Costs, Capitalized, Prepaid, and Other Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | Prepaid expenses and other current assets consisted of the following: As of June 30, June 30, Prepaid insurance $ 10,492 $ 9,175 Prepaid revenue sharing expense 43,291 32,661 Other prepaid expenses 32,239 28,422 Deferred production costs — Christmas Spectacular and other productions 7,397 4,541 Inventory (a) 13,511 9,521 Contract assets (b) 5,574 7,126 Other 10,949 24,785 Total prepaid expenses and other current assets $ 123,453 $ 116,231 _________________ (a) Inventory is mostly comprised of food and liquor for performance venues and Tao Group Hospitality. (b) See Note 4, Revenue Recognition for more information on contract assets. |
Investments in Nonconsolidate_2
Investments in Nonconsolidated Affiliates (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Investments in and Advances to Affiliates [Abstract] | |
Summarized Financial Information of Equity Method Investees | The Company’s investments in nonconsolidated affiliates which are accounted for under the equity method of accounting and equity investments without readily determinable fair values consisted of the following: Ownership Percentage Investment June 30, 2022 Equity method investments: SACO Technologies Inc. (“SACO”) 30% $ 31,448 Others 5,248 Equity investments without readily determinable fair values (a) 7,108 Total investments in nonconsolidated affiliates $ 43,804 June 30, 2021 Equity method investments: SACO 30% $ 36,265 Others 6,204 Equity investments without readily determinable fair values (a) 6,752 Total investments in nonconsolidated affiliates $ 49,221 _________________ (a) For Fiscal Years 2022 and 2021, the Company did not have any impairment charges or changes in carrying value recorded to its equity securities without readily determinable fair values. For Fiscal Year 2020, the Company recorded an impairment charge of $533 . The cost basis and the carrying fair value of these investments, which are reported under Other assets in the accompanying consolidated balance sheets as of June 30, 2022 and 2021, are as follows: Balance as of June 30, 2022 Equity Investment with Readily Determinable Fair Values Shares Held Cost Basis Carrying Value Townsquare Class A common stock 583 $ 4,221 $ 4,776 Townsquare Class C common stock 2,625 19,001 21,499 DraftKings Class A common stock 869 6,036 10,146 Total $ 29,258 $ 36,421 Balance as of June 30, 2021 Equity Investment with Readily Determinable Fair Value Shares Held Cost Basis Carrying Value Townsquare Class A common stock 583 $ 4,221 $ 7,435 Townsquare Class C common stock 2,625 19,001 33,469 DraftKings Class A common stock 869 6,036 45,360 Total $ 29,258 $ 86,264 The following table summarizes the realized and unrealized gains (loss) on equity investments with readily determinable fair value for Fiscal Years 2022, 2021 and 2020: June 30, 2022 2021 2020 Unrealized gain (loss) — Townsquare $ (14,629) $ 26,563 $ (2,920) Unrealized gain (loss)— DraftKings (35,213) 26,942 34,197 Realized gain (loss) — DraftKings — (2,327) 6,351 $ (49,842) $ 51,178 $ 37,628 Supplemental information on realized gain (loss): Shares of common stock sold — DraftKings — 420 197 Cash proceeds from common stock sold — DraftKings $ — $ 22,079 $ 7,659 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | The major categories of property and equipment are depreciated on a straight-line basis using the estimated lives indicated below: Estimated Useful Lives Buildings Up to 40 years Equipment 1 year to 30 years Aircraft 20 years Furniture and fixtures 1 year to 10 years Leasehold improvements Shorter of term of lease or useful life of improvement As of June 30, 2022 and 2021, property and equipment, net consisted of the following assets: June 30, 2022 2021 Land $ 140,239 $ 150,750 Buildings 997,345 996,295 Equipment 437,177 405,835 Aircraft 38,090 38,090 Furniture and fixtures 39,863 40,660 Leasehold improvements 232,819 214,678 Construction in progress (a) 2,031,972 1,194,525 3,917,505 3,040,833 Less accumulated depreciation and amortization (978,453) (884,541) $ 2,939,052 $ 2,156,292 _________________ (a) Interest is capitalized during the construction period for significant long term construction projects. The Company capitalizes interest within the Entertainment segment in connection with the construction of MSG Sphere in Las Vegas. For Fiscal Years 2022 and 2021, the Company capitalized $48,507 and $34,890 of interest, respectively which is included in Construction in progress amounts above. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of ROU Assets and Lease Liabilities | The following table summarizes the ROU assets and lease liabilities recorded on the Company’s consolidated balance sheets as of June 30, 2022 and 2021: Line Item in the Company’s Consolidated Balance Sheets June 30, 2022 June 30, 2021 Right-of-use assets: Operating leases Right-of-use lease assets $ 446,499 $ 280,579 Lease liabilities: Operating leases, current Operating lease liabilities, current 65,310 73,423 Operating leases, noncurrent Operating lease liabilities, non-current 427,971 233,556 Total lease liabilities $ 493,281 $ 306,979 |
Lease, Cost | The following table summarizes the activity recorded within the Company’s consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020: Line Item in the Company’s Consolidated and Combined Statements of Operations Years Ended June 30, 2022 2021 2020 Operating lease cost Direct operating expenses $ 43,023 $ 31,074 $ 32,348 Operating lease cost Selling, general and administrative expenses 30,053 26,438 25,081 Short-term lease cost Direct operating expenses — — 348 Variable lease cost Direct operating expenses 7,567 2,930 5,339 Variable lease cost Selling, general and administrative expenses 61 57 61 Total lease cost $ 80,704 $ 60,499 $ 63,177 Supplemental cash flow information related to operating leases is as follows: Years Ended June 30, 2022 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 71,660 $ 55,271 $ 60,920 Lease assets obtained in exchange for new lease obligations $ 341,934 47,790 16,765 |
Operaing Lease Maturity Schedule | The future lease payments related to this new lease for the next five fiscal years and thereafter are expected to be as follows: Fiscal Year 2022 $ — Fiscal Year 2023 — Fiscal Year 2024 — Fiscal Year 2025 10,121 Fiscal Year 2026 16,276 Thereafter (Fiscal Year 2027 to Fiscal Year 2046) 877,996 Total lease payments $ 904,393 Maturities of operating lease liabilities as of June 30, 2022 are as follows: Fiscal year ending June 30, 2023 $ 69,070 Fiscal year ending June 30, 2024 78,175 Fiscal year ending June 30, 2025 56,577 Fiscal year ending June 30, 2026 33,704 Fiscal year ending June 30, 2027 42,932 Thereafter 456,503 Total lease payments 736,961 Less imputed interest 243,680 Total lease liabilities $ 493,281 The weighted average remaining lease term and weighted average discount rate for our operating leases are as follows: June 30, 2022 2021 Weighted average remaining lease term (in years) 12.7 7.09 Weighted average discount rate 6.47 % 7.85 % |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Carrying Amount of Goodwill by Reportable Segment | The carrying amounts and activity of goodwill from June 30, 2020 through June 30, 2022 are as follows: Entertainment MSG Networks Tao Group Hospitality Total Balance as of June 30, 2020 $ 74,309 $ 424,508 $ — $ 498,817 Acquisition of Hakkasan — — 3,378 3,378 Balance as of June 30, 2021 $ 74,309 $ 424,508 $ 3,378 $ 502,195 Measurement period adjustment for Hakkasan — — (2,014) (2,014) Balance as of June 30, 2022 $ 74,309 $ 424,508 $ 1,364 $ 500,181 |
Schedule of Indefinite-Lived Intangible Assets | The Company’s indefinite-lived intangible assets, all of which are within the Entertainment segment, as of June 30, 2022 and 2021 are as follows: As of June 30, June 30, Trademarks 61,881 $ 61,881 Photographic related rights 1,920 1,920 Total $ 63,801 $ 63,801 |
Schedule of Intangible Assets Subject to Amortization | Intangible assets with finite lives are amortized principally using the straight-line method over the following estimated useful lives: Estimated Useful Lives Trade names 2 years to 25 years Venue management contracts 5.67 years to 20 years Affiliate relationships 24 years Non-compete agreements 5.75 years Festival rights 7 years Other intangibles 15 years The Company’s intangible assets subject to amortization are as follows: June 30, 2022 Gross Accumulated Net Trade names $ 112,094 $ (32,143) $ 79,951 Venue management contracts 84,855 (23,546) 61,309 Affiliate relationships 83,044 (62,019) 21,025 Non-compete agreements 9,000 (8,478) 522 Festival rights 8,080 (6,926) 1,154 Other intangibles 4,217 (4,094) 123 $ 301,290 $ (137,206) $ 164,084 June 30, 2021 Gross Accumulated Net Trade names $ 121,000 $ (25,605) $ 95,395 Venue management contracts 85,700 (17,518) 68,182 Affiliate relationships 83,044 (56,221) 26,823 Non-compete agreements 9,000 (6,913) 2,087 Festival rights 8,080 (2,696) 5,384 Other intangibles 4,217 (3,814) 403 $ 311,041 $ (112,767) $ 198,274 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The Company’s annual amortization expense for existing intangible assets subject to amortization for each fiscal year from 2023 through 2027, and thereafter, is as follows: Fiscal year ending June 30, 2023 $ 16,622 Fiscal year ending June 30, 2024 14,451 Fiscal year ending June 30, 2025 14,451 Fiscal year ending June 30, 2026 14,435 Fiscal year ending June 30, 2027 14,011 Thereafter 90,114 $ 164,084 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Accrued And Other Current Liabilities | Accrued and other current liabilities consisted of the following: As of June 30, June 30, Accrued payroll and employee related liabilities $ 154,134 $ 107,258 Cash due to promoters 78,428 37,877 Capital expenditure accruals 206,462 110,428 Accrued expenses 79,666 87,443 Total accrued and other current liabilities $ 518,690 $ 343,006 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Other Commitments | As of June 30, 2022, commitments of the Company in the normal course of business in excess of one year are as follows: Commitments MSG Networks (a) Entertainment (b) Tao Group Hospitality (c) Total Fiscal year ending June 30, 2023 $ 279,604 $ 429,346 $ 2,650 $ 711,600 Fiscal year ending June 30, 2024 258,551 72,920 892 332,363 Fiscal year ending June 30, 2025 250,551 4,272 931 255,754 Fiscal year ending June 30, 2026 251,329 — 143 251,472 Fiscal year ending June 30, 2027 258,633 — — 258,633 Thereafter 2,088,459 — — 2,088,459 $ 3,387,127 $ 506,538 $ 4,616 $ 3,898,281 _________________ (a) The Company has material off balance sheet arrangements related to the MSG Networks segment of (i) $3,327,527 associated with broadcast rights, $254,549 of which is due in Fiscal Year 2023, (ii) $27,779 associated with purchase commitments, $15,414 of which is due in Fiscal Year 2023, (iii) $5,612 associated with employment contracts, $2,787 of which is due in Fiscal Year 2023, and (iv) $26,209 associated with other MSG Network commitments, $6,854 of which is due in Fiscal Year 2023. (b) The Company’s material off balance sheet arrangements related to Entertainment primarily relate to MSG Sphere in Las Vegas, including (i) commitments of $480,000 for which the timing of construction capital expenditures are mostly expected in Fiscal Year 2023 and (ii) $4,250 of commitments for other capital expenditures, equipment purchases, and services agreements. Entertainment’s other off balance sheet arrangements related to $14,791 for marketing partnership and other Entertainment IT commitments and $7,497 of letters of credit. (c) The Company’s material off balance sheet arrangements related to Tao Group Hospitality include $3,866 for software and $750 of letters of credit. |
Credit Facilities (Tables)
Credit Facilities (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table summarizes the presentation of the outstanding balances under the Company’s credit agreements as of June 30, 2022 and 2021: June 30, 2022 June 30, 2021 Principal Unamortized Deferred Financing Costs Net Principal Unamortized Deferred Financing Costs Net Current Portion MSG Networks Senior Secured Credit Facilities $ 66,000 $ (1,231) $ 64,769 $ 49,500 $ (1,255) $ 48,245 National Properties Term Loan Facility 8,125 (3,213) 4,912 6,500 (6,783) (283) Tao Term Loan Facility 3,750 (225) 3,525 6,250 (239) 6,011 Other debt 637 — 637 — — — Current portion of long-term debt, net of deferred financing costs $ 78,512 $ (4,669) $ 73,843 $ 62,250 $ (8,277) $ 53,973 June 30, 2022 June 30, 2021 Principal Unamortized Deferred Financing Costs Net Principal Unamortized Deferred Financing Costs Net Noncurrent Portion MSG Networks Senior Secured Credit Facilities $ 932,250 $ (1,484) $ 930,766 $ 998,250 $ (2,715) $ 995,535 National Properties Term Loan Facility 641,875 (12,851) 629,024 640,250 (22,819) 617,431 National Properties Revolving Credit Facility 29,100 — 29,100 — — — Tao Term Loan Facility 71,250 (895) 70,355 22,500 (475) 22,025 Tao Revolving Credit Facility 10,000 — 10,000 15,000 — 15,000 Other debt — — — 637 — 637 Long-term debt, net of deferred financing costs $ 1,684,475 $ (15,230) $ 1,669,245 $ 1,676,637 $ (26,009) $ 1,650,628 Interest payments and loan principal repayments made by the Company under the credit agreements were as follows: Interest Payments Loan Principal Repayments Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 MSG Networks Senior Secured Credit Facilities $ 19,173 $ 18,559 $ 34,537 $ 49,500 $ 38,500 $ 35,000 National Properties Term Loan Facility 52,163 22,879 — 646,750 3,250 — Tao Senior Credit Agreement 743 1,128 1,817 43,750 5,000 21,250 $ 72,079 $ 42,566 $ 36,354 $ 740,000 $ 46,750 $ 56,250 |
Schedule of Maturities of Long-term Debt | Maturities for the outstanding long term debt balances as of June 30, 2022 were as follows: MSG Networks Senior Secured Credit Facilities National Properties Facilities Tao Senior Secured Credit Facilities Other debt Total Fiscal year ending June 30, 2023 $ 66,000 $ 8,125 $ 3,750 $ 637 $ 78,512 Fiscal year ending June 30, 2024 82,500 16,250 3,750 — 102,500 Fiscal year ending June 30, 2025 849,750 16,250 5,625 — 871,625 Fiscal year ending June 30, 2026 — 32,500 7,500 — 40,000 Fiscal year ending June 30, 2027 — 605,975 64,375 — 670,350 Thereafter — — — — — $ 998,250 $ 679,100 $ 85,000 $ 637 $ 1,762,987 |
Schedule of Financial Instruments | The carrying value and fair value of the Company’s financial instruments reported in the accompanying consolidated balance sheets are as follows: June 30, 2022 June 30, 2021 Carrying Fair Carrying Fair Liabilities MSG Networks Senior Secured Credit Facilities $ 998,250 $ 958,320 $ 1,047,750 $ 1,042,510 National Properties Facilities $ 679,100 $ 679,100 $ 646,750 $ 669,386 Tao Senior Secured Credit Facilities $ 85,000 $ 82,569 $ 43,750 $ 43,851 |
Pension Plans and Other Postr_2
Pension Plans and Other Postretirement Benefit Plans (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Net Funded Status | The following table summarizes the projected benefit obligations, assets, funded status and the amounts recorded on the Company’s consolidated balance sheets as of June 30, 2022 and 2021, associated with the Pension Plans and Postretirement Plans based upon actuarial valuations as of those measurement dates. Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Change in benefit obligation: Benefit obligation at beginning of period $ 221,007 $ 224,633 $ 5,013 $ 5,700 Service cost 491 500 59 81 Interest cost 4,756 4,412 73 78 Actuarial loss (gain) (a) (42,115) 1,793 (745) (381) Benefits paid (8,540) (6,286) (339) (399) Curtailments — (91) — — Plan settlements paid — (3,777) — — Other — (177) — (66) Benefit obligation at end of period 175,599 221,007 4,061 5,013 Change in plan assets: Fair value of plan assets at beginning of period 169,882 176,364 — — Actual return on plan assets (35,259) 1,824 — — Employer contributions 400 1,703 — — Benefits paid (7,289) (6,285) — — Plan settlements paid — (3,724) — — Fair value of plan assets at end of period 127,734 169,882 — — Funded status at end of period $ (47,865) $ (51,125) $ (4,061) $ (5,013) |
Schedule of Amounts Recognized in Balance Sheet | Amounts recognized in the consolidated balance sheets as of June 30, 2022 and 2021 consist of: Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Current liabilities (included in accrued employee related costs) $ (1,534) $ (1,502) $ (497) $ (468) Non-current liabilities (included in defined benefit and other postretirement obligations) (46,331) (49,623) (3,564) (4,545) $ (47,865) $ (51,125) $ (4,061) $ (5,013) |
Schedule of Net Periodic Benefit Cost Not yet Recognized | Accumulated other comprehensive loss, before income tax, as of June 30, 2022 and 2021 consists of the following amounts that have not yet been recognized in net periodic benefit cost: Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Actuarial gain (loss) $ (49,793) $ (51,747) $ 312 $ (439) |
Schedule of Net Periodic Benefit Cost | The following table presents components of net periodic benefit cost for the Pension Plans and Postretirement Plans included in the accompanying consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020. Service cost is recognized in direct operating expenses and selling, general and administrative expenses. All other components of net periodic benefit cost are reported in Other income (expense), net. Pension Plans Postretirement Plans Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 Service cost $ 491 $ 500 $ 579 $ 59 $ 81 $ 96 Interest cost 4,756 4,412 6,674 73 78 168 Expected return on plan assets (6,874) (5,972) (6,295) — — — Recognized actuarial loss 1,971 1,599 1,872 7 98 6 Amortization of unrecognized prior service cost (credit) — — — — — (3) Settlement loss recognized (a) — 870 67 — — — Net periodic benefit cost $ 344 $ 1,409 $ 2,897 $ 139 $ 257 $ 267 Contributory charge to Madison Square Garden Sports Corp. for participation in the Shared Plans and all allocation of costs related to the corporate employees — — (173) — — (26) Net periodic benefit cost reported in the consolidated and combined statements of operations $ 344 $ 1,409 $ 2,724 $ 139 $ 257 $ 241 _________________ (a) For Fiscal Years 2022, 2021 and 2020, lump-sum payments totaling $0, $52 and $551, respectively, were distributed to vested participants of the non-qualified excess cash balance plans, triggering the recognition of settlement losses in accordance with ASC Topic 715. Due to these pension settlements, the Company was required to remeasure its pension plan liability as of June 30,2021 and 2020 and for Fiscal Years 2021 and 2020, respecti vely. The weighted average discount rates used for the projected benefit obligation and interest cost wer e 2.49% and 1.30% as of June 30, 2022, respectively, 1.66% and 1.26% as of June 30, 2021, respectively, and 2.94% and 2.81% as of June 30, 2020, respectively. Additionally, settlement charges of $0, $870 and $67 were recognized in Other income (expense), net for Fiscal Years 2022, 2021 and 2020, respectively. |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | Other pre-tax changes in plan assets and benefit obligations recognized in other comprehensive income (loss) for Fiscal Years 2022, 2021 and 2020 are as follows: Pension Plans Postretirement Plans Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 Actuarial gain (loss), net $ 12 $ (5,953) $ (1,712) $ 744 $ 381 $ 123 Recognized actuarial loss 1,971 1,599 1,872 7 98 6 Recognized prior service credit — — — — — (3) Curtailments — 91 — — 65 — Settlement loss recognized — 870 67 — — — Total recognized in other comprehensive income (loss) $ 1,983 $ (3,393) $ 227 $ 751 $ 544 $ 126 |
Schedule of Assumptions Used | Weighted-average assumptions used to determine benefit obligations (made at the end of the period) as of June 30, 2022 and 2021 are as follows: Pension Plans Postretirement Plans June 30, June 30, 2022 2021 2022 2021 Discount rate 4.85 % 2.84 % 4.64 % 2.21 % Rate of compensation increase 3.00 % 3.00 % n/a n/a Interest crediting rate 2.76 % 2.32 % n/a n/a Healthcare cost trend rate assumed for next year n/a n/a 6.00 % 6.25 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) n/a n/a 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate n/a n/a 2027 2027 Weighted-average assumptions used to determine net periodic benefit cost (made at the beginning of the period) for Fiscal Years 2022, 2021 and 2020 are as follows: Pension Plans Postretirement Plans Years Ended June 30, Years Ended June 30, 2022 2021 2020 2022 2021 2020 Discount rate - projected benefit obligation 2.60 % 2.80 % 3.57 % 2.20 % 2.12 % 3.20 % Discount rate - service cost 3.13 % 3.08 % 3.70 % 2.64 % 2.48 % 3.44 % Discount rate - interest cost 1.98 % 2.16 % 3.20 % 1.61 % 1.63 % 2.88 % Expected long-term return on plan assets 4.79 % 4.03 % 5.38 % n/a n/a n/a Rate of compensation increase 3.00 % 3.00 % 2.00 % n/a n/a n/a Interest crediting rate 2.32 % 1.37 % 3.28 % n/a n/a n/a Healthcare cost trend rate assumed for next year n/a n/a n/a 6.25 % 6.50 % 6.75 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) n/a n/a n/a 5.00 % 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate n/a n/a n/a 2027 2027 2027 |
Schedule of Allocation of Plan Assets | The weighted-average asset allocation of the Pension Plans’ assets at June 30, 2022 and 2021 was as follows: June 30, Asset Classes (a) : 2022 2021 Fixed income securities 81 % 98 % Equity securities 12 % — % Cash equivalents 7 % 2 % 100 % 100 % _____________________ |
Schedule of Changes in Fair Value of Plan Assets | The cumulative fair values of the individual plan assets at June 30, 2022 and 2021 by asset class are as follows: Fair Value Hierarchy June 30, 2022 2021 Fixed income securities: U.S. Treasury securities (a) I $ 672 $ — Money market fund (a) I 8,529 2,948 U.S. corporate bonds (b) II — 100,230 Foreign issues (c) II — 20,119 Municipal bonds (c) II — 3,880 Mutual fund - equity (d) II 15,661 — Common collective trust (d) II 102,872 42,705 Total investments measured at fair value $ 127,734 $ 169,882 _____________________ (a) U.S. Treasury Securities and the money market fund are classified within Level I of the fair value hierarchy as they are valued using observable inputs that reflect quoted prices for identical assets in active markets. (b) U.S. corporate bonds are classified within Level II of the fair value hierarchy as they are valued using quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active and evaluations based on various market and industry inputs. (c) Foreign issued corporate bonds and municipal bonds are classified within Level II of the fair value hierarchy as they are valued at a price that is based on a compilation of primarily observable market information or a broker quote in a non-active over-the-counter market. |
Schedule of Expected Benefit Payments | The following table presents estimated future fiscal year benefit payments for the Pension Plans and Postretirement Plan: Pension Postretirement Fiscal year ending June 30, 2023 $ 13,760 $ 504 Fiscal year ending June 30, 2024 $ 10,916 $ 471 Fiscal year ending June 30, 2025 $ 10,742 $ 474 Fiscal year ending June 30, 2026 $ 11,525 $ 433 Fiscal year ending June 30, 2027 $ 11,764 $ 399 Fiscal years ending June 30, 2028 – 2032 $ 59,027 $ 1,763 |
Schedule of Multiemployer Plans | The following table outlines the Company’s participation in multiemployer defined benefit pension plans for Fiscal Years 2022, 2021 and 2020, and summarizes the contributions that the Company has made during each period. The “EIN” and “Pension Plan Number” columns provide the Employer Identification Number and the three-digit plan number for each applicable plan. The most recent Pension Protection Act zone status available as of June 30, 2022 and 2021 relates to the plan’s two most recent years ended which are indicated. Among other factors, plans in the red zone are generally less than 65% funded, plans in the orange zone are both less than 80% funded and have an accumulated funding deficiency or are expected to have a deficiency in any of the next six plan years, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates whether a funding improvement plan (“FIP”) for yellow/orange zone plans or a rehabilitation plan (“RP”) for red zone plans is either pending or has been implemented by the trustees of such plan. The zone status and any FIP or RP information is based on information that the Company received from the plan, and the zone status is as certified by the plan’s actuary. The last column lists the expiration date(s) or a range of expiration dates of the CBA to which the plans are subject. There are no other significant changes that affect such comparability. PPA Zone Status FIP/RP Status Pending / Implemented Company Contributions As of June 30, Years Ended June 30, Plan Name EIN Pension Plan Number 2022 2021 2022 2021 2020 Surcharge Imposed Expiration Date of CBA Pension Fund of Local No. 1 of I.A.T.S.E. 136414973 001 Green as of 2021-12-31 Green as of 2020-12-31 No $ 2,032 $ 194 $ 1,831 No 6/30/2021 - 5/1/2023 All Other Multiemployer Defined Benefit Pension Plans 2,263 584 3,137 $ 4,295 $ 778 $ 4,968 |
Plans Providing More Than 5 Percent of Total Contributions | The Company was listed in the following plans’ Form 5500’s as providing more than 5% of the total contributions for the following plans and plan years: Fund Name Exceeded 5 Percent of Total Contributions Year Contributions to Plan Exceeded Pension Fund of Local No. 1 of I.A.T.S.E True December 31, 2020, 2019 and 2018 32BJ/Broadway League Pension Fund True December 31, 2020, 2019 and 2018 Treasurers and Ticket Sellers Local 751 Pension Fund True August 31, 2021, 2020 and 2019 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | The following table summarizes activity related to the Company’s RSUs for Fiscal Year 2022: Number of Weighted-Average Nonperformance Performance Unvested award balance as of June 30, 2021 683 701 $ 76.15 Granted 644 497 $ 79.34 Performance Award Conversion 223 (223) $ 82.63 Vested (436) (77) $ 84.87 Forfeited (42) (53) $ 76.48 Unvested award balance as of June 30, 2022 1,072 845 $ 75.70 The following table summarizes additional information about restricted stock units: For the Fiscal Year Ended June 30, 2022 June 30, 2021 June 30, 2020 Weighted average grant date fair value per share of awards granted (a) $ 79.34 $ 69.66 $ 81.88 Intrinsic value of awards vested (a) $ 40,701 $ 26,160 $ 10,587 _____________________ (a) Includes the MSG Networks Inc. share conversion of 0.172 RSUs for the Company’s Class A Common Stock as mentioned below in the “Treatment After Merger with MSG Networks Inc.” section of the footnote. Intrinsic value for awards vested is based on the market value of the date of release. |
Share-based Payment Arrangement, Option, Activity | The following table summarizes activity related to the Company’s stock options for Fiscal Year 2022: Number of Number of Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance as of June 30, 2021 409 315 $ 103.88 Performance Award Conversion 315 (315) $ 109.76 Balance as of June 30, 2022 724 — $ 103.88 3.46 $ — Exercisable as of June 30, 2022 597 — $ 108.29 3.21 $ — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table details the components of accumulated other comprehensive loss: Pension Plans and Cumulative Translation Adjustments Accumulated Balance as of June 30, 2021 $ (45,425) $ 15,153 $ (30,272) Other comprehensive income (loss): Other comprehensive loss before reclassifications — (25,034) (25,034) Amounts reclassified from accumulated other comprehensive loss (a) 2,734 — 2,734 Income tax benefit (expense) 2,404 1,813 4,217 Other comprehensive income (loss), total 5,138 (23,221) (18,083) Balance as of June 30, 2022 $ (40,287) $ (8,068) $ (48,355) Pension Plans and Cumulative Translation Adjustments Accumulated Balance as of June 30, 2020 $ (40,248) $ (10,225) $ (50,473) Other comprehensive income (loss): Other comprehensive income (loss) before reclassifications (404) 27,688 27,284 Amounts reclassified from accumulated other comprehensive loss (a) (2,445) — (2,445) Income tax expenses (2,328) (2,310) (4,638) Other comprehensive income (loss), total (5,177) 25,378 20,201 Balance as of June 30, 2021 $ (45,425) $ 15,153 $ (30,272) Pension Plans and Cumulative Translation Adjustments Accumulated Balance as of June 30, 2019 $ (41,673) $ (3,951) $ (45,624) Other comprehensive income (loss): Other comprehensive loss before reclassifications (1,589) (7,692) (9,281) Amounts reclassified from accumulated other comprehensive loss (a) 1,942 — 1,942 Income tax benefits (expenses) (322) 1,418 1,096 Other comprehensive income (loss), total 31 (6,274) (6,243) Adjustment related to the transfer of Pension Plans and Postretirement Plan liabilities as a result of the Entertainment Distribution 1,394 — 1,394 Balance as of June 30, 2020 $ (40,248) $ (10,225) $ (50,473) ________________ (a) Amounts reclassified from accumulated other comprehensive loss represent curtailments, settlement losses recognized, the amortization of net actuarial gain (loss) and net unrecognized prior service credit included in net periodic benefit cost, which is reflected under Other income (expense), net in the accompanying consolidated and combined statements of operations (see Note 16, Pension Plans and Other Postretirement Benefit Plans). |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense (benefit) is comprised of the following components: Years Ended June 30, 2022 2021 2020 Current expense (benefit): Federal $ (620) $ 45,354 $ 58,530 State and other 6,105 31,728 34,460 5,485 77,082 92,990 Deferred expense (benefit): Federal (27,904) (47,149) 7,080 State and other (3,366) (24,208) 1,620 (31,270) (71,357) 8,700 Income tax expense (benefit) $ (25,785) $ 5,725 $ 101,690 |
Schedule of Effective Income Tax Rate Reconciliation | The income tax expense (benefit) differs from the amount derived by applying the statutory federal rate to pre-tax income (loss) principally due to the effect of the following items: Years Ended June 30, 2022 2021 2020 Federal tax expense (benefit) at statutory federal rate $ (45,346) $ (33,767) $ 52,816 State income taxes, net of federal benefit (10,003) (4,705) 31,111 Change in the estimated applicable tax rate used to determine deferred taxes (4,199) 3,117 (662) Nondeductible transaction costs 10,723 87 6,961 Federal tax credits (2,150) — (1,480) GAAP income of consolidated partnership attributable to non-controlling interest (892) 3,857 6,703 Tax effect of indefinite intangible amortization — 1,072 993 Change in valuation allowance 11,402 25,704 1,605 Nondeductible officers’ compensation 12,759 9,646 6,454 Nondeductible expenses 975 379 728 Excess tax benefit related to share-based payment awards (87) (105) (3,852) Other 1,033 440 313 Income tax expense (benefit) $ (25,785) $ 5,725 $ 101,690 . |
Schedule of Deferred Tax Assets and Liabilities | The tax effects of temporary differences which give rise to significant portions of the deferred tax assets and liabilities at June 30, 2022 and 2021 are as follows: June 30, 2022 2021 Deferred tax asset: Net operating loss (“NOL”) carryforwards $ 182,629 $ 172,432 Tax credit carryforwards 2,682 532 Accrued employee benefits 44,487 38,756 Restricted stock units and stock options 18,992 18,189 Deferred revenue — 29,540 Right-of-use lease assets and lease liabilities, net 14,531 7,864 Investments 74,027 40,237 Other — 6,912 Total deferred tax assets $ 337,348 $ 314,462 Less valuation allowance (80,835) (69,900) Net deferred tax assets $ 256,513 $ 244,562 Deferred tax liabilities: Intangible and other assets $ (307,964) $ (313,122) Property and equipment (89,750) (120,981) Prepaid expenses (5,472) (4,620) Deferred interest (3,282) (6,164) Deferred revenue (9,332) — Other (4,154) — Total deferred tax liabilities $ (419,954) $ (444,887) Net deferred tax liability $ (163,441) $ (200,325) |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table summarizes the composition and amounts of the transactions with the Company’s affiliates. The significant components of these amounts are discussed below. These amounts are reflected in revenues and operating expenses in the accompanying consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020: Years Ended June 30, 2022 2021 2020 Revenues $ 94,662 $ 37,914 $ 5,817 Operating expenses (credits): Media rights fees $ 163,131 $ 143,464 $ 140,058 Revenue sharing expenses 17,279 558 110,002 Allocation of charges for venue usage to MSG Sports — — (46,072) Reimbursement under Arena License Arrangements (25,827) (9,717) — General and administrative with MSG Sports — net of TSA credits (38,254) (36,502) (116,946) Origination, master control and technical services 4,880 4,784 4,690 Other operating expenses, net 4,013 4,594 11,836 Total operating expenses, net (a) $ 125,222 $ 107,181 $ 103,568 _____________________ (a) Of the total operating expenses, net, $159,937, $139,089 and $208,678 for Fiscal Years 2022, 2021 and 2020, respectively, are included in direct operating expenses in the accompanying consolidated and combined statements of operations, and $(34,715), $(31,908) and $(105,110) for Fiscal Years 2022, 2021 and 2020, respectively, are included as net credits in selling, general and administrative expenses. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information by Segment | Year Ended June 30, 2022 Entertainment MSG Networks Tao Group Hospitality Purchase accounting adjustments Inter-segment eliminations Total Revenues $ 655,392 $ 608,155 $ 484,947 $ — $ (23,876) $ 1,724,618 Direct operating expenses 420,305 320,278 264,641 6,099 (2,078) 1,009,245 Selling, general and administrative expenses 394,551 147,007 160,991 — (20,753) 681,796 Depreciation and amortization 77,177 9,394 26,021 12,037 — 124,629 Impairment and other (gains) losses, net (245) — (3,969) 1,169 — (3,045) Restructuring charges 14,238 452 — — — 14,690 Operating income (loss) (250,634) 131,024 37,263 (19,305) (1,045) (102,697) Loss in equity method investments (5,027) Interest income 4,210 Interest expense (27,155) Loss on extinguishment of debt (35,815) Other expense, net (a) (49,448) Loss from operations before income taxes $ (215,932) Reconciliation of operating loss to adjusted operating loss: Operating income (loss) $ (250,634) $ 131,024 $ 37,263 $ (19,305) $ (1,045) $ (102,697) Add back: Non-cash portion of arena license fees from MSG Sports (27,754) — — — — (27,754) Share-based compensation expense 47,813 17,092 7,647 — — 72,552 Depreciation and amortization 77,177 9,394 26,021 12,037 — 124,629 Restructuring charges 14,238 452 — — — 14,690 Impairment and other (gains) losses, net (245) — (3,969) 1,169 — (3,045) Merger and acquisition related costs 20,834 27,683 247 — — 48,764 Amortization for capitalized cloud computing costs 95 176 — — — 271 Other purchase accounting adjustments — — — 6,099 — 6,099 Remeasurement of deferred compensation plan liabilities 46 — — — — 46 Adjusted operating income (loss) $ (118,430) $ 185,821 $ 67,209 $ — $ (1,045) $ 133,555 Other information: Capital expenditures $ 732,891 $ 3,673 $ 23,309 $ — $ — $ 759,873 Year Ended June 30, 2021 Entertainment MSG Networks Tao Group Hospitality Purchase accounting adjustments Inter-segment eliminations Total Revenues $ 82,281 $ 647,510 $ 100,166 $ — $ (15,744) $ 814,213 Direct operating expenses 103,089 262,859 66,591 3,334 (1,090) 434,783 Selling, general and administrative expenses 268,705 115,339 54,034 — (13,723) 424,355 Depreciation and amortization 80,142 7,335 8,955 25,567 — 121,999 Restructuring charges 21,299 — — — — 21,299 Operating income (loss) (390,954) 261,977 (29,414) (28,901) (931) (188,223) Loss in equity method investments (6,858) Interest income 3,222 Interest expense (20,423) Other income, net (a) 51,488 Loss from operations before income taxes $ (160,794) Reconciliation of operating income (loss) to adjusted operating income (loss): Operating income (loss) $ (390,954) $ 261,977 $ (29,414) $ (28,901) $ (931) $ (188,223) Add back: Non-cash portion of arena license fees from MSG Sports (13,026) — — — — (13,026) Share-based compensation expense 47,633 17,667 5,284 — — 70,584 Depreciation and amortization 80,142 7,335 8,955 25,567 — 121,999 Restructuring charges 21,299 — — — — 21,299 Merger and acquisition related costs 16,080 4,502 3,638 — — 24,220 Other purchase accounting adjustments — — — 3,334 — 3,334 Adjusted operating income (loss) $ (238,826) $ 291,481 $ (11,537) $ — $ (931) $ 40,187 Other information: Capital expenditures $ 448,962 $ 3,853 $ 3,192 $ — $ — $ 456,007 Year Ended June 30, 2020 Entertainment MSG Networks Tao Group Hospitality Purchase accounting adjustments Inter-segment eliminations Total Revenues $ 585,208 $ 685,797 $ 180,201 $ — $ (15,188) $ 1,436,018 Direct operating expenses 388,643 282,837 116,638 4,361 (1,980) $ 790,499 Selling, general and administrative expenses 282,043 100,829 63,049 6 (12,716) $ 433,211 Depreciation and amortization 84,289 7,163 8,156 12,454 — $ 112,062 Impairment for intangibles, long-lived assets, and goodwill — — 94,946 10,871 — $ 105,817 Gain on disposal of assets held for sale (240,783) — — — — $ (240,783) Operating income (loss) 71,016 294,968 (102,588) (27,692) (492) 235,212 Loss in equity method investments (4,433) Interest income 22,227 Interest expense (36,564) Other income, net (a) 35,061 Income from operations before income taxes $ 251,503 Reconciliation of operating income (loss) to adjusted operating income (loss): Operating income (loss) $ 71,016 $ 294,968 $ (102,588) $ (27,692) $ (492) $ 235,212 Add back: Share-based compensation expense 41,227 19,235 963 — — 61,425 Depreciation and amortization 84,289 7,163 8,156 12,454 — 112,062 Impairment for intangibles, long-lived assets, and goodwill — — 94,946 10,871 — 105,817 Gain on disposal of assets held for sale (240,783) — — — — (240,783) Other purchase accounting adjustments — — — 4,367 — 4,367 Adjusted operating income (loss) $ (44,251) $ 321,366 $ 1,477 $ — $ (492) $ 278,100 Other information: Capital expenditures $ 448,944 $ 2,814 $ 3,482 $ — $ — $ 455,240 _________________ (a) Other income (expense), net includes the following: Years Ended June 30, 2022 2021 2020 Realized and unrealized gain (loss) on equity investments with readily determinable fair value, see Note 9 for further detail $ (49,842) $ 51,178 $ 37,628 Non-service cost components of net periodic pension and postretirement benefit costs, see Note 16 for further detail 3 (1,090) (2,269) Dividend income from equity investments — — 722 Debt financing costs — — (2,764) Measurement alternative adjustments for equity investments without readily determinable fair value — — (532) Others, net, primarily reflects the impact of Tao Group Hospitality three-month lag elimination in Fiscal Year 2020 391 1,400 2,276 $ (49,448) $ 51,488 $ 35,061 |
Concentration of Risk (Tables)
Concentration of Risk (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Schedules of Concentration of Risk | Accounts receivable, net on the accompanying consolidated balance sheets as of June 30, 2022 and June 30, 2021 include amounts due from the following individual customers, substantially derived from the MSG Networks segment, which accounted for the noted percentages of the gross balance: June 30, 2022 June 30, 2021 Customer A 14 % 16 % Customer B 12 % 15 % Customer C 10 % 17 % Revenues in the accompanying consolidated and combined statements of operations for Fiscal Years 2022, 2021 and 2020 include amounts from the following individual customers, primarily derived from the MSG Networks segment, which accounted for the noted percentages of the total: Years Ended June 30, 2022 2021 2020 Customer 1 10 % 21 % 12 % Customer 2 9 % 20 % 12 % |
Interim Financial Information_2
Interim Financial Information (Unaudited) (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The following is a summary of the Company’s selected quarterly financial data for Fiscal Years 2022 and 2021: Three Months Ended Year Ended June 30, 2022 September 30, December 31, March 31, June 30, 2021 2021 2022 2022 Revenues $ 294,510 $ 516,439 $ 460,127 $ 453,542 $ 1,724,618 Operating expenses 377,848 481,089 458,084 510,294 1,827,315 Operating income (loss) $ (83,338) $ 35,350 $ 2,043 $ (56,752) $ (102,697) Net income (loss) $ (76,655) $ 5,019 $ (19,306) $ (99,205) $ (190,147) Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (79,232) $ 2,271 $ (17,491) $ (99,943) $ (194,395) Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (2.32) $ 0.07 $ (0.51) $ (3.00) $ (5.77) Diluted earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (2.32) $ 0.07 $ (0.51) $ (3.00) $ (5.77) Three Months Ended Year Ended June 30, 2021 September 30, December 31, March 31, June 30, 2020 2020 2021 2021 Revenues $ 170,546 $ 168,752 $ 214,318 $ 260,597 $ 814,213 Operating expenses 229,225 215,564 253,058 304,589 1,002,436 Operating loss $ (58,679) $ (46,812) $ (38,740) $ (43,992) $ (188,223) Net loss $ (40,316) $ (60,075) $ (25,838) $ (40,290) $ (166,519) Net loss attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (35,797) $ (55,831) $ (18,260) $ (38,263) $ (148,151) Basic loss per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (1.05) $ (1.64) $ (0.79) $ (1.12) $ (4.60) Diluted loss per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders $ (1.05) $ (1.64) $ (0.79) $ (1.12) $ (4.60) |
Description of Business and B_2
Description of Business and Basis of Presentation (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Jul. 09, 2021 shares | Apr. 17, 2020 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) continent venue market location segments $ / shares | Jun. 30, 2021 USD ($) employee $ / shares | Jun. 30, 2020 USD ($) | Mar. 31, 2020 venue | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of segments | segments | 3 | |||||
Proceeds from Distribution | $ | $ 816,896 | |||||
Cash and cash equivalents received from MSG Sports Corp | $ | $ 0 | $ 0 | $ 143,950 | |||
Number of employees furloughed | employee | 360 | |||||
Potential financing options (up to) | $ | $ 1,669,245 | $ 1,650,628 | ||||
Number Of Venues Permanently Closed | venue | 3 | |||||
Class A Common Stock | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of shares exchanged for each share of the Company's common stock | 1 | |||||
Common stock, par value (dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||
Class A Common Stock | MSG Networks | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Pending Business Combination Equity Interest Issued Or Issuable Share Conversion Ratio | 0.172 | |||||
Stock Issued During Period, Shares, New Issues | 7,476,000 | |||||
Class A Common Stock | MSG Sports Corp | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Common stock, par value (dollars per share) | $ / shares | $ 0.01 | |||||
Class B Common Stock | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of shares exchanged for each share of the Company's common stock | 1 | |||||
Common stock, par value (dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||
Class B Common Stock | MSG Networks | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Pending Business Combination Equity Interest Issued Or Issuable Share Conversion Ratio | 0.172 | |||||
Stock Issued During Period, Shares, New Issues | 2,337,000 | |||||
Class B Common Stock | MSG Sports Corp | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Common stock, par value (dollars per share) | $ / shares | $ 0.01 | |||||
Tao Group Hospitality | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of entertainment dining and nightlight branded locations | location | 70 | |||||
Number of venues | venue | 60 | |||||
Number of markets | market | 20 | |||||
Number of continents | continent | 5 | |||||
Non-cash goodwill impairment charge | $ | $ 88,583 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||
Apr. 17, 2020 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Apr. 17, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Net income | $ (99,205) | $ (19,306) | $ 5,019 | $ (76,655) | $ (40,290) | $ (25,838) | $ (60,075) | $ (40,316) | $ (190,147) | $ (166,519) | $ 149,813 | ||
Advertising costs | 30,869 | 24,787 | $ 30,985 | ||||||||||
Investment owned (in shares) | 23,992 | ||||||||||||
Operating lease ROU assets | 446,499 | 280,579 | 446,499 | 280,579 | |||||||||
Current operating lease liabilities | 65,310 | 73,423 | 65,310 | 73,423 | |||||||||
Long-term operating lease liabilities | 427,971 | 233,556 | 427,971 | 233,556 | |||||||||
Restricted cash | $ 17,470 | $ 22,984 | $ 17,470 | 22,984 | |||||||||
Customer Relationships | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 24 years | ||||||||||||
Non-Compete Agreements | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 5 years 9 months | ||||||||||||
Festival Rights | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 7 years | ||||||||||||
Other Intangible Assets | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 15 years | ||||||||||||
Minimum | Trade Names | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 2 years | ||||||||||||
Minimum | Venue Management Contracts | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 5 years 8 months 1 day | ||||||||||||
Maximum | Trade Names | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 25 years | ||||||||||||
Maximum | Venue Management Contracts | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Expected life of show's assets | 20 years | ||||||||||||
Buildings | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, Plant and Equipment, Useful Life | 40 years | ||||||||||||
Equipment | Minimum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, Plant and Equipment, Useful Life | 1 year | ||||||||||||
Equipment | Maximum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, Plant and Equipment, Useful Life | 30 years | ||||||||||||
Aircraft | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, Plant and Equipment, Useful Life | 20 years | ||||||||||||
Furniture and fixtures | Minimum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, Plant and Equipment, Useful Life | 1 year | ||||||||||||
Furniture and fixtures | Maximum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, Plant and Equipment, Useful Life | 10 years | ||||||||||||
The Garden | MSG Sports | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Operating Lease, Lease Income | $ 68,072 | $ 21,345 | |||||||||||
MSG Sports Corp | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Venue usage charge | $ 45,358 |
Business Combinations and Dis_3
Business Combinations and Dispositions - Hakkasan Acquisition (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | Jun. 30, 2022 USD ($) | Apr. 27, 2021 USD ($) city continent | |
Business Acquisition [Line Items] | |||||
Goodwill | $ 502,195 | $ 498,817 | $ 500,181 | ||
Other purchase accounting adjustments | $ 4,367 | ||||
Hakkasan | |||||
Business Acquisition [Line Items] | |||||
Other purchase accounting adjustments | 1,070 | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 27,604 | ||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 2,896 | ||||
Business Combination, Acquisition Related Costs | $ 3,686 | ||||
Number of continents | continent | 4 | ||||
Number Of Major Cities | city | 20 | ||||
Hakkasan | Change In Ownership | Nonredeemable Noncontrolling Interests | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | $ (7,500) | ||||
Hakkasan | Change In Ownership | Goodwill | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | 480 | ||||
Hakkasan | Change In Ownership | Other Intangible Assets | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | 7,020 | ||||
Hakkasan | Other Measurement Period Adjustments | Goodwill | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | 1,534 | ||||
Hakkasan | Other Measurement Period Adjustments | Accrued Liabilities | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | (1,534) | ||||
Hakkasan | Revision of Prior Period, Adjustment | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ (7,020) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | 1,534 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | (5,486) | ||||
Goodwill | (2,014) | ||||
Redeemable Noncontrolling Interest, Equity, Other, Fair Value | 7,500 | ||||
Hakkasan | Adjusted After Measuring Period Adjustment | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 16,737 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 33,393 | ||||
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Right-of-use lease assets | 44,818 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 40,150 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 12,641 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | (14,423) | ||||
Business Combination, Recognized Identifiable Asset Acquired and Liability Assumed, Lease Obligation | (52,025) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (13,655) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 67,636 | ||||
Goodwill | 1,364 | ||||
Redeemable Noncontrolling Interest, Equity, Other, Fair Value | $ (69,000) | ||||
Hakkasan | Previously Reported | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 16,737 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 33,393 | ||||
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Right-of-use lease assets | 44,818 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 47,170 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 12,641 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | (15,957) | ||||
Business Combination, Recognized Identifiable Asset Acquired and Liability Assumed, Lease Obligation | (52,025) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (13,655) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 73,122 | ||||
Goodwill | 3,378 | ||||
Redeemable Noncontrolling Interest, Equity, Other, Fair Value | $ (76,500) | ||||
Hakkasan | Hakkasan Parent | Tao Group Hospitality | |||||
Business Acquisition [Line Items] | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 15% | 18% |
Business Combinations and Dis_4
Business Combinations and Dispositions - Tao Group Hospitality Additional Interest Acquisition (Narrative) (Details) $ in Thousands | 12 Months Ended | ||||
Jan. 22, 2020 USD ($) shares | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) noncontrolling_interest_holder | Apr. 27, 2021 | |
Business Acquisition [Line Items] | |||||
Issuance of shares by noncontrolling interest holders (in shares) | shares | 102,000 | ||||
Decrease in carrying value of redeemable noncontrolling interests | $ 37,715 | ||||
Number of noncontrolling interest holders party to amended employment agreements | noncontrolling_interest_holder | 2 | ||||
Adjustment of redemption fair value | $ 50,636 | $ 46,425 | $ 20,586 | ||
Expense associated with put options | $ 2,348 | $ 2,348 | |||
Tao Group Hospitality | |||||
Business Acquisition [Line Items] | |||||
Common equity interest (as a percent) | 78% | 79% | |||
Tao Group Hospitality | |||||
Business Acquisition [Line Items] | |||||
Additional common equity interest acquired (as a percent) | 15% | 1% | |||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage | 67% | ||||
Hakkasan | Tao Group Sub-Holdings LLC | Tao Group Hospitality | |||||
Business Acquisition [Line Items] | |||||
Common equity interest (as a percent) | 85% |
Business Combinations and Dis_5
Business Combinations and Dispositions - Disposition of The Forum (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 05, 2018 | Jun. 30, 2020 | Mar. 24, 2020 | |
Membership Interest Purchase Agreement | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash consideration for sale of business | $ 400,000 | ||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Forum | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain on sale | $ 240,783 | ||
Transaction cost | 50,806 | ||
Consulting service fee | 48,742 | ||
Discontinued Operations, Disposed of by Sale | Azoff Music | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Remaining interest sold (as a percent) | 50% | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | Forum | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain on sale attributable to settlement of related litigation | $ 140,495 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Related Party Transaction [Line Items] | |||
Revenue Not from Contract with Customer, Other | $ 73,279,000 | $ 24,325,000 | |
Arena License Agreements | |||
Related Party Transaction [Line Items] | |||
Revenue Not from Contract with Customer, Other | $ 68,072,000 | $ 21,345,000 | $ 0 |
Revenue-sharing expense | MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Expense incurred for related party share of suite license and sponsorship revenue | $ 110,002,000 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | ||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | $ 1,651,339 | $ 789,888 | $ 1,436,018 | |||||||||||
Revenues | $ 453,542 | $ 460,127 | $ 516,439 | $ 294,510 | $ 260,597 | $ 214,318 | $ 168,752 | $ 170,546 | 1,724,618 | [1] | 814,213 | [1] | 1,436,018 | [1] |
Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 483,386 | 98,327 | 178,819 | |||||||||||
Ticketing and venue license fee revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 250,092 | 8,311 | 310,971 | |||||||||||
Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 196,798 | 29,818 | 186,286 | |||||||||||
Food, beverage and merchandise revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 109,915 | 3,078 | 62,341 | |||||||||||
Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 2,993 | 2,844 | 11,804 | |||||||||||
Media Networks Revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 608,155 | 647,510 | 685,797 | |||||||||||
Eliminations | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | (23,876) | (15,744) | (15,188) | |||||||||||
Revenues | (23,876) | (15,744) | (15,188) | |||||||||||
Eliminations | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | (1,561) | (1,839) | (1,382) | |||||||||||
Eliminations | Ticketing and venue license fee revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Eliminations | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | (22,315) | (13,905) | (13,806) | |||||||||||
Eliminations | Food, beverage and merchandise revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Eliminations | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Eliminations | Media Networks Revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Entertainment | Operating Segments | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 582,113 | 57,956 | 585,208 | |||||||||||
Revenues | 655,392 | 82,281 | 585,208 | |||||||||||
Entertainment | Operating Segments | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Entertainment | Operating Segments | Ticketing and venue license fee revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 250,092 | 8,311 | 310,971 | |||||||||||
Entertainment | Operating Segments | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 219,113 | 43,723 | 200,092 | |||||||||||
Entertainment | Operating Segments | Food, beverage and merchandise revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 109,915 | 3,078 | 62,341 | |||||||||||
Entertainment | Operating Segments | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 2,993 | 2,844 | 11,804 | |||||||||||
Entertainment | Operating Segments | Media Networks Revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Tao Group Hospitality | Operating Segments | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 484,947 | 100,166 | 180,201 | |||||||||||
Revenues | 484,947 | 100,166 | 180,201 | |||||||||||
Tao Group Hospitality | Operating Segments | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 484,947 | 100,166 | 180,201 | |||||||||||
Tao Group Hospitality | Operating Segments | Ticketing and venue license fee revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Tao Group Hospitality | Operating Segments | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Tao Group Hospitality | Operating Segments | Food, beverage and merchandise revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Tao Group Hospitality | Operating Segments | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Tao Group Hospitality | Operating Segments | Media Networks Revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
MSG Networks | Operating Segments | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 608,155 | 647,510 | 685,797 | |||||||||||
Revenues | 608,155 | 647,510 | 685,797 | |||||||||||
MSG Networks | Operating Segments | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
MSG Networks | Operating Segments | Ticketing and venue license fee revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
MSG Networks | Operating Segments | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
MSG Networks | Operating Segments | Food, beverage and merchandise revenues | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
MSG Networks | Operating Segments | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
MSG Networks | Operating Segments | Media Networks Revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 608,155 | 647,510 | 685,797 | |||||||||||
Transferred at Point in Time | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 824,037 | 96,865 | 551,847 | |||||||||||
Transferred at Point in Time | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 64,669 | 28,694 | 24,331 | |||||||||||
Transferred at Point in Time | Eliminations | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | (880) | (1,522) | (507) | |||||||||||
Transferred at Point in Time | Eliminations | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | (21,558) | (14,015) | (13,590) | |||||||||||
Transferred at Point in Time | Entertainment | Operating Segments | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 386,309 | 14,062 | 390,691 | |||||||||||
Transferred at Point in Time | Entertainment | Operating Segments | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 39,417 | 27,586 | 17,719 | |||||||||||
Transferred at Point in Time | Tao Group Hospitality | Operating Segments | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 438,608 | 84,325 | 161,663 | |||||||||||
Transferred at Point in Time | Tao Group Hospitality | Operating Segments | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 41,818 | 11,105 | 16,898 | |||||||||||
Transferred at Point in Time | MSG Networks | Operating Segments | Event-related and entertainment dining and nightlife offerings | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Transferred at Point in Time | MSG Networks | Operating Segments | Other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 4,992 | 4,018 | 3,304 | |||||||||||
Transferred over Time | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 165,940 | 24,859 | 182,543 | |||||||||||
Transferred over Time | Media Related, Primarily From Affiliation Agreements | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 596,693 | 639,470 | 677,297 | |||||||||||
Transferred over Time | Eliminations | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | (1,438) | (207) | (1,091) | |||||||||||
Transferred over Time | Eliminations | Media Related, Primarily From Affiliation Agreements | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Transferred over Time | Entertainment | Operating Segments | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 156,387 | 16,308 | 176,798 | |||||||||||
Transferred over Time | Entertainment | Operating Segments | Media Related, Primarily From Affiliation Agreements | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Transferred over Time | Entertainment | Eliminations | Sponsorship, Signage and Suite Licenses | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 20,878 | 13,698 | 12,715 | |||||||||||
Transferred over Time | Tao Group Hospitality | Operating Segments | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 4,521 | 4,736 | 1,640 | |||||||||||
Transferred over Time | Tao Group Hospitality | Operating Segments | Media Related, Primarily From Affiliation Agreements | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 0 | 0 | 0 | |||||||||||
Transferred over Time | MSG Networks | Operating Segments | Sponsorship and signage, suite, and advertising commission revenues (b) | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | 6,470 | 4,022 | 5,196 | |||||||||||
Transferred over Time | MSG Networks | Operating Segments | Media Related, Primarily From Affiliation Agreements | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues from contracts with customers | $ 596,693 | $ 639,470 | $ 677,297 | |||||||||||
[1] See Note 21, Related Party Transactions, for further information on related party revenues and expenses |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Contract Balances [Line Items] | |||
Revenue recognized | $ 148,999 | ||
Receivables from contracts with customers, net | |||
Contract Balances [Line Items] | |||
Contract balance, assets | 215,261 | $ 185,112 | $ 165,377 |
Prepaid expenses and other current assets | |||
Contract Balances [Line Items] | |||
Contract balance, assets | 5,503 | 7,052 | 3,850 |
Deferred revenue, including non-current portion | |||
Contract Balances [Line Items] | |||
Contract balance, liabilities | 228,703 | 210,187 | 195,865 |
Net related party receivables | |||
Contract Balances [Line Items] | |||
Contract balance, assets | 4,618 | 4,848 | 2,644 |
Other Noncurrent Assets | |||
Contract Balances [Line Items] | |||
Contract balance, assets | $ 756 | $ 87 | $ 37 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 637,960 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 189,499 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 156,589 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 117,658 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 81,560 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 43,707 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 48,947 |
Expected timing of satisfaction, period | 1 year |
Restructuring and Related Activ
Restructuring and Related Activities (Details) $ in Thousands | 12 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) employee | Jun. 30, 2020 USD ($) | ||
Restructuring and Related Activities [Abstract] | ||||
Restructuring Charges | [1] | $ 14,690 | $ 21,299 | $ 0 |
Employee Benefits and Share-Based Compensation | 4,589 | |||
Severance Costs | $ 8,081 | |||
Number of employees furloughed | employee | 360 | |||
[1] See Note 21, Related Party Transactions, for further information on related party revenues and expenses |
Computation of Earnings (Loss_3
Computation of Earnings (Loss) per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Apr. 17, 2020 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Computation of Earnings (Loss) per Common Share [Abstract] | ||||||||||||
Distribution to Madison Square Garden Sports Corp. stockholders (in shares) | 23,992 | |||||||||||
Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | $ (99,943) | $ (17,491) | $ 2,271 | $ (79,232) | $ (38,263) | $ (18,260) | $ (55,831) | $ (35,797) | $ (194,395) | $ (148,151) | $ 181,734 | |
Adjustment of redeemable noncontrolling interest for ownership changes | (8,728) | 0 | ||||||||||
Net Income (Loss) Available to Common Stockholders, Basic | $ (197,568) | $ (156,879) | $ 181,734 | |||||||||
Weighted-average shares for basic EPS | 34,255 | 34,077 | 34,864 | |||||||||
Dilutive effect of shares issuable under share-based compensation plans (a) | 0 | 0 | 78 | |||||||||
Weighted-average shares for diluted EPS | 34,255 | 34,077 | 34,942 | |||||||||
Weighted-average anti-dilutive shares (a) | 0 | 0 | 1,002 | |||||||||
Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders (in usd per share) | $ (3) | $ (0.51) | $ 0.07 | $ (2.32) | $ (1.12) | $ (0.79) | $ (1.64) | $ (1.05) | $ (5.77) | $ (4.60) | $ 5.21 | |
Earnings (loss) per Share, Diluted | $ (3) | $ (0.51) | $ 0.07 | $ (2.32) | $ (1.12) | $ (0.79) | $ (1.64) | $ (1.05) | $ (5.77) | $ (4.60) | $ 5.20 |
Cash, Cash Equivalents and Re_3
Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 828,540 | $ 1,516,992 | ||
Restricted cash | 17,470 | 22,984 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Total | 846,010 | 1,539,976 | $ 1,121,141 | $ 1,318,488 |
Money Market Accounts, Time Deposits, U.S Treasury Bills | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 773,902 | $ 1,361,730 |
Deferred Costs, Capitalized, _2
Deferred Costs, Capitalized, Prepaid, and Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid insurance | $ 10,492 | $ 9,175 |
Prepaid revenue sharing expense | 43,291 | 32,661 |
Other prepaid expenses | 32,239 | 28,422 |
Deferred production costs — Christmas Spectacular and other productions | 7,397 | 4,541 |
Inventory | 13,511 | 9,521 |
Contract assets | 5,574 | 7,126 |
Other | 10,949 | 24,785 |
Total prepaid expenses and other current assets | $ 123,453 | $ 116,231 |
Investments in Nonconsolidate_3
Investments in Nonconsolidated Affiliates - Equity and Other Investments without Readily Determinable Fair Value (Details) - USD ($) shares in Thousands | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Schedule of Investments [Line Items] | ||||
Investment | $ 43,804,000 | $ 49,221,000 | ||
Total | 43,804,000 | 49,221,000 | ||
Impairment charge | 0 | 0 | $ 533,000 | |
Sale of equity capital | 0 | 22,079,000 | $ 7,659,000 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Cost Basis | 29,258,000 | 29,258,000 | ||
Carrying Value / Fair Value | $ 36,421,000 | $ 86,264,000 | ||
SACO Technologies Inc. (“SACO”) | ||||
Schedule of Investments [Line Items] | ||||
Ownership Percentage | 30% | 30% | 30% | |
DraftKings | Common Stock Issued | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Investment owned (in shares) | 869 | |||
Cost Basis | $ 6,036,000 | |||
Carrying Value / Fair Value | $ 10,146,000 | |||
Townsquare | Common Stock Issued | Common Class A [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Investment owned (in shares) | 583 | 583 | ||
Cost Basis | $ 4,221,000 | $ 4,221,000 | ||
Carrying Value / Fair Value | $ 4,776,000 | $ 7,435,000 | ||
Townsquare | Common Stock Issued | Common Class C | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Investment owned (in shares) | 2,625 | 2,625 | ||
Cost Basis | $ 19,001,000 | $ 19,001,000 | ||
Carrying Value / Fair Value | 21,499,000 | $ 33,469,000 | ||
Draftkings | Common Stock Issued | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Investment owned (in shares) | 869 | |||
Cost Basis | $ 6,036,000 | |||
Carrying Value / Fair Value | 45,360,000 | |||
Equity method investments | SACO Technologies Inc. (“SACO”) | ||||
Schedule of Investments [Line Items] | ||||
Investment | 31,448,000 | 36,265,000 | ||
Equity method investments | Others | ||||
Schedule of Investments [Line Items] | ||||
Investment | 5,248,000 | 6,204,000 | ||
Equity investments without readily determinable fair values | ||||
Schedule of Investments [Line Items] | ||||
Investment | $ 7,108,000 | $ 6,752,000 |
Investments in Nonconsolidate_4
Investments in Nonconsolidated Affiliates - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Oct. 31, 2018 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||||
Consideration paid for acquiree | $ 0 | $ 0 | $ 1,050 | ||
SACO | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Interest acquired (as a percent) | 30% | 30% | 30% | ||
Equity method investments | SACO | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Purchase price for interest acquired | $ 47,244 | ||||
Consideration paid for acquiree | $ 4,800 | 42,444 | |||
Amortizable intangible assets | SACO | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Difference between carrying amount of investment and equity in underlying assets | $ 25,350 | ||||
Minimum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Limited Liability Company Or Limited Partnership, Ownership Interest Required To Account For Investment Under Equity Method, Percentage | 3% | ||||
Minimum | Amortizable intangible assets | SACO | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Amortization period | 6 years | ||||
Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Limited Liability Company Or Limited Partnership, Ownership Interest Required To Account For Investment Under Equity Method, Percentage | 5% | ||||
Maximum | Amortizable intangible assets | SACO | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Amortization period | 12 years |
Investments in Nonconsolidate_5
Investments in Nonconsolidated Affiliates - Investments in Equity Securities (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule of Equity Method Investments [Line Items] | |||
Cost Basis | $ 29,258 | $ 29,258 | |
Carrying Value / Fair Value | 36,421 | 86,264 | |
Unrealized Gain (Loss) on Securities | (49,842) | 51,178 | $ 37,628 |
Realized and unrealized gain (loss) on equity investments with readily determinable fair value, see Note $9 for further detail | (49,842) | 51,178 | 37,628 |
Townsquare | |||
Schedule of Equity Method Investments [Line Items] | |||
Unrealized Gain (Loss) on Securities | $ (14,629) | $ 26,563 | (2,920) |
Townsquare | Common stock | Common Class A [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Shares Held | 583 | 583 | |
Cost Basis | $ 4,221 | $ 4,221 | |
Carrying Value / Fair Value | $ 4,776 | $ 7,435 | |
Townsquare | Common stock | Common Class C | |||
Schedule of Equity Method Investments [Line Items] | |||
Shares Held | 2,625 | 2,625 | |
Cost Basis | $ 19,001 | $ 19,001 | |
Carrying Value / Fair Value | $ 21,499 | 33,469 | |
DraftKings | Common stock | |||
Schedule of Equity Method Investments [Line Items] | |||
Shares Held | 869 | ||
Cost Basis | $ 6,036 | ||
Carrying Value / Fair Value | 10,146 | ||
Draftkings | |||
Schedule of Equity Method Investments [Line Items] | |||
Unrealized Gain (Loss) on Securities | (35,213) | 26,942 | 34,197 |
Debt and Equity Securities, Realized Gain (Loss) | $ 0 | $ (2,327) | $ 6,351 |
Number of Shares of Equity Securities Sold | 0 | 420 | 197 |
Proceeds from sale of equity securities | $ 0 | $ 22,079 | $ 7,659 |
Draftkings | Common stock | |||
Schedule of Equity Method Investments [Line Items] | |||
Shares Held | 869 | ||
Cost Basis | $ 6,036 | ||
Carrying Value / Fair Value | $ 45,360 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3,917,505 | $ 3,040,833 |
Less accumulated depreciation and amortization | (978,453) | (884,541) |
Property and equipment, net | 2,939,052 | 2,156,292 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 140,239 | 150,750 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 997,345 | 996,295 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 437,177 | 405,835 |
Aircraft | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 38,090 | 38,090 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 39,863 | 40,660 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 232,819 | 214,678 |
Construction in progress (a) | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,031,972 | $ 1,194,525 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Capitalized interest | $ 48,507 | $ 34,890 | $ 2,060 |
Capital expenditures incurred but not yet paid | 206,462 | 110,428 | 81,322 |
Depreciation and amortization expense on property and equipment | $ 100,043 | $ 92,394 | $ 94,851 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | |
Lessee, Lease, Description [Line Items] | |||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 71,660 | $ 55,271 | $ 60,920 |
Proceeds from tenant incentives | 17,697 | ||
Lease assets obtained in exchange for new lease obligations | $ 341,934 | $ 47,790 | $ 16,765 |
Weighted average remaining lease term (in years) | 12 years 8 months 12 days | 7 years 1 month 2 days | |
Weighted average discount rate | 6.47% | 7.85% | |
Ground lease, term of contract | 50 years | ||
After-tax cash flow to be received (as a percent) | 0.25 | ||
Lessee, Ground Lease, Construction Costs Paid | $ 65,000 | ||
Extinguishment Of Lease Liabilities And Right-Of-Use Lease Assets, Net Gain (Loss) | 284 | ||
Lessee, Ground Lease, Funding | $ 75,000 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term of contract | 3 months 18 days | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term of contract | 34 years 8 months 12 days |
Leases (Assets and Liabilities
Leases (Assets and Liabilities Recognized) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Lessee, Lease, Description [Line Items] | ||
Right-of-use lease assets | $ 446,499 | $ 280,579 |
Operating lease liabilities, current | 65,310 | 73,423 |
Operating lease liabilities, non-current | 427,971 | 233,556 |
Total lease liabilities | 493,281 | 306,979 |
Right-of-use lease assets | ||
Lessee, Lease, Description [Line Items] | ||
Right-of-use lease assets | 446,499 | 280,579 |
Operating lease liabilities, current | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease liabilities, current | 65,310 | 73,423 |
Operating lease liabilities, non-current | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease liabilities, non-current | $ 427,971 | $ 233,556 |
Leases (Costs incurred in the p
Leases (Costs incurred in the period) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lessee, Lease, Description [Line Items] | |||
Total lease cost | $ 80,704 | $ 60,499 | $ 63,177 |
Direct operating expenses | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | 43,023 | 31,074 | 32,348 |
Short-term lease cost | 0 | 0 | 348 |
Variable lease cost | 7,567 | 2,930 | 5,339 |
Selling, general and administrative expenses | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | 30,053 | 26,438 | 25,081 |
Variable lease cost | $ 61 | $ 57 | $ 61 |
Leases (Remaining liabilities)
Leases (Remaining liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Leases [Abstract] | ||
Fiscal year ending June 30, 2023 | $ 69,070 | |
Fiscal year ending June 30, 2024 | 78,175 | |
Fiscal year ending June 30, 2025 | 56,577 | |
Fiscal year ending June 30, 2026 | 33,704 | |
Fiscal year ending June 30, 2027 | 42,932 | |
Thereafter | 456,503 | |
Total lease payments | 736,961 | |
Less imputed interest | 243,680 | |
Total lease liabilities | 493,281 | $ 306,979 |
Lessee, Lease, Description [Line Items] | ||
Fiscal year ending June 30, 2023 | 69,070 | |
Fiscal year ending June 30, 2024 | 78,175 | |
Fiscal year ending June 30, 2025 | 56,577 | |
Fiscal year ending June 30, 2026 | 33,704 | |
Fiscal year ending June 30, 2027 | 42,932 | |
Thereafter | 456,503 | |
Total lease payments | 736,961 | |
Renovated Space, Twenty Year Term | ||
Leases [Abstract] | ||
Fiscal year ending June 30, 2023 | 0 | |
Fiscal year ending June 30, 2024 | 0 | |
Fiscal year ending June 30, 2025 | 0 | |
Fiscal year ending June 30, 2026 | 10,121 | |
Fiscal year ending June 30, 2027 | 16,276 | |
Thereafter | 877,996 | |
Total lease payments | 904,393 | |
Lessee, Lease, Description [Line Items] | ||
Fiscal year ending June 30, 2023 | 0 | |
Fiscal year ending June 30, 2024 | 0 | |
Fiscal year ending June 30, 2025 | 0 | |
Fiscal year ending June 30, 2026 | 10,121 | |
Fiscal year ending June 30, 2027 | 16,276 | |
Thereafter | 877,996 | |
Total lease payments | $ 904,393 |
Lessor Arrangements (Details)
Lessor Arrangements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Lessor, Lease, Description [Line Items] | ||
Sublease Income | $ 5,207 | |
Other Related Parties and Third Parties | ||
Lessor, Lease, Description [Line Items] | ||
Operating Lease, Lease Income | $ 2,980 | |
The Garden | MSG Sports | ||
Lessor, Lease, Description [Line Items] | ||
Operating Lease, Lease Income | $ 68,072 | $ 21,345 |
Leases (Supplement Cash Flows)
Leases (Supplement Cash Flows) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | |||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 71,660 | $ 55,271 | $ 60,920 |
Lease assets obtained in exchange for new lease obligations | $ 341,934 | $ 47,790 | $ 16,765 |
Leases (Supplemental Balance Sh
Leases (Supplemental Balance Sheet) (Details) | Jun. 30, 2022 | Jun. 30, 2021 |
Leases [Abstract] | ||
Weighted average remaining lease term (in years) | 12 years 8 months 12 days | 7 years 1 month 2 days |
Weighted average discount rate | 6.47% | 7.85% |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Carrying Amount of Goodwill By Reportable Segment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Goodwill [Roll Forward] | |||
Goodwill | $ 502,195 | $ 498,817 | |
Acquisition | 3,378 | ||
Goodwill | 500,181 | 502,195 | $ 498,817 |
Acquisition | (2,014) | ||
Entertainment | |||
Goodwill [Roll Forward] | |||
Goodwill | 74,309 | 74,309 | |
Acquisition | 0 | ||
Goodwill | 74,309 | 74,309 | 74,309 |
Acquisition | 0 | ||
Tao Group Hospitality | |||
Goodwill [Roll Forward] | |||
Goodwill | 3,378 | 0 | |
Acquisition | 3,378 | ||
Goodwill impairment | (88,583) | ||
Goodwill | 1,364 | 3,378 | 0 |
Acquisition | (2,014) | ||
MSG Networks | |||
Goodwill [Roll Forward] | |||
Goodwill | 424,508 | 424,508 | |
Acquisition | 0 | ||
Goodwill | 424,508 | $ 424,508 | $ 424,508 |
Acquisition | $ 0 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Schedule of Indefinite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Indefinite-lived Intangible Assets by Major Class [Line Items] | ||
Indefinite-lived intangible assets | $ 63,801 | $ 63,801 |
Trademarks | Entertainment | ||
Indefinite-lived Intangible Assets by Major Class [Line Items] | ||
Indefinite-lived intangible assets | 61,881 | 61,881 |
Photographic related rights | MSG Sports Corp | ||
Indefinite-lived Intangible Assets by Major Class [Line Items] | ||
Indefinite-lived intangible assets | $ 1,920 | $ 1,920 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Schedule of Intangible Assets Subject To Amortization) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 301,290 | $ 311,041 | |
Accumulated Amortization | (137,206) | (112,767) | |
Net | 164,084 | 198,274 | |
Amortization of favorable lease assets | 24,586 | 29,605 | $ 17,211 |
Trade Names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 112,094 | 121,000 | |
Accumulated Amortization | (32,143) | (25,605) | |
Net | $ 79,951 | 95,395 | |
Trade Names | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 2 years | ||
Trade Names | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 25 years | ||
Venue Management Contracts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 84,855 | 85,700 | |
Accumulated Amortization | (23,546) | (17,518) | |
Net | $ 61,309 | 68,182 | |
Venue Management Contracts | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 5 years 8 months 1 day | ||
Venue Management Contracts | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 20 years | ||
Noncompete Agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 9,000 | 9,000 | |
Accumulated Amortization | (8,478) | (6,913) | |
Net | $ 522 | 2,087 | |
Festival Rights | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 7 years | ||
Gross | $ 8,080 | 8,080 | |
Accumulated Amortization | (6,926) | (2,696) | |
Net | $ 1,154 | 5,384 | |
Other Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 15 years | ||
Gross | $ 4,217 | 4,217 | |
Accumulated Amortization | (4,094) | (3,814) | |
Net | $ 123 | 403 | |
Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated Useful Lives | 24 years | ||
Gross | $ 83,044 | 83,044 | |
Accumulated Amortization | (62,019) | (56,221) | |
Net | $ 21,025 | $ 26,823 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets (Schedule of Finite-Lived Intangible Assets, Future Amortization Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Fiscal year ending June 30, 2023 | $ 16,622 | |
Fiscal year ending June 30, 2024 | 14,451 | |
Fiscal year ending June 30, 2025 | 14,451 | |
Fiscal year ending June 30, 2026 | 14,435 | |
Fiscal year ending June 30, 2027 | 14,011 | |
Thereafter | 90,114 | |
Net | $ 164,084 | $ 198,274 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 USD ($) venue | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of favorable lease assets | $ 24,586 | $ 29,605 | $ 17,211 |
Number Of Venues With Impairments | venue | 2 | ||
Tao Group Hospitality | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill, Impairment Loss | 88,583 | ||
Property, Plant and Equipment | Tao Group Hospitality | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment and other (gains) losses, net | 8,047 | ||
Right-Of-Use Assets | Tao Group Hospitality | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment and other (gains) losses, net | 5,646 | ||
Certain Intangible Assets | Tao Group Hospitality | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment and other (gains) losses, net | $ 3,541 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Accrued payroll and employee related liabilities | $ 154,134 | $ 107,258 |
Cash due to promoters | 78,428 | 37,877 |
Capital expenditure accruals | 206,462 | 110,428 |
Accrued expenses | 79,666 | 87,443 |
Total accrued and other current liabilities | $ 518,690 | $ 343,006 |
Commitments and Contingencies -
Commitments and Contingencies - Contractual Obligations And Off Balance Sheet Arrangements (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | $ 711,600 |
Fiscal year ending June 30, 2024 | 332,363 |
Fiscal year ending June 30, 2025 | 255,754 |
Fiscal year ending June 30, 2026 | 251,472 |
Fiscal year ending June 30, 2027 | 258,633 |
Thereafter | 2,088,459 |
Total Commitments and Contractual Obligations | 3,898,281 |
Lessee, Operating Lease, Liability, to be Paid | 736,961 |
MSG Networks | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 279,604 |
Fiscal year ending June 30, 2024 | 258,551 |
Fiscal year ending June 30, 2025 | 250,551 |
Fiscal year ending June 30, 2026 | 251,329 |
Fiscal year ending June 30, 2027 | 258,633 |
Thereafter | 2,088,459 |
Total Commitments and Contractual Obligations | 3,327,527 |
Entertainment | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 429,346 |
Fiscal year ending June 30, 2024 | 72,920 |
Fiscal year ending June 30, 2025 | 4,272 |
Fiscal year ending June 30, 2026 | 0 |
Fiscal year ending June 30, 2027 | 0 |
Thereafter | 0 |
Other | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 2,650 |
Fiscal year ending June 30, 2024 | 892 |
Fiscal year ending June 30, 2025 | 931 |
Fiscal year ending June 30, 2026 | 143 |
Fiscal year ending June 30, 2027 | 0 |
Thereafter | 0 |
Total Commitments and Contractual Obligations | 4,616 |
Operating and Broadcast Rights | MSG Networks | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 254,549 |
Purchase Commitment | MSG Networks | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 15,414 |
Total Commitments and Contractual Obligations | 27,779 |
Employment Contracts | MSG Networks | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 2,787 |
Total Commitments and Contractual Obligations | 5,612 |
Other Commitments | MSG Networks | |
Other Commitments [Line Items] | |
Fiscal year ending June 30, 2023 | 6,854 |
Total Commitments and Contractual Obligations | 26,209 |
Off Balance Sheet [Member] | Letter of Credit | Tao Group Hospitality | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 750 |
Off Balance Sheet [Member] | Software | Tao Group Hospitality | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 3,866 |
Commitments | Debt Repayments | MSG Networks | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 3,387,127 |
Commitments | Debt Repayments | Entertainment | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 506,538 |
MSG Sphere | Off Balance Sheet [Member] | Letter of Credit | Entertainment | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 7,497 |
MSG Sphere | Off Balance Sheet [Member] | Construction Contracts | Entertainment | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 480,000 |
MSG Sphere | Off Balance Sheet [Member] | Other Capital Expenditures, Equipment Purchases, And Services Agreements | Entertainment | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | 4,250 |
MSG Sphere | Off Balance Sheet [Member] | Marketing Partnership And Other Entertainment IT Commitments | Entertainment | |
Other Commitments [Line Items] | |
Total Commitments and Contractual Obligations | $ 14,791 |
Commitments and Contingencies_2
Commitments and Contingencies - Narrative (Details) - claim | 12 Months Ended | |||
Sep. 10, 2021 | Jun. 30, 2022 | Mar. 03, 2022 | Sep. 27, 2021 | |
Long-term Purchase Commitment [Line Items] | ||||
Loss Contingency, New Claims Filed, Number | 2 | |||
Equity Interest Notice Window | 30 days | |||
Loss Contingency, Remaining Claims Filed Involving Fiduciary Breaches | 2 | |||
Loss Contingency, Number Of Consolidated Claims | 4 | |||
Loss Contingency, Number Of Consolidated Claims With Approved Case Schedule | 2 | |||
MSG Networks Inc. Merger | ||||
Long-term Purchase Commitment [Line Items] | ||||
Loss Contingency, New Claims Filed, Number | 15 | |||
Loss Contingency, New Claims Filed With Incomplete And Misleading Information, Number | 9 | |||
Loss Contingency, New Claims Filed Involving Fiduciary Breaches | 6 |
Credit Facilities - Summary of
Credit Facilities - Summary of Outstanding Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,684,475 | $ 1,676,637 |
Debt issuance costs, net | (15,230) | (26,009) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 1,669,245 | 1,650,628 |
Other Debt Obligations | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 637 | |
Current portion of long-term debt net of deferred financing costs | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 78,512 | 62,250 |
Debt issuance costs, net | (4,669) | (8,277) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 73,843 | 53,973 |
Current portion of long-term debt net of deferred financing costs | Other Debt Obligations | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 637 | 0 |
Debt issuance costs, net | 0 | 0 |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 637 | 0 |
Long-term debt net of deferred financing costs | Other Debt Obligations | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 0 | 637 |
Debt issuance costs, net | 0 | 0 |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 0 | 637 |
MSG Networks | Current portion of long-term debt net of deferred financing costs | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 66,000 | 49,500 |
Debt issuance costs, net | (1,231) | (1,255) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 64,769 | 48,245 |
MSG Networks | Long-term debt net of deferred financing costs | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 932,250 | 998,250 |
Debt issuance costs, net | (1,484) | (2,715) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 930,766 | 995,535 |
MSG National Properties LLC | Current portion of long-term debt net of deferred financing costs | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 8,125 | 6,500 |
Debt issuance costs, net | (3,213) | (6,783) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 4,912 | (283) |
MSG National Properties LLC | Long-term debt net of deferred financing costs | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 641,875 | 640,250 |
Debt issuance costs, net | (12,851) | (22,819) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 629,024 | 617,431 |
MSG National Properties LLC | Long-term debt net of deferred financing costs | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 29,100 | 0 |
Debt issuance costs, net | 0 | 0 |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 29,100 | 0 |
Tao Group Hospitality | Current portion of long-term debt net of deferred financing costs | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 3,750 | 6,250 |
Debt issuance costs, net | (225) | (239) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 3,525 | 6,011 |
Tao Group Hospitality | Long-term debt net of deferred financing costs | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 71,250 | 22,500 |
Debt issuance costs, net | (895) | (475) |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | 70,355 | 22,025 |
Tao Group Hospitality | Long-term debt net of deferred financing costs | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 10,000 | 15,000 |
Debt issuance costs, net | 0 | 0 |
Debt Outstanding net of unamortized debt issuance cost and unamortized original issue discount | $ 10,000 | $ 15,000 |
Credit Facilities - National Pr
Credit Facilities - National Properties Narrative (Details) | 12 Months Ended | |||||
Jun. 30, 2022 USD ($) | Jun. 29, 2022 | Oct. 11, 2019 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | |
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 1,684,475,000 | $ 1,684,475,000 | $ 1,676,637,000 | |||
Loss on extinguishment of debt | 35,815,000 | $ 0 | $ 0 | |||
MSG National Properties LLC | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Covenant, Minimum Consolidated Liquidity | $ 50,000,000 | 50,000,000 | ||||
Loss on extinguishment of debt | $ 35,700,000 | |||||
MSG Networks | Minimum | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.30% | |||||
MSG Networks | Maximum | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.50% | |||||
Revolving Credit Facility | MSG Networks | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 250,000,000 | |||||
Secured Debt | MSG Networks | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 1,100,000,000 | |||||
Percentage bearing variable interest, percentage rate | 3.17% | 3.17% | ||||
National Properties, June 2022, Senior Secured Term Loan Agreement | MSG National Properties LLC | Maximum | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit outstanding, amount | $ 25,000,000 | $ 25,000,000 | ||||
National Properties, June 2022, Senior Secured Term Loan Agreement | Senior Loans | MSG National Properties LLC | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, term | 5 years | |||||
Debt instrument, face amount | $ 650,000,000 | 650,000,000 | ||||
Long-term debt, gross | $ 6,631,000 | 6,631,000 | ||||
National Properties, June 2022, Senior Secured Term Loan Agreement | Revolving Credit Facility | MSG National Properties LLC | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, term | 5 years | |||||
Debt instrument, face amount | $ 100,000,000 | 100,000,000 | ||||
Long-term debt, gross | $ 70,900,000 | $ 70,900,000 | ||||
National Properties Credit Agreement | MSG National Properties LLC | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.75% | |||||
Percentage bearing variable interest, percentage rate | 5.13% | 5.13% | ||||
National Properties Credit Agreement | MSG National Properties LLC | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | 5.25% | ||||
National Properties Credit Agreement | MSG National Properties LLC | Base Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||
National Properties Credit Agreement | MSG National Properties LLC | Base Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||
National Properties Credit Agreement | MSG National Properties LLC | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 6.25% | |||||
National Properties Credit Agreement | MSG National Properties LLC | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.63% | |||||
National Properties Credit Agreement | MSG National Properties LLC | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||
National Properties Credit Agreement | MSG National Properties LLC | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||||
MSG Networks Credit Facilities | MSG National Properties LLC | Debt Instrument, Redemption, Period One | Measurement Input Leverage Ratio | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, measurement input | 2 | 2 | ||||
MSG Networks Credit Facilities | MSG National Properties LLC | Debt Instrument, Redemption, Period Two | Measurement Input Leverage Ratio | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, measurement input | 2.5 | 2.5 | ||||
MSG Networks Credit Facilities | MSG National Properties LLC | Debt Instrument, Redemption, Period Three | Measurement Input Leverage Ratio | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, measurement input | 6 | 6 | ||||
MSG Networks Credit Facilities | MSG National Properties LLC | Debt Instrument, Redemption, Period Four | Measurement Input Leverage Ratio | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, measurement input | 5.5 | 5.5 | ||||
MSG Networks Credit Facilities | MSG National Properties LLC | Debt Instrument, Redemption, Period Five | Measurement Input Leverage Ratio | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, measurement input | 4.5 | 4.5 | ||||
MSG Networks Credit Facilities | MSG Networks | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.225% | |||||
MSG Networks Credit Facilities | MSG Networks | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.30% | |||||
MSG Networks Credit Facilities | MSG Networks | Maximum | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit outstanding, amount | $ 35,000,000 | |||||
MSG Networks Credit Facilities | MSG Networks | Maximum | Measurement Input Leverage Ratio | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, measurement input | 5.50 | |||||
MSG Networks Credit Facilities | MSG Networks | Base Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | |||||
MSG Networks Credit Facilities | MSG Networks | Base Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||||
MSG Networks Credit Facilities | Secured Debt | Debt Instrument, Redemption, Period One | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment Premium, Debt Instrument, Interest Rate Per Annum, Stated Percentage | 2.50% | 2.50% | ||||
Prepayment Premium, Debt Instrument, Interest Rate Per Quarter, Stated Percentage | 0.625% | 0.625% | ||||
MSG Networks Credit Facilities | Secured Debt | Debt Instrument, Redemption, Period Two | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment Premium, Debt Instrument, Interest Rate Per Annum, Stated Percentage | 5% | 5% | ||||
Prepayment Premium, Debt Instrument, Interest Rate Per Quarter, Stated Percentage | 1.25% | 1.25% |
Credit Facilities - MSG Network
Credit Facilities - MSG Networks Senior Secured Credit Facility Narrative (Details) - MSG Networks | Jun. 30, 2022 | Oct. 11, 2019 USD ($) |
Maximum | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.50% | |
Minimum | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.30% | |
MSG Networks Credit Facilities | Measurement Input, Default Rate | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Increase (Decrease) | 2% | |
MSG Networks Credit Facilities | Measurement Input Leverage Ratio | Incremental Adjustment | ||
Debt Instrument [Line Items] | ||
Debt instrument, measurement input | 6 | |
MSG Networks Credit Facilities | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, term | 5 years | |
MSG Networks Credit Facilities | Maximum | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.30% | |
MSG Networks Credit Facilities | Maximum | Measurement Input Leverage Ratio | ||
Debt Instrument [Line Items] | ||
Debt instrument, measurement input | 5.50 | |
MSG Networks Credit Facilities | Maximum | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Letters of credit outstanding, amount | $ 35,000,000 | |
MSG Networks Credit Facilities | Minimum | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.225% | |
MSG Networks Credit Facilities | Minimum | Measurement Input, Interest Coverage Ratio | ||
Debt Instrument [Line Items] | ||
Debt instrument, measurement input | 2 | |
MSG Networks Credit Facilities | Base Rate | Maximum | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |
MSG Networks Credit Facilities | Base Rate | Minimum | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | |
MSG Networks Credit Facilities | Eurocurrency Rate | Maximum | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |
MSG Networks Credit Facilities | Eurocurrency Rate | Minimum | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |
Secured Debt | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 1,100,000,000 | |
Percentage bearing variable interest, percentage rate | 3.17% | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 250,000,000 |
Credit Facilities - Tao Credit
Credit Facilities - Tao Credit Facilities Narrative (Details) | 12 Months Ended | |||||
Jun. 30, 2022 USD ($) | Jun. 09, 2022 USD ($) | May 23, 2019 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Aug. 31, 2020 USD ($) | |
Line of Credit Facility [Line Items] | ||||||
Long-term debt, gross | $ 1,684,475,000 | $ 1,684,475,000 | $ 1,676,637,000 | |||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Covenant, Minimum Consolidated Liquidity | $ 10,000,000 | |||||
Guarantee And Reserve Account Agreement Initial Deposit | 9,800,000 | |||||
Liquidity Requirements | $ 75,000,000 | |||||
Commitment fee percentage | 0.50% | |||||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.28% | |||||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | Minimum | Eurocurrency Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | 2.50% | ||||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | Minimum | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | 1.50% | ||||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | Maximum | Eurocurrency Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3% | 3.50% | ||||
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | Maximum | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2% | 2% | ||||
Restated Tao Senior Credit Agreement | Tao Group Hospitality | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Covenant, Minimum Consolidated Liquidity | $ 20,000,000 | |||||
Commitment fee percentage | 0.375% | |||||
Percentage bearing variable interest, percentage rate | 3.78% | 3.78% | ||||
Debt Instrument, Covenant, Maximum Consolidated Liquidity | $ 30,000,000 | |||||
Debt Instrument, Covenant, Carry Forward Term | 1 year | |||||
Debt Instrument, Covenant, Carry Forward Amount | $ 20,000,000 | |||||
Debt Instrument, Covenant, Maximum Incremental Borrowing | 50,000,000 | |||||
Restated Tao Senior Credit Agreement | Tao Group Hospitality | Term Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, face amount | $ 75,000,000 | |||||
Long-term debt, term | 5 years | |||||
Letters of credit outstanding, amount | $ 750,000 | $ 750,000 | ||||
Restated Tao Senior Credit Agreement | Tao Group Hospitality | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, face amount | $ 60,000,000 | |||||
Long-term debt, term | 5 years | |||||
Long-term debt, gross | 49,250,000 | 49,250,000 | ||||
Restated Tao Senior Credit Agreement | Tao Group Hospitality | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Covenant, Cash Netting | $ 10,000,000 | |||||
Tao Revolving Credit Facility | Tao Group Hospitality | Maximum | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Letters of credit outstanding, amount | $ 5,000,000 | |||||
Tao Group Hospitality | Entertainment | ||||||
Line of Credit Facility [Line Items] | ||||||
Repayments of Subordinated Debt | 63,000,000 | |||||
Tao Group Hospitality | Entertainment | Consolidation, Eliminations | ||||||
Line of Credit Facility [Line Items] | ||||||
Loans payable | $ 71,000,000 | $ 49,000,000 | $ 71,000,000 | |||
Measurement Input Leverage Ratio | Restated Tao Senior Credit Agreement | Tao Group Hospitality | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, measurement input | 3.50 | |||||
Measurement Input Senior Leverage Ratio | Restated Tao Senior Credit Agreement | Tao Group Hospitality | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, measurement input | 2.50 | |||||
Measurement Input Fixed Charge Coverage Ratio | Restated Tao Senior Credit Agreement | Tao Group Hospitality | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, measurement input | 1.25 |
Credit Facilities - Schedule of
Credit Facilities - Schedule of Long Term Debt Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,684,475 | $ 1,676,637 |
Loans Payable | ||
Debt Instrument [Line Items] | ||
Fiscal year ending June 30, 2023 | 78,512 | |
Fiscal year ending June 30, 2024 | 102,500 | |
Fiscal year ending June 30, 2025 | 871,625 | |
Fiscal year ending June 30, 2026 | 40,000 | |
Fiscal year ending June 30, 2027 | 670,350 | |
Thereafter | 0 | |
Long Term Debt, Including Other | 1,762,987 | |
Other Debt Obligations | ||
Debt Instrument [Line Items] | ||
Fiscal year ending June 30, 2023 | 637 | |
Fiscal year ending June 30, 2024 | 0 | |
Fiscal year ending June 30, 2025 | 0 | |
Fiscal year ending June 30, 2026 | 0 | |
Fiscal year ending June 30, 2027 | 0 | |
Thereafter | 0 | |
Long-term debt, gross | 637 | |
MSG Networks Term Loan Facility | Loans Payable | MSG Networks | ||
Debt Instrument [Line Items] | ||
Fiscal year ending June 30, 2023 | 66,000 | |
Fiscal year ending June 30, 2024 | 82,500 | |
Fiscal year ending June 30, 2025 | 849,750 | |
Fiscal year ending June 30, 2026 | 0 | |
Fiscal year ending June 30, 2027 | 0 | |
Thereafter | 0 | |
Long-term debt, gross | 998,250 | |
National Properties Nov2020 Senior Secured Term Loan Agreement | Loans Payable | MSG National Properties LLC | ||
Debt Instrument [Line Items] | ||
Fiscal year ending June 30, 2023 | 8,125 | |
Fiscal year ending June 30, 2024 | 16,250 | |
Fiscal year ending June 30, 2025 | 16,250 | |
Fiscal year ending June 30, 2026 | 32,500 | |
Fiscal year ending June 30, 2027 | 605,975 | |
Thereafter | 0 | |
Long-term debt, gross | 679,100 | |
TAO 2019 Senior Credit Agreement | Loans Payable | Tao Group Hospitality | ||
Debt Instrument [Line Items] | ||
Fiscal year ending June 30, 2023 | 3,750 | |
Fiscal year ending June 30, 2024 | 3,750 | |
Fiscal year ending June 30, 2025 | 5,625 | |
Fiscal year ending June 30, 2026 | 7,500 | |
Fiscal year ending June 30, 2027 | 64,375 | |
Thereafter | 0 | |
Long-term debt, gross | $ 85,000 |
Credit Facilities - Interest Pa
Credit Facilities - Interest Payment and Loan Principal (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
MSG Networks Term Loan Facility | MSG Networks | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment, Interest | $ 19,173 | $ 18,559 | $ 34,537 |
Repayments of debt | 49,500 | 38,500 | 35,000 |
National Properties Nov2020 Senior Secured Term Loan Agreement | MSG National Properties LLC | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment, Interest | 52,163 | 22,879 | 0 |
Repayments of debt | 646,750 | 3,250 | 0 |
TAO 2019 Senior Credit Agreement | Tao Group Hospitality | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment, Interest | 743 | 1,128 | 1,817 |
Repayments of debt | 43,750 | 5,000 | 21,250 |
Tao And National Properties | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment, Interest | 72,079 | 42,566 | 36,354 |
Repayments of debt | $ 740,000 | $ 46,750 | $ 56,250 |
Credit Facilities - Carrying Va
Credit Facilities - Carrying Value and Fair Value (Details) - Debt - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
MSG Networks Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Carrying value of financial instrument liabilities | $ 998,250 | $ 1,047,750 |
Fair value of financial instrument liabilities | 958,320 | 1,042,510 |
National Properties Nov2020 Senior Secured Term Loan Agreement | ||
Debt Instrument [Line Items] | ||
Carrying value of financial instrument liabilities | 679,100 | 646,750 |
Fair value of financial instrument liabilities | 679,100 | 669,386 |
TAO 2019 Senior Credit Agreement | ||
Debt Instrument [Line Items] | ||
Carrying value of financial instrument liabilities | 85,000 | 43,750 |
Fair value of financial instrument liabilities | $ 82,569 | $ 43,851 |
Pension Plans and Other Postr_3
Pension Plans and Other Postretirement Benefit Plans Schedule of Changes in Benefit Obligation (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 USD ($) retirementPlan | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | |
Pension Plans | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at beginning of period | $ 221,007 | $ 224,633 | |
Service cost | 491 | 500 | $ 579 |
Interest cost | 4,756 | 4,412 | 6,674 |
Actuarial loss (gain) (a) | (42,115) | 1,793 | |
Benefits paid | (8,540) | (6,286) | |
Curtailments | 0 | (91) | |
Plan settlements paid | 0 | (3,777) | |
Other | 0 | (177) | |
Benefit obligation at end of period | $ 175,599 | 221,007 | 224,633 |
Pension Plans | Cash Balance Pension Plan | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Number of Plans | retirementPlan | 2 | ||
Pension Plans | Excess Plans | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Number of Plans | retirementPlan | 2 | ||
Pension Plans | Union Plans | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Number of Plans | retirementPlan | 2 | ||
Pension Plans | Welfare Plans | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Number of Plans | retirementPlan | 2 | ||
Postretirement Plans | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at beginning of period | $ 5,013 | 5,700 | |
Service cost | 59 | 81 | 96 |
Interest cost | 73 | 78 | 168 |
Actuarial loss (gain) (a) | (745) | (381) | |
Benefits paid | (339) | (399) | |
Curtailments | 0 | 0 | |
Plan settlements paid | 0 | 0 | |
Other | 0 | (66) | |
Benefit obligation at end of period | $ 4,061 | $ 5,013 | $ 5,700 |
Pension Plans and Other Postr_4
Pension Plans and Other Postretirement Benefit Plans Schedule of Changes in Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of period | $ 169,882 | |
Fair value of plan assets at end of period | 127,734 | $ 169,882 |
Pension Plans | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of period | 169,882 | 176,364 |
Actual return on plan assets | (35,259) | 1,824 |
Employer contributions | 400 | 1,703 |
Benefits paid | (7,289) | (6,285) |
Plan settlements paid | 0 | (3,724) |
Fair value of plan assets at end of period | 127,734 | 169,882 |
Postretirement Plans | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of period | 0 | |
Actual return on plan assets | 0 | 0 |
Employer contributions | 0 | 0 |
Benefits paid | 0 | 0 |
Plan settlements paid | 0 | 0 |
Fair value of plan assets at end of period | $ 0 | $ 0 |
Pension Plans and Other Postr_5
Pension Plans and Other Postretirement Benefit Plans Schedule of Net Funded Status (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Pension Plans | ||
Defined Benefit Plan, Funded (Unfunded) Status of Plan [Abstract] | ||
Funded status at end of period | $ (47,865) | $ (51,125) |
Postretirement Plans | ||
Defined Benefit Plan, Funded (Unfunded) Status of Plan [Abstract] | ||
Funded status at end of period | $ (4,061) | $ (5,013) |
Pension Plans and Other Postr_6
Pension Plans and Other Postretirement Benefit Plans Schedule of Amounts Recognized in Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Current liabilities (included in accrued employee related costs) | $ (1,534) | $ (1,502) |
Non-current liabilities (included in defined benefit and other postretirement obligations) | (46,331) | (49,623) |
Defined benefit plan, amounts for asset (liability) recognized in statement of financial position | (47,865) | (51,125) |
Postretirement Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Current liabilities (included in accrued employee related costs) | (497) | (468) |
Non-current liabilities (included in defined benefit and other postretirement obligations) | (3,564) | (4,545) |
Defined benefit plan, amounts for asset (liability) recognized in statement of financial position | $ (4,061) | $ (5,013) |
Pension Plans and Other Postr_7
Pension Plans and Other Postretirement Benefit Plans Schedule of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Pension Plans | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Accumulated other comprehensive loss, before income tax | $ (49,793) | $ (51,747) | $ (49,793) | $ (51,747) | ||
Service cost | 491 | 500 | $ 579 | |||
Interest cost | 4,756 | 4,412 | 6,674 | |||
Expected return on plan assets | (6,874) | (5,972) | (6,295) | |||
Recognized actuarial loss | 1,971 | 1,599 | 1,872 | |||
Amortization of unrecognized prior service cost (credit) | 0 | 0 | 0 | |||
Settlement loss recognized | 0 | 870 | 67 | |||
Net periodic benefit cost | 344 | 1,409 | 2,897 | |||
Lump-sum payments | $ 0 | $ 52 | $ 551 | |||
Discount rate - projected benefit obligation | 2.49% | 1.66% | 2.94% | 2.60% | 2.80% | 3.57% |
Discount rate - interest cost | 1.30% | 1.26% | 2.81% | 1.98% | 2.16% | 3.20% |
Postretirement Plans | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Accumulated other comprehensive loss, before income tax | $ 312 | $ (439) | $ 312 | $ (439) | ||
Service cost | 59 | 81 | $ 96 | |||
Interest cost | 73 | 78 | 168 | |||
Expected return on plan assets | 0 | 0 | 0 | |||
Recognized actuarial loss | 7 | 98 | 6 | |||
Amortization of unrecognized prior service cost (credit) | 0 | 0 | (3) | |||
Settlement loss recognized | 0 | 0 | 0 | |||
Net periodic benefit cost | $ 139 | $ 257 | $ 267 | |||
Discount rate - projected benefit obligation | 2.20% | 2.12% | 3.20% | |||
Discount rate - interest cost | 1.61% | 1.63% | 2.88% | |||
MSG Sports Corp | Pension Plans | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Net periodic benefit cost | $ 344 | $ 1,409 | $ 2,724 | |||
Contributory charge to Madison Square Garden Sports Corp. for participation in the Shared Plans and all allocation of costs related to the corporate employees | 0 | 0 | (173) | |||
MSG Sports Corp | Postretirement Plans | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Net periodic benefit cost | 139 | 257 | 241 | |||
Contributory charge to Madison Square Garden Sports Corp. for participation in the Shared Plans and all allocation of costs related to the corporate employees | $ 0 | $ 0 | $ (26) |
Pension Plans and Other Postr_8
Pension Plans and Other Postretirement Benefit Plans Schedule of Amounts Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Actuarial gain (loss), net | $ 0 | $ (404) | $ (1,589) |
Curtailments | 0 | 156 | 0 |
Settlement loss | 0 | 870 | 67 |
Other Comprehensive Income (Loss) [Member] | Pension Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Actuarial gain (loss), net | 12 | (5,953) | (1,712) |
Recognized actuarial loss | 1,971 | 1,599 | 1,872 |
Recognized prior service credit | 0 | 0 | 0 |
Curtailments | 0 | 91 | 0 |
Settlement loss | 0 | 870 | 67 |
Total recognized in other comprehensive income (loss) | 1,983 | (3,393) | 227 |
Other Comprehensive Income (Loss) [Member] | Postretirement Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Actuarial gain (loss), net | 744 | 381 | 123 |
Recognized actuarial loss | 7 | 98 | 6 |
Recognized prior service credit | 0 | 0 | (3) |
Curtailments | 0 | 65 | 0 |
Settlement loss | 0 | 0 | 0 |
Total recognized in other comprehensive income (loss) | $ 751 | $ 544 | $ 126 |
Pension Plans and Other Postr_9
Pension Plans and Other Postretirement Benefit Plans Pension Plans Fund Status (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Pension Plans | ||
Schedule of Pension Plan Funded Status [Line Items] | ||
Defined benefit plan, accumulated benefit obligation | $ 175,599 | $ 220,532 |
Pension Plans and Other Post_10
Pension Plans and Other Postretirement Benefit Plans Schedule of Assumptions Used (Details) | 12 Months Ended | |||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Discount rate used to determine benefit obligations | ||||||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Weighted-Average Interest Crediting Rate | 2.76% | 2.32% | 2.76% | 2.32% | ||
Pension Plans | ||||||
Discount rate used to determine benefit obligations | ||||||
Discount rate | 4.85% | 2.84% | 4.85% | 2.84% | ||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase | 3% | 3% | 3% | 3% | ||
Discount rate used to determine net periodic benefit cost | ||||||
Discount rate - projected benefit obligation | 2.49% | 1.66% | 2.94% | 2.60% | 2.80% | 3.57% |
Discount rate - service cost | 3.13% | 3.08% | 3.70% | |||
Discount rate - interest cost | 1.30% | 1.26% | 2.81% | 1.98% | 2.16% | 3.20% |
Expected long-term return on plan assets | 4.79% | 4.03% | 5.38% | |||
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Rate of Compensation Increase | 3% | 3% | 2% | |||
Net Periodic Benefit Cost, Weighted-Average Interest Crediting Rate | 2.32% | 1.37% | 3.28% | |||
Postretirement Plans | ||||||
Discount rate used to determine benefit obligations | ||||||
Discount rate | 4.64% | 2.21% | 4.64% | 2.21% | ||
Healthcare cost trend rate assumed for next year | 6% | 6.25% | 6% | 6.25% | ||
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) | 5% | 5% | 5% | 5% | 5% | 5% |
Defined Benefit Plan, Year Health Care Cost Trend Rate Reaches Ultimate Trend Rate | 2027 | 2027 | 2027 | |||
Discount rate used to determine net periodic benefit cost | ||||||
Discount rate - projected benefit obligation | 2.20% | 2.12% | 3.20% | |||
Discount rate - service cost | 2.64% | 2.48% | 3.44% | |||
Discount rate - interest cost | 1.61% | 1.63% | 2.88% | |||
Healthcare cost trend rate assumed for next year | 6.25% | 6.50% | 6.75% | 6.25% | 6.50% | 6.75% |
Pension Plans and Other Post_11
Pension Plans and Other Postretirement Benefit Plans Schedule of Allocation of Plan Assets (Details) | Jun. 30, 2022 | Jun. 30, 2021 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, actual allocation, percentage | 100% | 100% |
Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, actual allocation, percentage | 81% | 98% |
Defined benefit plan, plan assets, target allocation, percentage | 85% | |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, actual allocation, percentage | 12% | 0% |
Defined benefit plan, plan assets, target allocation, percentage | 15% | |
Cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, actual allocation, percentage | 7% | 2% |
Pension Plans and Other Post_12
Pension Plans and Other Postretirement Benefit Plans Investment at Estimated Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | $ 127,734 | $ 169,882 |
U.S. Treasury securities (a) | Fair Value, Inputs, Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | 672 | 0 |
Money market funds | Fair Value, Inputs, Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | 8,529 | 2,948 |
U.S. corporate bonds (b) | Fair Value, Inputs, Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | 0 | 100,230 |
Foreign issues (c) | Fair Value, Inputs, Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | 0 | 20,119 |
Municipal bonds (c) | Fair Value, Inputs, Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | 0 | 3,880 |
Mutual fund - equity (d) | Fair Value, Inputs, Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | 15,661 | 0 |
Common collective trust (d) | Fair Value, Inputs, Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, plan assets, amount | $ 102,872 | $ 42,705 |
Pension Plans and Other Post_13
Pension Plans and Other Postretirement Benefit Plans Contributions for Qualified Defined Benefit Pension Plan (Narrative) (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined Benefit Plan, Expected Future Employer Contributions, Next Fiscal Year | $ 250 |
Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined Benefit Plan, Expected Future Employer Contributions, Next Fiscal Year | 500 |
Union Plan | Other Pension Plan - Union Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
Employer contributions | $ 400 |
Pension Plans and Other Post_14
Pension Plans and Other Postretirement Benefit Plans Schedule of Expected Benefit Payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan, expected future benefit payment, year one | $ 13,760 |
Defined benefit plan, expected future benefit payment, year two | 10,916 |
Defined benefit plan, expected future benefit payment, year three | 10,742 |
Defined benefit plan, expected future benefit payment, year four | 11,525 |
Defined benefit plan, expected future benefit payment, year five | 11,764 |
Defined benefit plan, expected future benefit payment, after year five for next five years | 59,027 |
Postretirement Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan, expected future benefit payment, year one | 504 |
Defined benefit plan, expected future benefit payment, year two | 471 |
Defined benefit plan, expected future benefit payment, year three | 474 |
Defined benefit plan, expected future benefit payment, year four | 433 |
Defined benefit plan, expected future benefit payment, year five | 399 |
Defined benefit plan, expected future benefit payment, after year five for next five years | $ 1,763 |
Pension Plans and Other Post_15
Pension Plans and Other Postretirement Benefit Plan Defined Contribution Plan (Narrative) (Details) - MSG Networks - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Union Savings Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Cost | $ 394 | $ 215 | $ 539 |
Employee | Savings Plans | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Cost | $ 9,217 | $ 5,389 | 6,549 |
Corporate Employee | MSG Sports | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Cost | $ 1,240 |
Pension Plans and Other Post_16
Pension Plans and Other Postretirement Benefit Plans Schedule of Multiemployer Defined Benefit Pension Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Pension Plans | Pension Fund of Local No. 1 of I.A.T.S.E. | |||
Multiemployer Plan [Line Items] | |||
EIN | 136414973 | ||
Pension Plan Number | 001 | ||
PPA Zone Status | Green | Green | |
FIP/RP Status Pending / Implemented | No | ||
Surcharge Imposed | No | ||
Other Pension Plan | |||
Multiemployer Plan [Line Items] | |||
Company Contributions | $ 5,793 | $ 1,706 | $ 6,398 |
Minimum | Pension Plans | Pension Fund of Local No. 1 of I.A.T.S.E. | |||
Multiemployer Plan [Line Items] | |||
Expiration date | Jun. 30, 2021 | ||
Maximum | Pension Plans | Pension Fund of Local No. 1 of I.A.T.S.E. | |||
Multiemployer Plan [Line Items] | |||
Expiration date | May 01, 2023 | ||
The Madison Square Garden Company | |||
Multiemployer Plan [Line Items] | |||
Company Contributions | $ 4,295 | 778 | 4,968 |
The Madison Square Garden Company | Pension Plans | Pension Fund of Local No. 1 of I.A.T.S.E. | |||
Multiemployer Plan [Line Items] | |||
Company Contributions | 2,032 | 194 | 1,831 |
The Madison Square Garden Company | Other Pension Plan | |||
Multiemployer Plan [Line Items] | |||
Company Contributions | $ 2,263 | $ 584 | $ 3,137 |
Pension Plans and Other Post_17
Pension Plans and Other Postretirement Benefit PlansMultiemployer Defined Contribution Pension Plans and Multiemployer Plans That Provide Health and Welfare Benefits (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Other Pension Plan - Multi-Employers Defined Contribution | |||
Multiemployer Plan [Line Items] | |||
Madison Square Garden contributions | $ 5,793 | $ 1,706 | $ 6,398 |
Schedule of Share-based Compens
Schedule of Share-based Compensation, Restricted Stock Units Award Activities (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 USD ($) tradingDay $ / shares shares | Jun. 30, 2021 USD ($) $ / shares shares | Jun. 30, 2020 USD ($) $ / shares | |
Unvested Share Units Awards [Roll Forward] | |||
Equity Instruments vested in period, fair value | $ | $ 39,531 | ||
Payment, tax withholding | $ | $ 16,658 | $ 8,208 | $ 4,290 |
Share-based payment award, vesting period | 3 years | ||
Number Of Trading Days | tradingDay | 10 | ||
Restricted Stock Units (RSUs) | |||
Unvested Share Units Awards [Roll Forward] | |||
Unvested award balance as of June 30, 2020 (in usd per share) | $ / shares | $ 76.15 | ||
Granted (in usd per share) | $ / shares | 79.34 | $ 69.66 | $ 81.88 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Other Increase (Decrease) In Period Weighted Average Grant Date Fair Value | $ / shares | 82.63 | ||
Vested (in usd per share) | $ / shares | 84.87 | ||
Forfeited (in usd per share) | $ / shares | 76.48 | ||
Unvested award balance as of June 30, 2021 (in usd per share) | $ / shares | $ 75.70 | $ 76.15 | |
Shares withheld for tax withholding obligation (in shares) | 222 | ||
Payment, tax withholding | $ | $ 17,342 | ||
Restricted Stock Units (RSUs) | Madison Square Garden Sports [Member] | |||
Unvested Share Units Awards [Roll Forward] | |||
Shares withheld for tax withholding obligation (in shares) | 6 | ||
Payment, tax withholding | $ | $ 477 | ||
Nonperformance Based Vesting RSUs | Restricted Stock Units (RSUs) | |||
Unvested Share Units Awards [Roll Forward] | |||
Unvested award balance as of June 30, 2020 (in shares) | 683 | ||
Granted (in shares) | 644 | ||
Vested (in shares) | (436) | ||
Forfeited (in shares) | (42) | ||
Unvested award balance as of June 30, 2021 (in shares) | 1,072 | 683 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | (223) | ||
Performance Based Vesting RSUs | Restricted Stock Units (RSUs) | |||
Unvested Share Units Awards [Roll Forward] | |||
Unvested award balance as of June 30, 2020 (in shares) | 701 | ||
Granted (in shares) | 497 | ||
Vested (in shares) | (77) | ||
Forfeited (in shares) | (53) | ||
Unvested award balance as of June 30, 2021 (in shares) | 845 | 701 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | (223) |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information RSU's (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 4,589 | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in usd per share) | $ 79.34 | $ 69.66 | $ 81.88 |
Intrinsic value of awards vested (a) | $ 40,701 | $ 26,160 | $ 10,587 |
Schedule of Share-based Compe_2
Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule of Share-based Compensation Expense [Line Items] | |||
Share-based compensation expense | $ 77,141 | $ 70,584 | $ 61,425 |
Share-based payment arrangement, amount capitalized | 2,979 | $ 5,467 | $ 5,051 |
Employee | The Madison Square Garden Company | Performance Stock Units and Performance Restricted Stock Units | |||
Schedule of Share-based Compensation Expense [Line Items] | |||
Share-based compensation cost not yet recognized | $ 80,759 | ||
Share-based compensation cost not yet recognized, period for recognition | 1 year 7 months 6 days | ||
Employee | The Madison Square Garden Company | Unvested Stock Options | |||
Schedule of Share-based Compensation Expense [Line Items] | |||
Share-based compensation cost not yet recognized | $ 254 | ||
Share-based compensation cost not yet recognized, period for recognition | 2 months 12 days |
Share-Based Compensation Overvi
Share-Based Compensation Overview (Narrative) (Details) $ in Thousands | 12 Months Ended | |||||
Apr. 17, 2020 shares | Apr. 17, 2020 plan | Jun. 30, 2022 USD ($) shares | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | Jul. 09, 2021 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number Of Share-Based Compensation Plans | 1 | 2 | ||||
Share-based payment award, vesting period | 3 years | |||||
Adjustment of exercise price, rate | 0.305 | |||||
Share-based compensation expense | $ | $ 77,141 | $ 70,584 | $ 61,425 | |||
Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based payment award, expiration period | 7 years 6 months | |||||
Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based payment award, expiration period | 10 years | |||||
Class A Common Stock | MSG Networks | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Pending Business Combination Equity Interest Issued Or Issuable Share Conversion Ratio | 0.172 | |||||
Class B Common Stock | MSG Networks | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Pending Business Combination Equity Interest Issued Or Issuable Share Conversion Ratio | 0.172 | |||||
2020 Employee Stock Plan | Class A Common Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 3,000,000 | |||||
2020 for Non-Employee Directors | Class A Common Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based payment award, expiration period | 10 years | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period, Increase | 1 year | |||||
MSG Sports Corp | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Adjustment of exercise price, rate | 0.695 | |||||
Employee Stock | 2015 Stock Plan for Non-Employee Directors | Class A Common Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 150,000 | |||||
Share-based payment award, expiration period | 10 years | |||||
Employee Stock | MSG Networks Employee Stock Plan | Class A Common Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 12,500,000 | |||||
Share-based payment award, expiration period | 10 years | |||||
Employee | Performance Stock Units and Performance Restricted Stock Units | The Madison Square Garden Company | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation cost not yet recognized | $ | $ 80,759 | |||||
Employee | Unvested Stock Options | The Madison Square Garden Company | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation cost not yet recognized | $ | $ 254 |
Schedule of Share-based Compe_3
Schedule of Share-based Compensation Activities, Stock Option (Details) | 12 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Balance as of June 30, 2020 (in usd per share) | $ / shares | $ 103.88 |
Granted (in usd per share) | $ / shares | 109.76 |
Balance as of June 30, 2021 (in usd per share) | $ / shares | 103.88 |
Exercisable as of June 30, 2020 (in usd per share) | $ / shares | $ 108.29 |
Weighted average remaining contractual term | 3 years 5 months 15 days |
Exercisable weighted average remaining contractual term | 3 years 2 months 15 days |
Aggregate intrinsic value as of June 30, 2020 | $ | $ 0 |
Exercisable intrinsic value as of June 30, 2020 | $ | $ 0 |
Nonperformance Based Vesting RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Balance as of June 30, 2020 (in shares) | 409,000 |
Granted (in shares) | (315,000) |
Balance as of June 30, 2021 (in shares) | 724,000 |
Exercisable as of June 30, 2021 (in shares) | 597,000 |
Performance Based Vesting RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Balance as of June 30, 2020 (in shares) | 315,000 |
Granted (in shares) | (315,000) |
Balance as of June 30, 2021 (in shares) | 0 |
Exercisable as of June 30, 2021 (in shares) | 0 |
Stock Repurchase Program (Detai
Stock Repurchase Program (Details) | Mar. 31, 2022 USD ($) |
Class A Common Stock | 2015 share repurchase program [Member] | |
Equity, Class of Treasury Stock [Line Items] | |
Stock repurchase program, authorized amount | $ 350,000,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 2,180,406 | $ 2,299,504 | $ 2,145,503 |
Other comprehensive loss before reclassifications | (25,034) | 27,284 | (9,281) |
Amounts reclassified from accumulated other comprehensive loss | 2,734 | (2,445) | 1,942 |
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent | 4,217 | (4,638) | 1,096 |
Other comprehensive income (loss), total | (18,083) | 20,201 | (6,243) |
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | (3,173) | (8,728) | 51,009 |
Ending balance | 1,975,384 | 2,180,406 | 2,299,504 |
Pension Plans and Postretirement Plan | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (45,425) | (40,248) | (41,673) |
Other comprehensive loss before reclassifications | 0 | (404) | (1,589) |
Amounts reclassified from accumulated other comprehensive loss | 2,734 | (2,445) | 1,942 |
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent | 2,404 | (2,328) | (322) |
Other comprehensive income (loss), total | 5,138 | (5,177) | 31 |
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | 1,394 | ||
Ending balance | (40,287) | (45,425) | (40,248) |
Cumulative Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 15,153 | (10,225) | (3,951) |
Other comprehensive loss before reclassifications | (25,034) | 27,688 | (7,692) |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent | 1,813 | (2,310) | 1,418 |
Other comprehensive income (loss), total | (23,221) | 25,378 | (6,274) |
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | 0 | ||
Ending balance | (8,068) | 15,153 | (10,225) |
Accumulated Other Comprehensive Loss | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (30,272) | (50,473) | (45,624) |
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | 1,394 | ||
Ending balance | (48,355) | (30,272) | (50,473) |
Accumulated Other Comprehensive Loss | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (30,272) | (50,473) | (45,624) |
Adjustments related to the transfer of certain assets and liabilities as a result of the Entertainment Distribution | 1,394 | ||
Ending balance | $ (48,355) | $ (30,272) | $ (50,473) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Taxes [Abstract] | |||
Corresponding valuation allowance | $ 80,835 | $ 69,900 | |
Operating Loss Carryforwards | 539,000 | ||
Income Taxes Paid, Net | $ (1,014) | $ 101,972 | $ 75,328 |
Income Taxes Schedule of Compon
Income Taxes Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Current expense (benefit): | |||
Federal | $ (620) | $ 45,354 | $ 58,530 |
State and other | 6,105 | 31,728 | 34,460 |
Current expense | 5,485 | 77,082 | 92,990 |
Deferred expense (benefit): | |||
Federal | (27,904) | (47,149) | 7,080 |
State and other | (3,366) | (24,208) | 1,620 |
Deferred expense (benefit) | (31,270) | (71,357) | 8,700 |
Income tax expense (benefit) | $ (25,785) | $ 5,725 | $ 101,690 |
Income Taxes Schedule of Effect
Income Taxes Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |||
Federal tax expense (benefit) at statutory federal rate | $ (45,346) | $ (33,767) | $ 52,816 |
State income taxes, net of federal benefit | (10,003) | (4,705) | 31,111 |
Change in the estimated applicable tax rate used to determine deferred taxes | (4,199) | 3,117 | (662) |
Nondeductible transaction costs | 10,723 | 87 | 6,961 |
Federal tax credits | (2,150) | 0 | (1,480) |
GAAP income of consolidated partnership attributable to non-controlling interest | (892) | 3,857 | 6,703 |
Tax effect of indefinite intangible amortization | 0 | 1,072 | 993 |
Change in valuation allowance | 11,402 | 25,704 | 1,605 |
Nondeductible officers’ compensation | 12,759 | 9,646 | 6,454 |
Nondeductible expenses | 975 | 379 | 728 |
Excess tax benefit related to share-based payment awards | (87) | (105) | (3,852) |
Other | 1,033 | 440 | 313 |
Income tax expense (benefit) | $ (25,785) | $ 5,725 | $ 101,690 |
Income Taxes Schedule of Deferr
Income Taxes Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Deferred tax asset: | ||
Net operating loss (“NOL”) carryforwards | $ 182,629 | $ 172,432 |
Tax credit carryforwards | 2,682 | 532 |
Accrued employee benefits | 44,487 | 38,756 |
Restricted stock units and stock options | 18,992 | 18,189 |
Deferred revenue | 0 | 29,540 |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Deferred Rent | 14,531 | 7,864 |
Investments | 74,027 | 40,237 |
Other | 0 | 6,912 |
Total deferred tax assets | 337,348 | 314,462 |
Less valuation allowance | (80,835) | (69,900) |
Net deferred tax assets | 256,513 | 244,562 |
Deferred tax liabilities: | ||
Intangible and other assets | (307,964) | (313,122) |
Property and equipment | (89,750) | (120,981) |
Prepaid expenses | (5,472) | (4,620) |
Deferred interest | (3,282) | (6,164) |
Deferred Tax Liabilities, Tax Deferred Income | (9,332) | 0 |
Other | (4,154) | 0 |
Total deferred tax liabilities | (419,954) | (444,887) |
Net deferred tax liability | $ (163,441) | $ (200,325) |
Related Party Transactions (Own
Related Party Transactions (Ownership Percentage) (Details) | Jun. 30, 2022 |
Related Party Ownership Percentage [Line Items] | |
Percentage of aggregate voting power represented | 72.60% |
605 LLC | |
Related Party Ownership Percentage [Line Items] | |
Common equity interest (as a percent) | 50% |
Class A Common Stock | |
Related Party Ownership Percentage [Line Items] | |
Percentage of common stock owned by related party | 5.10% |
Related Party Transactions (Oth
Related Party Transactions (Other Discussion) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Related Party Transaction [Line Items] | |||||
Initial stated term | 10 years | ||||
Term of right to use The Garden | 35 years | ||||
Capital expenditures incurred but not yet paid | $ 206,462 | $ 110,428 | $ 81,322 | ||
BCE | |||||
Related Party Transaction [Line Items] | |||||
Notes payable due to related parties | $ 792 | 875 | 792 | ||
Nonconsolidated affiliates | |||||
Related Party Transaction [Line Items] | |||||
Capital expenditures | $ 121,115 | $ 66,525 | |||
Capital expenditures incurred but not yet paid | $ 25,028 | $ 6,921 |
Related Party Transactions (Tra
Related Party Transactions (Transactions by Type) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Related Party Transaction [Line Items] | |||
Revenues | $ 94,662,000 | $ 37,914,000 | $ 5,817,000 |
Other operating expenses, net | 4,013,000 | 4,594,000 | 11,836,000 |
Related Party Operating Expenses | 125,222,000 | 107,181,000 | 103,568,000 |
Direct operating expenses (net charges) from related party | 159,937,000 | 139,089,000 | 208,678,000 |
Related Party Transaction, Selling, General and Administrative Expenses, Net of Charges (to) from Transactions with Related Party | 34,715,000 | 31,908,000 | 105,110,000 |
Venue Usage | MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 0 | 0 | 46,072,000 |
General and Administrative Expense | MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 38,254,000 | 36,502,000 | 116,946,000 |
Direct Operating Expense Reimbursement Under Arena License Arrangement | MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | (25,827,000) | (9,717,000) | 0 |
Revenue-sharing expense | MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Revenue sharing expenses | 17,279,000 | 558,000 | 110,002,000 |
Media Rights Fees | MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Revenue sharing expenses | 163,131,000 | 143,464,000 | 140,058,000 |
Origination, Master Control And Technical Services | AMC Networks | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | $ (4,880,000) | $ (4,784,000) | $ (4,690,000) |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 12 Months Ended | ||
Jun. 30, 2022 USD ($) game | Jun. 30, 2021 USD ($) game | Jun. 30, 2020 USD ($) | |
Related Party Transaction [Line Items] | |||
Revenues from related party | $ 94,662,000 | $ 37,914,000 | $ 5,817,000 |
Sublease Income | 5,207,000 | ||
MSG Sports Corp | |||
Related Party Transaction [Line Items] | |||
Related party transaction, services agreement | 38,254,000 | 36,365,000 | 7,005,000 |
MSG Sports Corp | Direct Operating Expense Reimbursement Under Arena License Arrangement | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 25,827,000 | 9,717,000 | $ 0 |
Knicks and Rangers | The Garden | |||
Related Party Transaction [Line Items] | |||
Operating Lease, Lease Income | $ 68,072,000 | $ 21,345,000 | |
Number Of Home Games | game | 98 | 69 | |
MSG Sports Corp | Sponsorship Sales And Service Representation Agreements | |||
Related Party Transaction [Line Items] | |||
Revenues from related party | $ 17,570,000 | $ 13,584,000 | |
MSG Sports Corp | Merchandise Sharing Revenues | |||
Related Party Transaction [Line Items] | |||
Revenues from related party | 4,412,000 | ||
Other Related Parties | |||
Related Party Transaction [Line Items] | |||
Sublease Income | $ 2,444,000 | $ 2,450,000 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 12 Months Ended |
Jun. 30, 2022 segments | |
Segment Reporting [Abstract] | |
Number of segments | 3 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | $ 453,542 | $ 460,127 | $ 516,439 | $ 294,510 | $ 260,597 | $ 214,318 | $ 168,752 | $ 170,546 | $ 1,724,618 | [1] | $ 814,213 | [1] | $ 1,436,018 | [1] | |
Direct operating expenses | [1] | 1,009,245 | 434,783 | 790,499 | |||||||||||
Selling, general and administrative expenses | [1] | 681,796 | 424,355 | 433,211 | |||||||||||
Depreciation and amortization | [1] | 124,629 | 121,999 | 112,062 | |||||||||||
Impairment And Other Gain (Loss), Net | [1] | (3,045) | 0 | 105,817 | |||||||||||
Gain on disposal of assets held for sale | [1] | 0 | 0 | (240,783) | |||||||||||
Restructuring Charges | [1] | 14,690 | 21,299 | 0 | |||||||||||
Operating income (loss) | (56,752) | 2,043 | 35,350 | (83,338) | (43,992) | (38,740) | (46,812) | (58,679) | (102,697) | [1] | (188,223) | [1] | 235,212 | [1] | |
Loss in equity method investments | (5,027) | (6,858) | (4,433) | ||||||||||||
Interest income | 4,210 | 3,222 | 22,227 | ||||||||||||
Interest expense | (27,155) | (20,423) | (36,564) | ||||||||||||
Loss on extinguishment of debt | (35,815) | 0 | 0 | ||||||||||||
Other expense, net (a) | (49,448) | 51,488 | 35,061 | ||||||||||||
Income (loss) from operations before income taxes | (215,932) | (160,794) | 251,503 | ||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | $ (56,752) | $ 2,043 | $ 35,350 | $ (83,338) | $ (43,992) | $ (38,740) | $ (46,812) | $ (58,679) | (102,697) | [1] | (188,223) | [1] | 235,212 | [1] | |
Share-based compensation expense | 77,141 | 70,584 | 61,425 | ||||||||||||
Depreciation and amortization | [1] | 124,629 | 121,999 | 112,062 | |||||||||||
Restructuring Charges | [1] | 14,690 | 21,299 | 0 | |||||||||||
Merger and Acquisition Related Costs | 24,220 | ||||||||||||||
Other purchase accounting adjustments | 4,367 | ||||||||||||||
Adjusted operating income (loss) | 278,100 | ||||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | 756,717 | 456,007 | 455,240 | ||||||||||||
Operating Segments | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Depreciation and amortization | 124,629 | 121,999 | |||||||||||||
Restructuring Charges | 14,690 | 21,299 | |||||||||||||
Operating income (loss) | (102,697) | (188,223) | |||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | (102,697) | (188,223) | |||||||||||||
Non-cash portion of arena license fees | (27,754) | (13,026) | |||||||||||||
Share-based compensation expense | 72,552 | 70,584 | |||||||||||||
Depreciation and amortization | 124,629 | 121,999 | |||||||||||||
Restructuring Charges | 14,690 | 21,299 | |||||||||||||
Merger and Acquisition Related Costs | 48,764 | ||||||||||||||
Hosting Arrangement, Service Contract, Implementation Cost, Expense, Amortization | 271 | ||||||||||||||
Other purchase accounting adjustments | 6,099 | 3,334 | |||||||||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 46 | ||||||||||||||
Adjusted operating income (loss) | 133,555 | 40,187 | |||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | 759,873 | 456,007 | |||||||||||||
Operating Segments | Entertainment | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 655,392 | 82,281 | 585,208 | ||||||||||||
Direct operating expenses | 420,305 | 103,089 | 388,643 | ||||||||||||
Selling, general and administrative expenses | 394,551 | 268,705 | 282,043 | ||||||||||||
Depreciation and amortization | 77,177 | 80,142 | 84,289 | ||||||||||||
Impairment And Other Gain (Loss), Net | (245) | 0 | |||||||||||||
Gain on disposal of assets held for sale | (240,783) | ||||||||||||||
Restructuring Charges | 14,238 | 21,299 | |||||||||||||
Operating income (loss) | (250,634) | (390,954) | 71,016 | ||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | (250,634) | (390,954) | 71,016 | ||||||||||||
Non-cash portion of arena license fees | (27,754) | (13,026) | |||||||||||||
Share-based compensation expense | 47,813 | 47,633 | 41,227 | ||||||||||||
Depreciation and amortization | 77,177 | 80,142 | 84,289 | ||||||||||||
Restructuring Charges | 14,238 | 21,299 | |||||||||||||
Merger and Acquisition Related Costs | 20,834 | 16,080 | |||||||||||||
Hosting Arrangement, Service Contract, Implementation Cost, Expense, Amortization | 95 | ||||||||||||||
Other purchase accounting adjustments | 0 | 0 | 0 | ||||||||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 46 | ||||||||||||||
Adjusted operating income (loss) | (118,430) | (238,826) | (44,251) | ||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | 732,891 | 448,962 | 448,944 | ||||||||||||
Operating Segments | MSG Networks | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 608,155 | 647,510 | 685,797 | ||||||||||||
Direct operating expenses | 320,278 | 262,859 | 282,837 | ||||||||||||
Selling, general and administrative expenses | 147,007 | 115,339 | 100,829 | ||||||||||||
Depreciation and amortization | 9,394 | 7,335 | 7,163 | ||||||||||||
Impairment And Other Gain (Loss), Net | 0 | 0 | |||||||||||||
Gain on disposal of assets held for sale | 0 | ||||||||||||||
Restructuring Charges | 452 | 0 | |||||||||||||
Operating income (loss) | 131,024 | 261,977 | 294,968 | ||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | 131,024 | 261,977 | 294,968 | ||||||||||||
Non-cash portion of arena license fees | 0 | 0 | |||||||||||||
Share-based compensation expense | 17,092 | 17,667 | 19,235 | ||||||||||||
Depreciation and amortization | 9,394 | 7,335 | 7,163 | ||||||||||||
Restructuring Charges | 452 | 0 | |||||||||||||
Merger and Acquisition Related Costs | 27,683 | 4,502 | |||||||||||||
Hosting Arrangement, Service Contract, Implementation Cost, Expense, Amortization | 176 | ||||||||||||||
Other purchase accounting adjustments | 0 | 0 | 0 | ||||||||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 0 | ||||||||||||||
Adjusted operating income (loss) | 185,821 | 291,481 | 321,366 | ||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | 3,673 | 3,853 | 2,814 | ||||||||||||
Operating Segments | Tao Group Hospitality | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 484,947 | 100,166 | 180,201 | ||||||||||||
Direct operating expenses | 264,641 | 66,591 | 116,638 | ||||||||||||
Selling, general and administrative expenses | 160,991 | 54,034 | 63,049 | ||||||||||||
Depreciation and amortization | 26,021 | 8,955 | 8,156 | ||||||||||||
Impairment And Other Gain (Loss), Net | (3,969) | 94,946 | |||||||||||||
Gain on disposal of assets held for sale | 0 | ||||||||||||||
Restructuring Charges | 0 | 0 | |||||||||||||
Operating income (loss) | 37,263 | (29,414) | (102,588) | ||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | 37,263 | (29,414) | (102,588) | ||||||||||||
Non-cash portion of arena license fees | 0 | 0 | |||||||||||||
Share-based compensation expense | 7,647 | 5,284 | 963 | ||||||||||||
Depreciation and amortization | 26,021 | 8,955 | 8,156 | ||||||||||||
Restructuring Charges | 0 | 0 | |||||||||||||
Merger and Acquisition Related Costs | 247 | 3,638 | |||||||||||||
Hosting Arrangement, Service Contract, Implementation Cost, Expense, Amortization | 0 | ||||||||||||||
Other purchase accounting adjustments | 0 | 0 | 0 | ||||||||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 0 | ||||||||||||||
Adjusted operating income (loss) | 67,209 | (11,537) | 1,477 | ||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | 23,309 | 3,192 | 3,482 | ||||||||||||
Purchase accounting adjustments | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 0 | 0 | 0 | ||||||||||||
Direct operating expenses | 6,099 | 3,334 | 4,361 | ||||||||||||
Selling, general and administrative expenses | 0 | 0 | 6 | ||||||||||||
Depreciation and amortization | 12,037 | 25,567 | 12,454 | ||||||||||||
Impairment And Other Gain (Loss), Net | 1,169 | 10,871 | |||||||||||||
Gain on disposal of assets held for sale | 0 | ||||||||||||||
Restructuring Charges | 0 | 0 | |||||||||||||
Operating income (loss) | (19,305) | (28,901) | (27,692) | ||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | (19,305) | (28,901) | (27,692) | ||||||||||||
Non-cash portion of arena license fees | 0 | 0 | |||||||||||||
Share-based compensation expense | 0 | 0 | 0 | ||||||||||||
Depreciation and amortization | 12,037 | 25,567 | 12,454 | ||||||||||||
Restructuring Charges | 0 | 0 | |||||||||||||
Merger and Acquisition Related Costs | 0 | 0 | |||||||||||||
Hosting Arrangement, Service Contract, Implementation Cost, Expense, Amortization | 0 | ||||||||||||||
Other purchase accounting adjustments | 6,099 | 3,334 | 4,367 | ||||||||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 0 | ||||||||||||||
Adjusted operating income (loss) | 0 | 0 | 0 | ||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | 0 | 0 | 0 | ||||||||||||
Eliminations | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | (23,876) | (15,744) | (15,188) | ||||||||||||
Direct operating expenses | (2,078) | (1,090) | (1,980) | ||||||||||||
Selling, general and administrative expenses | (20,753) | (13,723) | (12,716) | ||||||||||||
Depreciation and amortization | 0 | 0 | 0 | ||||||||||||
Impairment And Other Gain (Loss), Net | 0 | 0 | |||||||||||||
Gain on disposal of assets held for sale | 0 | ||||||||||||||
Restructuring Charges | 0 | 0 | |||||||||||||
Operating income (loss) | (1,045) | (931) | (492) | ||||||||||||
Reconciliation of operating loss to adjusted operating loss: | |||||||||||||||
Operating income (loss) | (1,045) | (931) | (492) | ||||||||||||
Non-cash portion of arena license fees | 0 | 0 | |||||||||||||
Share-based compensation expense | 0 | 0 | 0 | ||||||||||||
Depreciation and amortization | 0 | 0 | 0 | ||||||||||||
Restructuring Charges | 0 | 0 | |||||||||||||
Merger and Acquisition Related Costs | 0 | 0 | |||||||||||||
Hosting Arrangement, Service Contract, Implementation Cost, Expense, Amortization | 0 | ||||||||||||||
Other purchase accounting adjustments | 0 | 0 | 0 | ||||||||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 0 | ||||||||||||||
Adjusted operating income (loss) | (1,045) | (931) | (492) | ||||||||||||
Other Information: | |||||||||||||||
Capital expenditures | $ 0 | $ 0 | $ 0 | ||||||||||||
[1] See Note 21, Related Party Transactions, for further information on related party revenues and expenses |
Segment Information - Misc Inco
Segment Information - Misc Income (Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Segment Reporting [Abstract] | |||
Realized and unrealized gain (loss) on equity investments with readily determinable fair value, see Note $9 for further detail | $ (49,842) | $ 51,178 | $ 37,628 |
Non-service cost components of net periodic pension and postretirement benefit costs, see Note $16 for further detail | 3 | (1,090) | (2,269) |
Dividend income from equity investments | 0 | 0 | 722 |
Debt financing costs | 0 | 0 | (2,764) |
Measurement alternative adjustments for equity investments without readily determinable fair value | 0 | 0 | (532) |
Others, net, primarily reflects the impact of Tao Group Hospitality | 391 | 1,400 | 2,276 |
Miscellaneous income, net | $ (49,448) | $ 51,488 | $ 35,061 |
Concentration of Risk - Schedul
Concentration of Risk - Schedules of Concentration of Risk (Details) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Customer A | Accounts Receivable | Credit Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 14% | 16% | |
Customer B | Accounts Receivable | Credit Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 12% | 15% | |
Customer C | Accounts Receivable | Credit Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 17% | |
Customer 1 | Revenue Benchmark | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 21% | 12% |
Customer 2 | Revenue Benchmark | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 9% | 20% | 12% |
Concentration of Risk - Narrati
Concentration of Risk - Narrative (Details) | 12 Months Ended |
Jun. 30, 2022 employee | |
Concentration Risk [Line Items] | |
Number of employees subject to CBAs | 2,200 |
Employees subject to CBAs (as a percent) | 38% |
Workforce Subject to Collective Bargaining Arrangements Expiring within One Year | Unionized Employees Concentration Risk | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 44% |
Already Expired As of The Current Year End | Workforce Subject to Collective Bargaining Arrangements | Unionized Employees Concentration Risk | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 7% |
Accounting for Entertainment _2
Accounting for Entertainment Distributions and Merger Transactions (Details) $ in Thousands | Apr. 17, 2020 USD ($) |
Accounting Policies [Abstract] | |
Proceeds from Distribution | $ 816,896 |
Subsequent Events (Details)
Subsequent Events (Details) | Aug. 18, 2022 |
Subsequent Event | Scenario, Plan | RemainCo | SpinCo | |
Subsequent Event [Line Items] | |
Economic interest retained after spin-off, ownership interest preceding spin-off | 33.33% |
Interim Financial Information_3
Interim Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | ||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Revenues | $ 453,542 | $ 460,127 | $ 516,439 | $ 294,510 | $ 260,597 | $ 214,318 | $ 168,752 | $ 170,546 | $ 1,724,618 | [1] | $ 814,213 | [1] | $ 1,436,018 | [1] |
Operating expenses | 510,294 | 458,084 | 481,089 | 377,848 | 304,589 | 253,058 | 215,564 | 229,225 | 1,827,315 | 1,002,436 | ||||
Operating income (loss) | (56,752) | 2,043 | 35,350 | (83,338) | (43,992) | (38,740) | (46,812) | (58,679) | (102,697) | [1] | (188,223) | [1] | 235,212 | [1] |
Net income (loss) | (99,205) | (19,306) | 5,019 | (76,655) | (40,290) | (25,838) | (60,075) | (40,316) | (190,147) | (166,519) | 149,813 | |||
Net income (loss) attributable to Madison Square Garden Entertainment Corp.’s stockholders | $ (99,943) | $ (17,491) | $ 2,271 | $ (79,232) | $ (38,263) | $ (18,260) | $ (55,831) | $ (35,797) | $ (194,395) | $ (148,151) | $ 181,734 | |||
Basic earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp.’s stockholders (in usd per share) | $ (3) | $ (0.51) | $ 0.07 | $ (2.32) | $ (1.12) | $ (0.79) | $ (1.64) | $ (1.05) | $ (5.77) | $ (4.60) | $ 5.21 | |||
Diluted earnings (loss) per common share attributable to Madison Square Garden Entertainment Corp's stockholders (in usd per share) | $ (3) | $ (0.51) | $ 0.07 | $ (2.32) | $ (1.12) | $ (0.79) | $ (1.64) | $ (1.05) | $ (5.77) | $ (4.60) | $ 5.20 | |||
[1] See Note 21, Related Party Transactions, for further information on related party revenues and expenses |
SCHEDULE II VALUATION AND QUA_2
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ (76,349) | $ (39,345) | $ (16,071) |
(Additions) / Deductions Charged to Costs and Expenses | (8,835) | (25,987) | (12,821) |
(Additions) / Deductions Charged to Other Accounts | (3,725) | (15,259) | (13,166) |
Deductions | 2,595 | 4,242 | 2,713 |
Balance at End of Period | (86,314) | (76,349) | (39,345) |
Allowance for doubtful accounts / credit losses | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | (6,449) | (10,408) | (2,898) |
(Additions) / Deductions Charged to Costs and Expenses | (1,625) | (283) | (10,223) |
(Additions) / Deductions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 2,595 | 4,242 | 2,713 |
Balance at End of Period | (5,479) | (6,449) | (10,408) |
Deferred tax valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | (69,900) | (28,937) | (13,173) |
(Additions) / Deductions Charged to Costs and Expenses | (7,210) | (25,704) | (2,598) |
(Additions) / Deductions Charged to Other Accounts | (3,725) | (15,259) | (13,166) |
Deductions | 0 | 0 | 0 |
Balance at End of Period | $ (80,835) | $ (69,900) | $ (28,937) |