NEW YORK–(BUSINESS DESCRIPTION)–Madison Square Garden Entertainment Corp. (NYSE: MSGE) today announced that it has filed an initial Form 10 Registration Statement with the US Securities and Exchange Commission (“SEC”) for its proposed offering of traditional live entertainment. and MSG Network businesses.
As previously announced, the proposed spin-off will be structured as a tax-free spin-off for all MSGE shareholders. In the first phase of the transaction, holders of record of MSGE’s Class A and Class B common stock will receive a pro-rata distribution expected to equal, in general, approximately two-thirds of the economic interest in the entertainment and media company, which will take the name Madison Square Garden Entertainment Corp . The remaining one-third interest in the live economy and media company will be held by the current parent company, which will be renamed MSG Sphere Corp. Such reserved shares will be available for use in tax-free distributions of MSG Sphere Corp. common stock, to raise capital for general corporate purposes, and/or for use in a pro-rata spin-off sequence to MSG Sphere Corp. shareholders. .
An entertainment and media company is expected to include:
A collection of different venues: Madison Square Garden, Hulu Theater at Madison Square Garden, Radio City Music Hall, Beacon Theater and Chicago Theatre;
The Company’s entertainment and sports booking business, which presents a wide range of compelling concerts, family shows and special events, as well as a mix of diverse sporting events, to millions of visitors annually;
Radio City Rockettes and Christmas is charming production, which has been a holiday tradition for 88 years;
Valuable long-term Arena License Agreements with the New York Knicks and New York Rangers, both of which play their home games exclusively at Madison Square Garden; and
MSG Networks, which owns regional sports and entertainment networks, MSG Network and MSG Sportsnet (formerly MSG+), and partner streaming service, MSG GO, and shows exclusive home games of 5 NBA and – NHL sports franchise.
After the proposed proposal, MSG Sphere Corp. expected to include:
MSG Sphere – quality spaces that will combine cutting-edge technology and multi-storytelling to deliver an immersive experience at an unparalleled level. The first MSG Sphere is currently under construction in Las Vegas and is expected to open in the second half of calendar 2023;
Majority interest in Tao Group Hospitality, a global hospitality and nightlife provider, with more than 70 branded locations in more than 20 markets on 5 continents;
An approximately one-third economic interest in a live entertainment and media company; and
Most of the Company’s cash is available.
Completion of the transaction is subject to various conditions, including the filing of a Form 10 Registration Statement, certain corporate approvals, receipt of a tax opinion from the advisor and final Board approval.
About Madison Square Garden Entertainment Corp.
Madison Square Garden Entertainment Corp. (MSG Entertainment) is a leader in live entertainment. The company presents or hosts a wide range of events at its collection of diverse venues: New York’s Madison Square Garden, Hulu Theater at Madison Square Garden, Radio City Music Hall and the Beacon Theatre; and the Chicago Theatre. MSG Entertainment is building a new state-of-the-art venue in Las Vegas, the MSG Sphere at the Venetian. In addition, the Company presents an original production – the Christmas spectacular Featuring the Radio City Rockettes – and through Boston Calling Events, produces the Boston Music Festival. The Company’s two regional sports networks, MSG Network and MSG Sportsnet, deliver a wide range of live sports content and other programming. Also under the MSG Entertainment umbrella is Tao Group Hospitality, which has entertainment restaurants and nightlife brands including: Tao, Marquee, Lavo, Beauty & Essex, Cathédrale, Hakkasan and Omnia. More information is available at www.msgentertainment.com.
This press release may contain statements that constitute forward-looking statements within the meaning of the Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements do not guarantee future performance or results and involve risks and uncertainties, and that actual results, developments or events may differ materially from those in the forward-looking statements as a result of various factors, including public perceptions of the Company’s finances and its business , operations, financial condition and businesses in which it operates, the impact of the COVID-19 pandemic and the matters disclosed in the Company’s filings with the Securities and Exchange Commission, including the sections entitled “Risk Notes” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations contained therein. The Company undertakes no obligation to update any forward-looking statements contained herein.