Atlanta Braves Holdings Inc

Previous wording

Certain statements in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our business, product and marketing strategies; new service offerings; the recoverability of our goodwill and other long-lived assets; our projected sources and uses of cash; and the anticipated impact of certain contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but such statements necessarily involve risks and uncertainties and there can be no assurance that the expectation or belief will result or be achieved or accomplished. The following include some but not all of the factors that could cause actual results or events to differ materially from those anticipated:

Current wording

Certain statements in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our business, product and marketing strategies; new service offerings; the status of our broadcasting agreement and potential outcome of the Diamond Sports Group bankruptcy; the recoverability of our goodwill and other long-lived assets; our projected sources and uses of cash; and the anticipated impact of certain contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. The words "believe," "estimate," "expect," "anticipate," "intend," "plan," "strategy," "continue," "seek," "may," "could" and similar expressions or statements regarding future periods are intended to identify forward-looking statements, although not all forward-looking statements may contain such words. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but such statements necessarily involve risks and uncertainties and there can be no assurance that the expectation or belief will result or be achieved or accomplished. Given these uncertainties, we caution you not to place undue reliance on these forward-looking statements. The following include some but not all of the factors that could cause actual results or events to differ materially from those anticipated:

Previous wording

For additional risk factors, please see Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based.

Current wording

The above list of risks and uncertainties is only a summary of some of the most important factors and is not intended to be exhaustive. For additional risk factors, please see Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023 and Part II, Item 1A in this Quarterly Report, as such may be updated by us from time to time in Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings that we make with the SEC. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based, except to the extent required by law.

Previous wording

During November 2022, the board of directors of Liberty Media Corporation (“Liberty”) authorized Liberty management to pursue a plan to redeem each outstanding share of its Liberty Braves common stock in exchange for one share of the corresponding series of common stock of a newly formed entity, Atlanta Braves Holdings (the “Split-Off”). The Split-Off was completed on July 18, 2023 andwas intended to be tax-free to holders of Liberty Braves common stock. Atlanta Braves Holdings is comprised of the businesses, assets and liabilities previously attributed to the Liberty Braves Group (“Braves Group”), which, as of June 30, 2024, included Atlanta Braves Holdings’ wholly-owned subsidiary Braves Holdings and corporate cash. Although Atlanta Braves Holdings was reported as a combined company until the date of the Split-Off, all periods reported herein are referred to as consolidated.

Current wording

During November 2022, the board of directors of Liberty authorized Liberty management to pursue a plan to redeem each outstanding share of its Liberty Braves common stock in exchange for one share of the corresponding series of common stock of a newly formed entity, Atlanta Braves Holdings (the “Split-Off”). The Split-Off was completed on July 18, 2023 andwas intended to be tax-free to holders of Liberty Braves common stock. In September 2024, the Internal Revenue Service completed its review of the Split-Off and notified Liberty that it agreed with the non-taxable characterization of the transaction. Atlanta Braves Holdings is comprised of the businesses, assets and liabilities previously attributed to the Liberty Braves Group (“Braves Group”), which, as of September 30, 2024, included Atlanta Braves Holdings’ wholly-owned subsidiary Braves Holdings and corporate cash. Although Atlanta Braves Holdings was reported as a combined company until the date of the Split-Off, all periods reported herein are referred to as consolidated.

Previous wording

The Braves have a long term local television broadcasting agreement with Sportsouth Network II, LLC. Diamond Sports Group, the parent company of Sportsouth Network II, LLC, is in financial distress and has filed for Chapter 11

Current wording

The Braves have a long-term local television broadcasting agreement with Sportsouth Network II, LLC. Diamond Sports Group, the parent company of Sportsouth Network II, LLC, is in financial distress and has filed for Chapter 11 protection. Refer to note 7 in the accompanying notes to the condensed consolidated financial statements and theLiquidity and Capital Resources section below for more information.

Previous wording

Baseball event revenue increased $9.0 million during both the three and six months ended June 30, 2024, as compared to the corresponding periods in the prior year, primarily due to new sponsorship agreements and contractual rate increases on season tickets and existing sponsorship contracts, partially offset by fewer regular season home games during 2024 compared to the corresponding periods in 2023. Broadcasting revenue increased $2.4 million and $3.6 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to an increase in the number of regular season games, as well as contractual rate increases. Retail and licensing revenue was relatively flat and increased $1.2 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year. The increase for the six month period was primarily due to higher league-wide revenue, partially offset by a reduction in local revenue due to the decrease in regular season home games during 2024. Other revenue, a component of baseball revenue, was relatively flat and increased $1.7 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year. The increase for the six month period was primarily due to spring training related revenue (ticket sales, concession revenue and other gameday related revenue) driven by increased attendance at spring training home games.

Current wording

agreements and contractual rate increases on season tickets and existing sponsorship contracts, partially offset by reduced attendance at regular season home games. Broadcasting revenue increased $1.7 million and $5.3 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to an increase in the number of regular season games, as well as contractual rate increases. Retail and licensing revenue decreased $4.4 million and $3.2 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to a reduction in local revenue due to the decrease in regular season home game attendance and demand for City Connect and other apparel, partially offset by higher league-wide revenue. Other revenue, a component of baseball revenue, increased $7.7 million and $9.4 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year. The increase for the three and nine month periods was primarily due to additional concerts at the Stadium. Additionally, the increase to the nine month period was due to spring training related revenue (ticket sales, concession revenue and other gameday related revenue) driven by increased attendance at spring training home games.

Previous wording

Mixed-Use Development revenue.* *Mixed-Use Development revenue is derived from the mixed-use facilities and primarily includes rental incomeand to a lesser extent, parking revenue and sponsorships. For the three and six months ended June 30, 2024, Mixed-Use Development revenue increased $1.7 million and $3.4 million, respectively, as compared to the corresponding periods in the prior year, primarily due to $0.9 million and $1.6 million increases in parking revenue, respectively, and $0.6 million and $1.6 million increases in rental income, respectively. Increases in rental income for the three and six months ended June 30, 2024, were primarily driven by $0.3 million and $0.9 million of increases in tenant recoveries, respectively.

Current wording

Mixed-Use Development revenue.* *Mixed-Use Development revenue is derived from the mixed-use facilities and primarily includes rental incomeand to a lesser extent, parking revenue and sponsorships. For the three and nine months ended September 30, 2024, Mixed-Use Development revenue increased $1.9 million and $5.2 million, respectively, as compared to the corresponding periods in the prior year, primarily due to $0.9 million and $2.5 million increases in parking revenue, respectively, and $0.7 million and $2.3 million increases in rental income, respectively. Increases in rental income for the three and nine months ended September 30, 2024, were primarily driven by increases in tenant recoveries.

Previous wording

Baseball operating costs. Baseball operating costs primarily include costs associated with baseball and stadium operations. For the three and six months ended June 30, 2024, baseball operating expenses increased $9.6 million and $18.0 million, respectively, as compared to the corresponding periods in the prior year, primarily due to $7.4 million and $9.5 million increases in major league player salaries, respectively, $3.5 million and $4.5 million increases in MLB’s revenue sharing plan, as well as other shared expenses, respectively, and $3.0 million and $4.0 million increases in minor league team and player expenses, respectively, partially offset by $3.7 million and $3.0 million decreases in variable concession and retail operating expenses due to fewer regular season home games during 2024.

Current wording

Baseball operating costs. Baseball operating costs primarily include costs associated with baseball and stadium operations. For the three and nine months ended September 30, 2024, baseball operating expenses increased $27.8 million and $45.8 million, respectively, as compared to the corresponding periods in the prior year, primarily due to $16.8 million and $26.3 million increases in major league player salaries, respectively, $6.9 million and $11.4 million increases in MLB’s revenue sharing plan, as well as other shared expenses, respectively, $2.5 million and $2.4 million increases in concert related expenses, respectively, and $2.1 million and $6.1 million increases in minor league team and player expenses, respectively, partially offset by $1.7 million and $4.6 million decreases in variable concession and retail operating expenses due to reduced attendance at regular season home games during 2024.

Previous wording

Mixed-Use Development costs.* Mixed-Use Development costs *primarily include costs associated with maintaining and operating the mixed-use facilities. During the three and six months ended June 30, 2024, Mixed-Use Development costs increased $0.1 million and $0.5 million, respectively, as compared to the corresponding periods in the prior year, due to general repair expenses and other various operating increases.

Current wording

Mixed-Use Development costs.* Mixed-Use Development costs *primarily include costs associated with maintaining and operating the mixed-use facilities. During the three and nine months ended September 30, 2024, Mixed-Use Development costs increased $0.3 million and $0.7 million, respectively, as compared to the corresponding periods in the prior year, due to general repair expenses and other various operating increases.

Previous wording

Selling, general and administrative, excluding stock-based compensation.* *Selling, general and administrative expense includes costs of marketing, advertising, finance and related personnel costs. Selling, general and administrative expense decreased $0.9 million and $1.2 million for the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to reduced transaction costs related to the Split-Off, partly offset by increased personnel, insurance, information technology and professional fees.

Current wording

Selling, general and administrative, excluding stock-based compensation.* *Selling, general and administrative expense includes costs of marketing, advertising, finance and related personnel costs. Selling, general and administrative expense decreased $0.3 million and $1.5 million for the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to reduced transaction costs related to the Split-Off, partly offset by increased personnel, insurance, information technology and professional fees.

Previous wording

Stock-based compensation. Stock-based compensation increased $0.6 million and $1.1 million for the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, due to increases in the grant value of new awards.

Current wording

Stock-based compensation. Stock-based compensation increased $3.1 million and $4.1 million for the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, mainly due to accelerated vesting for various awards in connection with the Corporate Governance Transition.

Previous wording

Depreciation and amortization. Depreciation and amortization decreased $2.1 million and $1.9 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to various assets becoming fully depreciated.

Current wording

Depreciation and amortization. Depreciation and amortization decreased $2.6 million and $4.5 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to various assets becoming fully depreciated.

Previous wording

Operating income (loss).* *Operating income (loss) improved $5.5 million and $2.4 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, due to the above explanations.

Current wording

Operating income (loss).* *Operating income (loss) declined $9.3 million and $6.9 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, due to the above explanations.

Previous wording

Adjusted OIBDA. To provide investors with additional information regarding our financial results, we also disclose Adjusted OIBDA, which is a non-GAAP financial measure. We define Adjusted OIBDA as operating income (loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition and impairment charges. Our chief operating decision maker and management team use this measure of performance in conjunction with other measures to evaluate our businesses and make decisions about allocating resources among our businesses. We believe this is an important indicator of the operational strength and performance of our businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends. In addition, this measure allows us to view operating results, perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income (loss), net earnings (loss), cash flow provided by (used in) operating activities and other measures of financial performance prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The following table provides a reconciliation of Operating income (loss) to Adjusted OIBDA:

Current wording

(loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition and impairment charges. Our chief operating decision maker and management team use this measure of performance in conjunction with other measures to evaluate our businesses and make decisions about allocating resources among our businesses. We believe this is an important indicator of the operational strength and performance of our businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends. In addition, this measure allows us to view operating results, perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income (loss), net earnings (loss), cash flow provided by (used in) operating activities and other measures of financial performance prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The following table provides a reconciliation of Operating income (loss) to Adjusted OIBDA:

Previous wording

Baseball Adjusted OIBDA was relatively flat and decreased $5.7 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to the fluctuations in baseball revenue and operating costs, as described above.

Current wording

Baseball Adjusted OIBDA was decreased $12.5 million and $18.2 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to the fluctuations in baseball revenue and operating costs, as described above.

Previous wording

Mixed-Use Development Adjusted OIBDA increased $1.3 million and $2.1 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to the fluctuations in Mixed-Use Development revenue and costs, as described above.

Current wording

Mixed-Use Development Adjusted OIBDA increased $1.5 million and $3.6 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to the fluctuations in Mixed-Use Development revenue and costs, as described above.

Previous wording

Corporate and Other Adjusted OIBDA loss decreased $2.3 million and $5.1 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to decreased costs related to the Split-Off.

Current wording

Corporate and Other Adjusted OIBDA loss decreased $2.1 million and $7.2 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to decreased costs related to the Split-Off.

Previous wording

Interest Expense. Interest expense increased $0.3 million and $0.8 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to increased interest rates on the Company’s variable rate debt.

Current wording

Interest Expense. Interest expense was relatively flat and increased $0.7 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, primarily due to increased interest rates on the Company’s variable rate debt.

Previous wording

Other, net. Other, net income decreased $1.1 million and $0.2 million during the three and six months ended June 30, 2024, respectively, as compared to the corresponding periods in the prior year, due primarily to decreased gains on dispositions, partly offset by increases in dividend and interest income.

Current wording

Other, net. Other, net income increased $0.6 million and $0.4 million during the three and nine months ended September 30, 2024, respectively, as compared to the corresponding periods in the prior year, due to increases in dividend and interest income, partly offset by decreased gains on dispositions for the nine month period.

Previous wording

Net earnings (loss). The Company had net earnings of $29.1 million and net losses of $28.9 million during the three months ended June 30, 2024 and 2023, respectively, and net losses of $22.2 million and $86.9 million during the six months ended June 30, 2024 and 2023, respectively. The change in net earnings (loss) was the result of the above-described fluctuations in our revenue, expenses and other gains and losses.

Current wording

Net earnings (loss). The Company had net earnings of $10.0 million and net losses of $6.0 million during the three months ended September 30, 2024 and 2023, respectively, and net losses of $12.1 million and $92.9 million during the nine months ended September 30, 2024 and 2023, respectively. The change in net earnings (loss) was the result of the above-described fluctuations in our revenue, expenses and other gains and losses.

Previous wording

As of June 30, 2024, the Company had $121.2 million of cash and cash equivalents. Substantially all of our cash and cash equivalents are invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated financial and corporate debt instruments.

Current wording

As of September 30, 2024, the Company had $100.9 million of cash and cash equivalents. Substantially all of our cash and cash equivalents are invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated financial and corporate debt instruments.

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During the six months ended June 30, 2024, the Company’s primary uses of cash were capital expenditures and debt service, funded primarily by cash from operations and new borrowings on construction loans.

Current wording

During the nine months ended September 30, 2024, the Company’s primary uses of cash were capital expenditures and debt service, funded primarily by cash from operations and new borrowings on construction loans.

Previous wording

During the six months ended June 30, 2023, the Company’s primary uses of cash were debt service and capital expenditures, funded primarily by cash on hand and cash from operations.

Current wording

During the nine months ended September 30, 2023, the Company’s primary uses of cash were capital expenditures and debt service, funded primarily by cash from operations and new borrowings on construction loans.

Previous wording

In December 2013, a subsidiary of Braves Holdings executed various agreements to enter into MLB’s League Wide Credit Facility (the “LWCF”). Pursuant to the terms of a revolving credit agreement, Major League Baseball Trust may borrow from certain lenders, with Bank of America, N.A. acting as the administrative agent. Major League Baseball Trust then uses the proceeds of such borrowings to provide loans to the club trusts of the participating Clubs, including the Braves Club Trust (the “Club Trust”). The maximum amount available to the Club Trust under the LWCF was $125.0 million as of June 30, 2024, which remains undrawn. The commitment termination date of the revolving credit facility

Current wording

In December 2013, a subsidiary of Braves Holdings executed various agreements to enter into MLB’s League Wide Credit Facility (the “LWCF”). Pursuant to the terms of a revolving credit agreement, Major League Baseball Trust may borrow from certain lenders, with Bank of America, N.A. acting as the administrative agent. Major League Baseball Trust then uses the proceeds of such borrowings to provide loans to the club trusts of the participating Clubs, including the Braves Club Trust (the “Club Trust”). The maximum amount available to the Club Trust under the LWCF was $125.0 million as of September 30, 2024, which remains undrawn. The commitment termination date of the revolving credit facility under the LWCF, which is the repayment date for all amounts borrowed under such revolving credit facility, is July 10, 2026.

Previous wording

In December 2017, a subsidiary of Braves Holdings executed various agreements to enter into the MLB Facility Fund (the “MLBFF”). Pursuant to the terms of an indenture, a credit agreement and certain note purchase agreements, Major League Baseball Facility Fund, LLC may borrow from certain lenders. Major League Baseball Facility Fund, LLC then uses the proceeds of such borrowings to provide loans to each of the participating Clubs. Amounts advanced pursuant to the MLBFF are available to fund ballpark and other baseball-related real property improvements, renovations and/or new construction. In May 2021, Braves Facility Fund LLC established a revolving credit commitment with Major League Baseball Facility Fund, LLC (the “MLB facility fund — revolver”). The commitment termination date, which is the repayment date for all amounts borrowed under the MLB facility fund — revolver, is July 10, 2026. The maximum amount available to Braves Facility Fund LLC under the MLB facility fund — revolver was $40.3 million and was fully drawn as of June 30, 2024.

Current wording

In December 2017, a subsidiary of Braves Holdings executed various agreements to enter into the MLB Facility Fund (the “MLBFF”). Pursuant to the terms of an indenture, a credit agreement and certain note purchase agreements, Major League Baseball Facility Fund, LLC may borrow from certain lenders. Major League Baseball Facility Fund, LLC then uses the proceeds of such borrowings to provide loans to each of the participating Clubs. Amounts advanced pursuant to the MLBFF are available to fund ballpark and other baseball-related real property improvements, renovations and/or new construction. In May 2021, Braves Facility Fund LLC established a revolving credit commitment with Major League Baseball Facility Fund, LLC (the “MLB facility fund — revolver”). The commitment termination date, which is the

Previous wording

A subsidiary of Braves Holdings is party to a Revolving Credit Agreement (the “TeamCo Revolver”), which provides revolving commitments of $150 million and matures in August 2029. The availability under the TeamCo Revolver as of June 30, 2024 was $150.0 million, which remains undrawn.

Current wording

A subsidiary of Braves Holdings is party to a Revolving Credit Agreement (the “TeamCo Revolver”), which provides revolving commitments of $150 million and matures in August 2029. The availability under the TeamCo Revolver as of September 30, 2024 was $120.0 million, net of $30 million drawn as of September 30, 2024.