Madison Square Garden Entertainment Corp.
For the period ended Dec 31, 2025. Filed Feb 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2025 · Filed Feb 6, 2026
MSGE$77.06+2.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001628280-25-050248
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-12-31; filed 2026-02-06.
0001628280-26-005948
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 138 previous paragraphs and 151 current paragraphs.
92 unchanged; 32 reworded; 27 added; 14 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (27)
Current report
The Company operates and reports financial information in one segment.
Current report
Revenues for the three and six months ended December 31, 2025 increased $52,523 and $72,071, respectively, as compared to the prior year periods.
Current report
For the three months ended December 31, 2025, the increase in revenues from entertainment offerings of $42,177 was primarily due to (i) higher revenues from the presentation of the Christmas Spectacular production of $18,597, (ii) higher revenues from other live entertainment and sporting events (excluding the Knicks and Rangers) of $11,774, (iii) higher revenues subject to the sharing of economics with MSG Sports pursuant to the Arena License Agreements of $5,947, and (iv) higher revenues from venue-related sponsorship, signage, and suite license fees of $5,155, slightly offset by (v) lower revenues from concerts of $1,227, all as compared to the prior year period.
Current report
The increase in revenues of $18,597 from the presentation of the Christmas Spectacular production was primarily due to an increase in ticket-related revenue, which reflected 14 additional performances and higher per-show revenue, both as compared to the prior year period. The increase in per-show revenue was primarily due to a higher average ticket yield and, to a lesser extent, higher per-show attendance as compared to the prior year period. The Company had 215 Christmas Spectacular performances during this year’s holiday season, of which 199 took place in the three months ended December 31, 2025, as compared to 200 performances in the prior year’s holiday season, of which 185 took place in the three months ended December 31, 2024. For this year’s holiday season, over 1.2 million tickets were sold, as compared to approximately 1.1 million tickets sold in the prior year’s holiday season.
Current report
The increase in revenues of $11,774 from other live entertainment and sporting events (excluding the Knicks and Rangers) was primarily due to higher per-event revenue and, to a lesser extent, an increase in the number of events at The Garden.
Current report
The increase in revenues subject to the sharing of economics with MSG Sports pursuant to the Arena License Agreements of $5,947 was primarily due to higher suite license fee revenues (excluding the portion retained by the Company).
Current report
The increase in revenues of $5,155 from venue-related sponsorship, signage, and suite license fees was due to higher suite license fee revenues (excluding the portion shared with MSG Sports pursuant to the Arena License Agreements) and higher sponsorship and signage revenues.
Current report
The decrease in revenues of $1,227 from concerts was primarily due to a decrease in the number of events at The Garden, partially offset by higher per-concert revenue and an increase in the number of events at the Company’s theaters.
Current report
For the six months ended December 31, 2025, the increase in revenues from entertainment offerings of $58,406 was primarily due to (i) higher revenues from the presentation of the Christmas Spectacular production of $19,436, (ii) higher revenues from other live entertainment and sporting events (excluding the Knicks and Rangers) of $18,580, (iii) higher revenues from concerts of $7,036, (iv) higher revenues subject to the sharing of economics with MSG Sports pursuant to the Arena License Agreements of $6,269, and (v) higher revenues from venue-related sponsorship, signage, and suite license fees of $5,617, all as compared to the prior year period.
Current report
The increase in revenues of $18,580 from other live entertainment and sporting events (excluding the Knicks and Rangers) was primarily due to higher per-event revenue and an increase in the number of events at the Company’s venues.
Current report
The increase in revenues of $7,036 from concerts was primarily due to higher per-concert revenue and an increase in the number of events at the Company’s theaters, partially offset by a decrease in the number of events at The Garden.
Current report
For the three months ended December 31, 2025, the increase in food, beverage, and merchandise revenues of $5,003 was primarily due to (i) higher food and beverage sales of $3,254 at Knicks and Rangers games, (ii) higher food, beverage and merchandise sales of $2,694 related to the Christmas Spectacular production and (iii) higher food and beverage sales at other live entertainment and sporting events (excluding the Knicks and Rangers) of $2,342, partially offset by (iv) lower food and beverage sales of $3,294 at concerts at the Company’s venues, all as compared to the prior year period.
Current report
The increase in food and beverage sales of $3,254 at Knicks and Rangers games was due to the impact of a combined four more Knicks and Rangers games played at The Garden and, higher per-game revenue.
Current report
The increase in food, beverage and merchandise sales of $2,694 related to the Christmas Spectacular production was due to higher per-show revenue and, to a lesser extent, 14 additional performances.
Current report
The increase in food, beverage and merchandise sales of $2,342 from other live entertainment and sporting events (excluding the Knicks and Rangers) was primarily due to an increase in the number of events at The Garden and, to a lesser extent, higher per-event revenue.
Current report
The decrease in food, beverage and merchandise sales of $3,294 from concerts was primarily due to a decrease in the number of events at The Garden.
Current report
The decrease in food, beverage and merchandise sales of $833 from concerts was primarily due to a decrease in the number of events at The Garden, partially offset by an increase in the number of events at the Company’s theaters.
Current report
For the three and six months ended December 31, 2025, the increase in arena license fees and other leasing revenue of $5,343, and $4,800, respectively, was due to higher arena license fees from MSG Sports pursuant to the Arena License Agreements due to a combined four more Knicks and Rangers games played at The Garden in the current year periods, and an increase in other sublease revenue.
Current report
For the three and six months ended December 31, 2025, the Knicks and Rangers played a combined 39 and 41 pre/regular season games at The Garden, respectively, as compared to 35 and 37 combined pre/regular season games, respectively, in the prior year periods.
Current report
For the three months ended December 31, 2025, the increase in direct operating expenses associated with entertainment offerings, arena license fees, and other leasing of $11,768 primarily reflects (i) higher direct operating expenses subject to the sharing of economics with MSG Sports pursuant to the Arena License Agreements of $5,263, primarily due to expenses incurred as a result of the increase in suite license fee revenues, (ii) higher direct operating expenses related to the Christmas Spectacular production of $5,039 incurred as a result of 14 additional shows and higher per-show expenses, and (iii) higher direct operating expenses from other live entertainment and sporting events (excluding the Knicks and Rangers) of $3,030, primarily due to an increase in the number of events at The Garden and, to a lesser extent, higher per-event expenses, partially offset by (iv) lower direct operating expenses from concerts of $1,407, primarily due to a decrease in the number of concerts at The Garden, partially offset by higher per-concert expenses and an increase in the number of concerts at the Company’s theaters, all as compared to the prior year period.
Current report
For the three months ended December 31, 2025, the increase in food, beverage and merchandise direct operating expenses of $3,814 primarily reflects higher food, beverage and merchandise costs related to Knicks and Rangers games at The Garden, the Christmas Spectacular production, and other live entertainment and sporting events (excluding the Knicks and Rangers), partially offset by lower food and beverage costs related to concerts, all as compared to the prior year period.
Current report
For the six months ended December 31, 2025, the increase in food, beverage and merchandise direct operating expenses of $6,383 primarily reflects higher food, beverage and merchandise costs related to Knicks and Rangers games at The Garden, other live entertainment and sporting events (excluding the Knicks and Rangers), and the Christmas Spectacular production, all as compared to the prior year period.
Current report
Operating income
Current report
For the three and six months ended December 31, 2025, operating income increased by $24,814 and $13,557, respectively. The increase in operating income for the three months ended December 31, 2025 was primarily due to an increase in revenues, partially offset by an increase in direct operating expenses and selling, general and administrative expenses. The increase in operating income for the six months ended December 31, 2025 was primarily due to an increase in revenues, partially offset by an increase in direct operating expenses, selling, general and administrative expenses and impairment of long-lived assets.
Current report
Income tax expense
Current report
Proceeds. 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 Holdings.
Current report
Recently Issued Accounting Pronouncements
Removed paragraphs (14)
Previous report
Revenues for the three months ended September 30, 2025 increased $19,548 as compared to the prior year period.
Previous report
For the three months ended September 30, 2025, the increase in revenues from entertainment offerings of $16,229 was primarily due to (i) higher revenues from concerts of $8,263 due to an increase in the number of concerts at the Company’s theaters, an increase in the number of concerts at The Garden and higher per-event revenues, and (ii) higher revenues from other live entertainment and sporting events (excluding the Knicks and Rangers) of $6,806, primarily due to an increase in the number of events at The Garden.
Previous report
The increase in food and beverage sales at concerts was due to higher per-event revenue and an increase in the number of events held at the Company’s venues, both as compared to the prior year quarter.
Previous report
For the three months ended September 30, 2025, the decrease in revenues was due to lower related party sublease income for corporate office space.
Previous report
For the three months ended September 30, 2025, the increase in food, beverage and merchandise direct operating expenses was primarily driven by the related increase in food and beverage sales at concerts held at the Company’s venues and the related increase in food and beverage sales from other live entertainment and sporting events (excluding the Knicks and Rangers).
Previous report
Depreciation and amortization
Previous report
For the three months ended September 30, 2025, depreciation and amortization increased $293 as compared to the prior year period primarily due to fixed asset additions made during Fiscal Year 2025 and the first quarter of Fiscal Year 2026.
Previous report
Operating loss
Previous report
For the three months ended September 30, 2025, operating loss increased by $11,257 as compared to the prior year period, primarily due to an increase in impairment of long-lived assets, including right-of-use asset and related lease costs, selling, general, and administrative expenses, and direct operating expenses, partially offset by an increase in revenues.
Previous report
Income tax benefit
Previous report
Income tax benefit for the three months ended September 30, 2025 of $18,765 reflects an effective tax rate of 46%. The estimated annual effective tax rate exceeds the statutory federal tax rate of 21% primarily due to state and local taxes and excess tax deficiencies related to share-based compensation, partially offset by nondeductible officers’ compensation.
Previous report
Income tax benefit for the three months ended September 30, 2024 of $13,601 reflects an effective tax rate of 41%. The estimated annual effective tax rate exceeds the statutory federal tax rate of 21% primarily due to state taxes and excess tax deficiencies related to share-based compensation.
Previous report
Financing Agreements
Previous report
Recently Issued and Adopted Accounting Pronouncements
Reworded paragraphs (32)
Previous wording
This MD&A is provided as a supplement to, and should be read in conjunction with, the Company’s unaudited condensed and consolidated financial statements and accompanying notes thereto included in this Quarterly Report on Form 10-Q, as well as the Company’s audited consolidated and combined financial statements and notes thereto as of June 30, 2025 and 2024 and for the three years ended June 30, 2025, 2024 and 2023 (the “Audited Consolidated and Combined Annual Financial Statements”) included in the 2025 Form 10-K, to help provide an understanding of our financial condition, changes in financial condition and results of operations.
Current wording
This MD&A is provided as a supplement to, and should be read in conjunction with, the Company’s unaudited condensed and consolidated financial statements and accompanying notes thereto included in this Quarterly Report on Form 10-Q, as well as the 2025 Form 10-K, to help provide an understanding of our financial condition, changes in financial condition and results of operations. Unless the context otherwise requires, all references to “we”, “us”, “our”, “MSG Entertainment”, or the “Company” refer collectively to Madison Square Garden Entertainment Corp., a holding company, and its direct and indirect subsidiaries through which substantially all of our operations are conducted.
Previous wording
The Company reports on a fiscal year basis ending on June 30th (“Fiscal Year”). In this MD&A, the years ending and ended on June 30, 2026 and 2025, are referred to as “Fiscal Year 2026” and “Fiscal Year 2025,” respectively.
Current wording
The Company reports on a fiscal year basis ending on June 30th (“Fiscal Year”). In this MD&A, the years ending and ended on June 30, 2026 and 2025, respectively, are referred to as “Fiscal Year 2026” and “Fiscal Year 2025,” respectively.
Previous wording
Our MD&A is organized as follows:
Current wording
This MD&A is organized as follows:
Previous wording
Results of Operations. This section provides an analysis of our unaudited results of operations for the three months ended September 30, 2025 and 2024.
Current wording
Results of Operations. This section provides an analysis of our unaudited results of operations for the three and six months ended December 31, 2025 and 2024.
Previous wording
Liquidity and Capital Resources. This section provides a discussion of our financial condition and liquidity, an analysis of our cash flows for the three months ended September 30, 2025 and 2024, as well as certain contractual obligations.
Current wording
Liquidity and Capital Resources. This section provides a discussion of our financial condition and liquidity, an analysis of our cash flows for the six months ended December 31, 2025 and 2024, as well as certain contractual obligations.
Previous wording
We manage our business through one reportable segment. The Company’s portfolio of venues includes: The Garden, The Theater at Madison Square Garden, Radio City Music Hall, the Beacon Theatre, and The Chicago Theatre. The Company’s business includes the original production, the Christmas Spectacular. The Company also has an entertainment and sports bookings business, which showcases a broad array of compelling concerts, family shows and special events, as well as a diverse mix of sporting events, for millions of guests annually.
Current wording
We manage our business through one reportable segment. The Company’s portfolio of venues includes: The Garden, the Infosys Theater at Madison Square Garden, Radio City Music Hall, the Beacon Theatre, and The Chicago Theatre. The Company’s business includes the original production, the Christmas Spectacular. The Company also has an entertainment and sports bookings business, which showcases a broad array of compelling concerts, family shows and special events, as well as a diverse mix of sporting events, for millions of guests annually.
Previous wording
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, The Theater at Madison Square Garden, and The Chicago Theatre, and leases Radio City Music Hall and the Beacon Theatre.
Current wording
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, the Infosys Theater at Madison Square Garden, and The Chicago Theatre, and leases Radio City Music Hall and the Beacon Theatre.
Previous wording
Comparison of the three months ended September 30, 2025 versus the three months ended September 30, 2024.
Current wording
Comparison of the three and six months ended December 31, 2025 versus the three and six months ended December 31, 2024.
Previous wording
(a) Arena license fees and other leasing revenue are recognized on a straight-line basis and are comprised of a contractual cash component plus or minus a non-cash component for each period presented. Arena license fees include operating lease revenue of (i) $879 and $854 collected in cash for thethree months ended September 30, 2025 and 2024, respectively, and (ii) a non-cash portion of $445 and $470 for the three months ended September 30, 2025 and 2024, respectively.
Current wording
(a) Arena license fees and other leasing revenue are recognized on a straight-line basis and are comprised of a contractual cash component plus or minus a non-cash component for each period presented. Arena license fees include operating lease revenue of (i) $20,185 and $21,064 collected in cash for thethree and six months ended December 31, 2025, respectively, and$17,447 and $18,301 collected in cash for thethree and six months ended December 31, 2024, respectively, and (ii) a non-cash portion of$10,093 and$10,538 for the three and six months ended December 31, 2025, respectively, and$9,514 and$9,984 for the three and six months ended December 31, 2024, respectively.
Previous wording
For the three months ended September 30, 2025, the increase in food, beverage, and merchandise revenues was primarily due to higher food and beverage sales at concerts of $2,460, and higher food and beverage sales at other live entertainment and sporting events (excluding the Knicks and Rangers) of $1,382.
Current wording
For the six months ended December 31, 2025, the increase in food, beverage, and merchandise revenues of $8,865 was primarily due to (i) higher food and beverage sales at other live entertainment and sporting events (excluding the Knicks and Rangers) of $3,724, (ii) higher food and beverage sales of $3,304 at Knicks and Rangers games, and (iii) and higher food, beverage and merchandise sales of $2,638 related to the Christmas Spectacular production, partially offset by (iv) lower food and beverage sales of $833 at concerts at the Company’s venues, all as compared to the prior year period.
Previous wording
The increase in food and beverage sales at other live entertainment and sporting events was primarily due to an increase in the number of events held at The Garden as compared to the prior year quarter.
Current wording
The increase in food and beverage sales at other live entertainment and sporting events (excluding the Knicks and Rangers) of $3,724 was primarily due to an increase in the number of events held at the Company’s venues and higher per-event revenue.
Previous wording
Direct operating expenses for the three months ended September 30, 2025 increased $4,661 as compared to the prior year period.
Current wording
Direct operating expenses for the three and six months ended December 31, 2025 increased $15,582 and $20,243, respectively, as compared to the prior year periods.
Previous wording
For the three months ended September 30, 2025, the increase in direct operating expenses associated with entertainment offerings, arena license fees, and other leasing primarily reflects (i) higher direct operating expenses from other live entertainment and sporting events (excluding the Knicks and Rangers) of $4,835, primarily due to an increase in the number of events at The Garden as compared to the prior year period, partially offset by (ii) the decrease in venue operating costs of $1,287, primarily due to lower repairs and maintenance expenses and lower employee compensation and benefits, and (iii) lower direct operating expenses from concerts of $1,230, primarily due to lower per-event expenses as a result of a shift in the mix of events at The Garden from promoted events to rentals, partially offset by an increase in the number of events at the Company’s venues.
Current wording
For the six months ended December 31, 2025, the increase in direct operating expenses associated with entertainment offerings, arena license fees, and other leasing of $13,860 primarily reflects (i) higher direct operating expenses from other live entertainment and sporting events (excluding the Knicks and Rangers) of $7,865, primarily due to an increase in the number of events at the Company’s venues and higher-per event expenses, (ii) higher direct operating expenses subject to the sharing of economics with MSG Sports pursuant to the Arena License Agreements of $5,554, primarily due to expenses incurred as a result of the increase in suite license revenues, and (iii) higher direct operating expenses related to the Christmas Spectacular production of $4,811, primarily due to 14 additional shows, partially offset by (iv) lower direct operating expenses from concerts of $2,637, primarily due to a decrease in the number of events at The Garden and lower per-event expenses, partially offset by an increase in the number of events at the Company’s theaters, and (v) a decrease in venue operating costs of $1,961, all as compared to the prior year period.
Previous wording
For the three months ended September 30, 2025, selling, general, and administrative expenses increased $10,839 as compared to the prior year period primarily due to an increase in employee compensation and benefits.
Current wording
For the three and six months ended December 31, 2025, selling, general, and administrative expenses increased $11,170 and $22,009, respectively, as compared to the prior year periods, primarily due to an increase in employee compensation and benefits, including $3,970 in executive management transition costs in the current year periods as compared to $4,544 of executive management transition costs in the prior year periods.
Previous wording
For the three months ended September 30, 2025, impairment of long-lived assets increased $13,782 as compared to the prior year period, primarily due to impairment losses recognized on the Company’s right-of-use lease assets in its New York corporate office in the first quarter of Fiscal Year 2026.
Current wording
For the six months ended December 31, 2025, impairment of long-lived assets increased $13,782, as compared to the prior year period, primarily due to impairment losses recognized on the Company’s right-of-use lease assets in its New York corporate office.
Previous wording
For the three months ended September 30, 2025, restructuring charges increased $1,230 as compared to the prior year period, which reflects termination benefits provided in the first quarter of Fiscal Year 2026 due to a workforce reduction.
Current wording
For the three and six months ended December 31, 2025, restructuring charges increased $1,156 and $2,386, respectively, as compared to the prior year periods, which reflects termination benefits provided due to a workforce reduction.
Previous wording
For the three months ended September 30, 2025, interest income increased $148 as compared to the prior year period, primarily due to higher average balances in the Company’s cash, cash equivalents and restricted cash for the quarter.
Current wording
For the three and six months ended December 31, 2025, interest income increased $448 and $596, respectively, as compared to the prior year periods, primarily due to higher average balances in the Company’s cash, cash equivalents and restricted cash.
Previous wording
For the three months ended September 30, 2025, interest expense decreased $3,015 as compared to the prior year period primarily due to lower average borrowing rates under the National Properties Facilities (as defined below under Liquidity and Capital Resources).
Current wording
For the three and six months ended December 31, 2025, interest expense decreased $2,532 and $5,547, respectively, as compared to the prior year periods primarily due to lower average borrowing rates under the National Properties Facilities (as defined below under Liquidity and Capital Resources).
Previous wording
For the three months ended September 30, 2025, other expense, net decreased $597 as compared to the prior year period primarily due to (i) lower net periodic benefit costs associated with the Company’s funded and unfunded and qualified and non-qualified defined benefit plans, and (ii) an increase in unrealized gains associated with the Company’s Executive Deferred Compensation Plan.
Current wording
For the three and six months ended December 31, 2025, other expense, net decreased $372 and $969, respectively, as compared to the prior year periods primarily due to (i) lower net periodic benefit costs associated with the Company’s funded and unfunded and qualified and non-qualified defined benefit plans, and (ii) an increase in unrealized gains associated with the Company’s Executive Deferred Compensation Plan.
Previous wording
See Note 8. Credit Facilities, to the financial statements included in “— Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for discussions of the Company’s debt obligations and financing agreements.
Current wording
See Note 11. Additional Financial Information to the financial statements included in “— Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for discussions of the Company’s income tax expense.
Previous wording
The Company evaluates its performance based on several factors, of which the key financial measure is adjusted operating income, a non-GAAP financial measure. We define adjusted operating income as operating loss excluding:
Current wording
The Company evaluates its performance based on several factors, of which the key financial measure is adjusted operating income, a non-GAAP financial measure. We define adjusted operating income as operating income excluding:
Previous wording
The Company excludes impairments of long-lived assets, including right-of-use lease assets and related lease costs, as these expenses do not represent core business operating results of the Company. The Company believes that the exclusion of share-based compensation expense or benefit allows investors to better track the performance 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, spin-off, and acquisition-related transaction costs, when applicable, 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 executive deferred compensation plan, 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 executive deferred compensation plan are recognized in Operating loss whereas gains and losses related to the remeasurement of the assets under the 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 expense, net, which is not reflected in Operating loss.
Current wording
The Company excludes impairments of long-lived assets, including right-of-use lease assets and related lease costs, as these expenses do not represent core business operating results of the Company. The Company believes that the exclusion of share-based compensation expense or benefit allows investors to better track the performance 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, spin-off, and acquisition-related transaction costs, when applicable, 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 Executive Deferred Compensation Plan, 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 Executive Deferred Compensation Plan are recognized in operating income whereas gains and losses related to the remeasurement of the assets under the 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 expense, net, which is not reflected in operating income.
Previous wording
AOI should be viewed as a supplement to and not a substitute for operating loss, net loss, cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with GAAP. Since AOI 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 loss, the most directly comparable GAAP financial measure, to AOI.
Current wording
AOI should be viewed as a supplement to and not a substitute for operating income, net income, cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with GAAP. Since AOI 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, the most directly comparable GAAP financial measure, to AOI.
Previous wording
The following is a reconciliation of operating loss to adjusted operating income for the three months ended September 30, 2025 as compared to the prior year period:
Current wording
The following is a reconciliation of operating income to adjusted operating income for the three and six months ended December 31, 2025 as compared to the prior year periods:
Previous wording
We regularly monitor and assess our ability to meet our net funding and investing requirements. As of September 30, 2025, the Company’s unrestricted cash and cash equivalents balance was $29,950. The principal balance of the Company’s total debt outstanding as of September 30, 2025 was $621,758 and the Company had $112,573 of available borrowing capacity under the National Properties Revolving Credit Facility. We believe we have sufficient liquidity from cash and cash equivalents, available borrowing capacity under the National Properties Revolving Credit Facility and cash flows from operations to fund our operations and satisfy any obligations for the foreseeable future.
Current wording
We regularly monitor and assess our ability to meet our net funding and investing requirements. As of December 31, 2025, the Company’s unrestricted cash and cash equivalents balance was $157,056. The principal balance of the Company’s total debt outstanding as of December 31, 2025 was $594,141 and the Company had $132,573 of available borrowing capacity under the National Properties Revolving Credit Facility. We believe we have sufficient liquidity from cash and cash equivalents, available borrowing capacity under the National Properties Revolving Credit Facility and cash flows from operations to fund our operations and satisfy any obligations for the foreseeable future.
Previous wording
General. On June 27, 2025, MSG National Properties, MSG Entertainment Holdings and certain subsidiaries of MSG National Properties entered into Amendment No. 4 (“Amendment No. 4”) to the credit agreement dated June 30, 2022 (as amended, supplemented and otherwise modified prior to June 27, 2025, the “Prior National Properties Credit Agreement” and, as amended by Amendment No. 4, the “National Properties Credit Agreement”) with JP Morgan Chase Bank, N.A., as administrative agent, and the lenders and letter of credit issuers party thereto, pursuant to which, among other things, (i) the term loan facility under the Prior National Properties Credit Agreement (the “Prior National Properties Term Loan Facility”) was refinanced in its entirety with a five-year $609,375 senior secured term loan facility (the “National Properties Term Loan Facility”) and (ii) the revolving credit facility under the Prior National Properties Credit Agreement (the “Prior National Properties Revolving Credit Facility” and, together with the Prior National Properties Term Loan Facility, the “Prior National Properties Facilities”) was refinanced in its entirety with a five-year, $150,000 revolving credit facility (the “National Properties Revolving Credit Facility” and, together with the National Properties Term Loan Facility, the “National Properties Facilities”). Up to $25,000 of the National Properties Revolving Credit Facility is available for the issuance of letters of credit. As of September 30, 2025, outstanding letters of credit were $17,427 and the remaining balance available under the National Properties Revolving Credit Facility was $112,573. During October 2025, the Company paid $20,000 to fully settle the outstanding borrowings under the National Properties Revolving Credit Facility.
Current wording
General. On June 27, 2025, MSG National Properties, LLC (“MSG National Properties”), MSG Entertainment Holdings, LLC (“MSG Entertainment Holdings”) and certain subsidiaries of MSG National Properties entered into Amendment No. 4 (“Amendment No. 4”) to the credit agreement dated June 30, 2022 (as amended, supplemented and otherwise modified prior to June 27, 2025, the “Prior National Properties Credit Agreement” and, as amended by Amendment No. 4, the “National Properties Credit Agreement”) with JP Morgan Chase Bank, N.A., as administrative agent, and the lenders and letter of credit issuers party thereto, pursuant to which, among other things, (i) the term loan facility under the Prior National Properties Credit Agreement (the “Prior National Properties Term Loan Facility”) was refinanced in its entirety with a five-year $609,375 senior secured term loan facility (the “National Properties Term Loan Facility”) and (ii) the revolving credit facility under the Prior National Properties Credit Agreement (the “Prior National Properties Revolving Credit Facility” and, together with the Prior National Properties Term Loan Facility, the “Prior National Properties Facilities”) was refinanced in its entirety with a five-year, $150,000 revolving credit facility (the “National Properties Revolving Credit Facility” and, together with the National Properties Term Loan Facility, the “National Properties Facilities”). Up to $25,000 of the National Properties Revolving Credit Facility is available for the issuance of letters of credit. In October 2025, the Company paid $20,000 to fully repay the outstanding borrowings under the National Properties Revolving Credit Facility. As of December 31, 2025, outstanding letters of credit were $17,427 and the remaining balance available under the National Properties Revolving Credit Facility was $132,573.
Previous wording
Interest Rates. Borrowings under the National Properties Facilities bear interest at a floating rate, which at the option of MSG National Properties may be either (a) Term SOFR plus an applicable margin ranging from 1.75% to 2.50% per annum, determined based on the total leverage ratio of MSG National Properties and its restricted subsidiaries, or (b) a base rate plus an applicable margin ranging from 0.75% to 1.50% per annum, determined based on the total leverage ratio of MSG National Properties and its restricted subsidiaries. The National Properties Credit Agreement requires MSG National Properties to pay a commitment fee ranging from 0.20% to 0.30% 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. As of September 30, 2025, the interest rates on the National Properties Term Loan Facility and the National Properties Revolving Credit Facility were 6.41% and 6.39%, respectively.
Current wording
Interest Rates. Borrowings under the National Properties Facilities bear interest at a floating rate, which at the option of MSG National Properties may be either (a) Term Secured Overnight Financing Rate (“SOFR”) plus an applicable margin ranging from 1.75% to 2.50% per annum, determined based on the total leverage ratio of MSG National Properties and its restricted subsidiaries, or (b) a base rate plus an applicable margin ranging from 0.75% to 1.50% per annum, determined based on the total leverage ratio of MSG National Properties and its restricted subsidiaries. The National Properties Credit Agreement requires MSG National Properties to pay a commitment fee ranging from 0.20% to 0.30% 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 Term Loan Facility as of December 31, 2025 was 5.97%.
Previous wording
During the three months ended September 30, 2025, the Company did not have any material changes in its non-cancelable contractual obligations (other than activities in the ordinary course of business). See Note 5. Property and Equipment, Net and Note 7. Commitments and Contingencies, to the financial statements included in “— Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for further details on the Company’s contractual obligations.
Current wording
The Company did not have any material changes in its contractual obligations since the end of Fiscal Year 2025 other than activities in the ordinary course of business. See Note 6. Commitments and Contingencies, to the financial statements included in “— Item 1. Financial Statements” of this Quarterly Report on Form 10-Q for further details on the Company’s contractual obligations.
Previous wording
As of September 30, 2025, cash, cash equivalents and restricted cash totaled $30,471, as compared to $43,538 as of June 30, 2025. The following table summarizes the Company’s cash flow activities for the three months ended September 30, 2025 and 2024:
Current wording
As of December 31, 2025, cash, cash equivalents and restricted cash totaled $157,577, as compared to $43,538 as of June 30, 2025. The following table summarizes the Company’s cash flow activities for the six months ended December 31, 2025 and 2024:
Previous wording
Net cash provided by operating activities for the three months ended September 30, 2025 increased by $47,167 as compared to the prior year period, primarily due to higher net income adjusted for non-cash items of $7,118, and an increase in cash flows from changes in working capital of $40,049. The increase in cash flows from changes in working capital was primarily driven by (i) a smaller net cash outflow for accrued and other current and non-current liabilities settled, primarily as a result of lower employee related costs, and their associated payroll tax costs, and (ii) net cash inflows from related party receivables and payables, due to the timing and settlement of the underlying related party transactions. These increases were partially offset by (iii) an increase in payments for prepaid expenses and other current and non-current assets, primarily related to contractual revenue sharing expenses related to suite licenses paid to MSG Sports, and (iv) a decrease in accounts payable, due to the timing of payments to vendors, in each case as compared to the three months ended September 30, 2024.
Current wording
Net cash provided by operating activities for the six months ended December 31, 2025 increased by $98,695 as compared to the prior year period, primarily due to higher net income adjusted for non-cash items of $15,236, and an increase in cash flows from changes in working capital of $83,459. The increase in cash flows from changes in working capital was mainly driven by (i) a smaller net cash outflow for accrued and other current and non-current liabilities, primarily due to lower employee-related costs and associated payroll taxes, and lower payments to promoters due to the timing of event settlements, (ii) a smaller net cash outflow from related party receivables and payables, net, due to the timing and settlement of the underlying related party transactions, primarily with MSG Sports, and (iii) a smaller net cash outflow from accounts payable, primarily due to the timing of event settlements. These increases were partially offset by (iv) a smaller net cash inflow from accounts receivable, due to the timing of cash collections from sponsors and event settlements, in each case as compared to the six months ended December 31, 2024.
Previous wording
Net cash used in investing activities for the three months ended September 30, 2025 increased by $108 to $6,798 as compared to the prior year period primarily due to (i) the absence of proceeds received from the sale of investments, and (ii) a slight reduction in capital expenditures, both as compared to the prior year period.
Current wording
Net cash used in investing activities for the six months ended December 31, 2025 decreased by $992 to $15,290 as compared to the prior year period primarily due to a reduction in capital expenditures, as compared to the prior year period.
Previous wording
Net cash used in financing activities for the three months ended September 30, 2025 increased by $64,184 to $26,077 as compared to the prior year period primarily due to (i) an increase in stock repurchases, (ii) a decrease in proceeds received from the National Properties Revolving Credit Facility, and (iii) incremental principal repayments under the National Properties Revolving Facilities.
Current wording
Net cash used in financing activities for the six months ended December 31, 2025 increased by $7,312 to $54,865 as compared to the prior year period primarily due to (i) a decrease in proceeds received from the National Properties Revolving Credit Facility, partially offset by (ii) lower principal repayments under the National Properties Revolving Facilities.