NEW
YORK, Sept. 18, 2023 /PRNewswire/ -- Madison
Square Garden Entertainment Corp. (NYSE: MSGE) (the "Company"
or "MSG Entertainment") today announced that Sphere Entertainment
Group, LLC (the "Selling Stockholder") has commenced an
underwritten secondary offering of 7,150,000 shares of MSG
Entertainment's Class A common stock. In connection with the
offering, the Selling Stockholder intends to grant the underwriters
a 30-day option to purchase up to an additional 1,071,188 shares of
MSG Entertainment's Class A common stock at the public offering
price, less underwriting discounts.
In addition, as part of the secondary offering, MSG
Entertainment intends to repurchase a number of shares of its Class
A common stock from the underwriters equivalent to approximately
$50 million (the "share repurchase")
under the Company's existing share repurchase authorization at a
price per share equal to the price at which the underwriters will
purchase the shares from the Selling Stockholder in the offering.
The Company intends to fund the share repurchase from borrowings
under its existing revolving credit facility, which has been
amended to increase the available capacity from $100 million to $150
million. Upon completion of the share repurchase, the
Company estimates that the outstanding balance under its revolving
credit facility will be approximately $67
million.
The Selling Stockholder will receive all of the net proceeds
from the offering. MSG Entertainment is not selling any
shares of its Class A common stock in the offering and will not
receive any proceeds from the sale of shares by the Selling
Stockholder in the offering. Upon completion of the offering, if
the underwriters' option to purchase additional shares is exercised
in full, the Selling Stockholder will no longer own any MSG
Entertainment Class A common stock.
BofA Securities, Goldman Sachs & Co. LLC and J.P. Morgan (in
alphabetical order) are acting as joint book-running managers for
the offering.
The offering will be made only by means of a prospectus. A copy
of the registration statement, including the preliminary prospectus
relating to this offering, may be obtained through the following
link:
https://www.sec.gov/Archives/edgar/data/1952073/000119312523236537/d508798ds1.htm.
Alternatively, the Company or any underwriter participating in the
offering will arrange to send you the prospectus if you request it
by contacting: BofA Securities, 201 North Tryon Street,
Charlotte, NC 28255, Mail Code
NC1-022-02-25, attention: Prospectus Department or by email at
dg.prospectus_requests@bofa.com; Goldman Sachs & Co. LLC, 200
West Street, New York, NY 10282,
attention: Prospectus Department, by telephone at (866) 471-2526 or
by email at prospectus-ny@ny.email.gs.com; J.P. Morgan, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, New York 11717, by
telephone: 1-866-803-9204 or by email at
prospectus-eg_fi@jpmchase.com.
A registration statement on Form S-1 relating to the securities
has been filed with the Securities and Exchange Commission but has
not yet become effective. The securities may not be sold nor may
offers to buy be accepted prior to the time the registration
statement becomes effective. Before you invest, you should read the
prospectus in that registration statement for more complete
information about the Company and this offering. This press release
shall not constitute an offer to sell or the solicitation of an
offer to buy these securities, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Madison Square Garden Entertainment
Corp.
Madison Square Garden Entertainment Corp. (MSG
Entertainment) is a leader in live entertainment, delivering
unforgettable experiences while forging deep connections with
diverse and passionate audiences. The Company's portfolio includes
a collection of world-renowned venues – New York's Madison Square Garden, The Theater
at Madison Square Garden, Radio City Music Hall, and Beacon
Theatre; and The Chicago Theatre – that showcase a broad array of
sporting events, concerts, family shows, and special events for
millions of guests annually. In addition, the Company features the
original production, the Christmas Spectacular Starring the
Radio City Rockettes, which has been a holiday tradition for 89
years.
Forward-Looking Statements
This press release may
contain statements that constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995. Investors are cautioned that any such forward-looking
statements are not guarantees of 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 financial community perceptions of the Company and its
business, operations, financial condition and the industries in
which it operates and the factors described in the Company's
filings with the Securities and Exchange Commission, including the
sections titled "Risk Factors" and "Management's Discussion and
Analysis of Financial Condition and Results of Operations"
contained therein. The Company disclaims any obligation to update
any forward-looking statements contained herein.
Contacts
Ari Danes, CFA
Senior Vice President, Investor Relations, Financial Communications
& Treasury
Madison Square Garden Entertainment Corp.
(212) 465-6072
Justin Blaber
Vice President, Financial Communications
Madison Square Garden Entertainment Corp.
(212) 465-6109
Grace Kaminer
Senior Director, Investor Relations & Treasury
Madison Square Garden Entertainment Corp.
(212) 631-5076
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SOURCE Madison Square Garden Entertainment Corp.