Related Party Transactions |
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Related Party Transactions [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Related Party Transactions | Related Party Transactions As of September 30, 2026, certain members of the Dolan family, including certain trusts for the benefit of members of the Dolan family, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, collectively beneficially owned 100% of the Company’s outstanding Class B Common Stock, par value $0.01 per share (“Class B Common Stock”) and beneficially owned approximately 3.1% of the Company’s outstanding Class A Common Stock. Such shares of the Company’s Class A Common Stock and Class B Common Stock, collectively, represent approximately 70.7% of the aggregate voting power of the Company’s outstanding common stock. Members of the Dolan family are also the controlling stockholders of MSG Rangers, Sphere Entertainment, MSG Entertainment and AMC Global Media Inc. (“AMC Global Media”). Related Party Arrangements as of September 30, 2026 The Company was party to the following agreements and/or arrangements with MSG Entertainment as of September 30, 2026: •Arena license agreements, entered into in April 2020 (the “Arena License Agreements”), pursuant to which MSG Entertainment (i) provides the right to use The Garden for games of the Knicks and the Rangers for a 35-year term ending June 30, 2055 in exchange for arena license fees, (ii) shares revenues collected for suite and club licenses, (iii) operates and manages the sale of the sports teams’ merchandise at The Garden for a commission, (iv) operates and manages the sales of food and beverage concessions in exchange for 50% of net profits from sales and catering services during Knicks and Rangers home games, (v) shares revenues collected for the sale of venue indoor signage space and sponsorship rights at The Garden that are not specific to our teams, (vi) provides day of game services, and (vii) provides other general services within The Garden; •Sponsorship sales and service representation agreements, entered into in April 2020 (the “Sponsorship Sales and Service Representation Agreements”), pursuant to which MSG Entertainment has the exclusive right and obligation to sell the Company’s sponsorships for an initial stated term of 10 years for a commission. In addition, under these agreements, the Company is charged by MSG Entertainment for sales and service staff and overhead associated with the sales of sponsorship assets; •Team sponsorship allocation agreement with MSG Entertainment, pursuant to which the teams receive an allocation of certain sponsorship and signage revenues associated with sponsorship agreements that include the assets of the Company, MSG Entertainment, and Sphere Entertainment, based on the percentage of revenue each company earns relative to the total contract value; •Services agreement (the “Services Agreement”) pursuant to which the Company (i) receives certain services from MSG Entertainment, such as information technology, executive support, accounts payable, payroll, human resources, and other corporate functions, and communications, marketing and facilities-related services, in exchange for service fees and (ii) provides certain services to MSG Entertainment, such as certain communications and legal services, in exchange for service fees; •Arrangements pursuant to which the Company provides MSG Entertainment certain services associated with the management of ticketing, premium hospitality sales, sponsorship sales and other business operations services; •The Sublease Agreement, pursuant to which the Company leases office space from MSG Entertainment; •Group ticket sales representation agreement, pursuant to which MSG Entertainment appointed the Company as its sales and service representative to sell group ticket packages related to MSG Entertainment events in exchange for a commission and reimbursement for sales and service staff and overhead associated with the ticket sales on behalf of MSG Entertainment; •Single night rental commission agreement, pursuant to which the Company may, from time to time, sell (or make referrals for sales of) licenses for the use of suites at The Garden for individual MSG Entertainment events in exchange for a commission; and •Other agreements with MSG Entertainment entered into in connection with the Sphere Distribution, including a trademark license agreement and certain other arrangements. Following the Rangers Distribution, the Company is no longer party to certain of the arrangements described above, including the Rangers Arena License Agreement and the Rangers Sponsorship Sales and Service Representation Agreement. The Company was also party to the following agreements and/or arrangements with Sphere Entertainment (including through its subsidiary MSG Networks) as of September 30, 2026: •Local telecast rights agreements between the Company and MSG Networks, as amended in June 2025 and set to expire after the 2028-29 seasons, providing MSG Networks with local telecast rights for Knicks and Rangers games in exchange for media rights fees; •An agreement with MSG Networks pursuant to which the Company was issued penny warrants exercisable for 19.9% of the equity interests in MSG Networks, as further described in Note 10; •Arrangements with MSG Networks pursuant to which the Knicks and the Rangers have allocated revenues with MSG Networks related to virtual advertising inventory; •Arrangements pursuant to which the Company provides Sphere Entertainment with certain business operations services; •Other agreements with Sphere Entertainment in connection with the Sphere Distribution, including a distribution agreement, a tax disaffiliation agreement and an employee matters agreement and certain other arrangements; and •Other agreements with MSG Networks entered into in connection with the MSGS Distribution, including an employee matters agreement, agreements related to audio-only distribution rights for Knicks and Rangers games, and certain other arrangements. Following the Rangers Distribution, the Company is no longer party to certain of the arrangements described above related to the Rangers, including the local telecast rights agreement, virtual signage inventory arrangement and audio rights agreement. In addition the Company assigned a portion of the warrants exercisable for approximately 6.5% of the equity interests in MSG Networks. The Company is also party to various arrangements with subsidiaries of MSG Entertainment, Sphere Entertainment, and, following the Rangers Distribution, MSG Rangers, pursuant to which the Company has the right to lease on a time-sharing and/or dry lease basis certain aircraft to which MSG Entertainment has access and MSG Entertainment, Sphere Entertainment, and MSG Rangers have the right to lease on a dry-lease basis certain aircraft leased by the Company, and pursuant to which MSG Entertainment provides certain aircraft support services. In addition, 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 Sphere Entertainment, MSG Entertainment and, following the Rangers Distribution, MSG Rangers, (ii) the Company’s Vice Chairman with AMC Global Media, Sphere Entertainment, MSG Entertainment and, following the Rangers Distribution, MSG Rangers (iii) the Company’s Executive Vice President with Sphere Entertainment, AMC Global Media and, following the Rangers Distribution, MSG Rangers. Additionally, the Company, Sphere Entertainment, AMC Global Media, MSG Entertainment and, following the Rangers Distribution, MSG Rangers, allocate the costs of certain personal aircraft and helicopter usage by their shared executives. In connection with the Rangers Distribution, the Company entered into the following agreements and/or arrangements with MSG Rangers: •Transition services agreement pursuant to which the Company provides certain corporate and other services to MSG Rangers, including with respect to such areas as information technology, 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, and MSG Rangers provides certain services to the Company in exchange for service fees; •A lease agreement with MSG Rangers with respect to the Company’s use of the Madison Square Garden Training Center with a term of 10 years. Pursuant to the lease, the Company pays MSG Rangers an annual fixed rent of $2 million for the first contract year, and then for each subsequent year, the fixed rent will be 103% of the fixed rent for the immediately preceding contract year. The Company also reimburses MSG Rangers for certain operating expenses and capital expenditures incurred in connection with the Madison Square Garden Training Center; and •Group ticket sales representation agreement, pursuant to which MSG Rangers is appointed as the Company’s sales and service representative to sell group ticket packages related to Company and MSG Entertainment events in exchange for a commission and reimbursement for sales and service staff and overhead associated with the ticket sales on behalf of the Company; •Single night rental commission agreement, pursuant to which MSG Rangers may, from time to time, sell (or make referrals for sales of) licenses for the use of suites at The Garden for individual Company and MSG Entertainment events in exchange for a commission; and •Other agreements with MSG Rangers in connection with the Rangers Distribution, including a distribution agreement, a tax disaffiliation agreement and an employee matters agreement and certain other arrangements. In connection with the Rangers Distribution, the Company also entered into a marketing sponsorship allocation agreement with MSG Rangers, MSG Entertainment and Sphere Entertainment, pursuant to which each party receives an allocation of certain sponsorship and signage revenues associated with sponsorship agreements that include the assets of the Company, MSG Rangers, MSG Entertainment and Sphere Entertainment, as applicable, based on the percentage of revenue each company earns relative to the total contract value. Revenues and Operating Expenses (Credits) The following table summarizes the composition and amounts of the transactions with the Company’s affiliates. These amounts are reflected in revenues and operating expenses in the accompanying consolidated statements of operations for the three months ended September 30, 2026 and 2025:
(a)Primarily consist of local media rights fees from MSG Networks.
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||