Madison Square Garden Updates Potential Spinoff Plans

Expects to separate into two entertainment and sports companies in Q1 2020
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Madison Square Garden Co. said its board of directors have unanimously approved an earlier proposal to separate the company into two separate sports and entertainment businesses.

Madison Square Garden announced last year a plan to separate its sports and entertainment businesses. On Thursday the company said it has revised the structure of the split, adding that now the entertainment company would not retain an equity interest in the sports company. The proposed separation is still expected to be completed in Q1 2020.

The company had previously been exploring a plan to spin-off about two-thirds of its economic interest in its sport businesses to shareholders, with the entertainment company retaining an approximate one-third interest in the sports company.

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MSG said it has made “significant” progress on plans to create state-of-the-art venues -- called MSG Sphere -- with the first expected to open in Las Vegas in 2021. A second MSG Sphere planned for London is moving through the planning process, now expected to run into 2020 and MSG said it is “focused on incorporating learnings from its Las Vegas project in London.”

With the timeline for the London project extended, MSG said it believes the entertainment unit has the “financial flexibility to pursue its venue expansion plans without the need for the retained equity interest in the sports company.”

“The spin-off would create two distinct companies for MSG shareholders, each with a defined business focus and clear investment characteristics,” MSG executive chairman James Dolan said in a press release. “One company would be a leader in live entertainment that would take advantage of significant opportunities to grow rapidly within the changing entertainment landscape. The other entity would be a sports company with marquee assets that would enjoy steady growth and strong free cash flow."

The pure-play sports company would include:

  • The New York Knicks NBA franchise and its development team, the Westchester Knicks;
  • The New York Rangers NHL franchise and its development team, the Hartford Wolf Pack;
  • Knicks Gaming, the NBA 2K esports franchise of the New York Knicks, and a majority interest in Counter Logic Gaming; and
  • The Training Center in Greenburgh, NY.

In addition to its planned MSG Sphere venues, the entertainment company would include:

  • New York’s Madison Square Garden, Hulu Theater at Madison Square Garden, Radio City Music Hall and Beacon Theatre; the Forum in Inglewood, Calif; and The Chicago Theatre;
  • MSG Bookings, which books live sporting events like college basketball and professional boxing;
  • MSG Productions, which includes the Radio City Rockettes and the Christmas Spectacular;
  • Majority interests in hospitality group TAO Group and Boston Calling Events, producer of New England’sBoston Calling Music Festival; and
  • Approximately $1 billion in cash on hand.

Completion of the transaction would be subject to various conditions, including league and final MSG Board approval. J.P. Morgan Securities LLC and PJT Partners LP serve as financial advisers and Sullivan & Cromwell LLP serves as legal adviser.

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