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Note 1. Description of Business and Basis of Presentation
Description of Business
The Madison Square Garden Company (together with its subsidiaries, the "Company" or "Madison Square Garden") was incorporated on July 29, 2009 as an indirect, wholly-owned subsidiary of Cablevision Systems Corporation ("Cablevision"). On January 12, 2010, Cablevision's board of directors approved the distribution of all the outstanding common stock of The Madison Square Garden Company to Cablevision shareholders (the "Distribution") and the Company thereafter acquired the subsidiaries of Cablevision that owned, directly and indirectly, all of the partnership interests in MSG Holdings, L.P. ("MSG L.P."). MSG L.P. was the indirect, wholly-owned subsidiary of Cablevision through which Cablevision held the Company's businesses until the Distribution occurred on February 9, 2010. Each holder of record of Cablevision NY Group Class A Common Stock as of close of business on January 25, 2010 (the "Record Date") received one share of the Company's Class A Common Stock for every four shares of Cablevision NY Group Class A Common Stock held. Each holder of record of Cablevision NY Group Class B Common Stock as of the Record Date received one share of the Company's Class B Common Stock for every four shares of Cablevision NY Group Class B Common Stock held. MSG L.P. is now a wholly-owned subsidiary of The Madison Square Garden Company through which the Company conducts substantially all of its business activities.
The Company is a fully integrated sports, entertainment and media business. The Company classifies its business interests into three reportable segments: MSG Media, MSG Entertainment, and MSG Sports. MSG Media produces, develops and acquires content for multiple distribution platforms, including content originating from the Company's venues. MSG Media includes the Company's regional sports networks, MSG network, MSG Plus, MSG HD and MSG Plus HD, collectively called the MSG Networks, and the Fuse Networks (Fuse and Fuse HD), a national television network dedicated to music. MSG Entertainment presents or hosts live entertainment events, such as concerts, family shows, performing arts and special events, in the Company's diverse collection of venues. MSG Entertainment also creates, produces and/or presents live productions, including the Radio City Christmas Spectacular featuring the Radio City Rockettes (the "Rockettes"). MSG Sports owns and operates sports franchises, including the New York Knicks (the "Knicks") of the National Basketball Association (the "NBA"), the New York Rangers (the "Rangers") of the National Hockey League (the "NHL"), the New York Liberty (the "Liberty") of the Women's National Basketball Association (the "WNBA"), and the Connecticut Whale of the American Hockey League (the "AHL"), which is the primary player development team for the Rangers. MSG Sports also promotes, produces and/or presents a broad array of other live sporting events outside of Knicks, Rangers and Liberty games.
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 Madison Square Garden Arena ("The Garden") and The Theater at Madison Square Garden in New York City, as well as The Chicago Theatre in Chicago. It leases Radio City Music Hall and the Beacon Theatre in New York City. The Company also has a booking agreement with respect to the Wang Theatre in Boston
Unaudited Interim Financial Statements
The accompanying interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and the instructions to Rule 10-01 of Regulation S-X, and should be read in conjunction with the Company's Transition Report on Form 10-K/T for the six month transition period ended June 30, 2011. The financial statements as of September 30, 2011 and for the three months ended September 30, 2011 and 2010 presented in this Quarterly Report on Form 10-Q are unaudited; however, in the opinion of management such financial statements reflect all adjustments, consisting solely of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods presented. The results of operations for the periods presented are not necessarily indicative of the results that might be expected for future interim periods or for the full year. The dependence of the MSG Sports segment on revenues from its NBA and NHL sports teams generally means it earns a disproportionate share of its revenues in the first and fourth quarters of each calendar year (the second and third quarters of our fiscal year). The dependence of the MSG Entertainment segment on revenues from the Radio City Christmas Spectacular generally means it earns a disproportionate share of its revenues and operating income in the fourth quarter of the calendar year (the second quarter of our fiscal year). In addition, the off-season shutdown of The Garden and The Theater at Madison Square Garden due to the comprehensive transformation of The Garden into a state-of-the-art arena (the "Transformation") has impacted the Company's financial results in the second and third quarters of the 2011 calendar year (the fourth quarter of our 2011 fiscal year and the first quarter of our 2012 fiscal year) and we anticipate similar impacts in those same periods during the planned off-season shutdowns of The Garden and The Theater at Madison Square Garden in the 2012 and 2013 calendar years.
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Note 2. Accounting Policies
Principles of Consolidation
The consolidated financial statements of the Company include the accounts of The Madison Square Garden Company and its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation.
Change in Accounting Principle
Effective July 1, 2011, the Company changed the date of its annual impairment test for goodwill from February 28th to August 31st. This change was made in connection with the change in the Company's fiscal year-end from December 31st to June 30th. This change in the annual impairment test date coincides with the timing of when the Company prepares its annual budget and financial plans. These financial plans are a key component in estimating the fair value of the Company's reporting units, which is the basis for performing our annual impairment test. The Company believes that the change in its annual impairment test date is preferable as it allows the Company to utilize its most current projections in the annual impairment test.
Use of Estimates
The preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the valuation of accounts receivable, goodwill, intangible assets, other long-lived assets, tax accruals and other liabilities. In addition, estimates are used in revenue recognition, income tax expense, performance and share-based compensation, depreciation and amortization, and the allowance for losses. Management believes its use of estimates in the consolidated financial statements to be reasonable.
Management evaluates its estimates on an ongoing basis using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management's best judgment at a point in time and as such these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company's control could be material and would be reflected in the Company's financial statements in future periods.
Recently Issued Accounting Pronouncements Not Yet Adopted
In May 2011, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2011-04, Fair Value Measurement (Topic 820) — Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs, which amends Accounting Standards Codification ("ASC") Topic 820, Fair Value Measurement. The amended guidance changes the wording used to describe many requirements in GAAP for measuring fair value and for disclosing information about fair value measurements. Additionally, the amendments clarify the FASB's intent about the application of existing fair value measurement requirements. The amendments are to be applied prospectively, and will be effective for public companies for fiscal years and interim periods beginning after December 15, 2011. Early adoption by public entities is not permitted. This standard will be effective for the Company beginning in its third quarter of fiscal 2012. The Company does not expect that the adoption of this standard will have a material impact on its consolidated financial statements.
In June 2011, the FASB issued ASU No. 2011-05, Comprehensive Income (Topic 220) — Presentation of Comprehensive Income, which is intended to improve the overall quality of financial reporting by increasing the prominence of items reported in other comprehensive income, and to additionally align the presentation of other comprehensive income in financial statements prepared in accordance with GAAP with those prepared in accordance with International Financial Reporting Standards. An entity now has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The amendments are effective for public entities for fiscal years, and interim periods within those years, beginning after December 15, 2011. The amendments should be applied retrospectively and early adoption is permitted. This standard will be effective for the Company beginning in its first quarter of fiscal 2013. The Company believes that the adoption of this standard will result only in changes in the presentation of its financial statements and will not have a material impact on the Company's financial position, results of operations, or cash flows.
In September 2011, the FASB issued ASU No. 2011-08, Intangibles – Goodwill and Other (Topic 350) — Testing Goodwill for Impairment, which amends ASC Topic 350, Intangibles – Goodwill and Other. This new guidance permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying amount before applying the two-step goodwill impairment test currently required under ASC Topic 350. If an entity can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it would not need to perform the two-step impairment test for that reporting unit. Currently, under ASC Topic 350, the first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. ASU No. 2011-08 is effective for fiscal years beginning after December 15, 2011. Early adoption is permitted. This standard will be effective for the Company beginning in its first quarter of fiscal 2013. The adoption of this standard is not expected to have a material impact on the Company's consolidated financial statements.
In September 2011, the FASB issued ASU No. 2011-09, Compensation – Retirement Benefits – Multiemployer Plans (Subtopic 715-80) — Disclosures about an Employer's Participation in a Multiemployer Plan, which requires employers that participate in multiemployer pension plans to provide additional quantitative and qualitative disclosures in order to provide more information about an employer's involvement in multiemployer pension plans. Although the majority of the amendments in this ASU apply only to multiemployer pension plans, there are also amendments that require changes in disclosures for multiemployer plans that provide postretirement benefits other than pensions. ASU No. 2011-09 is effective for fiscal years ending after December 15, 2011. Early adoption is permitted. This standard will be effective for the Company beginning in its fourth quarter of fiscal 2012. The Company believes that the adoption of this standard will result only in additional disclosures and will not have a material impact on the Company's financial position, results of operations, or cash flows.
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Note 4. Investments
On February 4, 2011, the Company acquired approximately 3,913 shares of Live Nation Entertainment, Inc. ("Live Nation") common stock, with a fair value of approximately $41,000 as of that date. This investment is reported in the accompanying consolidated balance sheets as of September 30, 2011 and June 30, 2011 in other assets, and is classified as available-for-sale. Investments in available-for-sale securities are carried at fair market value with the unrealized gains and losses, net of tax, included in the determination of comprehensive income and reported in stockholders' equity. The fair value of the investment in Live Nation common stock as of September 30, 2011 and June 30, 2011 was $31,341 and $44,880, respectively.
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Note 5. Goodwill and Intangible Assets
The carrying amount of goodwill, by reportable segment, as of September 30, 2011 and June 30, 2011 is as follows:
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MSG Media |
$ | 465,326 | ||
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MSG Entertainment |
58,979 | |||
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MSG Sports |
218,187 | |||
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| $ | 742,492 | |||
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During the quarter ended September 30, 2011, the Company performed its annual impairment test of goodwill, and there was no impairment of goodwill identified for any of its reportable segments. Based on this impairment test, the Company's reporting units had sufficient safety margins, representing the excess of the estimated fair value of each reporting unit less its respective carrying value (including goodwill allocated to each respective reporting unit).
The Company's indefinite-lived intangible assets as of September 30, 2011 and June 30, 2011 are as follows:
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Sports franchises (MSG Sports segment) |
$ | 96,215 | ||
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Trademarks (MSG Entertainment segment) |
61,881 | |||
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| $ | 158,096 | |||
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During the quarter ended September 30, 2011, the Company performed its annual impairment test of identifiable indefinite-lived intangible assets, and there was no impairment identified. Based on this impairment test, the Company's indefinite-lived intangible assets had sufficient safety margins, representing the excess of each identifiable indefinite-lived intangible asset's estimated fair value over its respective carrying value.
The Company's intangible assets subject to amortization as of September 30, 2011 and June 30, 2011 are as follows:
| As of September 30, 2011 | Gross | Accumulated Amortization |
Net | |||||||||
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Affiliation agreements and affiliate relationships |
$ | 120,536 | $ | (54,036 | ) | $ | 66,500 | |||||
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Season ticket holder relationships |
75,005 | (35,909 | ) | 39,096 | ||||||||
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Suite holder relationships |
15,394 | (9,093 | ) | 6,301 | ||||||||
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Broadcast rights |
15,209 | (13,849 | ) | 1,360 | ||||||||
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Other intangibles |
17,743 | (13,511 | ) | 4,232 | ||||||||
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| $ | 243,887 | $ | (126,398 | ) | $ | 117,489 | ||||||
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| As of June 30, 2011 | Gross | Accumulated Amortization |
Net | |||||||||
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Affiliation agreements and affiliate relationships |
$ | 120,536 | $ | (52,295 | ) | $ | 68,241 | |||||
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Season ticket holder relationships |
75,005 | (34,547 | ) | 40,458 | ||||||||
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Suite holder relationships |
15,394 | (8,743 | ) | 6,651 | ||||||||
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Broadcast rights |
15,209 | (13,468 | ) | 1,741 | ||||||||
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Other intangibles |
17,743 | (13,040 | ) | 4,703 | ||||||||
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| $ | 243,887 | $ | (122,093 | ) | $ | 121,794 | ||||||
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Amortization expense was $4,305 for each of the three months ended September 30, 2011 and 2010.
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Note 6. Property and Equipment
As of September 30, 2011 and June 30, 2011, property and equipment (including equipment under capital leases) consisted of the following assets:
| September 30, 2011 |
June 30, 2011 |
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Land |
$ | 67,921 | $ | 67,921 | ||||
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Buildings |
203,304 | 203,142 | ||||||
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Equipment |
245,904 | 243,805 | ||||||
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Aircraft |
42,961 | 42,961 | ||||||
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Furniture and fixtures |
17,535 | 17,337 | ||||||
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Leasehold improvements |
146,457 | 144,469 | ||||||
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Construction in progress |
457,497 | 295,347 | ||||||
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| 1,181,579 | 1,014,982 | |||||||
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Less accumulated depreciation and amortization |
(418,264 | ) | (407,190 | ) | ||||
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| $ | 763,315 | $ | 607,792 | |||||
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Depreciable and amortizable assets are depreciated or amortized on a straight-line basis over their estimated useful lives.Depreciation is being accelerated for The Garden assets that are being removed as a result of the Transformation. Depreciation and amortization expense on property and equipment (including equipment under capital leases) amounted to $12,059 and $9,194 for the three months ended September 30, 2011 and 2010, respectively.
Construction in progress primarily relates to the Transformation.
The Company has recorded asset retirement obligations related to the Transformation. The asset retirement obligations have been recorded in accordance with ASC 410 which requires companies to recognize an obligation along with an offsetting increase to the carrying value of the related property and equipment when an obligation exists to perform remediation efforts and its fair value is reasonably estimable. This obligation was necessitated by the Transformation.The changes in the carrying amount of asset retirement obligations for the three months ended September 30, 2011 are as follows:
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Balance as of June 30, 2011 |
$ | 32,907 | ||
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Accretion expense |
3 | |||
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Payments |
(5,299 | ) | ||
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Balance as of September 30, 2011 |
$ | 27,611 | ||
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As of September 30, 2011 and June 30, 2011, $27,420 and $32,719, respectively, of the total asset retirement obligations were recorded in other accrued liabilities, with the remaining balance recorded in other liabilities, in the accompanying consolidated balance sheets.
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Note 7. Debt
Total debt of the Company consists of the following:
| September 30, 2011 |
June 30, 2011 |
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Revolving Credit Facility |
$ | — | $ | — | ||||
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Related party capital lease obligations (a) |
3,867 | 4,225 | ||||||
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Total |
$ | 3,867 | $ | 4,225 | ||||
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| (a) |
Classified in other accrued liabilities and other liabilities in the accompanying consolidated balance sheets. |
On January 28, 2010, MSG L.P. and certain of its subsidiaries entered into a credit agreement with a syndicate of lenders providing for a new senior secured revolving credit facility of up to $375,000 with a term of five years (the "Revolving Credit Facility"). The proceeds of borrowings under the Revolving Credit Facility are available for working capital and capital expenditures, including, but not limited to, the Transformation, and for general corporate purposes. All borrowings under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including covenant compliance, absence of a default and accuracy of representations and warranties. As of September 30, 2011, there was $7,234 in letters of credit issued and outstanding under the Revolving Credit Facility. Available borrowing capacity under the Revolving Credit Facility as of September 30, 2011 was $367,766.
The Revolving Credit Facility requires MSG L.P. to comply with the following financial covenants: (i) a maximum total secured leverage ratio of 3.50:1.00 and (ii) a maximum total leverage ratio of 6.00:1.00. In addition, there is a minimum interest coverage ratio of 2.50:1.00 for the Company. As of September 30, 2011, the Company was in compliance with the financial covenants in the Revolving Credit Facility.
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Note 8. Commitments and Contingencies
Commitments
As more fully described in Notes 10 and 11 to the consolidated financial statements of the Company included in the Company's Transition Report on Form 10-K/T for the six month transition period ended June 30, 2011, the Company's commitments primarily consist of the MSG Media segment's obligations related to professional team rights, acquired under license agreements, to telecast certain live sporting events, the MSG Sports segment's obligations under employment agreements that the Company has with its professional sports teams' personnel, long-term noncancelable operating lease agreements for entertainment venues and office and storage space, and minimum purchase requirements. These arrangements result from the Company's normal course of business and represent obligations that may be payable over several years.
Legal Matters
The Company is a defendant in various lawsuits. Although the outcome of these matters cannot be predicted with certainty, management does not believe that resolution of these lawsuits will have a material adverse effect on the Company.
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Note 9. Fair Value Measurements
The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity's pricing based upon their own market assumptions. The fair value hierarchy consists of the following three levels:
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Level I — Quoted prices for identical instruments in active markets. |
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Level II — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. |
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Level III — Instruments whose significant value drivers are unobservable. |
The following table presents for each of these hierarchy levels, the Company's assets that are measured at fair value on a recurring basis:
| Level I | Level II | Level III | Total | |||||||||||||
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September 30, 2011 |
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Assets: |
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Money market accounts |
$ | 147,485 | $ | — | $ | — | $ | 147,485 | ||||||||
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Time deposits |
75,208 | — | — | 75,208 | ||||||||||||
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Available-for-sale securities (in Other assets) |
31,341 | — | — | 31,341 | ||||||||||||
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Total assets measured at fair value |
$ | 254,034 | $ | — | $ | — | $ | 254,034 | ||||||||
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June 30, 2011 |
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Assets: |
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Money market accounts |
$ | 223,750 | $ | — | $ | — | $ | 223,750 | ||||||||
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Time deposits |
75,147 | — | — | 75,147 | ||||||||||||
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Available-for-sale securities (in Other assets) |
44,880 | — | — | 44,880 | ||||||||||||
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Total assets measured at fair value |
$ | 343,777 | $ | — | $ | — | $ | 343,777 | ||||||||
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Money market accounts and time deposits
Money market accounts and time deposits are classified within Level 1 of the fair value hierarchy as they are valued using observable inputs that reflect quoted prices for identical assets in active markets. The carrying amount of the Company's money market accounts and time deposits approximates fair value due to their short-term maturities.
Available-for-sale securities (in Other assets)
The available-for-sale securities category includes available-for-sale marketable equity securities, whose fair value is determined using quoted market prices. Such items are classified in Level 1 (See Note 4).
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Note 10. Accumulated Other Comprehensive Income (Loss)
The following table details the components of accumulated other comprehensive income (loss):
| Pension and Postretirement Plans |
Unrealized Income (Loss) on Available-for-sale Securities |
Accumulated Other Comprehensive Income (Loss) |
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Balance at June 30, 2011 |
$ | (17,441 | ) | $ | 2,208 | $ | (15,233 | ) | ||||
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Other comprehensive income (loss) |
485 | (13,539 | ) | (13,054 | ) | |||||||
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Tax benefit (expense) |
(206 | ) | 5,753 | 5,547 | ||||||||
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Balance at September 30, 2011 |
$ | (17,162 | ) | $ | (5,578 | ) | $ | (22,740 | ) | |||
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Balance at June 30, 2010 |
$ | (15,640 | ) | $ | — | $ | (15,640 | ) | ||||
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Other comprehensive income |
596 | — | 596 | |||||||||
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Adjustment related to the transfer of liabilities from Cablevision in connection with certain pension plans as a result of the Distribution |
50 | — | 50 | |||||||||
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Tax expense (a) |
(278 | ) | — | (278 | ) | |||||||
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Balance at September 30, 2010 |
$ | (15,272 | ) | $ | — | $ | (15,272 | ) | ||||
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| (a) |
Includes tax expense of $21 associated with the adjustment related to the transfer of liabilities from Cablevision in connection with certain pension plans as a result of the Distribution. |
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Note 11. Pension Plans and Other Postretirement Benefit Plan
The Company sponsors a non-contributory qualified cash balance retirement plan (the "Cash Balance Pension Plan") and an unfunded non-contributory non-qualified excess cash balance plan (collectively, the "MSG Cash Balance Plans"). In addition, the Company sponsors two non-contributory qualified defined benefit pension plans covering certain of its union employees ("Union Plans"). Benefits payable to retirees under the Union Plans are based upon years of service and, for one plan, participants' compensation.
The Company sponsored a non-contributory qualified defined benefit pension plan covering its non-union employees hired prior to January 1, 2001 (the "Retirement Plan") and sponsors an unfunded, non-qualified defined benefit pension plan for the benefit of certain employees who participate in the underlying qualified plan (the "Excess Plan"). As of December 31, 2007, both the Retirement Plan and Excess Plan were amended to freeze all benefits earned through December 31, 2007 and eliminate the ability of participants to earn benefits for future service under these plans. On March 1, 2011, the Company merged the Retirement Plan into the Cash Balance Pension Plan, effectively combining the plan assets and liabilities of the respective plans. In connection with this merger, the respective benefit formulas of the plans were not amended. As of March 1, 2011, the Retirement Plan no longer existed as a stand-alone plan and is part of the Cash Balance Pension Plan.
The Excess Plan, Union Plans and MSG Cash Balance Plans (which now includes the former Retirement Plan) are collectively referred to as the "Pension Plans."
The Company also sponsors a contributory welfare plan which provides certain postretirement healthcare benefits to certain employees hired prior to January 1, 2001 and their dependents who are eligible for early or normal retirement under the Retirement Plan (or effective March 1, 2011, eligible to commence receipt of such early or normal Retirement Plan benefits under the Cash Balance Pension Plan), as well as certain union employees ("Postretirement Plan").
Components of net periodic benefit cost for the Company's Pension Plans and Postretirement Plan for the three months ended September 30, 2011 and 2010 are as follows:
| Pension Plans | Postretirement Plan | |||||||||||||||
| Three Months Ended September 30, |
Three Months Ended September 30, |
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| 2011 | 2010 | 2011 | 2010 | |||||||||||||
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Service cost |
$ | 1,639 | $ | 1,831 | $ | 62 | $ | 40 | ||||||||
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Interest cost |
1,724 | 1,508 | 104 | 77 | ||||||||||||
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Expected return on plan assets |
(651 | ) | (551 | ) | — | — | ||||||||||
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Recognized actuarial loss (gain) |
512 | 626 | — | (29 | ) | |||||||||||
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Amortization of unrecognized prior service cost (credit) |
6 | 4 | (33 | ) | (33 | ) | ||||||||||
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Net periodic benefit cost |
$ | 3,230 | $ | 3,418 | $ | 133 | $ | 55 | ||||||||
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In addition, Cablevision sponsors qualified and non-qualified savings plans (the "Cablevision Savings Plans") in which employees of the Company continued to participate for a period of time after the Distribution until such time that the Company established its own savings plans. The Company made matching cash contributions on behalf of its employees to the Cablevision Savings Plans in accordance with the terms of those plans. Effective February 1, 2011, the Company established the MSG Holdings, L.P. 401(k) Savings Plan and the MSG Holdings, L.P. Excess Savings Plan (the "MSG Savings Plans"). As of February 1, 2011, employees of the Company who were eligible participants have ceased participation in the Cablevision Savings Plans and participate in the MSG Savings Plans. Expenses related to the MSG Savings Plans included in the accompanying consolidated statements of operations were $782 for the three months ended September 30, 2011. Expenses related to the Cablevision Savings Plans included in the accompanying consolidated statements of operations totaled $763 for the three months ended September 30, 2010.
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Note 13. Related Party Transactions
Members of the Dolan family, including trusts for the benefit of the Dolan family, collectively own all of the Company's outstanding Class B Common Stock and own approximately 3% 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% of the aggregate voting power of the Company's outstanding common stock. Members of the Dolan family are also the controlling stockholders of both Cablevision and AMC Networks Inc.
In connection with the Distribution, the Company entered into various agreements with Cablevision, such as a distribution agreement, a tax disaffiliation agreement, a transition services agreement, an employee matters agreement and certain related party arrangements. These agreements govern certain of the Company's relationships with Cablevision subsequent to the Distribution and provide for the allocation of employee benefits, taxes and certain other liabilities and obligations attributable to periods prior to the Distribution. These agreements also include arrangements with respect to transition services and a number of on-going commercial relationships. The distribution agreement includes an agreement that the Company and Cablevision agree to provide each other with indemnities with respect to liabilities arising out of the businesses Cablevision transferred to the Company.
The Company recognizes revenue from the distribution of programming services to subsidiaries of Cablevision. Cablevision pays the Company for advertising in connection with signage at events, sponsorships and media advertisements. Revenues from related parties amounted to $39,958 and $39,633 for the three months ended September 30, 2011 and 2010, respectively.
AMC Networks Inc. provides certain origination, master control and post production services to the Company. Amounts charged to the Company by AMC Networks Inc. for origination, master control and post production services amounted to $2,447 and $2,218 for the three months ended September 30, 2011 and 2010, respectively.
In addition, the Company and its related parties routinely enter into transactions with each other in the ordinary course of business. Amounts charged to the Company pursuant to the transition services agreement and for other transactions with its related parties amounted to $2,469 and $2,980 for the three months ended September 30, 2011 and 2010, respectively.
Other
See Note 7 for information on the Company's capital lease obligations due to a related party.
See Note 11 for discussion of the participation of Company employees in Cablevision sponsored retirement benefit plans.
|
|||
Note 14. Income Taxes
Income tax expense for the three months ended September 30, 2011 was $3,873. The effective tax rate of 15.4% differs from the income tax expense derived from applying the statutory federal rate to pretax income due principally to state income taxes. The Company recorded a benefit of $964 and $6,122 from the impact of a reduction in the effective state tax rate on the current and deferred tax liabilities balances, respectively. This benefit was recorded in connection with the filing of income tax returns during the three months ended September 30, 2011.
Income tax expense for the three months ended September 30, 2010 of $6,822 differs from the income tax expense derived from applying the statutory federal rate to pretax income due principally to state income taxes and the impact of nondeductible expenses partially offset by the tax benefit resulting from nontaxable disability insurance recoveries. In addition, the Company recorded a benefit of approximately $4,000 from the impact of a reduction in the effective state tax rate on the deferred tax liability balance. This benefit was recorded in connection with the filing of income tax returns. The effective tax rate was 26.2% for the three months ended September 30, 2010.
|
|||
Note 15. Segment Information
The Company classifies its business interests into three reportable segments which are MSG Media, MSG Entertainment and MSG Sports. The Company allocates certain corporate costs to all of its reportable segments. In addition, the Company allocates its venue operating expenses to its MSG Entertainment and MSG Sports segments. Venue operating expenses include the non-event related costs of operating the Company's venues, and includes such costs as rent, real estate taxes, insurance, utilities, repairs and maintenance and labor related to the overall management of the venues. Depreciation expense related to The Garden and The Theater at Madison Square Garden is not allocated to the reportable segments and is recognized in "All other."
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 and The Theater at Madison Square Garden in New York City, as well as The Chicago Theatre in Chicago. It leases Radio City Music Hall and the Beacon Theatre in New York City. The Company also has a booking agreement with respect to the Wang Theatre in Boston.
The Company evaluates segment performance based on several factors, of which the key financial measure is their operating income (loss) before (i) depreciation, amortization and impairments of property and equipment and intangible assets, (ii) share-based compensation expense or benefit and (iii) restructuring charges or credits, which is referred to as adjusted operating cash flow ("AOCF"), a non-GAAP measure. The Company has presented the components that reconcile AOCF to operating income (loss), an accepted GAAP measure. Information as to the operations of the Company's reportable segments is set forth below.
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Revenues |
||||||||
|
MSG Media |
$ | 138,630 | $ | 133,434 | ||||
|
MSG Entertainment |
27,602 | 38,184 | ||||||
|
MSG Sports |
28,814 | 36,905 | ||||||
|
Inter-segment eliminations (a) |
(17,407 | ) | (17,693 | ) | ||||
|
|
|
|
|
|||||
| $ | 177,639 | $ | 190,830 | |||||
|
|
|
|
|
|||||
| (a) |
Primarily represents local media rights recognized by the Company's MSG Sports segment from the licensing of team related programming to the Company's MSG Media segment which are eliminated in consolidation. Local media rights are recognized on a straight-line basis over the fiscal year. |
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Inter-segment revenues |
||||||||
|
MSG Entertainment |
$ | 20 | $ | 26 | ||||
|
MSG Sports |
17,387 | 17,667 | ||||||
|
|
|
|
|
|||||
| $ | 17,407 | $ | 17,693 | |||||
|
|
|
|
|
|||||
Reconciliation (by Segment and in Total) of AOCF to Operating Income (Loss)
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
AOCF |
||||||||
|
MSG Media |
$ | 63,816 | $ | 55,666 | ||||
|
MSG Entertainment |
(13,792 | ) | (10,930 | ) | ||||
|
MSG Sports |
(463 | ) | 1,559 | |||||
|
All other (a) |
(3,485 | ) | (4,036 | ) | ||||
|
|
|
|
|
|||||
| $ | 46,076 | $ | 42,259 | |||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Depreciation and amortization |
||||||||
|
MSG Media |
$ | 5,551 | $ | 4,430 | ||||
|
MSG Entertainment |
2,350 | 2,304 | ||||||
|
MSG Sports |
2,736 | 2,621 | ||||||
|
All other (b) |
5,727 | 4,144 | ||||||
|
|
|
|
|
|||||
| $ | 16,364 | $ | 13,499 | |||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Share-based compensation expense |
||||||||
|
MSG Media |
$ | 1,101 | $ | 954 | ||||
|
MSG Entertainment |
1,071 | 702 | ||||||
|
MSG Sports |
923 | 641 | ||||||
|
All other |
254 | 205 | ||||||
|
|
|
|
|
|||||
| $ | 3,349 | $ | 2,502 | |||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Operating income (loss) |
||||||||
|
MSG Media |
$ | 57,164 | $ | 50,282 | ||||
|
MSG Entertainment |
(17,213 | ) | (13,936 | ) | ||||
|
MSG Sports |
(4,122 | ) | (1,703 | ) | ||||
|
All other |
(9,466 | ) | (8,385 | ) | ||||
|
|
|
|
|
|||||
| $ | 26,363 | $ | 26,258 | |||||
|
|
|
|
|
|||||
A reconciliation of reportable segment operating income to the Company's consolidated income from operations before income taxes is as follows:
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Total operating income for reportable segments |
$ | 35,829 | $ | 34,643 | ||||
|
Other operating loss |
(9,466 | ) | (8,385 | ) | ||||
|
|
|
|
|
|||||
|
Operating income |
26,363 | 26,258 | ||||||
|
Items excluded from operating income: |
||||||||
|
Interest income |
547 | 619 | ||||||
|
Interest expense |
(1,749 | ) | (1,841 | ) | ||||
|
Miscellaneous income |
— | 1,050 | ||||||
|
|
|
|
|
|||||
|
Income from operations before income taxes |
$ | 25,161 | $ | 26,086 | ||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Capital expenditures |
||||||||
|
MSG Media |
$ | 1,169 | $ | 5,895 | ||||
|
MSG Entertainment |
851 | 1,373 | ||||||
|
MSG Sports |
263 | 235 | ||||||
|
All other (c) |
143,140 | 25,990 | ||||||
|
|
|
|
|
|||||
| $ | 145,423 | $ | 33,493 | |||||
|
|
|
|
|
|||||
| (a) |
Consists of unallocated corporate general and administrative costs. |
| (b) |
Includes depreciation and amortization expense on The Garden and The Theater at Madison Square Garden and certain corporate property, equipment and leasehold improvement assets not allocated to the Company's reportable segments. |
| (c) |
Principally includes capital expenditures associated with the Transformation. |
Substantially all revenues and assets of the Company's reportable segments are attributed to or located in the United States and are primarily concentrated in the New York metropolitan area.
|
|||
Note 16. Concentration of Risk
In connection with our license agreement with the New Jersey Devils, the Company has approximately $43,000 and $2,000 recorded in other assets and other current assets, respectively, in the accompanying consolidated balance sheets as of September 30, 2011 and June 30, 2011.
|
|||
Note 17. Subsequent Events
The NBA collective bargaining agreement ("CBA") expired June 30, 2011, and effective July 1, 2011, the NBA declared a lockout of NBA players. Subsequently, the NBA announced the cancellation of all pre-season games and regular season games through November 30, 2011. If the cancelled games are not rescheduled, it would have a material negative effect on the Company's revenues, operating income and AOCF for the second quarter of the 2012 fiscal year. If additional games are cancelled and not rescheduled, it could have a material negative effect on our 2012 fiscal year results.
|
|||
Unaudited Interim Financial Statements
The accompanying interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and the instructions to Rule 10-01 of Regulation S-X, and should be read in conjunction with the Company's Transition Report on Form 10-K/T for the six month transition period ended June 30, 2011. The financial statements as of September 30, 2011 and for the three months ended September 30, 2011 and 2010 presented in this Quarterly Report on Form 10-Q are unaudited; however, in the opinion of management such financial statements reflect all adjustments, consisting solely of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods presented. The results of operations for the periods presented are not necessarily indicative of the results that might be expected for future interim periods or for the full year. The dependence of the MSG Sports segment on revenues from its NBA and NHL sports teams generally means it earns a disproportionate share of its revenues in the first and fourth quarters of each calendar year (the second and third quarters of our fiscal year). The dependence of the MSG Entertainment segment on revenues from the Radio City Christmas Spectacular generally means it earns a disproportionate share of its revenues and operating income in the fourth quarter of the calendar year (the second quarter of our fiscal year). In addition, the off-season shutdown of The Garden and The Theater at Madison Square Garden due to the comprehensive transformation of The Garden into a state-of-the-art arena (the "Transformation") has impacted the Company's financial results in the second and third quarters of the 2011 calendar year (the fourth quarter of our 2011 fiscal year and the first quarter of our 2012 fiscal year) and we anticipate similar impacts in those same periods during the planned off-season shutdowns of The Garden and The Theater at Madison Square Garden in the 2012 and 2013 calendar years.
|
|||
Principles of Consolidation
The consolidated financial statements of the Company include the accounts of The Madison Square Garden Company and its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation.
Change in Accounting Principle
Effective July 1, 2011, the Company changed the date of its annual impairment test for goodwill from February 28th to August 31st. This change was made in connection with the change in the Company's fiscal year-end from December 31st to June 30th. This change in the annual impairment test date coincides with the timing of when the Company prepares its annual budget and financial plans. These financial plans are a key component in estimating the fair value of the Company's reporting units, which is the basis for performing our annual impairment test. The Company believes that the change in its annual impairment test date is preferable as it allows the Company to utilize its most current projections in the annual impairment test.
Use of Estimates
The preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the valuation of accounts receivable, goodwill, intangible assets, other long-lived assets, tax accruals and other liabilities. In addition, estimates are used in revenue recognition, income tax expense, performance and share-based compensation, depreciation and amortization, and the allowance for losses. Management believes its use of estimates in the consolidated financial statements to be reasonable.
Management evaluates its estimates on an ongoing basis using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management's best judgment at a point in time and as such these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company's control could be material and would be reflected in the Company's financial statements in future periods.
|
|||
|
|||
|
MSG Media |
$ | 465,326 | ||
|
MSG Entertainment |
58,979 | |||
|
MSG Sports |
218,187 | |||
|
|
|
|||
| $ | 742,492 | |||
|
|
|
|
Sports franchises (MSG Sports segment) |
$ | 96,215 | ||
|
Trademarks (MSG Entertainment segment) |
61,881 | |||
|
|
|
|||
| $ | 158,096 | |||
|
|
|
| As of September 30, 2011 | Gross | Accumulated Amortization |
Net | |||||||||
|
Affiliation agreements and affiliate relationships |
$ | 120,536 | $ | (54,036 | ) | $ | 66,500 | |||||
|
Season ticket holder relationships |
75,005 | (35,909 | ) | 39,096 | ||||||||
|
Suite holder relationships |
15,394 | (9,093 | ) | 6,301 | ||||||||
|
Broadcast rights |
15,209 | (13,849 | ) | 1,360 | ||||||||
|
Other intangibles |
17,743 | (13,511 | ) | 4,232 | ||||||||
|
|
|
|
|
|
|
|||||||
| $ | 243,887 | $ | (126,398 | ) | $ | 117,489 | ||||||
|
|
|
|
|
|
|
|||||||
| As of June 30, 2011 | Gross | Accumulated Amortization |
Net | |||||||||
|
Affiliation agreements and affiliate relationships |
$ | 120,536 | $ | (52,295 | ) | $ | 68,241 | |||||
|
Season ticket holder relationships |
75,005 | (34,547 | ) | 40,458 | ||||||||
|
Suite holder relationships |
15,394 | (8,743 | ) | 6,651 | ||||||||
|
Broadcast rights |
15,209 | (13,468 | ) | 1,741 | ||||||||
|
Other intangibles |
17,743 | (13,040 | ) | 4,703 | ||||||||
|
|
|
|
|
|
|
|||||||
| $ | 243,887 | $ | (122,093 | ) | $ | 121,794 | ||||||
|
|
|
|
|
|
|
|||||||
|
|||
| September 30, 2011 |
June 30, 2011 |
|||||||
|
Land |
$ | 67,921 | $ | 67,921 | ||||
|
Buildings |
203,304 | 203,142 | ||||||
|
Equipment |
245,904 | 243,805 | ||||||
|
Aircraft |
42,961 | 42,961 | ||||||
|
Furniture and fixtures |
17,535 | 17,337 | ||||||
|
Leasehold improvements |
146,457 | 144,469 | ||||||
|
Construction in progress |
457,497 | 295,347 | ||||||
|
|
|
|
|
|||||
| 1,181,579 | 1,014,982 | |||||||
|
Less accumulated depreciation and amortization |
(418,264 | ) | (407,190 | ) | ||||
|
|
|
|
|
|||||
| $ | 763,315 | $ | 607,792 | |||||
|
|
|
|
|
|||||
|
Balance as of June 30, 2011 |
$ | 32,907 | ||
|
Accretion expense |
3 | |||
|
Payments |
(5,299 | ) | ||
|
|
|
|||
|
Balance as of September 30, 2011 |
$ | 27,611 | ||
|
|
|
|
|||
| September 30, 2011 |
June 30, 2011 |
|||||||
|
Revolving Credit Facility |
$ | — | $ | — | ||||
|
Related party capital lease obligations (a) |
3,867 | 4,225 | ||||||
|
|
|
|
|
|||||
|
Total |
$ | 3,867 | $ | 4,225 | ||||
|
|
|
|
|
|||||
| (a) |
Classified in other accrued liabilities and other liabilities in the accompanying consolidated balance sheets. |
|
|||
| Level I | Level II | Level III | Total | |||||||||||||
|
September 30, 2011 |
||||||||||||||||
|
Assets: |
||||||||||||||||
|
Money market accounts |
$ | 147,485 | $ | — | $ | — | $ | 147,485 | ||||||||
|
Time deposits |
75,208 | — | — | 75,208 | ||||||||||||
|
Available-for-sale securities (in Other assets) |
31,341 | — | — | 31,341 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
|
Total assets measured at fair value |
$ | 254,034 | $ | — | $ | — | $ | 254,034 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
|
June 30, 2011 |
||||||||||||||||
|
Assets: |
||||||||||||||||
|
Money market accounts |
$ | 223,750 | $ | — | $ | — | $ | 223,750 | ||||||||
|
Time deposits |
75,147 | — | — | 75,147 | ||||||||||||
|
Available-for-sale securities (in Other assets) |
44,880 | — | — | 44,880 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
|
Total assets measured at fair value |
$ | 343,777 | $ | — | $ | — | $ | 343,777 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
|
|||
| Pension and Postretirement Plans |
Unrealized Income (Loss) on Available-for-sale Securities |
Accumulated Other Comprehensive Income (Loss) |
||||||||||
|
Balance at June 30, 2011 |
$ | (17,441 | ) | $ | 2,208 | $ | (15,233 | ) | ||||
|
Other comprehensive income (loss) |
485 | (13,539 | ) | (13,054 | ) | |||||||
|
Tax benefit (expense) |
(206 | ) | 5,753 | 5,547 | ||||||||
|
|
|
|
|
|
|
|||||||
|
Balance at September 30, 2011 |
$ | (17,162 | ) | $ | (5,578 | ) | $ | (22,740 | ) | |||
|
|
|
|
|
|
|
|||||||
|
Balance at June 30, 2010 |
$ | (15,640 | ) | $ | — | $ | (15,640 | ) | ||||
|
Other comprehensive income |
596 | — | 596 | |||||||||
|
Adjustment related to the transfer of liabilities from Cablevision in connection with certain pension plans as a result of the Distribution |
50 | — | 50 | |||||||||
|
Tax expense (a) |
(278 | ) | — | (278 | ) | |||||||
|
|
|
|
|
|
|
|||||||
|
Balance at September 30, 2010 |
$ | (15,272 | ) | $ | — | $ | (15,272 | ) | ||||
|
|
|
|
|
|
|
|||||||
| (a) |
Includes tax expense of $21 associated with the adjustment related to the transfer of liabilities from Cablevision in connection with certain pension plans as a result of the Distribution. |
|
|||
| Pension Plans | Postretirement Plan | |||||||||||||||
| Three Months Ended September 30, |
Three Months Ended September 30, |
|||||||||||||||
| 2011 | 2010 | 2011 | 2010 | |||||||||||||
|
Service cost |
$ | 1,639 | $ | 1,831 | $ | 62 | $ | 40 | ||||||||
|
Interest cost |
1,724 | 1,508 | 104 | 77 | ||||||||||||
|
Expected return on plan assets |
(651 | ) | (551 | ) | — | — | ||||||||||
|
Recognized actuarial loss (gain) |
512 | 626 | — | (29 | ) | |||||||||||
|
Amortization of unrecognized prior service cost (credit) |
6 | 4 | (33 | ) | (33 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
|
Net periodic benefit cost |
$ | 3,230 | $ | 3,418 | $ | 133 | $ | 55 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
|
|||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Revenues |
||||||||
|
MSG Media |
$ | 138,630 | $ | 133,434 | ||||
|
MSG Entertainment |
27,602 | 38,184 | ||||||
|
MSG Sports |
28,814 | 36,905 | ||||||
|
Inter-segment eliminations (a) |
(17,407 | ) | (17,693 | ) | ||||
|
|
|
|
|
|||||
| $ | 177,639 | $ | 190,830 | |||||
|
|
|
|
|
|||||
| (a) |
Primarily represents local media rights recognized by the Company's MSG Sports segment from the licensing of team related programming to the Company's MSG Media segment which are eliminated in consolidation. Local media rights are recognized on a straight-line basis over the fiscal year. |
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Inter-segment revenues |
||||||||
|
MSG Entertainment |
$ | 20 | $ | 26 | ||||
|
MSG Sports |
17,387 | 17,667 | ||||||
|
|
|
|
|
|||||
| $ | 17,407 | $ | 17,693 | |||||
|
|
|
|
|
|||||
Reconciliation (by Segment and in Total) of AOCF to Operating Income (Loss)
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
AOCF |
||||||||
|
MSG Media |
$ | 63,816 | $ | 55,666 | ||||
|
MSG Entertainment |
(13,792 | ) | (10,930 | ) | ||||
|
MSG Sports |
(463 | ) | 1,559 | |||||
|
All other (a) |
(3,485 | ) | (4,036 | ) | ||||
|
|
|
|
|
|||||
| $ | 46,076 | $ | 42,259 | |||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Depreciation and amortization |
||||||||
|
MSG Media |
$ | 5,551 | $ | 4,430 | ||||
|
MSG Entertainment |
2,350 | 2,304 | ||||||
|
MSG Sports |
2,736 | 2,621 | ||||||
|
All other (b) |
5,727 | 4,144 | ||||||
|
|
|
|
|
|||||
| $ | 16,364 | $ | 13,499 | |||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Share-based compensation expense |
||||||||
|
MSG Media |
$ | 1,101 | $ | 954 | ||||
|
MSG Entertainment |
1,071 | 702 | ||||||
|
MSG Sports |
923 | 641 | ||||||
|
All other |
254 | 205 | ||||||
|
|
|
|
|
|||||
| $ | 3,349 | $ | 2,502 | |||||
|
|
|
|
|
|||||
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Operating income (loss) |
||||||||
|
MSG Media |
$ | 57,164 | $ | 50,282 | ||||
|
MSG Entertainment |
(17,213 | ) | (13,936 | ) | ||||
|
MSG Sports |
(4,122 | ) | (1,703 | ) | ||||
|
All other |
(9,466 | ) | (8,385 | ) | ||||
|
|
|
|
|
|||||
| $ | 26,363 | $ | 26,258 | |||||
|
|
|
|
|
|||||
A reconciliation of reportable segment operating income to the Company's consolidated income from operations before income taxes is as follows:
| Three Months Ended September 30, |
||||||||
| 2011 | 2010 | |||||||
|
Total operating income for reportable segments |
$ | 35,829 | $ | 34,643 | ||||
|
Other operating loss |
(9,466 | ) | (8,385 | ) | ||||
|
|
|
|
|
|||||
|
Operating income |
26,363 | 26,258 | ||||||
|
Items excluded from operating income: |
||||||||
|
Interest income |
547 | 619 | ||||||
|
Interest expense |
(1,749 | ) | (1,841 | ) | ||||
|
Miscellaneous income |
— | 1,050 | ||||||
|
|
|
|
|
|||||
|
Income from operations before income taxes |
$ | 25,161 | $ | 26,086 | ||||
|
|
|
|
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| Three Months Ended September 30, |
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| 2011 | 2010 | |||||||
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Capital expenditures |
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MSG Media |
$ | 1,169 | $ | 5,895 | ||||
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MSG Entertainment |
851 | 1,373 | ||||||
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MSG Sports |
263 | 235 | ||||||
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All other (c) |
143,140 | 25,990 | ||||||
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| $ | 145,423 | $ | 33,493 | |||||
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| (a) |
Consists of unallocated corporate general and administrative costs. |
| (b) |
Includes depreciation and amortization expense on The Garden and The Theater at Madison Square Garden and certain corporate property, equipment and leasehold improvement assets not allocated to the Company's reportable segments. |
| (c) |
Principally includes capital expenditures associated with the Transformation. |
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