Document And Entity Information
3 Months Ended
Sep. 30, 2011
Oct. 31, 2011
Class A Common Stock [Member]
Oct. 31, 2011
Class B Common Stock [Member]
Document Type
10-Q
Amendment Flag
FALSE
Document Period End Date
Sep. 30, 2011
Document Fiscal Period Focus
Q1
Document Fiscal Year Focus
2012
Entity Registrant Name
Madison Square Garden Co
Entity Central Index Key
0001469372
Current Fiscal Year End Date
--06-30
Entity Filer Category
Large Accelerated Filer
Entity Common Stock, Shares Outstanding
62,076,412
13,588,555
Consolidated Balance Sheets(USD $)
In Thousands
Sep. 30, 2011
Jun. 30, 2011
ASSETS
Cash and cash equivalents
$228,604
$304,876
Restricted cash
8,052
8,051
Accounts receivable, net of allowance for doubtful accounts of $2,341 and $2,292
116,601
118,013
Net related party receivables
24,400
22,587
Prepaid expenses
57,031
34,512
Other current assets
31,132
21,379
Total current assets
465,820
509,418
Property and equipment, net of accumulated depreciation and amortization of $418,264 and $407,190
763,315
607,792
Other assets
137,818
140,664
Amortizable intangible assets, net of accumulated amortization of $126,398 and $122,093
117,489
121,794
Indefinite-lived intangible assets
158,096
158,096
Goodwill
742,492
742,492
Assets, Total
2,385,030
2,280,256
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable
39,029
31,769
Net related party payables
646
Accrued liabilities:
Employee related costs
36,301
55,007
Other accrued liabilities
167,609
167,784
Deferred revenue
248,974
156,047
Total current liabilities
492,559
410,607
Defined benefit and other postretirement obligations
47,864
52,865
Other employee related costs
43,103
39,700
Other liabilities
57,528
53,995
Deferred tax liability
520,731
517,204
Total liabilities
1,161,785
1,074,371
Commitments and contingencies (Note 8)
Stockholders' Equity:
Preferred stock, par value $0.01, 45,000 shares authorized; none outstanding
Additional paid-in capital
1,045,348
1,041,769
Treasury stock, at cost, 525 and 500 shares as of September 30, 2011 and June 30, 2011, respectively
(10,279)
(10,279)
Retained earnings
210,155
188,867
Accumulated other comprehensive loss
(22,740)
(15,233)
Total stockholders' equity
1,223,245
1,205,885
Liabilities and Equity, Total
2,385,030
2,280,256
Class A Common Stock [Member]
Stockholders' Equity:
Common stock, value issued
625
625
Class B Common Stock [Member]
Stockholders' Equity:
Common stock, value issued
$136
$136
Consolidated Balance Sheets (Parenthetical)(USD $)
In Thousands, except Per Share data
Sep. 30, 2011
Jun. 30, 2011
Accounts receivable, allowance for doubtful accounts
$2,341
$2,292
Property and equipment, accumulated depreciation and amortization
418,264
407,190
Amortizable intangible assets, accumulated amortization
$126,398
$122,093
Preferred stock, par value
$0.01
$0.01
Preferred stock, shares authorized
45,000
45,000
Preferred stock, shares outstanding
0
0
Treasury stock, shares
525
500
Class A Common Stock [Member]
Common stock, par value
$0.01
$0.01
Common stock, shares authorized
360,000
360,000
Common stock, shares outstanding
62,075
62,094
Class B Common Stock [Member]
Common stock, par value
$0.01
$0.01
Common stock, shares authorized
90,000
90,000
Common stock, shares outstanding
13,589
13,589
Consolidated Statements Of Operations(USD $)
In Thousands, except Per Share data
3 Months Ended
Sep.30,
2011
2010
Consolidated Statements Of Operations [Abstract]
Revenues (including related party revenues of $39,958 and $39,633, respectively)
$177,639
$190,830
Operating expenses:
Direct operating (excluding depreciation and amortization shown below and including related party expenses of $2,933 and $2,640, respectively)
71,484
81,016
Selling, general and administrative (including related party expenses of $1,983 and $2,558, respectively)
63,428
70,057
Depreciation and amortization
16,364
13,499
Operating expenses, Total
151,276
164,572
Operating income
26,363
26,258
Other income (expense):
Interest income
547
619
Interest expense
(1,749)
(1,841)
Miscellaneous
1,050
Nonoperating income (expense), Total
(1,202)
(172)
Income from operations before income taxes
25,161
26,086
Income tax expense
(3,873)
(6,822)
Net income
$21,288
$19,264
Basic earnings per common share
$0.29
$0.26
Diluted earnings per common share
$0.28
$0.25
Weighted-average number of common shares outstanding:
Basic
74,514
74,010
Diluted
77,185
76,811
Consolidated Statements Of Operations (Parenthetical)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Consolidated Statements Of Operations [Abstract]
Revenues from related party
$39,958
$39,633
Direct operating expenses from related party
2,933
2,640
Selling, general and administrative expenses from related party
$1,983
$2,558
Consolidated Statements Of Cash Flows(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Cash flows from operating activities:
Net income
$21,288
$19,264
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
16,364
13,499
Amortization of deferred financing costs
545
546
Share-based compensation expense related to equity classified awards
3,506
2,519
Excess tax benefit on share-based awards
(7)
Deemed capital contribution related to income taxes
4,068
Provision for doubtful accounts
120
129
Change in assets and liabilities:
Accounts receivable, net
1,292
3,272
Net related party receivables
(1,813)
256
Prepaid expenses and other assets
(42,243)
(50,977)
Accounts payable
1,913
2,546
Net related party payables
646
Accrued and other liabilities
(32,908)
(32,665)
Deferred revenue
92,927
61,415
Deferred income taxes
9,074
15,886
Net cash provided by operating activities
70,704
39,758
Cash flows from investing activities:
Capital expenditures
(145,423)
(33,493)
Proceeds from asset sales
10
Payments for acquisition of assets
(1,268)
Net cash used in investing activities
(146,691)
(33,483)
Cash flows from financing activities:
Additions to deferred financing costs
(7)
Principal payments on capital lease obligations
(358)
(330)
Proceeds from stock option exercises
66
202
Excess tax benefit on share-based awards
7
Net cash used in financing activities
(285)
(135)
Net increase (decrease) in cash and cash equivalents
(76,272)
6,140
Cash and cash equivalents at beginning of period
304,876
319,745
Cash and cash equivalents at end of period
228,604
325,885
Non-cash investing and financing activities:
Deemed capital contributions, net primarily related to income taxes prior to the Distribution
2,844
Capital expenditures incurred but not yet paid
89,375
30,928
Leasehold improvements paid by landlord
$1,251
$935
Consolidated Statements Of Stockholders' Equity And Comprehensive Income (Loss)(USD $)
In Thousands
Common Stock Issued [Member]
Additional Paid-In Capital [Member]
Treasury Stock [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Total
Balance at Jun. 30, 2010
$760
$1,023,081
$(3,723)
$109,267
$(15,640)
$1,113,745
Net income
19,264
19,264
Other comprehensive income (loss)
339
339
Comprehensive income
19,603
Deemed capital contribution related to income taxes
4,068
4,068
Adjustments related to the transfer of liabilities from Cablevision in connection with certain pension plans as a result of the Distribution, net of taxes
(1,224)
29
(1,195)
Proceeds from exercise of options
202
202
Share-based compensation expense
2,519
2,519
Excess tax benefit on share-based awards
(59)
(59)
Balance at Sep. 30, 2010
760
1,028,587
(3,723)
128,531
(15,272)
1,138,883
Balance at Jun. 30, 2011
761
1,041,769
(10,279)
188,867
(15,233)
1,205,885
Net income
21,288
21,288
Other comprehensive income (loss)
(7,507)
(7,507)
Comprehensive income
13,781
Proceeds from exercise of options
66
66
Share-based compensation expense
3,506
3,506
Excess tax benefit on share-based awards
7
7
Balance at Sep. 30, 2011
$761
$1,045,348
$(10,279)
$210,155
$(22,740)
$1,223,245
Description Of Business And Basis Of Presentation
Description Of Business And Basis Of Presentation

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.

Accounting Policies
Accounting Policies

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.

  

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.

Computation Of Earnings Per Common Share
Computation Of Earnings Per Common Share

Note 3. Computation of Earnings per Common Share

Basic earnings per common share ("EPS") is based upon net income available to common stockholders divided by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares, restricted stock units and shares restricted on the same basis as underlying Cablevision restricted shares only in the periods in which such effect would have been dilutive.

The following table presents a reconciliation of weighted-average shares used in the calculation of basic and diluted EPS.

 

     Three Months Ended
September 30,
 
     2011      2010  

Weighted-average shares for basic EPS

     74,514         74,010   

Dilutive effect of shares issuable under share-based compensation plans and shares restricted on the same basis as underlying Cablevision restricted shares

     2,671         2,801   
  

 

 

    

 

 

 

Weighted-average shares for diluted EPS

     77,185         76,811   
  

 

 

    

 

 

 

The calculation of diluted EPS for the three months ended September 30, 2010 does not include 29 shares because the effect of their inclusion would have been anti-dilutive. There were no anti-dilutive shares during the three months ended September 30, 2011.

Investments
Investments

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.

Goodwill And Intangible Assets
Goodwill And Intangible Assets

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:

 

MSG Media

   $     465,326  

MSG Entertainment

     58,979  

MSG Sports

     218,187  
  

 

 

 
   $ 742,492  
  

 

 

 

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:

 

Sports franchises (MSG Sports segment)

   $ 96,215  

Trademarks (MSG Entertainment segment)

     61,881  
  

 

 

 
   $     158,096  
  

 

 

 

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:

 

Amortization expense was $4,305 for each of the three months ended September 30, 2011 and 2010.

Property And Equipment
Property And Equipment

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
 

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  
  

 

 

   

 

 

 

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:

 

Balance as of June 30, 2011

   $     32,907   

Accretion expense

     3   

Payments

     (5,299
  

 

 

 

Balance as of September 30, 2011

   $ 27,611   
  

 

 

 

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.

Debt
Debt

Note 7. Debt

Total debt of the Company consists of the following:

 

September 30, September 30,
     September 30,
2011
     June 30,
2011
 

Revolving Credit Facility

   $       $   

Related party capital lease obligations (a)

     3,867         4,225   
  

 

 

    

 

 

 

Total

   $ 3,867       $ 4,225   
  

 

 

    

 

 

 

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.

Commitments And Contingencies
Commitments And Contingencies

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.

Fair Value Measurements
Fair Value Measurements

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:

 

   

Level I — Quoted prices for identical instruments in active markets.

 

   

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.

 

   

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:

 

$343,777 $343,777 $343,777 $343,777
     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   
  

 

 

    

 

 

    

 

 

    

 

 

 

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).

Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss)

Note 10. Accumulated Other Comprehensive Income (Loss)

The following table details the components of accumulated other comprehensive income (loss):

 

Pension Plans And Other Postretirement Benefit Plan
Pension Plans And Other Postretirement Benefit Plan

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,
 
     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  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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.

Share-Based Compensation
Share-Based Compensation

Note 12. Share-based Compensation

See Note 16 to the consolidated financial statements of the Company included in the Transition Report on Form 10-K/T for more information regarding The Madison Square Garden Company 2010 Employee Stock Plan (the "Employee Stock Plan") and The Madison Square Garden Company 2010 Stock Plan for Non-Employee Directors, as well as the treatment after the Distribution of share-based payment awards initially granted under Cablevision equity award programs. On June 30, 2011, Cablevision distributed to its stockholders all of the outstanding common stock of AMC Networks Inc. (the "AMC Networks Distribution"). As a result, certain Company employees who continued to hold Cablevision equity awards at the time of the AMC Networks Distribution received non-qualified stock options, stock appreciation rights and/or restricted shares of AMC Networks Inc.

Share-based compensation expense, recognized as selling, general and administrative expense, for the three months ended September 30, 2011 and 2010 was $3,349 and $2,502, respectively.

In September 2011, the Company granted 735 restricted stock units ("RSUs") to its employees under the Employee Stock Plan with a grant date fair value of $23.48 per share. All RSUs are subject to three-year cliff vesting, and 204 RSUs are also subject to certain performance conditions. RSUs that were awarded by the Company to its employees will settle in stock, or, at the option of the Compensation Committee, in cash.

Related Party Transactions
Related Party Transactions

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.

Income Taxes
Income Taxes

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.

Segment Information
Segment Information

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.

 

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.

Concentration Of Risk
Concentration Of Risk

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.

Subsequent Events
Subsequent Events

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.

Description Of Business And Basis Of Presentation (Policy)
Unaudited Interim Financial Statements

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.

Accounting Policies (Policy)

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.

  

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.

 
Computation Of Earnings Per Common Share (Policy)
Computation Of Earnings Per Common Share

Basic earnings per common share ("EPS") is based upon net income available to common stockholders divided by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares, restricted stock units and shares restricted on the same basis as underlying Cablevision restricted shares only in the periods in which such effect would have been dilutive.

Property And Equipment (Policy)
Depreciable and amortizable assets are depreciated or amortized on a straight-line basis over their estimated useful lives.
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.
Computation Of Earnings Per Common Share (Tables)
Reconciliation Of Weighted-Average Shares Used In The Calculation Of Basic And Diluted EPS
     Three Months Ended
September 30,
 
     2011      2010  

Weighted-average shares for basic EPS

     74,514         74,010   

Dilutive effect of shares issuable under share-based compensation plans and shares restricted on the same basis as underlying Cablevision restricted shares

     2,671         2,801   
  

 

 

    

 

 

 

Weighted-average shares for diluted EPS

     77,185         76,811   
  

 

 

    

 

 

 
Goodwill And Intangible Assets (Tables)

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  
  

 

 

 
Property And Equipment (Tables)
     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   
  

 

 

 
Debt (Tables)
Schedule Of Debt
September 30, September 30,
     September 30,
2011
     June 30,
2011
 

Revolving Credit Facility

   $       $   

Related party capital lease obligations (a)

     3,867         4,225   
  

 

 

    

 

 

 

Total

   $ 3,867       $ 4,225   
  

 

 

    

 

 

 

Fair Value Measurements (Tables)
Schedule Of Fair Value, Assets Measured On Recurring Basis
$343,777 $343,777 $343,777 $343,777
     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   
  

 

 

    

 

 

    

 

 

    

 

 

 
Accumulated Other Comprehensive Income (Loss) (Table)
Schedule Of Accumulated Other Comprehensive Income (Loss)
Pension Plans And Other Postretirement Benefit Plan (Tables)
Schedule Of Net Periodic Benefit Cost
     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  
  

 

 

   

 

 

   

 

 

   

 

 

 
Segment Information (Tables)
Schedule Of Segment Reporting Information By Segment
Accounting Policies (Details)
Change of date for annual goodwill impairment test
Effective July 1, 2011, the Company changed the date of its annual impairment test for goodwill from February 28th to August 31st.
Computation Of Earnings Per Common Share (Details)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Computation Of Earnings Per Common Share [Abstract]
Weighted-average shares for basic EPS
74,514
74,010
Dilutive effect of shares issuable under share-based compensation plans and shares restricted on the same basis as underlying Cablevision restricted shares
2,671
2,801
Weighted-average shares for diluted EPS
77,185
76,811
Anti-dilutive shares excluded from EPS
0
29
Investments (Details)(USD $)
In Thousands
Feb. 4, 2011
Sep. 30, 2011
Live Nation Entertainment [Member]
Jun. 30, 2011
Live Nation Entertainment [Member]
Investment in shares
3,913
Cost of basis of the investment
$41,000
Fair value of investments in Live Nation common stock
$31,341
$44,880
Goodwill And Intangible Assets (Carrying Amount Of Goodwill By Reportable Segment) (Details)(USD $)
In Thousands
3 Months Ended
Sep. 30, 2011
Jun. 30, 2011
Goodwill
$742,492
$742,492
Impairment of goodwill
0
MSG Media [Member]
Goodwill
465,326
465,326
MSG Entertainment [Member]
Goodwill
58,979
58,979
MSG Sports [Member]
Goodwill
$218,187
$218,187
Goodwill And Intangible Assets (Schedule Of Indefinite-Lived Intangible Assets) (Details)(USD $)
In Thousands
3 Months Ended
Sep. 30, 2011
Jun. 30, 2011
Indefinite-lived intangible assets
$158,096
$158,096
Impairment of indefinite-lived intangible assets
0
MSG Sports [Member]
Indefinite-lived intangible assets
96,215
96,215
MSG Entertainment [Member]
Indefinite-lived intangible assets
$61,881
$61,881
Goodwill And Intangible Assets (Schedule Of Intangible Assets Subject To Amortization) (Details)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Jun. 30, 2011
Gross intangible assets subject to amortization
$243,887
$243,887
Accumulated amortization of intangible assets
(126,398)
(122,093)
Net intangible assets subject to amortization
117,489
121,794
Amortization expense
4,305
4,305
Affiliation Agreements And Affiliate Relationships [Member]
Gross intangible assets subject to amortization
120,536
120,536
Accumulated amortization of intangible assets
(54,036)
(52,295)
Net intangible assets subject to amortization
66,500
68,241
Season Ticket Holder Relationships [Member]
Gross intangible assets subject to amortization
75,005
75,005
Accumulated amortization of intangible assets
(35,909)
(34,547)
Net intangible assets subject to amortization
39,096
40,458
Suite Holder Relationships [Member]
Gross intangible assets subject to amortization
15,394
15,394
Accumulated amortization of intangible assets
(9,093)
(8,743)
Net intangible assets subject to amortization
6,301
6,651
Broadcast Rights [Member]
Gross intangible assets subject to amortization
15,209
15,209
Accumulated amortization of intangible assets
(13,849)
(13,468)
Net intangible assets subject to amortization
1,360
1,741
Other Intangibles [Member]
Gross intangible assets subject to amortization
17,743
17,743
Accumulated amortization of intangible assets
(13,511)
(13,040)
Net intangible assets subject to amortization
$4,232
$4,703
Property And Equipment (Narrative) (Details)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Jun. 30, 2011
Property And Equipment [Abstract]
Depreciation and amortization expense
$12,059
$9,194
Other accrued liabilities of asset retirement obligations
$27,420
$32,719
Property And Equipment (Schedule Of Property Plant And Equipment) (Details)(USD $)
In Thousands
Sep. 30, 2011
Jun. 30, 2011
Property And Equipment [Abstract]
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
Property and equipment, gross
1,181,579
1,014,982
Less accumulated depreciation and amortization
(418,264)
(407,190)
Property and equipment, net
$763,315
$607,792
Property And Equipment (Schedule Of Asset Retirement Obligations) (Details)(USD $)
In Thousands
3 Months Ended
Sep. 30, 2011
Property And Equipment [Abstract]
Balance as of June 30, 2011
$32,907
Accretion expense
3
Payments
(5,299)
Balance as of September 30, 2011
$27,611
Debt (Narrative) (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended
Sep. 30, 2011
years
Jan. 28, 2010
Debt [Abstract]
Senior secured revolving credit facility
$375,000
Revolving credit maturity period
5
Letter of credit facility
7,234
Borrowing capacity
$367,766
Financial covenants of credit facility
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.
Debt (Schedule Of Debt) (Details)(USD $)
In Thousands
Sep. 30, 2011
Jun. 30, 2011
Debt [Abstract]
Revolving Credit Facility
Capital lease obligations due to a subsidiary of Cablevision
3,8671
4,2251
Total
$3,867
$4,225
Fair Value Measurements (Details)(USD $)
In Thousands
Sep. 30, 2011
Jun. 30, 2011
Total assets measured at fair value
$254,034
$343,777
Money Market Accounts [Member]
Total assets measured at fair value
147,485
223,750
Money Market Accounts [Member] |
Level I [Member]
Total assets measured at fair value
147,485
223,750
Money Market Accounts [Member] |
Level II [Member]
Total assets measured at fair value
Money Market Accounts [Member] |
Level III [Member]
Total assets measured at fair value
Time Deposits [Member]
Total assets measured at fair value
75,208
75,147
Time Deposits [Member] |
Level I [Member]
Total assets measured at fair value
75,208
75,147
Time Deposits [Member] |
Level II [Member]
Total assets measured at fair value
Time Deposits [Member] |
Level III [Member]
Total assets measured at fair value
Available-For-Sale Securities In Other Assets [Member]
Total assets measured at fair value
31,341
44,880
Available-For-Sale Securities In Other Assets [Member] |
Level I [Member]
Total assets measured at fair value
31,341
44,880
Available-For-Sale Securities In Other Assets [Member] |
Level II [Member]
Total assets measured at fair value
Available-For-Sale Securities In Other Assets [Member] |
Level III [Member]
Total assets measured at fair value
Level I [Member]
Total assets measured at fair value
254,034
343,777
Level II [Member]
Total assets measured at fair value
Level III [Member]
Total assets measured at fair value
Accumulated Other Comprehensive Income (Loss) (Schedule Of Accumulated Other Comprehensive Income(Loss)) (Details)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Accumulated Other Comprehensive Income (Loss) [Abstract]
Pension and Other Postretirement Benefit Plans, Net of Tax, Beginning Balance
$(17,441)
$(15,640)
Pension and Other Postretirement Benefit Plans, Net of Tax, Ending Balance
(17,162)
(15,272)
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, before Tax
485
596
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Tax
(206)
(278)1
Other Comprehensive Income (Loss), Reclassification, Pension and Other Postretirement Benefit Plans, Net Transition Asset (Obligation), Recognized in Net Periodic Benefit Cost, before Tax
50
Unrealized Income (Loss) Available-for-sale Securities Adjustment, Net of Tax, Beginning Balance
2,208
Unrealized Income (Loss) Available-for-sale Securities Adjustment, Net of Tax, Ending Balance
(5,578)
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, before Tax
(13,539)
Other Comprehensive Income (Loss), Available-for-sale Securities, Tax
5,753
Other Comprehensive Income (Loss), Reclassification Adjustment for Held-to-maturity Transferred to Available-for-Sale Securities, before Tax
Other Comprehensive Income (Loss), before Tax
(13,054)
596
Other Comprehensive Income Reclassification Adjustment
50
Other Comprehensive Income (Loss), Tax
5,547
(278)1
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance
(15,233)
(15,640)
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance
$(22,740)
$(15,272)
Pension Plans And Other Postretirement Benefit Plan (Narrative) (Details)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
MSG Savings Plans [Member]
2010
Cablevision Savings Plans [Member]
Expenses recognized
$782
$763
Pension Plans And Other Postretirement Benefit Plan (Schedule Of Periodic Benefit Costs) (Details)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Pension Plans [Member]
Service cost
$1,639
$1,831
Interest cost
1,724
1,508
Expected return on plan assets
(651)
(551)
Recognized actuarial loss (gain)
512
626
Amortization of unrecognized prior service cost (credit)
6
4
Net periodic benefit cost
3,230
3,418
Postretirement Plan [Member]
Service cost
62
40
Interest cost
104
77
Expected return on plan assets
Recognized actuarial loss (gain)
(29)
Amortization of unrecognized prior service cost (credit)
(33)
(33)
Net periodic benefit cost
$133
$55
Share-Based Compensation (Details)(USD $)
In Thousands, except Per Share data
3 Months Ended
Sep.30,
2011
2010
Share-based compensation expense
$3,349
$2,502
Employee Stock Plan [Member]
Number of RSU unvested award, granted
735
Weighted average fair value per share at date of grant, granted
$23.48
Restricted Stock Units (RSUs) [Member]
RSUs vesting period in years
three years
Performance Vesting Restricted Stock Units [Member]
Shares granted subject to performance target
204
Related Party Transactions (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended
Sep.30,
2011
2010
Related Party Transactions [Abstract]
Percentage of Class B common stock owned by related party
100.00%
Percentage of Class A common stock owned by related party
3.00%
Aggregate voting power held by related party
70.00%
Revenues
$39,958
$39,633
Origination, master control and post production services
2,447
2,218
Other expenses
$2,469
$2,980
Income Taxes (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended
Sep.30,
2011
2010
Income Taxes [Abstract]
Income tax expense
$3,873
$6,822
Benefit of reduction in effective state tax rate
4,000
Effective tax rate
15.40%
26.20%
Current tax liabilities
964
Deferred tax liabilities
$6,122
Segment Information (Schedule Of Segment Reporting Information By Segment) (Details)(USD $)
In Thousands
3 Months Ended
Sep.30,
2011
2010
Revenue
$177,639
$190,830
AOCF
46,076
42,259
Depreciation and amortization
16,364
13,499
Share-based compensation expense
3,349
2,502
Operating income (loss)
26,363
26,258
Total operating income for reportable segments
35,829
34,643
Other operating loss
(9,466)
(8,385)
Interest income
547
619
Interest expense
(1,749)
(1,841)
Miscellaneous income
1,050
Income (loss) from operations before income taxes
25,161
26,086
Capital expenditures
145,423
33,493
MSG Media [Member]
Revenue
138,630
133,434
AOCF
63,816
55,666
Depreciation and amortization
5,551
4,430
Share-based compensation expense
1,101
954
Operating income (loss)
57,164
50,282
Capital expenditures
1,169
5,895
MSG Entertainment [Member]
Revenue
27,602
38,184
AOCF
(13,792)
(10,930)
Depreciation and amortization
2,350
2,304
Share-based compensation expense
1,071
702
Operating income (loss)
(17,213)
(13,936)
Capital expenditures
851
1,373
MSG Sports [Member]
Revenue
28,814
36,905
AOCF
(463)
1,559
Depreciation and amortization
2,736
2,621
Share-based compensation expense
923
641
Operating income (loss)
(4,122)
(1,703)
Capital expenditures
263
235
Inter Segment Revenues, MSG Entertainment [Member]
Inter-segment revenues
20
26
Inter Segment Revenues, MSG Sports [Member]
Inter-segment revenues
17,387
17,667
Reportable Segment [Member]
Operating income (loss)
26,363
26,258
All Other [Member]
AOCF
(3,485)1
(4,036)1
Depreciation and amortization
5,7272
4,1442
Share-based compensation expense
254
205
Operating income (loss)
(9,466)
(8,385)
Capital expenditures
143,1403
25,9903
Inter Segment Elimination [Member]
Revenue
(17,407)4
(17,693)4
Inter-segment revenues
$17,407
$17,693
Concentration Of Risk (Details)(USD $)
In Thousands
Sep. 30, 2011
Jun. 30, 2011
Concentration Of Risk [Abstract]
Customer concentration in other assets
$43,000
$43,000
Customer concentration in other current assets
$2,000
$2,000