Document And Entity Information
6 Months Ended
Dec. 31, 2011
Jan. 31, 2012
Class A Common Stock [Member]
Jan. 31, 2012
Class B Common Stock [Member]
Document Type
10-Q
Amendment Flag
false
Document Period End Date
Dec. 31, 2011
Document Fiscal Period Focus
Q2
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
62,213,924
13,588,555
Consolidated Balance Sheets(USD $)
In Thousands, unless otherwise specified
Dec. 31, 2011
Jun. 30, 2011
ASSETS
Cash and cash equivalents
$221,418
$304,876
Restricted cash
10,412
8,051
Accounts receivable, net of allowance for doubtful accounts of $2,424 and $2,292
136,480
118,013
Net related party receivables
26,287
22,587
Prepaid expenses
41,323
34,512
Other current assets
26,925
21,379
Total current assets
462,845
509,418
Property and equipment, net of accumulated depreciation and amortization of $434,859 and $407,190
883,737
607,792
Other assets
144,716
140,664
Amortizable intangible assets, net of accumulated amortization of $128,411 and $122,093
110,097
121,794
Indefinite-lived intangible assets
158,096
158,096
Goodwill
742,492
742,492
Assets, Total
2,501,983
2,280,256
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable
39,822
31,769
Net related party payables
294
Accrued liabilities:
Employee related costs
63,063
55,007
Other accrued liabilities
239,582
167,784
Deferred revenue
232,125
156,047
Total current liabilities
574,886
410,607
Defined benefit and other postretirement obligations
48,749
52,865
Other employee related costs
43,613
39,700
Other liabilities
60,575
53,995
Deferred tax liability
515,852
517,204
Total liabilities
1,243,675
1,074,371
Commitments and contingencies (Note 10)
  
  
Stockholders' Equity:
Preferred stock, par value $0.01, 45,000 shares authorized; none outstanding
  
  
Additional paid-in capital
1,054,389
1,041,769
Treasury stock, at cost, 581 and 500 shares as of December 31, 2011 and June 30, 2011, respectively
(10,813)
(10,279)
Retained earnings
235,774
188,867
Accumulated other comprehensive loss
(21,805)
(15,233)
Total stockholders' equity
1,258,308
1,205,885
Liabilities and Equity, Total
2,501,983
2,280,256
Class A Common Stock [Member]
Stockholders' Equity:
Common stock, value issued
627
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, unless otherwise specified
Dec. 31, 2011
Jun. 30, 2011
Accounts receivable, allowance for doubtful accounts
$2,424
$2,292
Property and equipment, accumulated depreciation and amortization
434,859
407,190
Amortizable intangible assets, accumulated amortization
$128,411
$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
581
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
62,207
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, unless otherwise specified
3 Months Ended 6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Dec. 31, 2010
Consolidated Statements Of Operations [Abstract]
Revenues (including related party revenues of $41,537 and $41,491 for the three months ended December 31, 2011 and 2010, respectively, and $81,495 and $81,124 for the six months ended December 31, 2011 and 2010, respectively)
$373,007
$432,674
$550,646
$623,504
Operating expenses:
Direct operating (including related party expenses of $3,605 and $4,318 for the three months ended December 31, 2011 and 2010, respectively, and $6,538 and $6,958 for the six months ended December 31, 2011 and 2010, respectively)
224,914
284,512
296,398
365,528
Selling, general and administrative (including related party expenses of $2,564 and $2,429 for the three months ended December 31, 2011 and 2010, respectively, and $4,547 and $4,987 for the six months ended December 31, 2011 and 2010, respectively)
76,043
81,574
139,471
151,631
Depreciation and amortization (including impairments)
24,094
14,148
40,458
27,647
Operating expenses, Total
325,051
380,234
476,327
544,806
Operating income
47,956
52,440
74,319
78,698
Other income (expense):
Interest income
580
648
1,127
1,267
Interest expense
(1,891)
(1,777)
(3,640)
(3,618)
Miscellaneous
874
1,924
Nonoperating income (expense), Total
(1,311)
(255)
(2,513)
(427)
Income from operations before income taxes
46,645
52,185
71,806
78,271
Income tax expense
(21,026)
(19,463)
(24,899)
(26,285)
Net income
$25,619
$32,722
$46,907
$51,986
Basic earnings per common share
$0.34
$0.44
$0.63
$0.70
Diluted earnings per common share
$0.33
$0.42
$0.61
$0.68
Weighted-average number of common shares outstanding:
Basic
74,632
74,033
74,573
74,021
Diluted
77,379
77,043
77,283
76,927
Consolidated Statements Of Operations (Parenthetical)(USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Dec. 31, 2010
Consolidated Statements Of Operations [Abstract]
Revenues from related party
$41,537
$41,491
$81,495
$81,124
Direct operating expenses from related party
3,605
4,318
6,538
6,958
Selling, general and administrative expenses from related party
$2,564
$2,429
$4,547
$4,987
Consolidated Statements Of Cash Flows(USD $)
In Thousands, unless otherwise specified
6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Cash flows from operating activities:
Net income
$46,907
$51,986
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (including impairments)
40,458
27,647
Impairment of deferred costs
1,492
Amortization of deferred financing costs
1,090
1,090
Share-based compensation expense related to equity classified awards
10,579
5,392
Excess tax benefit on share-based awards
(306)
(133)
Deemed capital contribution related to income taxes
4,068
Provision for doubtful accounts
330
432
Change in assets and liabilities:
Accounts receivable, net
(18,797)
(19,346)
Net related party receivables
(2,850)
444
Prepaid expenses and other assets
(29,598)
8,483
Accounts payable
14,436
5,740
Net related party payables
374
Accrued and other liabilities
38,742
4,821
Deferred revenue
76,078
20,270
Deferred income taxes
3,504
16,239
Net cash provided by operating activities
180,947
128,625
Cash flows from investing activities:
Capital expenditures
(265,871)
(93,332)
Proceeds from asset sales
10
Payments for acquisition of assets
(2,627)
(529)
Net cash used in investing activities
(268,498)
(93,851)
Cash flows from financing activities:
Proceeds from loans
4,236
Additions to deferred financing costs
(7)
Principal payments on capital lease obligations
(722)
(661)
Acquisition of restricted shares
(224)
  
Proceeds from stock option exercises
497
514
Excess tax benefit on share-based awards
306
133
Net cash provided by (used in) financing activities
4,093
(21)
Net increase (decrease) in cash and cash equivalents
(83,458)
34,753
Cash and cash equivalents at beginning of period
304,876
319,745
Cash and cash equivalents at end of period
221,418
354,498
Non-cash investing and financing activities:
Deemed capital contributions, net primarily related to income taxes prior to the Distribution
3,060
Capital expenditures incurred but not yet paid
111,742
30,151
Asset retirement obligations
9,827
Leasehold improvements paid by landlord
$1,786
$1,609
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
51,986
51,986
Other comprehensive loss
(3,887)
(3,887)
Comprehensive income
48,099
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
(1,008)
40
(968)
Exercise of options
514
514
Share-based compensation expense
  
5,392
5,392
Excess tax benefit on share-based awards, net of deficiency
74
74
Balance at Dec. 31, 2010
760
1,032,121
(3,723)
161,253
(19,487)
1,170,924
Balance at Jun. 30, 2011
761
1,041,769
(10,279)
188,867
(15,233)
1,205,885
Net income
46,907
46,907
Other comprehensive loss
(6,572)
(6,572)
Comprehensive income
40,335
Exercise of options
2
1,735
1,737
Share-based compensation expense
10,579
10,579
Treasury stock acquired from acquisition of restricted shares
(534)
(534)
Excess tax benefit on share-based awards, net of deficiency
306
306
Balance at Dec. 31, 2011
$763
$1,054,389
$(10,813)
$235,774
$(21,805)
$1,258,308
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 December 31, 2011 and for the three and six months ended December 31, 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 second and third quarters of our fiscal year (see Note 2 for a discussion of the new NBA collective bargaining agreement ("CBA") and revenue sharing arrangements, as well as the NBA work stoppage). 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 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 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, revenue sharing expense (net of escrow), 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 early adoption 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. Additionally, in December 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220) — Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in ASU 2011-05, to indefinitely defer the effective date of the specific requirement to present items that are reclassified out of accumulated other comprehensive income to net income alongside their respective components of net income and other comprehensive income. During the deferral period, the existing requirements in GAAP for the presentation of reclassification adjustments are required to continue to be followed. These standards will be effective for the Company beginning in its first quarter of fiscal 2013 with retrospective application required. The Company believes that the adoption of these standards 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. This standard will be effective for the Company beginning in its first quarter of fiscal 2013. Early adoption is permitted. The adoption of this standard will not 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. This standard will be effective for the Company beginning in its fourth quarter of fiscal 2012. Early adoption is permitted. 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 ("RSUs") 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
December 31,
     Six Months Ended
December 31,
 
     2011      2010      2011      2010  

Weighted-average shares for basic EPS

     74,632         74,033         74,573         74,021   

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

     2,747         3,010         2,710         2,906   
  

 

 

    

 

 

    

 

 

    

 

 

 

Weighted-average shares for diluted EPS

     77,379         77,043         77,283         76,927   
  

 

 

    

 

 

    

 

 

    

 

 

 

The calculation of diluted EPS for the three and six months ended December 31, 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 and six months ended December 31, 2011.

Impairment Charges
Impairment Charges

Note 4. Impairment Charges

Effective July 1, 2010 DISH Network's ("DISH") license to carry Fuse expired and effective October 1, 2010, DISH's license to carry MSG network and MSG Plus expired. These networks have not been carried by DISH since those dates. As subsequent discussions have not resulted in new carriage agreements being reached to restore DISH's carriage of any of the networks, during the three months ended December 31, 2011, the Company has made a determination that DISH has ceased to carry these networks on an other than temporary basis. Consequently, the Company's MSG Media segment recorded a pre-tax impairment charge of $3,112 during the three months ended December 31, 2011 to write-off the remaining carrying value of the affiliation agreements and affiliate relationships intangible assets associated with DISH. This pre-tax impairment charge is reflected in depreciation and amortization (including impairments) in the accompanying consolidated statements of operations for the three and six months ended December 31, 2011.

During the three months ended December 31, 2010, the Company evaluated whether or not an impairment of the deferred costs associated with the Radio City Christmas Spectacular Arena Tour (the "Arena Tour") had occurred as a result of its financial performance and the Company's decision to seek alternative uses of Arena Tour assets in connection with plans to produce shows in other venues. As a result, the Company's MSG Entertainment segment recorded a pre-tax impairment charge of $1,492 related to Arena Tour assets, which is reflected in direct operating expenses in the accompanying consolidated statements of operations for the three and six months ended December 31, 2010.

Team Personnel Transactions And Insurance Recoveries
Team Personnel Transactions And Insurance Recoveries

Note 5. Team Personnel Transactions and Insurance Recoveries

Direct operating expenses in the accompanying consolidated statements of operations include net provisions for transactions relating to players on our sports teams for (i) season-ending injuries, (ii) trades and (iii) waivers and contract termination costs ("Team Personnel Transactions"). The Company's MSG Sports segment recognizes the estimated ultimate costs of these events, together with any associated NBA luxury tax attributable to Knicks' player transactions, in the period in which they occur, net of any anticipated insurance recoveries. Amounts due to such players are generally paid over their remaining contract terms. Provisions for Team Personnel Transactions amounted to $9,895 for both the three and six months ended December 31, 2011. For both the three and six months ended December 31, 2010 provisions for Team Personnel Transactions amounted to $2,350.

In addition, the Company recorded $323 and $78 in insurance recoveries related to non season-ending player injuries during the three and six months ended December 31, 2011 and 2010, respectively. The accompanying consolidated balance sheet as of December 31, 2011 includes $323 in other current assets, for team personnel-related insurance recoveries.

Investments
Investments

Note 6. 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 December 31, 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 December 31, 2011 and June 30, 2011 was $32,515 and $44,880, respectively.

Goodwill And Intangible Assets
Goodwill And Intangible Assets

Note 7. Goodwill and Intangible Assets

The carrying amount of goodwill, by reportable segment, as of December 31, 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 December 31, 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 December 31, 2011 and June 30, 2011 are as follows:

 

Amortization expense was $7,392 and $4,305 for the three months ended December 31, 2011 and 2010, respectively. For the six months ended December 31, 2011 and 2010 amortization expense was $11,697 and $8,610, respectively. Amortization expense for the three and six months ended December 31, 2011 includes a pre-tax impairment charge of $3,112, which reflects the write-off of the remaining carrying value of certain intangible assets associated with DISH (See Note 4).

Property And Equipment
Property And Equipment

Note 8. Property and Equipment

As of December 31, 2011 and June 30, 2011, property and equipment (including equipment under capital leases) consisted of the following assets:

 

     December 31,
2011
    June 30,
2011
 

Land

   $ 67,921      $ 67,921   

Buildings

     555,595        203,142   

Equipment

     313,516        243,805   

Aircraft

     42,961        42,961   

Furniture and fixtures

     42,153        17,337   

Leasehold improvements

     147,223        144,469   

Construction in progress

     149,227        295,347   
  

 

 

   

 

 

 
     1,318,596        1,014,982   

Less accumulated depreciation and amortization

     (434,859     (407,190
  

 

 

   

 

 

 
   $ 883,737      $ 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 $16,702 and $9,843 for the three months ended December 31, 2011 and 2010, respectively. Depreciation and amortization expense on property and equipment (including equipment under capital leases) amounted to $28,761 and $19,037 for the six months ended December 31, 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 six months ended December 31, 2011 are as follows:

 

Balance as of June 30, 2011

   $ 32,907   

Accretion expense

     7   

Payments

     (8,255
  

 

 

 

Balance as of December 31, 2011

   $     24,659   
  

 

 

 

As of December 31, 2011 and June 30, 2011, $24,464 and $32,719, respectively, of the total asset retirement obligations were recorded in other accrued liabilities, with the remaining balances recorded in other liabilities, in the accompanying consolidated balance sheets.

Debt
Debt

Note 9. Debt

Total debt of the Company consists of the following:

 

Revolving Credit Facility

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 Revolving Credit Facility contains certain customary representations and warranties, affirmative covenants and events of default. 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 December 31, 2011, the Company was in compliance with the financial covenants in 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 December 31, 2011, there was $7,000 in letters of credit issued and outstanding under the Revolving Credit Facility. Available borrowing capacity under the Revolving Credit Facility as of December 31, 2011 was $368,000.

NBA Loans

The NBA's previously negotiated multi-year national rights contracts with two broadcast providers include provisions which generally allow for the continued monthly payment to each NBA team of annual rights fees during a work stoppage. Rights fees paid during the work stoppage are considered loans by the NBA to be repaid to the broadcast providers as reductions to rights fees through 2016. The Knicks received such payments while the 2011-2012 NBA season was delayed due to the CBA negotiation. One loan is non-interest bearing while the other loan bears interest compounded quarterly at the U.S. Prime Rate. The loans are repayable in advance at the team's option.

As of December 31, 2011, $3,336 of the NBA loans outstanding balance was recorded in other liabilities, with the remaining balance recorded in other accrued liabilities in the accompanying consolidated balance sheet.

Commitments And Contingencies
Commitments And Contingencies

Note 10. 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 11. 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:

 

 

     Level I      Level II      Level III      Total  

December 31, 2011

           

Assets:

           

Money market accounts

   $     122,268       $       $       $     122,268   

Time deposits

     90,298                         90,298   

Available-for-sale securities (in Other assets)

     32,515                         32,515   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets measured at fair value

   $ 245,081       $       $       $ 245,081   
  

 

 

    

 

 

    

 

 

    

 

 

 

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 6).

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

Note 12. 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 13. 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-contributory 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 to 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. Effective March 1, 2011, the Retirement Plan no longer exists as a stand-alone plan and is part of the Cash Balance Pension Plan.

The Excess Plan, Union Plans, MSG Cash Balance Plans and 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 and six months ended December 31, 2011 and 2010 are as follows:

 

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 $652 and $1,434 for the three and six months ended December 31, 2011, respectively. Expenses related to the Cablevision Savings Plans included in the accompanying consolidated statements of operations totaled $632 and $1,395 for the three and six months ended December 31, 2010, respectively.

Share-Based Compensation
Share-Based Compensation

Note 14. Share-based Compensation

See Note 16 to the consolidated financial statements of the Company 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, was $7,097 and $2,972 for the three months ended December 31, 2011 and 2010, respectively. Share-based compensation expense was $10,446 and $5,474 for the six months ended December 31, 2011 and 2010, respectively.

In September 2011, the Company granted 735 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.

In November 2011, the Company granted 61 fully vested RSUs to its non-employee directors under the Non-Employee Director Plan with a grant date fair value of $29.12 per share.

Related Party Transactions
Related Party Transactions

Note 15. 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 $41,537 and $41,491 for the three months ended December 31, 2011 and 2010, respectively. Revenues from related parties amounted to $81,495 and $81,124 for the six months ended December 31, 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 $2,531 and $2,319 for the three months ended December 31, 2011 and 2010, respectively, and $4,978 and $4,537 for the six months ended December 31, 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 $3,638 and $4,428 for the three months ended December 31, 2011 and 2010, respectively, and $6,107 and $7,408 for the six months ended December 31, 2011 and 2010, respectively.

Other

See Note 9 for information on the Company's capital lease obligations due to a related party.

See Note 13 for discussion of the participation of Company employees in Cablevision sponsored retirement benefit plans.

Income Taxes
Income Taxes

Note 16. Income Taxes

Income tax expense for the three and six months ended December 31, 2011 was $21,026 and $24,899, respectively. The effective tax rate for the three months ended December 31, 2011 of 45.1% was higher than the U.S. federal statutory rate primarily due to state income taxes and the impact of nondeductible expenses partially offset by the tax benefit resulting from the domestic production activities deduction. The effective tax rate for the six months ended December 31, 2011 of 34.7% approximated the U.S. federal statutory rate as the impacts of state income taxes and nondeductible expenses were offset by the reduction in the state income tax expense recorded in connection with the filing of the Company's 2010 income tax returns and the tax benefit resulting from the domestic production activities deduction.

Income tax expense for the three and six months ended December 31, 2010 was $19,463 and $26,285, respectively. The effective tax rate for the three months ended December 31, 2010 of 37.3% was higher than the U.S. federal statutory rate primarily due to state income taxes and the impact of nondeductible expenses partially offset by the tax benefit resulting from the domestic production activities deduction. The effective tax rate for the six months ended December 31, 2010 of 33.6% was lower than the U.S. federal statutory rate primarily due to the reduction in the state income tax expense recorded in connection with the filing of the Company's 2009 income tax returns and the tax benefit resulting from the domestic production activities deduction, which were partially offset by state income taxes and the impact of nondeductible expenses.

Segment Information
Segment Information

Note 17. 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
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

Revenues

        

MSG Media

   $ 142,408      $ 144,105      $ 281,038      $ 277,539   

MSG Entertainment

     151,224        177,530        178,826        215,714   

MSG Sports

     88,622        128,732        117,436        165,637   

Inter-segment eliminations (a)

     (9,247     (17,693     (26,654     (35,386
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 373,007      $ 432,674      $ 550,646      $ 623,504   
  

 

 

   

 

 

   

 

 

   

 

 

 

 

     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Inter-segment revenues

           

MSG Entertainment

   $ 22       $ 26       $ 42       $ 52   

MSG Sports

     9,225         17,667         26,612         35,334   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 9,247       $ 17,693       $ 26,654       $ 35,386   
  

 

 

    

 

 

    

 

 

    

 

 

 

Reconciliation (by Segment and in Total) of AOCF to Operating Income (Loss)

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

AOCF

        

MSG Media

   $ 63,555      $ 51,709      $ 127,371      $ 107,375   

MSG Entertainment

     37,173        18,148        23,381        7,218   

MSG Sports

     (19,920     3,198        (20,383     4,757   

All other (a)

     (1,661     (3,495     (5,146     (7,531
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 79,147      $ 69,560      $ 125,223      $ 111,819   
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Depreciation and amortization (including impairments)

           

MSG Media

   $ 8,604       $ 4,266       $ 14,155       $ 8,696   

MSG Entertainment

     2,558         2,535         4,908         4,839   

MSG Sports

     2,731         2,974         5,467         5,595   

All other (b)

     10,201         4,373         15,928         8,517   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 24,094       $ 14,148       $ 40,458       $ 27,647   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Share-based compensation expense

           

MSG Media

   $ 1,823       $ 790       $ 2,924       $ 1,744   

MSG Entertainment

     1,631         1,120         2,702         1,822   

MSG Sports

     1,557         826         2,480         1,467   

All other

     2,086         236         2,340         441   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 7,097       $ 2,972       $ 10,446       $ 5,474   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

Operating income (loss)

        

MSG Media

   $ 53,128      $ 46,653      $ 110,292      $ 96,935   

MSG Entertainment

     32,984        14,493        15,771        557   

MSG Sports

     (24,208     (602     (28,330     (2,305

All other

     (13,948     (8,104     (23,414     (16,489
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 47,956      $ 52,440      $ 74,319      $ 78,698   
  

 

 

   

 

 

   

 

 

   

 

 

 

A reconciliation of reportable segment operating income to the Company's consolidated income from operations before income taxes is as follows:

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

Total operating income for reportable segments

   $ 61,904      $ 60,544      $ 97,733      $ 95,187   

Other operating loss

     (13,948     (8,104     (23,414     (16,489
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     47,956        52,440        74,319        78,698   

Items excluded from operating income:

        

Interest income

     580        648        1,127        1,267   

Interest expense

     (1,891     (1,777     (3,640     (3,618

Miscellaneous income

            874               1,924   
  

 

 

   

 

 

   

 

 

   

 

 

 

Income from operations before income taxes

   $ 46,645      $ 52,185      $ 71,806      $ 78,271   
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Capital expenditures

           

MSG Media

   $ 1,905       $ 5,148       $ 3,074       $ 11,043   

MSG Entertainment

     1,075         2,511         1,926         3,884   

MSG Sports

     691         494         954         729   

All other (c)

     116,777         51,686         259,917         77,676   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 120,448       $ 59,839       $ 265,871       $ 93,332   
  

 

 

    

 

 

    

 

 

    

 

 

 

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 18. 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 December 31, 2011 and June 30, 2011.

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 December 31, 2011 and for the three and six months ended December 31, 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 second and third quarters of our fiscal year (see Note 2 for a discussion of the new NBA collective bargaining agreement ("CBA") and revenue sharing arrangements, as well as the NBA work stoppage). 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 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 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, revenue sharing expense (net of escrow), 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 ("RSUs") and shares restricted on the same basis as underlying Cablevision restricted shares only in the periods in which such effect would have been dilutive.

Team Personnel Transactions And Insurance Recoveries (Policy)
6 Months Ended
Dec. 31, 2011
Team Personnel Transactions And Insurance Recoveries [Abstract]
Team Personnel Transactions And Insurance Recoveries
The Company's MSG Sports segment recognizes the estimated ultimate costs of these events, together with any associated NBA luxury tax attributable to Knicks' player transactions, in the period in which they occur, net of any anticipated insurance recoveries. Amounts due to such players are generally paid over their remaining contract terms.
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
December 31,
     Six Months Ended
December 31,
 
     2011      2010      2011      2010  

Weighted-average shares for basic EPS

     74,632         74,033         74,573         74,021   

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

     2,747         3,010         2,710         2,906   
  

 

 

    

 

 

    

 

 

    

 

 

 

Weighted-average shares for diluted EPS

     77,379         77,043         77,283         76,927   
  

 

 

    

 

 

    

 

 

    

 

 

 
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)
     December 31,
2011
    June 30,
2011
 

Land

   $ 67,921      $ 67,921   

Buildings

     555,595        203,142   

Equipment

     313,516        243,805   

Aircraft

     42,961        42,961   

Furniture and fixtures

     42,153        17,337   

Leasehold improvements

     147,223        144,469   

Construction in progress

     149,227        295,347   
  

 

 

   

 

 

 
     1,318,596        1,014,982   

Less accumulated depreciation and amortization

     (434,859     (407,190
  

 

 

   

 

 

 
   $ 883,737      $ 607,792   
  

 

 

   

 

 

 

Balance as of June 30, 2011

   $ 32,907   

Accretion expense

     7   

Payments

     (8,255
  

 

 

 

Balance as of December 31, 2011

   $     24,659   
  

 

 

 
Debt (Tables)
Schedule Of Debt
Fair Value Measurements (Tables)
Schedule Of Fair Value, Assets Measured On Recurring Basis
     Level I      Level II      Level III      Total  

December 31, 2011

           

Assets:

           

Money market accounts

   $     122,268       $       $       $     122,268   

Time deposits

     90,298                         90,298   

Available-for-sale securities (in Other assets)

     32,515                         32,515   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets measured at fair value

   $ 245,081       $       $       $ 245,081   
  

 

 

    

 

 

    

 

 

    

 

 

 

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) (Tables)
Schedule Of Accumulated Other Comprehensive Income (Loss)
Pension Plans And Other Postretirement Benefit Plan (Tables)
Schedule Of Net Periodic Benefit Cost
Segment Information (Tables)
Schedule Of Segment Reporting Information By Segment

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

Revenues

        

MSG Media

   $ 142,408      $ 144,105      $ 281,038      $ 277,539   

MSG Entertainment

     151,224        177,530        178,826        215,714   

MSG Sports

     88,622        128,732        117,436        165,637   

Inter-segment eliminations (a)

     (9,247     (17,693     (26,654     (35,386
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 373,007      $ 432,674      $ 550,646      $ 623,504   
  

 

 

   

 

 

   

 

 

   

 

 

 

(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 generally recognized on a straight-line basis over the fiscal year, with the exception of the three months ended December 31, 2011 as a result of the overall reduction in the number of events exclusively available to MSG Networks in that quarter.

 

     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Inter-segment revenues

           

MSG Entertainment

   $ 22       $ 26       $ 42       $ 52   

MSG Sports

     9,225         17,667         26,612         35,334   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 9,247       $ 17,693       $ 26,654       $ 35,386   
  

 

 

    

 

 

    

 

 

    

 

 

 

Reconciliation (by Segment and in Total) of AOCF to Operating Income (Loss)

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

AOCF

        

MSG Media

   $ 63,555      $ 51,709      $ 127,371      $ 107,375   

MSG Entertainment

     37,173        18,148        23,381        7,218   

MSG Sports

     (19,920     3,198        (20,383     4,757   

All other (a)

     (1,661     (3,495     (5,146     (7,531
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 79,147      $ 69,560      $ 125,223      $ 111,819   
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Depreciation and amortization (including impairments)

           

MSG Media

   $ 8,604       $ 4,266       $ 14,155       $ 8,696   

MSG Entertainment

     2,558         2,535         4,908         4,839   

MSG Sports

     2,731         2,974         5,467         5,595   

All other (b)

     10,201         4,373         15,928         8,517   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 24,094       $ 14,148       $ 40,458       $ 27,647   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Share-based compensation expense

           

MSG Media

   $ 1,823       $ 790       $ 2,924       $ 1,744   

MSG Entertainment

     1,631         1,120         2,702         1,822   

MSG Sports

     1,557         826         2,480         1,467   

All other

     2,086         236         2,340         441   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 7,097       $ 2,972       $ 10,446       $ 5,474   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

Operating income (loss)

        

MSG Media

   $ 53,128      $ 46,653      $ 110,292      $ 96,935   

MSG Entertainment

     32,984        14,493        15,771        557   

MSG Sports

     (24,208     (602     (28,330     (2,305

All other

     (13,948     (8,104     (23,414     (16,489
  

 

 

   

 

 

   

 

 

   

 

 

 
   $ 47,956      $ 52,440      $ 74,319      $ 78,698   
  

 

 

   

 

 

   

 

 

   

 

 

 

A reconciliation of reportable segment operating income to the Company's consolidated income from operations before income taxes is as follows:

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
         2011             2010             2011             2010      

Total operating income for reportable segments

   $ 61,904      $ 60,544      $ 97,733      $ 95,187   

Other operating loss

     (13,948     (8,104     (23,414     (16,489
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     47,956        52,440        74,319        78,698   

Items excluded from operating income:

        

Interest income

     580        648        1,127        1,267   

Interest expense

     (1,891     (1,777     (3,640     (3,618

Miscellaneous income

            874               1,924   
  

 

 

   

 

 

   

 

 

   

 

 

 

Income from operations before income taxes

   $ 46,645      $ 52,185      $ 71,806      $ 78,271   
  

 

 

   

 

 

   

 

 

   

 

 

 
     Three Months Ended
December 31,
     Six Months Ended
December 31,
 
         2011              2010              2011              2010      

Capital expenditures

           

MSG Media

   $ 1,905       $ 5,148       $ 3,074       $ 11,043   

MSG Entertainment

     1,075         2,511         1,926         3,884   

MSG Sports

     691         494         954         729   

All other (c)

     116,777         51,686         259,917         77,676   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 120,448       $ 59,839       $ 265,871       $ 93,332   
  

 

 

    

 

 

    

 

 

    

 

 

 

(a)

Consists of unallocated corporate general and administrative costs. The results for the six months ended December 31, 2011 reflect changes made by the Company to include approximately $2,000 of certain costs in our reportable segment results that were previously not allocated. We believe these costs are more appropriately reflected in our reportable segment results. These changes were not material to our reportable segment results.

(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)

Consists principally of capital expenditures associated with the Transformation.

Description Of Business And Basis Of Presentation (Details)
6 Months Ended
Dec. 31, 2011
Description Of Business And Basis Of Presentation [Abstract]
Number of reportable segments
3
Accounting Policies (Narrative) (Details)(USD $)
In Thousands, unless otherwise specified
Dec. 31, 2011
Accounting Policies [Abstract]
NBA Estimate of the Company's Revenue Sharing Expense
$9,500
Computation Of Earnings Per Common Share (Details)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Dec. 31, 2010
Computation Of Earnings Per Common Share [Abstract]
Weighted-average shares for basic EPS
74,632
74,033
74,573
74,021
Dilutive effect of shares issuable under share-based compensation plans and shares restricted on the same basis as underlying Cablevision restricted shares
2,747
3,010
2,710
2,906
Weighted-average shares for diluted EPS
77,379
77,043
77,283
76,927
Anti-dilutive shares excluded from EPS
0
29
0
29
Impairment Charges (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended 3 Months Ended
Dec. 31, 2011
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Affiliation Agreements And Affiliate Relationships [Member]
Dec. 31, 2010
Deferred Costs [Member]
Impairment Charges [Line Items]
Impairment of deferred costs
$1,492
$1,492
Goodwill and intangible asset impairment
$3,112
$3,112
$3,112
Team Personnel Transactions And Insurance Recoveries (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Dec. 31, 2010
Team Personnel Transactions And Insurance Recoveries [Abstract]
Provisions for team personnel transactions, net
$9,895
$2,350
$9,895
$2,350
Insurance recoveries related to non season-ending player injuries
323
78
323
78
Team personnel-related insurance recoveries in other current assets
$323
$323
Investments (Details)(USD $)
In Thousands, unless otherwise specified
Feb. 4, 2011
Dec. 31, 2011
Live Nation Entertainment [Member]
Jun. 30, 2011
Live Nation Entertainment [Member]
Schedule of Investments [Line Items]
Investment in shares
3,913
Cost of basis of the investment
$41,000
Fair value of investments in Live Nation common stock
$32,515
$44,880
Goodwill And Intangible Assets (Carrying Amount Of Goodwill By Reportable Segment) (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended
Sep. 30, 2011
Dec. 31, 2011
Jun. 30, 2011
Goodwill [Line Items]
Goodwill
$742,492
$742,492
Impairment of goodwill
0
MSG Media [Member]
Goodwill [Line Items]
Goodwill
465,326
465,326
MSG Entertainment [Member]
Goodwill [Line Items]
Goodwill
58,979
58,979
MSG Sports [Member]
Goodwill [Line Items]
Goodwill
$218,187
$218,187
Goodwill And Intangible Assets (Schedule Of Indefinite-Lived Intangible Assets) (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended
Sep. 30, 2011
Dec. 31, 2011
Jun. 30, 2011
Indefinite-lived Intangible Assets by Major Class [Line Items]
Indefinite-lived intangible assets
$158,096
$158,096
Impairment of indefinite-lived intangible assets
0
MSG Sports [Member]
Indefinite-lived Intangible Assets by Major Class [Line Items]
Indefinite-lived intangible assets
96,215
96,215
MSG Entertainment [Member]
Indefinite-lived Intangible Assets by Major Class [Line Items]
Indefinite-lived intangible assets
$61,881
$61,881
Goodwill And Intangible Assets (Schedule Of Intangible Assets Subject To Amortization) (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Dec. 31, 2010
Jun. 30, 2011
Finite-Lived Intangible Assets [Line Items]
Gross intangible assets subject to amortization
$238,508
$238,508
$243,887
Accumulated amortization of intangible assets
(128,411)
(128,411)
(122,093)
Net intangible assets subject to amortization
110,097
110,097
121,794
Amortization expense
7,392
4,305
11,697
8,610
Goodwill and intangible asset impairment
3,112
3,112
Affiliation Agreements And Affiliate Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross intangible assets subject to amortization
115,157
115,157
120,536
Accumulated amortization of intangible assets
(53,484)
(53,484)
(52,295)
Net intangible assets subject to amortization
61,673
61,673
68,241
Goodwill and intangible asset impairment
3,112
Season Ticket Holder Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross intangible assets subject to amortization
75,005
75,005
75,005
Accumulated amortization of intangible assets
(37,271)
(37,271)
(34,547)
Net intangible assets subject to amortization
37,734
37,734
40,458
Suite Holder Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross intangible assets subject to amortization
15,394
15,394
15,394
Accumulated amortization of intangible assets
(9,442)
(9,442)
(8,743)
Net intangible assets subject to amortization
5,952
5,952
6,651
Broadcast Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Gross intangible assets subject to amortization
15,209
15,209
15,209
Accumulated amortization of intangible assets
(14,230)
(14,230)
(13,468)
Net intangible assets subject to amortization
979
979
1,741
Other Intangibles [Member]
Finite-Lived Intangible Assets [Line Items]
Gross intangible assets subject to amortization
17,743
17,743
17,743
Accumulated amortization of intangible assets
(13,984)
(13,984)
(13,040)
Net intangible assets subject to amortization
$3,759
$3,759
$4,703
Property And Equipment (Narrative) (Details)(USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Dec. 31, 2010
Jun. 30, 2011
Property And Equipment [Abstract]
Depreciation and amortization expense
$16,702
$9,843
$28,761
$19,037
Asset Retirement Obligations in Other Accrued Liabilities
$24,464
$24,464
$32,719
Property And Equipment (Schedule Of Property Plant And Equipment) (Details)(USD $)
In Thousands, unless otherwise specified
Dec. 31, 2011
Jun. 30, 2011
Property And Equipment [Abstract]
Land
$67,921
$67,921
Buildings
555,595
203,142
Equipment
313,516
243,805
Aircraft
42,961
42,961
Furniture and fixtures
42,153
17,337
Leasehold improvements
147,223
144,469
Construction in progress
149,227
295,347
Property and equipment, gross
1,318,596
1,014,982
Less accumulated depreciation and amortization
(434,859)
(407,190)
Property and equipment, net
$883,737
$607,792
Property And Equipment (Schedule Of Asset Retirement Obligations) (Details)(USD $)
In Thousands, unless otherwise specified
6 Months Ended
Dec. 31, 2011
Property And Equipment [Abstract]
Balance as of June 30, 2011
$32,907
Accretion expense
7
Payments
(8,255)
Balance as of December 31, 2011
$24,659
Debt (Narrative) (Details)(USD $)
In Thousands, unless otherwise specified
6 Months Ended
Dec. 31, 2011
years
Jan. 28, 2010
Debt [Abstract]
Senior secured revolving credit facility
$375,000
Revolving credit maturity period, years
5
Letter of credit facility
7,000
Borrowing capacity
368,000
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.
NBA loans outstanding
$3,336
Debt (Schedule Of Debt) (Details)(USD $)
In Thousands, unless otherwise specified
Dec. 31, 2011
Jun. 30, 2011
Debt [Abstract]
Revolving Credit Facility
  
  
NBA loans
4,236
Related party capital lease obligations
3,5031
4,2251
Total
$7,739
$4,225
Fair Value Measurements (Schedule Of Fair Value, Assets Measured On Recurring Basis) (Details)(USD $)
In Thousands, unless otherwise specified
Dec. 31, 2011
Jun. 30, 2011
Fair Value, Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets measured at fair value
$245,081
$343,777
Level I [Member]
Fair Value, Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets measured at fair value
245,081
343,777
Level II [Member]
Fair Value, Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets measured at fair value
  
  
Level III [Member]
Fair Value, Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets measured at fair value