8-K
Atlanta Braves Holdings, Inc. (BATRA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 8, 2024
ATLANTA BRAVES HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| | | | | |
|---|---|---|---|---|
| Nevada | | 001-41746 | | 92-1284827 |
| (State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
12300 Liberty Blvd.
Englewood , Colorado **** 80112
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (720) 875-5500
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | |
|---|---|---|
| Title of each class | Trading Symbol | Name of each exchange on which<br>registered |
| Series A Common Stock | BATRA | The Nasdaq Stock Market LLC |
| Series C Common Stock | BATRK | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Item 2.02. Results of Operations and Financial Condition.
On May 8, 2024, Atlanta Braves Holdings, Inc. (the “Company”) issued a press release (the “Earnings Release”) setting forth information, including financial information, which is intended to supplement the financial statements and related Management's Discussion and Analysis of Financial Condition and Results of Operations contained in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on May 8, 2024.
This Item 2.02 and the Earnings Release attached hereto as Exhibit 99.1, insofar as they disclose historical information regarding the Company's results of operations or financial condition for the quarter ended March 31, 2024, are being furnished to the SEC.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| | | |
|---|---|---|
| | | |
| Exhibit No. | | Description |
| 99.1 | | Earnings Release, dated May 8, 2024. |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 8, 2024
| | | |
|---|---|---|
| | ATLANTA BRAVES HOLDINGS, INC. | |
| | | |
| | | |
| | By: | /s/ Wade Haufschild |
| | | Name: Wade Haufschild |
| | | Title: Senior Vice President |
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Exhibit 99.1
ATLANTA BRAVES HOLDINGS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS
Englewood, Colorado, May 8, 2024 – Atlanta Braves Holdings, Inc. (“ABH”) (Nasdaq: BATRA, BATRK) today reported first quarter 2024 results.
Headlines include:
| ● | Total revenue grew 20% to $37 million in first quarter |
|---|---|
| o | Baseball revenue up 25% to $22 million |
| --- | --- |
| o | Mixed-use development revenue up 13% to $15 million |
| --- | --- |
| ● | Mixed-use development generated $10 million of Adjusted OIBDA^(1)^ in first quarter |
| --- | --- |
| ● | Completed several capital improvement projects in advance of the 2024 season, including new spaces such as Lexus Premium Boxes, Blue Moon Beer Garden and Jim Beam Bourbon Decks and expanded retail store |
| --- | --- |
Discussion of Results
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | Three months ended | | | | ||||
| | | March 31, | | | |||||
| **** | | 2023 | 2024 | **** | % Change | ||||
| | **** | amounts in thousands | | | | ||||
| Baseball revenue | | $ | 17,561 | | $ | 21,970 | | 25 | % |
| Mixed-use development revenue | | | 13,411 | | | 15,110 | | 13 | % |
| Total revenue | | | 30,972 | | | 37,080 | | 20 | % |
| Operating costs and expenses: | | | | | | | | | |
| Baseball operating costs | | | (36,771) | | | (45,207) | | (23) | % |
| Mixed-use development costs | | | (1,931) | | | (2,253) | | (17) | % |
| Selling, general and administrative, excluding stock-based compensation | | | (23,657) | | | (23,374) | | 1 | % |
| Adjusted OIBDA | | $ | (31,387) | | $ | (33,754) | | (8) | % |
| | | | | | | | | | |
| Operating income (loss) | | $ | (49,257) | | $ | (52,355) | | (6) | % |
| | | | | | | | | | |
| Regular season home games in period | | | — | | | — | | | |
Unless otherwise noted, the following discussion compares financial information for the three months ended March 31, 2024 to the same period in 2023.
Baseball revenue is derived from two primary sources on an annual basis: (i) baseball event revenue (ticket sales, concessions, advertising sponsorships, suites and premium seat fees) and (ii) broadcasting revenue (national and local broadcast rights). Mixed-use development revenue is derived from the Battery Atlanta mixed-use facilities and primarily includes rental income.
The following table disaggregates revenue by segment and by source:
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | Three months ended | | | | ||||
| | | March 31, | | | |||||
| **** | | 2023 | 2024 | **** | % Change | ||||
| | **** | amounts in thousands | | | | ||||
| Baseball: | | | | | | | | | |
| Baseball event | | $ | 1,118 | | $ | 1,168 | | 4 | % |
| Broadcasting | | | 891 | | | 2,101 | | 136 | % |
| Retail and licensing | | | 4,375 | | | 5,653 | | 29 | % |
| Other | | | 11,177 | | | 13,048 | | 17 | % |
| Baseball revenue | | | 17,561 | | | 21,970 | | 25 | % |
| Mixed-use development | | | 13,411 | | | 15,110 | | 13 | % |
| Total revenue | | $ | 30,972 | | $ | 37,080 | | 20 | % |
No regular season home games were played in either the first quarter of 2024 or the prior year period.
Baseball revenue increased 25% in the first quarter primarily driven by growth in broadcasting revenue due to more regular season games played based on the timing of the regular season start this year and higher other revenue due to increased ticket demand and attendance at spring training home games. Mixed-use development revenue grew 13% during the first quarter due to increases in rental income related to tenant recoveries and various new lease agreements, as well as higher parking revenue.
Operating loss and Adjusted OIBDA loss increased in the first quarter. Baseball operating costs increased primarily due to higher player salaries and minor league team and player expenses, as well as increased spring training related expenses. Selling, general and administrative expense was relatively flat in the first quarter.
FOOTNOTES
| 1) | For a definition of Adjusted OIBDA (as defined by ABH) and the applicable reconciliation, see the accompanying schedule. |
|---|
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Important Notice: Atlanta Braves Holdings, Inc. (Nasdaq: BATRA, BATRK) will be available to answer questions on Liberty Media’s earnings conference call which will begin at 10:00 a.m. (E.T.) on May 8, 2024. The call can be accessed by dialing (877) 704-2829 or (215) 268-9864, passcode 13742817 at least 10 minutes prior to the start time. The call will also be broadcast live across the Internet and archived on our website. To access the webcast go to https://www.bravesholdings.com/investors/news-events/ir-calendar. Links to this press release will also be available on the ABH website.
This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about business strategies, product and marketing strategies, future financial performance and prospects and other matters that are not historical facts. These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, ABH’s historical financial information not being representative of its future financial position, results of operations, or cash flows, ABH’s ability to recognize anticipated benefits from the Split-Off, possible changes in the regulatory and competitive environment in which ABH operates (including an expansion of MLB), the unfavorable outcome of pending or future litigation, operational risks of ABH and its business affiliates, including operations outside of the U.S., ABH’s indebtedness and its ability to obtain additional financing on acceptable terms and cash in amounts sufficient to service debt and other financial obligations, tax matters, ABH’s ability to use net operating loss and disallowed business interest carryforwards, compliance with government regulations and potential adverse outcomes of regulatory proceedings, changes in the nature of key strategic relationships with broadcasters, partners, vendors and joint venturers, the impact of organized labor, the performance and management of the mixed-use development, disruptions in ABH’s information systems and information system security, ABH’s use and protection of personal data and the impact of inflation and weak economic conditions on consumer demand. These forward-looking statements speak only as of the date of this press release, and ABH expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in ABH’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the publicly filed documents of ABH, including the most recently filed Forms 10-K and 10-Q, for additional information about ABH and about the risks and uncertainties related to ABH’s business which may affect the statements made in this press release.
Contact: Shane Kleinstein (720) 875-5432
NON-GAAP FINANCIAL MEASURES AND SUPPLEMENTAL DISCLOSURES
SCHEDULE 1: Reconciliation of Adjusted OIBDA to Operating Income (Loss)
To provide investors with additional information regarding our financial results, this press release includes a presentation of Adjusted OIBDA, which is a non-GAAP financial measure, for ABH together with reconciliations to operating income, as determined under GAAP. ABH defines Adjusted OIBDA as operating income (loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition and impairment charges.
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ABH believes Adjusted OIBDA is an important indicator of the operational strength and performance of its businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. Because Adjusted OIBDA is used as a measure of operating performance, ABH views operating income as the most directly comparable GAAP measure. Adjusted OIBDA is not meant to replace or supersede operating income or any other GAAP measure, but rather to supplement such GAAP measures in order to present investors with the same information that ABH management considers in assessing the results of operations and performance of its assets.
The following table provides a reconciliation of Adjusted OIBDA for ABH to operating income (loss) calculated in accordance with GAAP for the three months ended March 31, 2023 and March 31, 2024.
| | | | | | | | |
|---|---|---|---|---|---|---|---|
| | | Three months ended | | ||||
| | | March 31, | | ||||
| (amounts in thousands) | 2023 | 2024 | |||||
| Operating income (loss) | | $ | (49,257) | | $ | (52,355) | |
| Stock-based compensation | | | 3,191 | | | 3,719 | |
| Depreciation and amortization | | | 14,679 | | | 14,882 | |
| Adjusted OIBDA | | $ | (31,387) | | $ | (33,754) | |
| Baseball | | $ | (35,835) | | $ | (41,716) | |
| Mixed-use development | | | 9,153 | | | 9,933 | |
| Corporate and other | | | (4,705) | | | (1,971) | |
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SCHEDULE 2: Cash and Debt
The following presentation is provided to separately identify cash and debt information. ABH cash increased $56 million during the first quarter as cash from operations and net borrowings more than offset capital expenditures. ABH debt increased $10 million in the first quarter primarily due to borrowings on the mixed-use development credit facilities to support current capital projects.
| | | | | | | |
|---|---|---|---|---|---|---|
| (amounts in thousands) | December 31, 2023 | March 31, 2024 | ||||
| ABH Cash (GAAP)^(a)^ | | $ | 125,148 | | $ | 181,461 |
| | | | | | ||
| Debt: | | | | | | |
| Baseball | | | | | | |
| League wide credit facility | | $ | — | | $ | — |
| MLB facility fund - term | | | 30,000 | | | 30,000 |
| MLB facility fund - revolver | | | 41,400 | | | 40,825 |
| TeamCo revolver | | | — | | | — |
| Term debt | | | 165,370 | | | 162,119 |
| Mixed-use development | | | 336,177 | | | 350,428 |
| Total ABH Debt | $ | 572,947 | **** | $ | 583,372 | |
| Deferred financing costs | | | (3,678) | **** | | (3,459) |
| Total ABH Debt (GAAP) | | $ | 569,269 | | $ | 579,913 |
| a) | Excludes restricted cash held in reserves pursuant to the terms of various financial obligations of $13 million and $28 million as of December 31, 2023 and March 31, 2024, respectively. |
|---|
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ATLANTA BRAVES HOLDINGS
CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION
March 31, 2024 (unaudited)
| | | | | | |
|---|---|---|---|---|---|
| | **** | March 31, | **** | December 31, | |
| | **** | 2024 | **** | 2023 | |
| | | amounts in thousands, | |||
| | | except share amounts | |||
| Assets | | ||||
| Current assets: | | ||||
| Cash and cash equivalents | | $ | 181,461 | 125,148 | |
| Restricted cash | | 27,556 | 12,569 | ||
| Accounts receivable and contract assets, net of allowance for credit losses of $424 and $332, respectively | | 40,242 | 62,922 | ||
| Other current assets | | 38,182 | 17,380 | ||
| Total current assets | | 287,441 | 218,019 | ||
| | | | | | |
| Property and equipment, at cost | | 1,126,995 | 1,091,943 | ||
| Accumulated depreciation | | (338,745) | (325,196) | ||
| | | 788,250 | 766,747 | ||
| | | | | | |
| Investments in affiliates, accounted for using the equity method | | 100,140 | 99,213 | ||
| Intangible assets not subject to amortization: | | ||||
| Goodwill | | 175,764 | 175,764 | ||
| Franchise rights | | 123,703 | 123,703 | ||
| | | 299,467 | 299,467 | ||
| | | | | | |
| Other assets, net | | 126,891 | 120,884 | ||
| Total assets | | $ | 1,602,189 | 1,504,330 | |
| | | | | | |
| Liabilities and Equity | | ||||
| Current liabilities: | | ||||
| Accounts payable and accrued liabilities | | $ | 99,118 | 73,096 | |
| Deferred revenue and refundable tickets | | 212,367 | 111,985 | ||
| Current portion of debt | | 42,547 | 42,153 | ||
| Other current liabilities | | 5,839 | 6,439 | ||
| Total current liabilities | | 359,871 | 233,673 | ||
| | | | | | |
| Long-term debt | | 537,366 | 527,116 | ||
| Finance lease liabilities | | 105,844 | | 103,586 | |
| Deferred income tax liabilities | | 57,162 | 50,415 | ||
| Pension liability | | 13,042 | 15,222 | ||
| Other noncurrent liabilities | | 37,657 | 33,676 | ||
| Total liabilities | | 1,110,942 | 963,688 | ||
| Equity: | | ||||
| Preferred stock, $.01 par value. Authorized 50,000,000 shares; zero shares issued at March 31, 2024 and December 31, 2023 | | | — | | — |
| Series A common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 10,318,162 and 10,318,197 at March 31, 2024 and December 31, 2023, respectively | | | 103 | | 103 |
| Series B common stock, $.01 par value. Authorized 7,500,000 shares; issued and outstanding 977,776 and 977,776 at March 31, 2024 and December 31, 2023, respectively | | | 10 | | 10 |
| Series C common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 50,611,586 and 50,577,776 at March 31, 2024 and December 31, 2023, respectively | | | 506 | | 506 |
| Additional paid-in capital | | | 1,091,572 | | 1,089,625 |
| Accumulated other comprehensive earnings (loss), net of taxes | | (7,341) | | (7,271) | |
| Retained earnings (deficit) | | (605,648) | | (554,376) | |
| Total stockholders' equity | | 479,202 | | 528,597 | |
| Noncontrolling interests in equity of subsidiaries | | | 12,045 | | 12,045 |
| Total equity | | | 491,247 | | 540,642 |
| Commitments and contingencies | | | | ||
| Total liabilities and equity | | $ | 1,602,189 | 1,504,330 |
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ATLANTA BRAVES HOLDINGS
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS INFORMATION
March 31, 2024 (unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | Three months ended | | |||
| | | March 31, | | |||
| | **** | 2024 | **** | 2023 | | |
| | | amounts in thousands, | | |||
| | | except per share amounts | | |||
| Revenue: | | | | |||
| Baseball revenue | | $ | 21,970 | 17,561 | | |
| Mixed-use development revenue | | 15,110 | 13,411 | | ||
| Total revenue | | 37,080 | 30,972 | | ||
| Operating costs and expenses: | | | ||||
| Baseball operating costs | | 45,207 | 36,771 | | ||
| Mixed-use development costs | | 2,253 | 1,931 | | ||
| Selling, general and administrative, including stock-based compensation | | | 27,093 | | 26,848 | |
| Depreciation and amortization | | 14,882 | 14,679 | | ||
| | | 89,435 | 80,229 | | ||
| Operating income (loss) | | (52,355) | (49,257) | | ||
| Other income (expense): | | | ||||
| Interest expense | | (9,443) | (8,912) | | ||
| Share of earnings (losses) of affiliates, net | | 1,627 | (803) | | ||
| Realized and unrealized gains (losses) on intergroup interests, net | | | — | | (13,377) | |
| Realized and unrealized gains (losses) on financial instruments, net | | 2,974 | (761) | | ||
| Other, net | | 1,769 | 841 | | ||
| Earnings (loss) before income taxes | | (55,428) | (72,269) | | ||
| Income tax benefit (expense) | | 4,156 | 14,293 | | ||
| Net earnings (loss) | | $ | (51,272) | (57,976) | | |
| Basic net earnings (loss) attributable to Series A, Series B and Series C Atlanta Braves Holdings, Inc. shareholders per common share | | $ | (0.83) | (0.94) | | |
| Diluted net earnings (loss) attributable to Series A, Series B and Series C Atlanta Braves Holdings, Inc. shareholders per common share | | $ | (0.83) | | (0.94) | |
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ATLANTA BRAVES HOLDINGS
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS INFORMATION
March 31, 2024 (unaudited)
| | | | | | | |
|---|---|---|---|---|---|---|
| | **** | Three months ended | | |||
| | | March 31, | | |||
| | **** | 2024 | **** | 2023 | | |
| | | amounts in thousands | | |||
| Cash flows from operating activities: | | | ||||
| Net earnings (loss) | | $ | (51,272) | (57,976) | | |
| Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: | | | ||||
| Depreciation and amortization | | 14,882 | 14,679 | | ||
| Stock-based compensation | | 3,719 | 3,191 | | ||
| Share of (earnings) losses of affiliates, net | | (1,627) | 803 | | ||
| Realized and unrealized (gains) losses on intergroup interests, net | | | — | | 13,377 | |
| Realized and unrealized (gains) losses on financial instruments, net | | (2,974) | 761 | | ||
| Deferred income tax expense (benefit) | | 6,772 | (7,715) | | ||
| Cash receipts from returns on equity method investments | | | 700 | 200 | | |
| Net cash received (paid) for interest rate swaps | | | 1,511 | 1,222 | | |
| Other charges (credits), net | | (542) | | 318 | | |
| Net change in operating assets and liabilities: | | | ||||
| Current and other assets | | 11,191 | 20,350 | | ||
| Payables and other liabilities | | 108,704 | 95,355 | | ||
| Net cash provided by (used in) operating activities | | 91,064 | 84,565 | | ||
| Cash flows from investing activities: | | | ||||
| Capital expended for property and equipment | | (27,642) | | (13,647) | | |
| Other investing activities, net | | | 47 | | 110 | |
| Net cash provided by (used in) investing activities | | (27,595) | (13,537) | | ||
| Cash flows from financing activities: | | | ||||
| Borrowings of debt | | 13,789 | — | | ||
| Repayments of debt | | (4,018) | | (3,893) | | |
| Contribution from noncontrolling interest | | | — | | 6,645 | |
| Other financing activities, net | | (1,940) | (1,050) | | ||
| Net cash provided by (used in) financing activities | | 7,831 | 1,702 | | ||
| Net increase (decrease) in cash, cash equivalents and restricted cash | | 71,300 | 72,730 | | ||
| Cash, cash equivalents and restricted cash at beginning of period | | 137,717 | 172,813 | | ||
| Cash, cash equivalents and restricted cash at end of period | | $ | 209,017 | 245,543 | |
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