8-K

Atlanta Braves Holdings, Inc. (BATRA)

8-K 2025-02-26 For: 2025-02-26
View Original
Added on April 05, 2026

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): February 26, 2025

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.)

755 Battery Avenue SE

Atlanta , Georgia **** 30339

(Address of principal executive offices and zip code)

Registrant's telephone number, including area code: (404) 614-2300

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 February 26, 2025, Atlanta Braves Holdings, Inc. issued a press release announcing its results of operations for the fourth quarter and full fiscal year ended December 31, 2024. A copy of the press release is furnished herewith as Exhibit 99.1.

This Item 2.02 and the Earnings Release attached hereto as Exhibit 99.1, are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, as amended.

Item 9.01.  Financial Statements and Exhibits.

(d)  Exhibits

Exhibit No. Description
99.1 Earnings Release, dated February 26, 2025.
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: February 26, 2025

ATLANTA BRAVES HOLDINGS, INC.
By: /s/ Benjamin Phanco
Name: Benjamin Phanco
Title: Senior Vice President

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Graphic

ATLANTA BRAVES HOLDINGS REPORTS FOURTH QUARTER AND YEAR END 2024

FINANCIAL RESULTS

Atlanta, Georgia, February 26, 2025 – Atlanta Braves Holdings, Inc. (“ABH”) (Nasdaq: BATRA, BATRK) today reported fourth quarter and year end 2024 results.

Headlines include:

Total revenue grew to $663 million in the fourth quarter, up from $641 million in the prior year period.
o Baseball revenue increased 2% to $595 million.
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o Mixed-use development revenue grew 14% to $67 million.
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Mixed-use development generated $45 million of Adjusted OIBDA in 2024, up 15% from the prior period.
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The opening of a new eight-stall food hall named the Outfield Market offering a variety of cuisines.
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Discussion of Results

Three months ended Twelve months ended
December 31, December 31,
**** 2023 2024 **** % Change 2023 2024 **** % Change
**** amounts in thousands amounts in thousands
Baseball revenue $ 52,909 $ 34,197 (35) % $ 581,671 $ 595,430 2 %
Mixed-use development revenue 14,839 17,921 21 % 58,996 67,318 14 %
Total revenue 67,748 52,118 (23) % 640,667 662,748 3 %
Operating costs and expenses:
Baseball operating costs (51,967) (27,896) 46 % (482,391) (504,146) (5) %
Mixed-use development costs (2,383) (2,600) (9) % (8,834) (9,762) (11) %
Selling, general and administrative, excluding stock-based compensation (26,431) (25,380) 4 % (111,681) (109,157) 2 %
Adjusted OIBDA^(1)^ $ (13,033) $ (3,758) 71 % $ 37,761 $ 39,683 5 %
Operating income (loss) $ (32,366) $ (18,648) 42 % $ (46,440) $ (39,665) 15 %
Regular season home games in period 1 81 81
Postseason home games in period 2 2

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 primarily 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 Twelve months ended
December 31, December 31,
**** 2023 2024 **** % Change 2023 2024 **** % Change
**** amounts in thousands amounts in thousands
Baseball:
Baseball event $ 15,205 $ 2,607 (83) % $ 339,485 $ 347,925 2 %
Broadcasting 22,158 22,051 (0) % 160,944 166,094 3 %
Retail and licensing 6,507 5,965 (8) % 51,533 47,754 (7) %
Other 9,039 3,574 (60) % 29,709 33,657 13 %
Baseball revenue 52,909 34,197 (35) % 581,671 595,430 2 %
Mixed-use development 14,839 17,921 21 % 58,996 67,318 14 %
Total revenue $ 67,748 $ 52,118 (23) % $ 640,667 $ 662,748 3 %

There were 81 and zero home games played in the full year and fourth quarter of 2024, respectively, compared to 83 and 3 (including postseason) home games in the comparable prior year periods.

Baseball revenue increased 2% for the full year. Baseball event revenue increased primarily due to new sponsorship agreements and contractual rate increases on season tickets and existing sponsorship contracts, partially offset by reduced attendance at regular season home games. Broadcasting revenue increased due to contractual rate increases. Retail and licensing revenue decreased due to a reduction in local revenue due to the decrease in regular season home game attendance and demand for City Connect and other apparel, partially offset by higher league-wide revenue. Other revenue increased due to increases in spring training related revenue (ticket sales, concession revenue and other gameday related revenue), driven by increased attendance at spring training home games. Baseball revenue decreased 35% in the fourth quarter primarily driven by the lack of home games or concerts held in the fourth quarter of 2024 compared to three home games and two concerts held in the fourth quarter of 2023.

Mixed-use development revenue increased 14% for the full year and 21% in the fourth quarter primarily due to increases in rental income, from various lease commencements and tenant recoveries, as well as higher parking revenue.

Operating income and Adjusted OIBDA increased in the full year, as revenue growth and decreases in selling, general and administrative expenses more than offset increases in baseball operating costs and mixed-use development costs. Baseball operating costs increased due to increases under MLB’s revenue sharing plan and other shared expenses, minor league team and player expenses as well as major league player salaries. This was partially offset by decreases in variable concession and retail operating expenses due to reduced attendance at regular season home games. Mixed-use development costs increased due to security and parking expenses. Selling, general and administrative expenses decreased due to reduced transaction costs related to the Split-Off^2^ (as defined below), partially offset by increased personnel costs and insurance, information technology, and professional fees.

Operating income and Adjusted OIBDA increased in the fourth quarter compared to the prior year due to reduced baseball operating costs and selling, general and administrative expenses. Decreased baseball operating costs in the fourth quarter were due to reduced player salaries, including limited offseason trade activity. Selling, general and administrative expenses decreased due to reduced transactions costs related to the Split-Off (as defined below).

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FOOTNOTES

1) For a definition of Adjusted OIBDA (as defined by ABH) and the applicable reconciliation to the most comparable GAAP measure, see “Non-GAAP Financial Measures and Supplemental Disclosures,” below.
2) During November 2022, the board of directors of Liberty Media Corporation (“Liberty Media”) authorized Liberty management to pursue a plan to redeem each outstanding share of its Liberty Braves common stock in exchange for one share of the corresponding series of common stock of ABH (the “Split-Off”).
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Important Notice: Atlanta Braves Holdings, Inc. (Nasdaq: BATRA, BATRK) will discuss ABH’s earnings release on a conference call which will begin at 10:00 a.m. (E.T.) on February 26, 2025. The call can be accessed by dialing (877) 407-9709 or +1 (201) 689-8542, passcode 13751454 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.

During the conference call, ABH may discuss and answer questions concerning business and financial developments and trends that have occurred after year-end. ABH’s responses to questions, as well as other matters discussed during the conference call, may contain or constitute information that has not been disclosed previously.

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about business, product and marketing strategies, future financial performance and prospects, trends and any other matters that are not historical facts. The words "believe," "estimate," "expect," "anticipate," "intend," "plan," "strategy," "continue," "seek," "may," "could" and similar expressions or statements regarding future periods are intended to identify forward-looking statements, although not all forward-looking statements may contain such words. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but such statements necessarily involve risks and uncertainties and there can be no assurance that the expectation or belief will result or be achieved or accomplished. Given these uncertainties, we caution you not to place undue reliance on these forward-looking statements. The risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, include, without limitation: ABH’s inability to replicate certain functions or the loss of benefits of contracts associated with the transition away from Liberty Media; 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 from Liberty Media; ABH’s ability to successfully transition responsibilities for various matters from Liberty Media to in-house or third party personnel and costs incurred in connection with operating as a standalone public company; ABH’s ownership, management and board of directors structure; 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; ABH’s ability to realize the benefits of acquisitions or other strategic investments; the impact of inflation and weak economic conditions on consumer demand for products, services and events offered by ABH; the outcome of pending or future litigation or investigations; operational risks of ABH and its business affiliates with operations outside of the U.S.; ABH’s ability to use net operating loss and disallowed business interest carryforwards; ABH’s ability to comply with government regulations and potential adverse outcomes of regulatory proceedings; the regulatory and competitive environment in which ABH operates; potential changes in the nature of key strategic relationships with business partners, vendors and joint venturers; the achievement of on-field success and ability to develop, obtain and retain talented players; the impact of organized labor; the impact of the structure or an expansion of Major League Baseball; the level of broadcasting revenue that ABH and its subsidiaries receive; the impact of data losses or breaches or disruptions in ABH’s information systems and information system security; ABH’s processing, storage, sharing, use and protection of personal data; ABH’s ability to attract and retain qualified key personnel; the inherent risks in the real estate business, including, but not limited to, tenant defaults, potential liability related to environmental matters and liquidity of real estate investments; and the impact of geopolitical incidents, accidents, terrorist acts, pandemics or epidemics, natural disasters, including the effects of climate change, or other events that cause one or more events to be cancelled or postponed, are not covered by insurance, or cause reputational damage to ABH and its affiliates. 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

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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 our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as may be updated by subsequent filings under the Securities Exchange Act of 1934, as amended, including Forms 10-Q and 8-K, 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.

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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, if applicable. However, ABH’s definition of Adjusted OIBDA may differ from similarly titled measures disclosed by other companies.

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 and twelve months ended December 31, 2023, and December 31, 2024.

Three months ended Twelve months ended
December 31, December 31,
(amounts in thousands) 2023 2024 2023 2024
Operating income (loss) $ (32,366) $ (18,648) $ (46,440) $ (39,665)
Stock-based compensation 3,568 2,730 13,221 16,519
Depreciation and amortization 15,765 12,160 70,980 62,829
Adjusted OIBDA $ (13,033) $ (3,758) $ 37,761 $ 39,683
Baseball $ (17,571) $ (13,447) $ 20,661 $ 6,625
Mixed-use development 9,519 11,833 39,499 45,448
Corporate and other (4,981) (2,144) (22,399) (12,390)

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SCHEDULE 2: Cash and Debt

The following presentation is provided to separately identify cash and debt information. ABH cash increased $9 million during the fourth quarter as cash from operations increased primarily due to seasonal working capital changes and distributions from equity method affiliates partially offset by capital expenditures and repayments on borrowings. ABH debt decreased $23 million in the fourth quarter primarily due to repayments under the TeamCo revolver partially offset by borrowings on mixed-use development credit facilities to support capital projects.

(amounts in thousands) September 30, 2024 December 31, 2024
ABH Cash (GAAP)^(a)^ $ 100,852 $ 110,144
Debt:
Baseball
League wide credit facility $ $
MLB facility fund - term 30,000 30,000
MLB facility fund - revolver 39,675 39,100
TeamCo revolver 30,000
Term debt 158,806 158,806
Mixed-use development 384,641 392,160
Total ABH Debt $ 643,122 **** $ 620,066
Deferred financing costs (3,023) **** (2,946)
Total ABH Debt (GAAP) $ 640,099 $ 617,120

a) Excludes restricted cash held in reserves pursuant to the terms of various financial obligations of $15 million and $2 million as of September 30, 2024 and December 31, 2024, respectively.

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ATLANTA BRAVES HOLDINGS

CONSOLIDATED BALANCE SHEET

(unaudited)

**** December 31, **** December 31,
**** 2024 **** 2023
amounts in thousands,
except share amounts
Assets
Current assets:
Cash and cash equivalents $ 110,144 125,148
Restricted cash 2,455 12,569
Accounts receivable and contract assets, net of allowance for credit losses of $238 and $332, respectively 49,991 62,922
Other current assets 16,556 17,380
Total current assets 179,146 218,019
Property and equipment, at cost 1,161,803 1,091,943
Accumulated depreciation (354,318) (325,196)
807,485 766,747
Investments in affiliates, accounted for using the equity method 108,786 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 128,962 120,884
Total assets $ 1,523,846 1,504,330
Liabilities and Equity
Current liabilities:
Accounts payable and accrued liabilities $ 63,711 73,096
Deferred revenue and refundable tickets 111,851 111,985
Current portion of debt 104,193 42,153
Other current liabilities 6,905 6,439
Total current liabilities 286,660 233,673
Long-term debt 512,927 527,116
Finance lease liabilities 103,845 103,586
Deferred income tax liabilities 43,516 50,415
Pension liability 6,558 15,222
Other noncurrent liabilities 34,116 33,676
Total liabilities 987,622 963,688
Equity:
Preferred stock, $.01 par value. Authorized 50,000,000 shares; zero shares issued at December 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 December 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 December 31, 2024 and December 31, 2023, respectively 10 10

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Series C common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 51,269,890 and 50,577,776 at December 31, 2024 and December 31, 2023, respectively 511 506
Additional paid-in capital 1,112,551 1,089,625
Accumulated other comprehensive earnings (loss), net of taxes (3,352) (7,271)
Retained earnings (deficit) (585,644) (554,376)
Total stockholders' equity 524,179 528,597
Noncontrolling interests in equity of subsidiaries 12,045 12,045
Total equity 536,224 540,642
Commitments and contingencies
Total liabilities and equity $ 1,523,846 1,504,330

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ATLANTA BRAVES HOLDINGS

CONSOLIDATED STATEMENT OF OPERATIONS

(unaudited)

Three months ended Twelve months ended
December 31, December 31,
**** 2024 **** 2023 **** 2024 **** 2023
amounts in thousands,
except per share amounts
Revenue:
Baseball revenue $ 34,197 52,909 $ 595,430 581,671
Mixed-use development revenue 17,921 14,839 67,318 58,996
Total revenue 52,118 67,748 662,748 640,667
Operating costs and expenses:
Baseball operating costs 27,896 51,967 504,146 482,391
Mixed-use development costs 2,600 2,383 9,762 8,834
Selling, general and administrative, including stock-based compensation 28,110 29,999 125,676 124,902
Depreciation and amortization 12,160 15,765 62,829 70,980
70,766 100,114 702,413 687,107
Operating income (loss) (18,648) (32,366) (39,665) (46,440)
Other income (expense):
Interest expense (10,072) (9,656) (38,789) (37,673)
Share of earnings (losses) of affiliates, net 3,509 3,601 30,460 26,985
Realized and unrealized gains (losses) on intergroup interests, net (83,178)
Realized and unrealized gains (losses) on financial instruments, net 1,995 (3,329) 3,424 2,343
Other, net 2,805 1,115 8,629 6,496
Earnings (loss) before income taxes (20,411) (38,326) (35,941) (129,158)
Income tax benefit (expense) 1,286 5,968 4,673 3,864
Net earnings (loss) $ (19,125) (32,358) $ (31,268) (125,294)
Basic net earnings (loss) attributable to Series A, Series B and Series C Atlanta Braves Holdings, Inc. shareholders per common share $ (0.31) (0.52) $ (0.50) (2.03)
Diluted net earnings (loss) attributable to Series A, Series B and Series C Atlanta Braves Holdings, Inc. shareholders per common share $ (0.31) (0.52) $ (0.50) (2.03)

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ATLANTA BRAVES HOLDINGS

CONSOLIDATED STATEMENT OF CASH FLOWS

(unaudited)

**** Years ended
December 31,
**** 2024 **** 2023
amounts in thousands
Cash flows from operating activities:
Net earnings (loss) $ (31,268) (125,294)
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization 62,829 70,980
Stock-based compensation 16,519 13,221
Share of (earnings) losses of affiliates, net (30,460) (26,985)
Realized and unrealized (gains) losses on intergroup interests, net 83,178
Realized and unrealized (gains) losses on financial instruments, net (3,424) (2,343)
(Gains) losses on dispositions, net (2,309)
Deferred income tax expense (benefit) (9,288) (7,872)
Cash receipts from returns on equity method investments 21,602 22,450
Net cash received (paid) for interest rate swaps 5,794 5,104
Other charges (credits), net 1,855 1,218
Net change in operating assets and liabilities:
Current and other assets (15,827) (42,802)
Payables and other liabilities (1,701) 13,080
Net cash provided by (used in) operating activities 16,631 1,626
Cash flows from investing activities:
Capital expended for property and equipment (86,013) (69,036)
Investments in equity method affiliates and equity securities (334) (125)
Other investing activities, net 40 110
Net cash provided by (used in) investing activities (86,307) (69,051)
Cash flows from financing activities:
Borrowings of debt 144,890 83,033
Repayments of debt (102,415) (56,187)
Contribution from noncontrolling interest 12,045
Other financing activities, net 2,083 (6,562)
Net cash provided by (used in) financing activities 44,558 32,329
Net increase (decrease) in cash, cash equivalents and restricted cash (25,118) (35,096)
Cash, cash equivalents and restricted cash at beginning of period 137,717 172,813
Cash, cash equivalents and restricted cash at end of period $ 112,599 137,717

Contact:

Cameron Rudd – Investor Relations

(404) 614-2300 or investorrelations@braves.com

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