8-K

Atlanta Braves Holdings, Inc. (BATRA)

8-K 2025-11-05 For: 2025-11-05
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): November 5, 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 November 5, 2025, Atlanta Braves Holdings, Inc. issued a press release announcing its results of operations for the third quarter ended September 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1.

This Item 2.02 and the press 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 Press Release, dated November 5, 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: November 5, 2025

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

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Exhibit 99.1

Graphic

ATLANTA BRAVES HOLDINGS REPORTS THIRD QUARTER 2025 FINANCIAL RESULTS

Atlanta, Georgia, November 5, 2025 – Atlanta Braves Holdings, Inc. (“ABH”) (Nasdaq: BATRA, BATRK) today reported results for its third quarter ended September 30, 2025.

Highlights include:

Total revenue grew to $312 million in the third quarter of 2025, up 7% from the prior year period.
o Baseball revenue increased 4% from the prior year period to $284 million.
--- ---
o Mixed-Use Development revenue grew 56% from the prior year period to $27 million.
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Total Adjusted OIBDA^(1)^grew to $67 million in the third quarter, up 114% from the prior year period.
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o Baseball Adjusted OIBDA grew 105% from the prior year period to $50 million.
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o Mixed-Use Development Adjusted OIBDA grew 62% from the prior year period to $20 million.
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Discussion of Results

Three months ended Nine months ended
September 30, September 30,
2025 2024 % Change 2025 2024 % Change
amounts in thousands amounts in thousands
Baseball revenue $ 284,362 $ 273,262 4 % $ 600,302 $ 561,233 7 %
Mixed-Use Development revenue 27,176 17,412 56 % 70,887 49,397 44 %
Total revenue 311,538 290,674 7 % 671,189 610,630 10 %
Operating costs and expenses:
Baseball operating costs (210,443) (225,973) (7) % (470,015) (476,250) (1) %
Mixed-Use Development costs (3,944) (2,499) 58 % (9,985) (7,162) 39 %
Selling, general and administrative, excluding stock-based compensation (29,996) (30,757) (2) % (86,879) (83,777) 4 %
Adjusted OIBDA^(1)^ $ 67,155 $ 31,445 114 % $ 104,310 $ 43,441 140 %
Operating income (loss) $ 38,930 $ 6,402 508 % $ 36,265 $ (21,017) NM
Regular season home games in period 41 41 81 81

Unless otherwise noted, the following discussion compares financial information for three months ended September 30, 2025 to the same period in 2024.

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 a real estate portfolio including the mixed-use facility The Battery Atlanta and primarily includes rental income.

The following table disaggregates revenue by segment and by source:

Three months ended Nine months ended
September 30, September 30,
2025 2024 % Change 2025 2024 % Change
amounts in thousands amounts in thousands
Baseball:
Baseball event $ 176,335 $ 172,800 2 % $ 357,567 $ 345,318 4 %
Broadcasting 79,227 70,992 12 % 164,586 144,043 14 %
Retail and licensing 15,580 16,512 (6) % 40,226 41,789 (4) %
Other 13,220 12,958 2 % 37,923 30,083 26 %
Baseball revenue 284,362 273,262 4 % 600,302 561,233 7 %
Mixed-Use Development 27,176 17,412 56 % 70,887 49,397 44 %
Total revenue $ 311,538 $ 290,674 7 % $ 671,189 $ 610,630 10 %

There were 41 regular season home games played in both the third quarter of 2025 and the comparable prior year period.

Baseball revenue increased 4% in the third quarter of 2025 compared to the prior year period primarily driven by growth in broadcasting revenue due to additional streaming rights granted to our regional broadcast partner, as well as contractual rate increases. Baseball event revenue increased primarily due to contractual rate increases on season tickets and existing sponsorship contracts, as well as new premium seating and sponsorship agreements, partially offset by reduced attendance at regular season home games.

Mixed-Use Development revenue increased 56% in the third quarter of 2025 compared to the prior year period primarily due to increases in rental income from various lease commencements and the in-place leases associated with an April 2025 acquisition of certain real estate assets (the “Acquisition”) as well as higher sponsorship revenue, partially offset by various lease terminations.

Operating income and Adjusted OIBDA^(1)^ increased in the third quarter of 2025 compared to the prior year period due to revenue growth and a reduction in Baseball operating costs and selling, general and administrative expenses, partially offset by an increase in Mixed-Use Development costs. Baseball operating costs decreased primarily due to decreases in major league player salaries and variable concession and retail expenses. This decrease was partially offset by increases in MLB’s revenue sharing plan, expenses for events held at Truist Park, and minor league related expenses. Selling, general and administrative expenses decreased due to reduced professional fees. Mixed-Use Development costs increased during the third quarter of 2025 compared to the prior period as a result of operating costs associated with the assets within the Acquisition.

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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.

Conference Call Information: Atlanta Braves Holdings, Inc. (Nasdaq: BATRA, BATRK) will discuss ABH’s financial results on a conference call which will begin at 10:00 a.m. (E.T.) on November 5, 2025. The call can be accessed by dialing (800) 715-9871 or +1 (646) 307-1963, passcode 7251864 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.

About Atlanta Braves Holdings, Inc.: Atlanta Braves Holdings, Inc. (Nasdaq: BATRA, BATRK) consists primarily of the Major League Baseball franchise the Atlanta Braves and a real estate portfolio including the mixed-use development The Battery Atlanta, which is located adjacent to the Braves stadium, Truist Park. For more information, please visit our website at https://www.bravesholdings.com/investors.

During the conference call, ABH may discuss and answer questions concerning business and financial developments and trends that have occurred after quarter-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 regarding the business, product and marketing strategies, new service offerings, 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 historical financial information is not necessarily representative of its future financial position, future results of operations or future cash flows; ABH’s ability to recognize anticipated benefits from the split-off from Liberty Media Corporation (“Liberty”); the incurrence of costs as a standalone public company following the split-off from Liberty; the ability of ABH to successfully transition responsibilities for various matters from Liberty to ABH or third-party personnel; ABH’s ownership, management and board of directors structure; ABH’s ability to obtain additional financing on acceptable terms and cash in amounts sufficient to service debt and other financial obligations; ABH’s indebtedness could adversely affect operations and could limit its ability to react to changes in the economy or its industry; 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; the operational risks of ABH and its business affiliates with operations outside of the United States; ABH’s ability to use net operating loss and disallowed business interest carryforwards to reduce future tax payments; the ability of ABH and its affiliates to comply with government regulations, including, without limitation, consumer protection laws and competition laws, and adverse outcomes from regulatory proceedings; the regulatory and competitive environment of the industries in which the Company operates; changes in the nature of key strategic relationships with business partners, vendors and joint venturers; the achievement of on-field success; ABH’s ability to develop, obtain and retain talented players; the impact of organized labor on ABH; the impact of the structure or an expansion of MLB; the level of broadcasting revenue that Braves Holdings receives; the impact of data loss or breaches or disruptions of ABH’s information systems and information system security; ABH’s processing, storage, sharing, use, disclosure and protection of personal data could give rise to liabilities; 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 relating to environmental matters and liquidity of real estate investments; ABH’s stock

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price has and may continue to fluctuate; ABH’s common stock and organizational structure; and 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 and such risks, uncertainties, and other factors 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 except to the extent required by law. Please refer to the publicly filed documents of ABH, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, 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 stock-based compensation, depreciation and amortization, 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 nine months ended September 30, 2025 and 2024.

Three months ended Nine months ended
September 30, September 30,
(amounts in thousands) 2025 2024 2025 2024
Operating income (loss) $ 38,930 $ 6,402 $ 36,265 $ (21,017)
Stock-based compensation 4,757 6,365 10,049 13,789
Depreciation and amortization 23,468 18,678 57,996 50,669
Adjusted OIBDA $ 67,155 $ 31,445 $ 104,310 $ 43,441
Baseball $ 50,038 $ 24,397 $ 62,485 $ 20,072
Mixed-Use Development 19,780 12,173 50,233 33,615
Corporate and Other (2,663) (5,125) (8,408) (10,246)

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SCHEDULE 2: Cash and Debt

The following presentation is provided to separately identify cash and debt information. ABH cash decreased $14 million during the third quarter primarily as a result of seasonal working capital changes and debt service, partially offset by the release of restricted cash pursuant to the terms of various financial debt arrangements and net borrowings. ABH debt increased $57 million in the third quarter primarily due to borrowings on the TeamCo revolver to support working capital.

(amounts in thousands) September 30, 2025 June 30, 2025
ABH Cash (GAAP)^(a)^ $ 82,237 $ 96,196
Debt:
Baseball
League wide credit facility $ $
MLB facility fund - term 30,000 30,000
MLB facility fund - revolver 37,375 37,950
TeamCo revolver 60,000
Term debt 151,992 155,431
Mixed-Use Development 483,249 482,651
Total ABH Debt $ 762,616 **** $ 706,032
Deferred financing costs (2,695) **** (2,931)
Total ABH Debt (GAAP) $ 759,921 $ 703,101

a) Excludes restricted cash held in reserves pursuant to the terms of various financial obligations of $32 million and $57 million as of September 30, 2025 and June 30, 2025, respectively.

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ATLANTA BRAVES HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEET

(unaudited)

September 30, December 31,
2025 2024
amounts in thousands
Assets
Current assets:
Cash and cash equivalents $ 82,237 110,144
Restricted cash 32,380 2,455
Accounts receivable and contract assets, net of allowance for credit losses of $240 and $238, respectively 86,928 49,991
Other current assets 15,536 16,556
Total current assets 217,081 179,146
Property and equipment, at cost 1,269,553 1,161,803
Accumulated depreciation (392,000) (354,318)
877,553 807,485
Investments in affiliates, accounted for using the equity method 121,173 108,786
Intangible assets not subject to amortization:
Goodwill 175,764 175,764
Franchise rights 123,703 123,703
299,467 299,467
Other assets, net 156,192 128,962
Total assets $ 1,671,466 1,523,846

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ATLANTA BRAVES HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEET (continued)

(unaudited)

September 30, December 31,
2025 2024
amounts in thousands
except share amounts
Liabilities and Equity
Current liabilities:
Accounts payable and accrued liabilities $ 65,505 63,711
Deferred revenue and refundable tickets 73,186 111,851
Current portion of debt 104,833 104,193
Other current liabilities 6,180 6,905
Total current liabilities 249,704 286,660
Long-term debt 655,088 512,927
Finance lease liabilities 101,881 103,845
Deferred income tax liabilities 54,559 43,516
Pension liability 2,076 6,558
Other noncurrent liabilities 35,699 34,116
Total liabilities 1,099,007 987,622
Equity:
Preferred stock, $.01 par value. Authorized 50,000,000 shares; zero shares issued at September 30, 2025 and December 31, 2024
Series A common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 10,318,187 and 10,318,162 at September 30, 2025 and December 31, 2024, respectively 103 103
Series B common stock, $.01 par value. Authorized 7,500,000 shares; issued and outstanding 977,751 and 977,776 at September 30, 2025 and December 31, 2024, respectively 10 10
Series C common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 51,607,382 and 51,269,890 at September 30, 2025 and December 31, 2024, respectively 514 511
Additional paid-in capital 1,130,565 1,112,551
Accumulated other comprehensive earnings (loss), net of taxes (3,339) (3,352)
Retained earnings (deficit) (567,563) (585,644)
Total shareholders' equity 560,290 524,179
Noncontrolling interests in equity of subsidiaries 12,169 12,045
Total equity 572,459 536,224
Commitments and contingencies
Total liabilities and equity $ 1,671,466 1,523,846

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ATLANTA BRAVES HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(unaudited)

Three months ended Nine months ended
September 30, September 30,
**** 2025 **** 2024 **** 2025 **** 2024
amounts in thousands,
except per share amounts
Revenue:
Baseball revenue $ 284,362 273,262 600,302 561,233
Mixed-Use Development revenue 27,176 17,412 70,887 49,397
Total revenue 311,538 290,674 671,189 610,630
Operating costs and expenses:
Baseball operating costs 210,443 225,973 470,015 476,250
Mixed-Use Development costs 3,944 2,499 9,985 7,162
Selling, general and administrative, including stock-based compensation 34,753 37,122 96,928 97,566
Depreciation and amortization 23,468 18,678 57,996 50,669
272,608 284,272 634,924 631,647
Operating income (loss) 38,930 6,402 36,265 (21,017)
Other income (expense):
Interest expense (12,285) (9,561) (34,281) (28,717)
Share of earnings (losses) of affiliates, net 13,278 13,702 24,213 26,951
Realized and unrealized gains (losses) on financial instruments, net 194 (2,476) (1,083) 1,429
Other, net 1,688 1,838 4,574 5,824
Earnings (loss) before income taxes 41,805 9,905 29,688 (15,530)
Income tax benefit (expense) (11,703) 115 (11,483) 3,387
Net earnings (loss) 30,102 10,020 18,205 (12,143)
Less net earnings (loss) attributable to noncontrolling interests 124 124
Net earnings (loss) attributable to Atlanta Braves Holdings' shareholders $ 29,978 10,020 18,081 (12,143)
Basic net earnings (loss) attributable to Atlanta Braves Holdings, Inc. shareholders per common share $ 0.48 0.16 0.29 (0.20)
Diluted net earnings (loss) attributable to Atlanta Braves Holdings, Inc. shareholders per common share $ 0.47 0.16 0.28 (0.20)

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ATLANTA BRAVES HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(unaudited)

**** Nine months ended
September 30,
**** 2025 **** 2024
amounts in thousands
Cash flows from operating activities:
Net earnings (loss) $ 18,205 (12,143)
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization 57,996 50,669
Stock-based compensation 10,049 13,789
Share of (earnings) losses of affiliates, net (24,213) (26,951)
Realized and unrealized (gains) losses on financial instruments, net 1,083 (1,429)
Deferred income tax expense (benefit) 11,054 (10,902)
Cash receipts from returns on equity method investments 11,400 12,552
Net cash received (paid) for interest rate swaps 1,991 4,564
Other charges (credits), net 5,687 398
Net change in operating assets and liabilities:
Current and other assets (62,326) (42,539)
Payables and other liabilities (32,101) (280)
Net cash provided by (used in) operating activities (1,175) (12,272)
Cash flows from investing activities:
Capital expended for property and equipment (43,963) (73,922)
Acquisition of real estate assets (93,709)
Other investing activities, net 6 (293)
Net cash provided by (used in) investing activities (137,666) (74,215)
Cash flows from financing activities:
Borrowings of debt 153,509 106,343
Repayments of debt (15,314) (39,284)
Proceeds (disbursements) from exercise of stock options and other stock issuances 7,968 408
Other financing activities, net (5,304) (2,677)
Net cash provided by (used in) financing activities 140,859 64,790
Net increase (decrease) in cash, cash equivalents and restricted cash 2,018 (21,697)
Cash, cash equivalents and restricted cash at beginning of period 112,599 137,717
Cash, cash equivalents and restricted cash at end of period $ 114,617 116,020
Supplemental disclosure to the condensed consolidated statements of cash flows:
Property and equipment expenditures incurred but not yet paid $ 6,192 14,639

Contact:

Cameron Rudd – Investor Relations

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

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