BATRK 8-K
Atlanta Braves Holdings, Inc. (BATRA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Item 2.02. Results of Operations and Financial Condition.
On November 3, 2023, 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 September 30, 2023, filed with the Securities and Exchange Commission (the “SEC”) on November 3, 2023.
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 September 30, 2023, are being furnished to the SEC.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | |
99.1 | ||
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 3, 2023
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
THIRD QUARTER 2023 FINANCIAL RESULTS
Englewood, Colorado, November 3, 2023 – Atlanta Braves Holdings, Inc. (“Atlanta Braves Holdings”) (Nasdaq: BATRA, BATRK) today reported third quarter 2023 results.
Headlines include(1):
| ● | Total revenue grew 11% to $272 million in third quarter |
| o | Baseball revenue up 11% to $256 million |
| o | Mixed-use development revenue up 10% to $16 million |
| ● | Mixed-use development generated $11 million of Adjusted OIBDA(2) in third quarter |
| ● | Atlanta Braves secured sixth consecutive NL East Title |
| ● | 54 game sellouts and 3.2 million tickets sold for 2023 season |
Corporate Updates
On July 18, 2023, Liberty Media Corporation (“Liberty Media”) completed the split-off of the Braves and its associated mixed-use development (the “Split-Off”) into the separate public company Atlanta Braves Holdings. The businesses and assets at Atlanta Braves Holdings consist of Braves Holdings, LLC, the owner and operator of the Atlanta Braves Major League Baseball Club, and certain assets and liabilities associated with the Braves’ ballpark and mixed-use development, called The Battery Atlanta, which were previously attributed to the Braves Group tracking stock of Liberty Media. For purposes of this presentation, Atlanta Braves Holdings standalone results, assets and liabilities represent the combination of the historical financial information of the Braves Group until the date of the Split-Off. Although Atlanta Braves Holdings was reported as a combined company until the date of the Split-Off, it is now a consolidated company and all periods reported in this presentation are referred to as consolidated.
Discussion of Results
| | Three months ended | | | | | | Nine months ended | | | | ||||||||
| | September 30, |
| | | | | September 30, |
| | | ||||||||
| | 2022 |
| 2023 |
| % Change | | | 2022 |
| 2023 |
| % Change | ||||||
|
| amounts in thousands | | | | | | amounts in thousands | | | | ||||||||
Baseball revenue | | $ | 231,279 | | $ | 256,266 | | 11 | % |
|
| $ | 478,037 | | $ | 528,762 | | 11 | % |
Mixed-use development revenue | | | 14,168 | | | 15,558 | | 10 | % | | | | 39,265 | | | 44,157 | | 12 | % |
Total revenue | | | 245,447 | | | 271,824 | | 11 | % |
|
| | 517,302 | | | 572,919 | | 11 | % |
Operating costs and expenses: | | | | | | | | | |
|
| | | | | | | | |
Baseball operating costs | | | (194,216) | | | (198,195) | | (2) | % |
|
| | (390,027) | | | (430,424) | | (10) | % |
Mixed-use development costs | | | (2,089) | | | (2,247) | | (8) | % | | | | (6,399) | | | (6,451) | | (1) | % |
Selling, general and administrative, excluding stock-based compensation | | | (24,626) | | | (31,037) | | (26) | % | | | | (73,519) | | | (84,686) | | (15) | % |
Adjusted OIBDA | | $ | 24,516 | | $ | 40,345 | | 65 | % |
|
| $ | 47,357 | | $ | 51,358 | | 8 | % |
| | | | | | | | | | | | | | | | | | | |
Operating income (loss) | | $ | (4,692) | | $ | 15,716 | | NM | | | | $ | (23,371) | | $ | (14,074) | | 40 | % |
| | | | | | | | | | | | | | | | | | | |
Regular season home games in period | | | 38 | | | 37 | | | | | | | 79 | | | 80 | | | |
Unless otherwise noted, the following discussion compares financial information for the three months ended September 30, 2023 to the same period in 2022.
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.
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The following table disaggregates revenue by segment and by source:
| | Three months ended | | | | | | Nine months ended | | | | ||||||||
| | September 30, |
| | | | | September 30, |
| | | ||||||||
| | 2022 |
| 2023 |
| % Change | | | 2022 |
| 2023 |
| % Change | ||||||
|
| amounts in thousands | | | | | | amounts in thousands | | | | ||||||||
Baseball: | | | | | | | | | |
|
| | | | | | | | |
Baseball event | | $ | 134,941 | | $ | 160,794 | | 19 | % | | | $ | 281,144 | | $ | 324,280 | | 15 | % |
Broadcasting | | | 66,901 | | | 69,337 | | 4 | % | | | | 130,646 | | | 138,786 | | 6 | % |
Retail and licensing | | | 17,590 | | | 20,904 | | 19 | % | | | | 39,200 | | | 45,026 | | 15 | % |
Other | | | 11,847 | | | 5,231 | | (56) | % |
|
| | 27,047 | | | 20,670 | | (24) | % |
Baseball revenue | | | 231,279 | | | 256,266 | | 11 | % |
|
| | 478,037 | | | 528,762 | | 11 | % |
Mixed-use development | | | 14,168 | | | 15,558 | | 10 | % | | | | 39,265 | | | 44,157 | | 12 | % |
Total revenue | | $ | 245,447 | | $ | 271,824 | | 11 | % | | | $ | 517,302 | | $ | 572,919 | | 11 | % |
There were 37 regular season home games played in the third quarter of 2023 compared to 38 regular season home games in the prior year period.
Baseball revenue increased 11% in the third quarter. Baseball event and retail and licensing revenue grew primarily due to increased ticket demand and attendance at regular season home games. Broadcasting revenue increased due to contractual rate increases. Other revenue declined due to fewer concerts at the ballpark compared to the prior year period. Mixed-use development revenue increased 10% during the third quarter due to increases in rental income related to tenant recoveries and various new lease agreements, as well as higher sponsorship revenue.
Operating income and Adjusted OIBDA increased in the third quarter. Revenue growth more than offset increased baseball operating costs due to higher player salaries and minor league team and player expenses. Selling, general and administrative expense increased during the third quarter primarily driven by costs related to the Split-Off.
FOOTNOTES
| 1) | Atlanta Braves Holdings will be available to answer questions related to these headlines and other matters on Liberty Media Corporation’s earnings conference call that will begin at 10:00 a.m. (E.T.) on November 3, 2023. For information regarding how to access the call, please see “Important Notice” later in this document. |
| 2) | For a definition of Adjusted OIBDA (as defined by Atlanta Braves Holdings) and the applicable reconciliation, see the accompanying schedule. |
Important Notice: Atlanta Braves Holdings (Nasdaq: BATRA, BATRK) will be available to answer questions on Liberty Media Corporation’s third quarter earnings conference call which will begin at 10:00 a.m. (E. T.) on November 3, 2023. The call can be
3
accessed by dialing (877) 704-2829 or (215) 268-9864, passcode 13736986 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 Atlanta Braves Holdings 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, Atlanta Braves Holdings’ ability to recognize anticipated benefits from the split-off, possible changes in the regulatory and competitive environment in which Atlanta Braves Holdings operates (including an expansion of MLB), the unfavorable outcome of pending or future litigation, operational risks of Atlanta Braves Holdings and its business affiliates, including operations outside of the U.S., Atlanta Braves Holdings’ 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, 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 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 Atlanta Braves Holdings expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in Atlanta Braves Holdings’ 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 Atlanta Braves Holdings, including Amendment No. 5 to the Registration Statement on Form S-4 filed by Atlanta Braves Holdings with the Securities and Exchange Commission on June 8, 2023, the Registration Statement on Form S-1 filed by Atlanta Braves Holdings with the Securities and Exchange Commission on September 8, 2023, and the most recent Form 10-Q, for additional information about Atlanta Braves Holdings and about the risks and uncertainties related to Atlanta Braves Holdings’ 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 Atlanta Braves Holdings together with reconciliations to operating income, as determined under GAAP. Atlanta Braves Holdings defines Adjusted OIBDA as operating income (loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition and impairment charges.
Atlanta Braves Holdings 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’
4
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, Atlanta Braves Holdings 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 Atlanta Braves Holdings’ management considers in assessing the results of operations and performance of its assets.
The following table provides a reconciliation of Adjusted OIBDA for Atlanta Braves Holdings to operating income (loss) calculated in accordance with GAAP for the three and nine months ended September 30, 2022 and September 30, 2023.
| | Three months ended | | Nine months ended | ||||||||
| | September 30, | | September 30, | ||||||||
(amounts in thousands) |
| 2022 |
| 2023 |
| 2022 |
| 2023 | ||||
Operating income (loss) | | $ | (4,692) | | $ | 15,716 | | $ | (23,371) | | $ | (14,074) |
Impairment of long-lived assets and other related costs | | | 4,811 | | | 34 | | | 4,811 | | | 564 |
Stock-based compensation | | | 3,062 | | | 3,309 | | | 9,188 | | | 9,653 |
Depreciation and amortization | | | 21,335 | | | 21,286 | | | 56,729 | | | 55,215 |
Adjusted OIBDA | | $ | 24,516 | | $ | 40,345 | | $ | 47,357 | | $ | 51,358 |
Baseball | | $ | 18,072 | | $ | 36,918 | | $ | 28,653 | | $ | 38,796 |
Mixed-use development | | | 9,696 | | | 10,661 | | | 26,093 | | | 29,980 |
Corporate and other | | | (3,252) | | | (7,234) | | | (7,389) | | | (17,418) |
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SCHEDULE 2: Cash and Debt
The following presentation is provided to separately identify cash and debt information. Atlanta Braves Holdings cash decreased $24 million during the third quarter due to cash used in operations primarily due to seasonal working capital changes, as well as capital expenditures, partially offset by the release of restricted cash pursuant to the terms of various financial debt arrangements and net borrowing. Atlanta Braves Holdings debt increased $16 million in the third quarter primarily due to borrowings under the TeamCo revolver and mixed-use development credit facilities.
(amounts in thousands) |
| June 30, 2023 |
| September 30, 2023 | ||
Atlanta Braves Holdings Cash (GAAP)(a) | | $ | 130,537 | | $ | 106,715 |
| | | | | ||
Debt: | | | | | | |
Baseball | | | | | | |
League wide credit facility | | $ | — | | $ | — |
MLB facility fund - term | | | 30,000 | | | 30,000 |
MLB facility fund - revolver | | | 43,125 | | | 41,400 |
TeamCo revolver | | | — | | | 10,000 |
Term debt | | | 168,561 | | | 165,370 |
Mixed-use development | | | 301,127 | | | 312,399 |
Total Atlanta Braves Holdings Debt |
| $ | 542,813 |
| $ | 559,169 |
Deferred financing costs | | | (4,118) |
| | (3,898) |
Total Atlanta Braves Holdings Debt (GAAP) | | $ | 538,695 | | $ | 555,271 |
| a) | Excludes restricted cash held in reserves pursuant to the terms of various financial obligations of $52 million and $20 million as of June 30, 2023 and September 30, 2023, respectively. |
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ATLANTA BRAVES HOLDINGS
CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION
September 30, 2023 (unaudited)
|
| September 30, |
| December 31, | |
|
| 2023 |
| 2022 | |
| | amounts in thousands | |||
| | except share amounts | |||
Assets |
| |
|
|
|
Current assets: |
| |
|
|
|
Cash and cash equivalents | | $ | 106,715 |
| 150,664 |
Restricted cash | |
| 19,814 |
| 22,149 |
Accounts receivable and contract assets, net of allowance for credit losses | |
| 99,095 |
| 70,234 |
Other current assets | |
| 18,224 |
| 24,331 |
Total current assets | |
| 243,848 |
| 267,378 |
| | | | | |
Property and equipment, at cost | |
| 1,061,776 |
| 1,007,776 |
Accumulated depreciation | |
| (312,286) |
| (277,979) |
| |
| 749,490 |
| 729,797 |
| | | | | |
Investments in affiliates, accounted for using the equity method | |
| 105,614 |
| 94,564 |
Intangible assets not subject to amortization: | |
|
|
|
|
Goodwill | |
| 175,764 |
| 175,764 |
Franchise rights | |
| 123,703 |
| 123,703 |
| |
| 299,467 |
| 299,467 |
| | | | | |
Other assets, net | |
| 120,420 |
| 99,455 |
Total assets | | $ | 1,518,839 |
| 1,490,661 |
| | | | | |
Liabilities and Equity | |
|
|
|
|
Current liabilities: | |
|
|
|
|
Accounts payable and accrued liabilities | | $ | 68,339 |
| 54,748 |
Deferred revenue and refundable tickets | |
| 106,120 |
| 104,996 |
Current portion of debt | |
| 7,786 |
| 74,806 |
Other current liabilities | |
| 7,056 |
| 6,361 |
Total current liabilities | |
| 189,301 |
| 240,911 |
| | | | | |
Long-term debt | |
| 547,485 |
| 467,160 |
Redeemable intergroup interests | | | — | | 278,103 |
Finance lease liabilities | |
| 106,751 |
| 107,220 |
Deferred income tax liabilities | |
| 56,682 |
| 54,099 |
Pension liability | |
| 10,712 |
| 15,405 |
Other noncurrent liabilities | |
| 32,257 |
| 28,253 |
Total liabilities | |
| 943,188 |
| 1,191,151 |
Equity: | |
|
|
|
|
Preferred stock, $.01 par value. Authorized 50,000,000 shares; zero shares issued at September 30, 2023 and December 31, 2022 | | | — | | — |
Series A common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 10,318,202 and zero at September 30, 2023 and December 31, 2022, respectively | | | 103 | | — |
Series B common stock, $.01 par value. Authorized 7,500,000 shares; issued and outstanding 977,795 and zero at September 30, 2023 and December 31, 2022, respectively | | | 10 | | — |
Series C common stock, $.01 par value. Authorized 200,000,000 shares; issued and outstanding 50,427,249 and zero at September 30, 2023 and December 31, 2022, respectively | | | 504 | | — |
Additional paid-in capital | | | 1,088,517 | | — |
Former parent’s investment | |
| — |
| 732,350 |
Accumulated other comprehensive earnings (loss), net of taxes | |
| (3,510) |
| (3,758) |
Retained earnings (deficit) | |
| (522,018) |
| (429,082) |
Total stockholders' equity/former parent's investment | |
| 563,606 |
| 299,510 |
Noncontrolling interests in equity of subsidiaries | | | 12,045 | | — |
Total equity | | | 575,651 | | 299,510 |
Commitments and contingencies | |
| |
| |
Total liabilities and equity | | $ | 1,518,839 |
| 1,490,661 |
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ATLANTA BRAVES HOLDINGS
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS INFORMATION
September 30, 2023 (unaudited)
| | Three months ended | | Nine months ended | | ||||||
| | September 30, | | September 30, | | ||||||
|
| 2023 |
| 2022 |
| 2023 |
| 2022 | | ||
| | amounts in thousands, except per share amounts | | ||||||||
Revenue: |
| |
|
|
| | |
|
|
| |
Baseball revenue | | $ | 256,266 |
| 231,279 | | $ | 528,762 |
| 478,037 | |
Mixed-use development revenue | |
| 15,558 |
| 14,168 | |
| 44,157 |
| 39,265 | |
Total revenue | |
| 271,824 |
| 245,447 | |
| 572,919 |
| 517,302 | |
Operating costs and expenses: | |
|
|
|
| |
|
|
|
| |
Baseball operating costs | |
| 198,195 |
| 194,216 | |
| 430,424 |
| 390,027 | |
Mixed-use development costs | |
| 2,247 |
| 2,089 | |
| 6,451 |
| 6,399 | |
Selling, general and administrative, including stock-based compensation | | | 34,346 | | 27,688 | | | 94,339 | | 82,707 | |
Impairment of long-lived assets and other related costs | | | 34 | | 4,811 | | | 564 | | 4,811 | |
Depreciation and amortization | |
| 21,286 |
| 21,335 | |
| 55,215 |
| 56,729 | |
| |
| 256,108 |
| 250,139 | |
| 586,993 |
| 540,673 | |
Operating income (loss) | |
| 15,716 |
| (4,692) | |
| (14,074) |
| (23,371) | |
Other income (expense): | |
|
|
|
| |
|
|
|
| |
Interest expense | |
| (9,657) |
| (7,999) | |
| (28,017) |
| (20,528) | |
Share of earnings (losses) of affiliates, net | |
| 12,725 |
| 9,975 | |
| 23,384 |
| 22,118 | |
Realized and unrealized gains (losses) on intergroup interests, net | | | (20,392) | | (30,940) | | | (83,178) | | 5,163 | |
Realized and unrealized gains (losses) on financial instruments, net | |
| 2,593 |
| 5,778 | |
| 5,672 |
| 12,238 | |
Gains (losses) on dispositions, net | | | 15 | | 68 | | | 2,518 | | 20,283 | |
Other, net | |
| 1,209 |
| 161 | |
| 2,863 |
| 329 | |
Earnings (loss) before income taxes | |
| 2,209 |
| (27,649) | |
| (90,832) |
| 16,232 | |
Income tax benefit (expense) | |
| (8,256) |
| (2,248) | |
| (2,104) |
| (5,465) | |
Net earnings (loss) | | $ | (6,047) |
| (29,897) | | $ | (92,936) |
| 10,767 | |
Basic net earnings (loss) attributable to Series A, Series B and Series C Atlanta Braves Holdings, Inc. shareholders per common share | | $ | (0.10) |
| (0.48) | | $ | (1.51) |
| 0.17 | |
Diluted net earnings (loss) attributable to Series A, Series B and Series C Atlanta Braves Holdings, Inc. shareholders per common share | | $ | (0.10) | | (0.48) | | $ | (1.51) | | 0.17 | |
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ATLANTA BRAVES HOLDINGS
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS INFORMATION
September 30, 2023 (unaudited)
|
| Nine months ended | | |||
| | September 30, | | |||
|
| 2023 |
| 2022 | | |
| | amounts in thousands | | |||
Cash flows from operating activities: |
| |
|
|
| |
Net earnings (loss) | | $ | (92,936) |
| 10,767 | |
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: | |
|
|
|
| |
Depreciation and amortization | |
| 55,215 |
| 56,729 | |
Stock-based compensation | |
| 9,653 |
| 9,188 | |
Impairment of long-lived assets | | | — | | 4,811 | |
Share of (earnings) losses of affiliates, net | |
| (23,384) |
| (22,118) | |
Realized and unrealized (gains) losses on intergroup interests, net | | | 83,178 | | (5,163) | |
Realized and unrealized (gains) losses on financial instruments, net | |
| (5,672) |
| (12,238) | |
(Gains) losses on dispositions, net | | | (2,518) | | (20,283) | |
Deferred income tax expense (benefit) | |
| (6,086) |
| (2,111) | |
Cash receipts from returns on equity method investments | | | 12,350 |
| 14,850 | |
Other charges (credits), net | |
| 4,856 |
| 2,041 | |
Net change in operating assets and liabilities: | |
|
|
|
| |
Current and other assets | |
| (67,475) |
| (22,628) | |
Payables and other liabilities | |
| 11,513 |
| 5,543 | |
Net cash provided by (used in) operating activities | |
| (21,306) |
| 19,388 | |
Cash flows from investing activities: | |
|
|
|
| |
Capital expended for property and equipment | |
| (45,313) | | (13,174) | |
Cash proceeds from dispositions | | | — | | 47,840 | |
Investments in equity method affiliates and equity securities | | | (125) | | (5,273) | |
Other investing activities, net | | | 110 | | — | |
Net cash provided by (used in) investing activities | |
| (45,328) |
| 29,393 | |
Cash flows from financing activities: | |
|
|
|
| |
Borrowings of debt | |
| 52,248 |
| 134,753 | |
Repayments of debt | |
| (38,997) | | (235,368) | |
Payments to settle intergroup interests | | | — | | (13,828) | |
Contribution from noncontrolling interest | | | 12,045 | | — | |
Other financing activities, net | |
| (4,946) |
| (5,135) | |
Net cash provided by (used in) financing activities | |
| 20,350 |
| (119,578) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | |
| (46,284) |
| (70,797) | |
Cash, cash equivalents and restricted cash at beginning of period | |
| 172,813 |
| 244,113 | |
Cash, cash equivalents and restricted cash at end of period | | $ | 126,529 |
| 173,316 | |
| | | | | | |
9