SPHERE ENTERTAINMENT CO. REPORTS FISCAL 2024 SECOND QUARTER RESULTS

NEW YORK, Feb. 5, 2024 /PRNewswire/ -- Sphere Entertainment Co. (NYSE: SPHR) ("Sphere Entertainment" or the "Company") today reported financial results for the fiscal second quarter ended December 31, 2023.

Since opening on September 29, 2023, Sphere in Las Vegas has attracted worldwide attention and robust demand from guests, artists and advertisers.  Recent Sphere highlights include:

• U2 has continued its multi-month run at Sphere, with every show sold-out to date. After extending multiple times due to strong demand, U2 will conclude its run at Sphere early next month with its 40^th show;
• Renowned bands Phish and Dead & Co. each announced upcoming multi-night performances to take place at Sphere;
• The Sphere Experience featuring Postcard from Earth debuted on October 6, 2023, grossing over one million dollars in average daily ticket sales on days The Sphere Experience took place in the fiscal 2024 second quarter;
• Sphere launched campaigns from numerous global brands on the Exosphere during the quarter and was a prominent feature of Formula 1's inaugural Las Vegas Grand Prix in November.

In addition, MSG Networks is now more than halfway through the 2023-24 NBA and NHL regular seasons, marking the first year of availability of MSG+, MSG Networks' direct-to-consumer subscription and authenticated steaming service. Last month, MSG Networks and the YES Network announced the formation of Gotham Advanced Media and Entertainment (GAME), a new 50/50 streaming joint venture which will explore new streaming products and provide a scalable solution to third party content owners looking to connect with their own fans. 

For the fiscal 2024 second quarter, the Company reported revenues of $314.2 million, an increase of $154.6 million, as compared to the prior year quarter.  In addition, the Company reported an operating loss of $159.7 million, an increase of $109.9 million as compared to the prior year quarter, and adjusted operating income of $51.4 million, as compared to an adjusted operating loss of $13.2 million in the prior year quarter.⁽¹⁾⁽²⁾

Executive Chairman and CEO James L. Dolan said, "Sphere is a next-generation medium intended to disrupt the traditional venue model. With positive adjusted operating income at the Sphere segment in our first full quarter of operations in Las Vegas, our early results are beginning to prove that thesis, and we remain confident in the global opportunities ahead."         

Sphere
For the fiscal 2024 second quarter, the Sphere segment reported revenues of $167.8 million, an increase of $167.2 million, as compared to the prior year quarter. Revenues related to The Sphere Experience were $92.9 million across 191 performances during the quarter after debuting on October 6, 2023.  Event-related revenues were $55.2 million, which reflected revenues from concerts and, to a lesser extent, one marquee sporting event held at Sphere in Las Vegas during the quarter. In addition, revenues from sponsorship, signage, Exosphere advertising and suite license fees were $17.5 million, primarily reflecting advertising campaigns on the venue's Exosphere and, to a lesser extent, suite license fee revenues.

For the fiscal 2024 second quarter, the Sphere segment had direct operating expenses of $67.3 million, as compared to no direct operating expenses in the prior year quarter. This primarily included $27.6 million of expenses associated with The Sphere Experience, as well as $20.4 million of event-related expenses related to concerts and, to a lesser extent, one marquee sporting event held at the venue during the quarter.  In addition, direct operating expenses included $15.0 million of venue operating costs as well as $1.6 million in expenses associated with sponsorship, signage, Exosphere advertising and suite license fee revenues.

Fiscal 2024 second quarter selling, general and administrative expenses of $97.8 million increased $23.0 million, or 31%, as compared to the prior year quarter, primarily due to the impact of the Company's transition services agreement with MSG Entertainment, higher employee compensation and related benefits and other cost increases. The overall increase was partially offset by the absence of certain corporate expenses that were included in the results of the prior year quarter but were not included in the results for the current year quarter. While the Company did not incur these costs after the spin-off from MSG Entertainment, which occurred in April 2023, and does not expect to incur these costs in future periods, they did not meet the criteria for inclusion in discontinued operations in the prior year quarter.

In addition, fiscal 2024 second quarter results included an increase in impairment and other losses, net, of $118.2 million, as compared to the prior year quarter. This primarily reflects a non-cash impairment charge of $116.5 million in the current year quarter in connection with the Company's decision in November 2023 to no longer pursue the development of a Sphere in London.

Fiscal 2024 second quarter operating loss of $193.9 million increased by $111.0 million, as compared to the prior year quarter, primarily reflecting higher impairment and other losses, net, as well as higher depreciation and amortization, direct operating expenses and, to a lesser extent, selling, general and administrative expenses (including share-based compensation expense), partially offset by the increase in revenues. Adjusted operating income of $14.1 million increased by $75.0 million, as compared to the prior year quarter, primarily reflecting the increase in revenues, partially offset by higher direct operating expenses and selling, general and administrative expenses (excluding share-based compensation expense).

MSG Networks
For the fiscal 2024 second quarter, the MSG Networks segment reported total revenues of $146.4 million, a decrease of $12.5 million, or 8%, as compared to the prior year quarter.

Distribution revenue decreased $13.3 million, as compared to the prior year quarter, primarily due to a decrease in total subscribers of approximately 11.5% and the absence of a favorable affiliate adjustment of approximately $2.3 million recorded in the prior year quarter, partially offset by the impact of higher affiliation rates in the current year quarter.

As a result of the launch of MSG+ in June 2023, distribution revenue now includes both affiliation fee revenue earned from MSG Networks' distributors for the right to carry the Company's networks as well as revenue earned from subscriptions and single game purchases on MSG+.  In addition, total subscribers includes both affiliate subscribers as well as monthly and annual subscribers of MSG+.

Fiscal 2024 second quarter direct operating expenses of $92.4 million increased $2.0 million, or 2%, as compared to the prior year quarter. Other programming and production costs increased $1.5 million, as compared to the prior year quarter, primarily due to the impact of MSG+ in the current year quarter, partially offset by other net cost decreases. In addition, rights fees expense increased $0.5 million, as compared to the prior year quarter, which mainly reflects the impact of annual contractual rate increases, substantially offset by reductions resulting from fewer NBA and NHL games made available to MSG Networks for exclusive broadcast.

Fiscal 2024 second quarter selling, general and administrative expenses of $17.7 million decreased $11.9 million, or 40%, as compared to the prior year quarter, primarily due to lower professional fees of $5.5 million, mainly reflecting a decrease in litigation-related expenses associated with the merger of a subsidiary of the Company with MSG Networks Inc., lower employee compensation and related benefits of $2.9 million, and other cost decreases.

Fiscal 2024 second quarter operating income of $34.2 million increased $1.0 million, or 3%, as compared to the prior year quarter, primarily due to the decrease in selling, general and administrative expenses (including merger and acquisition related costs, net of insurance recoveries, and share-based compensation expense) and the absence of restructuring charges recorded in the prior year period, partially offset by the decrease in revenues and, to a lesser extent, the increase in direct operating expenses. Adjusted operating income of $37.3 million decreased $10.4 million, or 22%, as compared to the prior year quarter, primarily due to the decrease in revenues and, to a lesser extent, the increase in direct operating expenses, partially offset by the decrease in selling, general and administrative expenses (excluding merger and acquisition related costs, net of insurance recoveries, and share-based compensation expense).

Other Matters
On December 8, 2023, the Company completed an offering of 3.50% convertible senior notes due 2028 for aggregate net proceeds of approximately $236 million. The Company intends to use the net proceeds from the offering for general corporate purposes, including capital for Sphere-related growth initiatives.

About Sphere Entertainment Co.
Sphere Entertainment Co. is a premier live entertainment and media company. The Company includes Sphere, a next-generation entertainment medium powered by cutting-edge technologies to redefine the future of entertainment. The first Sphere venue opened in Las Vegas in September 2023. In addition, the Company includes MSG Networks, which operates two regional sports and entertainment networks, MSG Network and MSG Sportsnet, as well as a direct-to-consumer and authenticated streaming product, MSG+, delivering a wide range of live sports content and other programming. More information is available at www.sphereentertainmentco.com.

Non-GAAP Financial Measures
We define adjusted operating income (loss), which is a non-GAAP financial measure, as operating income (loss) before ((i) depreciation, amortization and impairments of property and equipment, goodwill and intangible assets, (ii) amortization for capitalized cloud computing arrangement costs, (iii) share-based compensation expense or benefit, (iv) restructuring charges or credits, (v) merger and acquisition-related costs, including merger-related litigation expenses, (vi) gains or losses on sales or dispositions of businesses and associated settlements, (vii) the impact of purchase accounting adjustments related to business acquisitions, and (ix) gains and losses related to the remeasurement of liabilities under the Company's Executive Deferred Compensation Plan. We believe that the exclusion of share-based compensation expense or benefit allows investors to better track the performance of our business without regard to the settlement of an obligation that is not expected to be made in cash. We eliminate merger and acquisition-related costs, when applicable, because the Company does not consider such costs to be indicative of the ongoing operating performance of the Company as they result from an event that is of a non-recurring nature, thereby enhancing comparability. In addition, management believes that the exclusion of gains and losses related to the remeasurement of liabilities under the Company's Executive Deferred Compensation Plan, provides investors with a clearer picture of the Company's operating performance given that, in accordance with U.S. generally accepted accounting principles ("GAAP"), gains and losses related to the remeasurement of liabilities under the Company's Executive Deferred Compensation Plan are recognized in Operating income (loss) whereas gains and losses related to the remeasurement of the assets under the Company's Executive Deferred Compensation Plan, which are equal to and therefore fully offset the gains and losses related to the remeasurement of liabilities, are recognized in Other income (expense), net, which is not reflected in Operating income (loss).

We believe adjusted operating income (loss) is an appropriate measure for evaluating the operating performance of our business segments and the Company on a consolidated basis. Adjusted operating income (loss) and similar measures with similar titles are common performance measures used by investors and analysts to analyze our performance. Internally, we use revenues and adjusted operating income (loss) as the most important indicators of our business performance, and evaluate management's effectiveness with specific reference to these indicators. Adjusted operating income (loss) should be viewed as a supplement to and not a substitute for operating income (loss), net income (loss), cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with GAAP. Since adjusted operating income (loss) is not a measure of performance calculated in accordance with GAAP, this measure may not be comparable to similar measures with similar titles used by other companies. For a reconciliation of operating income (loss) to adjusted operating income (loss), please see page 6 of this release.

Forward-Looking Statements
This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results, developments or events may differ materially from those in the forward-looking statements as a result of various factors, including financial community perceptions of the Company and its business, operations, financial condition and the industries in which it operates and the factors described in the Company's filings with the Securities and Exchange Commission, including the sections titled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

Contacts:

Conference Call Information:
The conference call will be Webcast live today at 10:00 a.m. ET at investor.sphereentertainmentco.com 
Conference call dial-in number is 888-800-3155 / Conference ID Number 8089430
Conference call replay number is 800-770-2030 / Conference ID Number 8089430 until February 12, 2024

ADJUSTMENTS TO RECONCILE OPERATING INCOME (LOSS) TO
ADJUSTED OPERATING INCOME (LOSS)
(In thousands)
(Unaudited)

The following is a description of the adjustments to operating loss in arriving at adjusted operating income (loss) as described in this earnings release:

• Share-based compensation. This adjustment eliminates the compensation expense relating to restricted stock units and stock options granted under the Sphere Entertainment Employee Stock Plan, MSG Sports Employee Stock Plan, MSG Networks Employee Stock Plan, as amended and assumed by Sphere Entertainment, and Sphere Entertainment Non-Employee Director Plan in all periods.
• Depreciation and amortization. This adjustment eliminates depreciation and amortization of property and equipment and intangible assets in all periods.
• Restructuring charges. This adjustment eliminates costs related to termination benefits provided to certain executives and employees.
• Impairment and other losses (gains), net. This adjustment eliminates non-cash impairment charges and the impact of gains or losses from the disposition of assets or businesses in all periods.
• Merger and acquisition related costs. This adjustment eliminates costs related to mergers and acquisitions, including merger-related litigation expenses and litigation-related insurance recoveries, in all periods.
• Amortization for capitalized cloud computing arrangement costs. This adjustment eliminates amortization of capitalized cloud computing arrangement costs.
• Remeasurement of deferred compensation plan liabilities. This adjustment eliminates the impact of gains and losses related to the remeasurement of liabilities under the Company's executive deferred compensation plan.

SOURCE Sphere Entertainment Co.