0001958140false0001958140us-gaap:CommonStockMember2024-05-082024-05-080001958140batra:SeriesCCommonStockMember2024-05-082024-05-0800019581402024-05-082024-05-08

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.

EnglewoodColorado 80112

(Address of principal executive offices and zip code)

 

Registrant's telephone number, including area code: (720875-5500

 

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
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)

2

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

3

Exhibit 99.1

Graphic

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
oBaseball revenue up 25% to $22 million
oMixed-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.

2


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.

3


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)

4


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.

5


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

6


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)

7


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

8


v3.24.1.u1
Document and Entity Information
May 08, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date May 08, 2024
Entity Registrant Name ATLANTA BRAVES HOLDINGS, INC.
Entity Incorporation, State or Country Code NV
Entity File Number 001-41746
Entity Tax Identification Number 92-1284827
Entity Address, Address Line One 12300 Liberty Blvd.
Entity Address, City or Town Englewood
Entity Address State Or Province CO
Entity Address, Postal Zip Code 80112
City Area Code 720
Local Phone Number 875-5500
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Entity Ex Transition Period true
Entity Central Index Key 0001958140
Amendment Flag false
Series A Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Series A Common Stock
Trading Symbol BATRA
Security Exchange Name NASDAQ
Series C Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Series C Common Stock
Trading Symbol BATRK
Security Exchange Name NASDAQ

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