SEC Comment Letter 0000000000-24-002733 to Madison Square Garden Entertainment Corp. (MSGE)
Madison Square Garden Entertainment Corp.
Date: March 12, 2024 · CIK: 0001952073 · Accession: 0000000000-24-002733
AI Filing Summary & Sentiment
File numbers found in text: 001-41627
Letter
United States securities and exchange commission logo March 12, 2024 Philip D'Ambrosio Executive Vice President and Treasurer Madison Square Garden Entertainment Corp. Two Penn Plaza New York, NY 10121 Re:Madison Square Garden Entertainment Corp. Form 10-K for Fiscal Year Ended June 30, 2023 File No. 001-41627 Dear Philip D'Ambrosio: We have reviewed your filing and have the following comment(s). Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for Fiscal Year Ended June 30, 2023 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Adjusted operating income (loss) ("AOI"), page 40 1.Please tell us how you determined that removing the non-cash portion of arena license fees from MSG Sports in arriving at adjusted operating income does not substitute individually-tailored recognition and measurement methods for GAAP. Alternatively, no longer include this adjustment. Refer to Question 100.04 of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations. Consolidated and Combined Financial Statements Consolidated and Combined Statements of Operations, page F-4 2.Please tell us your consideration of separately presenting revenues from and direct operating expenses associated with tangible products, services, and leasing activities on the face of your statement of operations. Refer to Rules 5-03.1 and 5-03.2 of Regulation S-X.
FirstName LastNamePhilip D'Ambrosio Comapany NameMadison Square Garden Entertainment Corp. March 12, 2024 Page 2 FirstName LastName Philip D'Ambrosio Madison Square Garden Entertainment Corp. March 12, 2024 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Suying Li at 202-551-3335 or Rufus Decker at 202-551-3769, if you have any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
March 12, 2024
Philip D'Ambrosio
Executive Vice President and Treasurer
Madison Square Garden Entertainment Corp.
Two Penn Plaza
New York, NY 10121
Re:Madison Square Garden Entertainment Corp.
Form 10-K for Fiscal Year Ended June 30, 2023
File No. 001-41627
Dear Philip D'Ambrosio:
We have reviewed your filing and have the following comment(s).
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for Fiscal Year Ended June 30, 2023
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Adjusted operating income (loss) ("AOI"), page 40
1.Please tell us how you determined that removing the non-cash portion of arena license
fees from MSG Sports in arriving at adjusted operating income does not substitute
individually-tailored recognition and measurement methods for GAAP. Alternatively, no
longer include this adjustment. Refer to Question 100.04 of the Non-GAAP Financial
Measures Compliance and Disclosure Interpretations.
Consolidated and Combined Financial Statements
Consolidated and Combined Statements of Operations, page F-4
2.Please tell us your consideration of separately presenting revenues from and direct
operating expenses associated with tangible products, services, and leasing activities on
the face of your statement of operations. Refer to Rules 5-03.1 and 5-03.2 of Regulation
S-X.
FirstName LastNamePhilip D'Ambrosio
Comapany NameMadison Square Garden Entertainment Corp.
March 12, 2024 Page 2
FirstName LastName
Philip D'Ambrosio
Madison Square Garden Entertainment Corp.
March 12, 2024
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Suying Li at 202-551-3335 or Rufus Decker at 202-551-3769, if you have
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services