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Friday, December 8, 2023

Madison Square Garden Entertainment Announces Pricing of Secondary Offering and Concurrent Share Repurchase


New York, June 22, 2023 /PRNewswire/ — Madison Square Garden Entertainment (NYSE: MSGE) (the “Company” or “MSG Entertainment”) today announced the pricing price of the previously announced underwritten secondary offering of 5,250,000 shares of MSG Entertainment Class A common stock by Sphere Entertainment Group, LLC (the “Seller”) $31.00 per share.Shares are expected to be delivered on or about June 27, 2023, subject to customary closing conditions. Selling shareholders have granted the underwriters a 30-day option to purchase up to 787,500 additional Class A common shares of MSG Entertainment at the public offering price less underwriting discounts and commissions.

Additionally, according to MSG Entertainment’s existing $250 million Pursuant to the share repurchase mandate, MSG Entertainment intends to repurchase 840,053 shares directly from selling shareholders at a price of $29.76 Per share, equal to the price at which the underwriters purchased the shares from the selling shareholders, for a total amount of approximately $25 million, concurrently with the closing of the Offering (“Share Repurchases”). The company intends to fund share repurchases with cash on hand. The share repurchase is subject to completion of the issue. The completion of the offering is not contingent on the completion of the share repurchase.

Selling shareholders will receive all the net proceeds from the offering. MSG Entertainment will not sell any shares of its Class A common stock in the offering, nor will it receive any proceeds from the sale of shares in the offering by selling shareholders. Upon completion of the offering and share repurchase, selling shareholders will beneficially own 24.7% of MSG Entertainment’s Class A common stock, assuming the underwriters’ option to purchase additional shares is not exercised.

BofA Securities, Goldman Sachs and JPMorgan Chase (in alphabetical order) are acting as joint book-running managers for the offering.

The offering is being made only by means of a prospectus. A copy of the registration statement, including the preliminary prospectus relating to this offering, is available at the following link: https://www.sec.gov/ix?doc=/Archives/edgar/data/1952073/000119312523170152/d512370ds1.htm. Alternatively, the Company or any of the underwriters participating in the offering will arrange for the prospectus to be sent to you if you request it by contacting: BofA Securities, 201 North Tryon Street, Charlotte, North Carolina 28255, mail code NC1-022-02-25, Attention: Prospectus Department or email at [email protected]; Goldman Sachs LLC, 200 West Street, New York City, New York 10282, Attention: Prospectus Department, at (866) 471-2526 or by email at [email protected]; J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, call 1-866-803-9204 or email at [email protected].

The Securities and Exchange Commission has declared effective the registration statement on Form S-1 relating to the securities. Before investing, you should read the prospectus included in that registration statement for more complete information about the company and this offering. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or Or the sale is illegal. Qualifications under the securities laws of any such state or jurisdiction.

About Madison Square Garden Entertainment
Madison Square Garden Entertainment (MSG Entertainment) is a leader in live entertainment, delivering memorable experiences while building deep connections with diverse and passionate audiences. The company’s portfolio includes a range of world-renowned venues – new york Madison Square Garden, Madison Square Garden Theatre, Radio City Music Hall and Beacon Theatre; Chicago Theater – Hosts a variety of sporting events, concerts, family shows and special events for millions of guests each year. In addition, the company also has original production, christmas extravaganza starring radio city rocketewhich has been a holiday tradition for 89 years.

forward-looking statement
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 as a result of various factors, including financial Industry perceptions, as well as other factors, actual results, developments or events could differ materially from those described in the forward-looking statements that are described in the company’s filings with the Securities and Exchange Commission, including those contained therein entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. The company undertakes no obligation to update any forward-looking statements contained herein.

Contact information

Ali DennisCFA
Senior Vice President, Investor Relations, Financial Communications and Finance
Madison Square Garden Entertainment

justin braber
Vice President of Financial Communications
Madison Square Garden Entertainment

Grace Kaminer
Senior Director of Investor Relations and Finance Department
Madison Square Garden Entertainment
(212) 631-5076

SOURCE: Madison Square Garden Entertainment


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