Business Context and Reporting Period
Company: Madison Square Garden Entertainment Corp. (MSGE)
Filing Type: Form 8-K (Current Report)
Date of Report: June 27, 2025
Event: Entry into a Material Definitive Agreement (Amendment No. 4 to Credit Agreement) by MSG National Properties, LLC, a wholly-owned subsidiary.
Key Financial Metrics and Debt Structure
This filing details a refinancing of existing debt facilities rather than reporting operational financial results (revenue, profit, or cash flow) for a specific period.
| Facility Type | Amount | Maturity Date | Interest Rate Basis |
|---|---|---|---|
| Refinancing Term Loan Facility | $609,375,000 | June 27, 2030 | Term SOFR + 1.75% to 2.50% OR Base Rate + 0.75% to 1.50% |
| Refinancing Revolving Credit Facility | $150,000,000 | June 27, 2030 | Term SOFR + 1.75% to 2.50% OR Base Rate + 0.75% to 1.50% |
Repayment Terms: Term loans require quarterly installments starting September 30, 2025, equal to 5.0% of the original amount annually, with the balance due at maturity. Revolving credit is due at maturity.
Material Changes and Covenants
The company refinanced its entire outstanding term loans and revolving credit commitments under a new agreement. Key financial covenants begin testing in the fiscal quarter ending June 30, 2025:
- Minimum Debt Service Coverage Ratio: 2.5:1
- Maximum Total Leverage Ratio: 3.5:1
Collateral and Guarantees: Obligations are guaranteed by MSG Entertainment Holdings and restricted subsidiaries. Collateral includes equity interests in subsidiaries but explicitly excludes interests in The Madison Square Garden Arena, The Chicago Theatre, and leasehold interests in Radio City Music Hall and the Beacon Theatre.
Restrictions and Covenants
The Amended Credit Agreement imposes significant restrictions on National Properties and its restricted subsidiaries, including limitations on:
- Incurring additional indebtedness or creating liens.
- Making investments, loans, or advances.
- Paying dividends, distributions, or repurchasing capital stock (restricting cash distributions to the parent company).
- Merging, consolidating, or changing lines of business.
- Engaging in certain affiliate transactions or asset dispositions.
Mandatory prepayments are required from net cash proceeds of asset sales, casualty insurance, or condemnation recoveries, subject to reinvestment rights.
Investor Verification Checklist
- Covenant Compliance: Verify if the company met the 2.5:1 debt service coverage and 3.5:1 leverage ratios for the quarter ending June 30, 2025.
- Interest Rate Exposure: Assess the impact of floating rates (Term SOFR or Base Rate) on future interest expenses given current market rates.
- Cash Flow Constraints: Review the impact of the 5.0% annual principal repayment requirement and the restriction on dividends/distributions on the parent company's liquidity.
- Asset Exclusions: Confirm the valuation and risk profile of the excluded assets (MSG Arena, Chicago Theatre, etc.) which are not pledged as collateral.
- Refinancing Costs: Review the specific fees and expenses paid to close the amendment, as these are not detailed in the summary text.