| Item 1.01 | Entry into a Material Definitive Agreement |
On December 20, 2021, MSG Entertainment Group, LLC (“MSG Entertainment Group”), a wholly-owned subsidiary of Madison Square Garden Entertainment Corp. (the “Company”) and Charles F. Dolan (“CFD”), a director of the Company and the father of the Company’s Executive Chairman and Chief Executive Officer, entered into an aircraft time sharing agreement (the “New G550 CFD Time Sharing Agreement”), pursuant to which CFD may lease on a non-exclusive basis a Gulfstream Aerospace G-550 aircraft (the “New G550”) from MSG Entertainment Group. For flights taken under the New G550 CFD Time Sharing Agreement, CFD will pay for the actual expenses of such flight as listed in the agreement, but not to exceed the maximum amount permitted under Federal Aviation Administration (“FAA”) rules.
MSG Entertainment Group and Sterling2K LLC (“Sterling”), an entity owned and controlled by Deborah Dolan-Sweeney, the daughter of CFD and the sister of the Company’s Executive Chairman and Chief Executive Officer, are parties to a dry lease agreement (the “Dry Lease Agreement”) pursuant to which MSG Entertainment Group may lease on a non-exclusive basis Sterling’s Gulfstream Aerospace G-550 aircraft (the “DFO G550”). Under the terms of the Dry Lease Agreement, MSG Entertainment Group pays Sterling rent at an hourly rate and specified expenses of each flight. The Dry Lease Agreement provides for certain equitable adjustments to ensure that the arrangement is not economically unfair to Sterling, including a “true-up” mechanism such that, to the extent that MSG Entertainment Group’s annual usage of the DFO G550 exceeds CFD’s annual usage of MSG Entertainment Group’s Gulfstream Aerospace G-550 aircraft (the “Existing G550”) (which, based on historical usage, has been the case), MSG Entertainment Group pays an additional hourly rate with respect to excess hours intended to cover the additional costs. On December 20, 2021, the parties amended the true-up mechanism in the Dry Lease Agreement to aggregate hours of use by CFD of both the Existing G550 and the New G550 (the “DFO G550 Dry Lease Agreement Amendment”).
On December 20, 2021, Andrew Lustgarten, President of the Company, entered into an aircraft time sharing agreement (the “Time Sharing Agreement”) with MSG Entertainment Group, pursuant to which Mr. Lustgarten may lease the New G550 from MSG Entertainment Group for limited personal use. For flights taken under the Time Sharing Agreement, Mr. Lustgarten will pay for the actual expenses of such flight as listed in the agreement, but not to exceed the maximum amount permitted under FAA rules.
The above descriptions of the New G550 CFD Time Sharing Agreement, the DFO G550 Dry Lease Agreement Amendment and the Time Sharing Agreement are qualified in their entirety by reference to those agreements which are attached hereto as Exhibit 10.1, Exhibit 10.2 and Exhibit 10.3, respectively, and are incorporated into this Item 1.01 by reference.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
The information set forth in Item 1.01 with respect to the Time Sharing Agreement between MSG Entertainment Group and Mr. Lustgarten is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
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| (d) | | Exhibits |
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| 10.1 | | Time Sharing Agreement, dated December 20, 2021, between MSG Entertainment Group, LLC and Charles F. Dolan (for the New G550). |
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| 10.2 | | Amendment No. 1 to Dry Lease Agreement, dated December 20, 2021, between Sterling2K LLC and MSG Entertainment Group, LLC (for the DFO G550). |
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| 10.3 | | Time Sharing Agreement, dated December 20, 2021, between MSG Entertainment Group, LLC and Andrew Lustgarten (for the New G550). |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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