Discontinued Operations | Discontinued Operations MSG Entertainment On April 20, 2023, the Company completed the MSGE Distribution. T he Company analyzed the quantitative and qualitative factors relevant to the MSGE Distribution and determined that the conditions for discontinued operations presentation were met during the fourth quarter of Fiscal Year 2023. As such, the results of the MSG Entertainment business previously owned and operated by the Company through its MSG Entertainment business segment, as well as transaction costs related to the MSGE Distribution, have been classified in the accompanying consolidated financial statements as discontinued operations for all periods presented. No impairment loss was recognized in connection with the reclassification to discontinued operations and no gain or loss was recognized in connection with the MSGE Distribution. Indirect corporate and administrative costs do not qualify for discontinued operations presentation, and these costs are included in continuing operations for all periods presented through April 20, 2023. After the MSGE Distribution Date, these corporate and administrative services are provided to the Company by MSG Entertainment under a Transition Services Agreement (“MSGE TSA”), with the related costs included in continuing operations from April 21, 2023 through June 30, 2023. As noted above, results from continuing operations, prior to the MSGE Distribution Date, include certain corporate overhead expenses that the Company did not incur in the period after the completion of the MSGE Distribution, and the Company does not expect to incur such expenses in future periods. Tao Group Hospitality On May 3, 2023, the Company completed the Tao Group Hospitality Disposition. The Company analyzed the quantitative and qualitative factors relevant to the Tao Group Hospitality Disposition and determined that the criteria to classify the assets and liabilities of Tao Group Hospitality as held for sale, along with the related operations as a discontinued operation, had been satisfied as of the third quarter of Fiscal Year 2023. As such, the historical financial results of the Tao Group Hospitality segment have been reflected in the accompanying consolidated financial statements as discontinued operations for all periods presented. In connection with the Tao Group Hospitality Disposition, the Company recognized a gain of $212,857, net of taxes of $1,020, which is also presented in discontinued operations. The tables below sets forth, for the periods presented, the balance sheet and the operating results of the disposal groups. Amounts presented below differ from historically reported results for the MSG Entertainment and Tao Group Hospitality business segments in order to reflect discontinued operations presentation. June 30, 2022 MSGE Tao Total ASSETS Current Assets: Cash, cash equivalents, and restricted cash $ 62,573 $ 23,125 $ 85,698 Accounts receivable, net 63,804 29,521 93,325 Prepaid expenses and other current assets 107,999 20,508 128,507 Total current assets 234,376 73,154 307,530 Non-Current Assets: Investments in nonconsolidated affiliates 350 3,157 3,507 Property and equipment, net 696,079 85,396 781,475 Right-of-use lease assets 271,154 109,194 380,348 Goodwill 42,010 1,364 43,374 Finite intangible assets, net 1,638 141,421 143,059 Indefinite-lived intangible assets 63,801 — 63,801 Other non-current assets 83,185 13,432 96,617 Total assets of the discontinued operations $ 1,392,593 $ 427,118 $ 1,819,711 LIABILITIES Current Liabilities: Accounts payable, accrued, and other current liabilities $ 252,346 $ 60,232 $ 312,578 Current portion of long-term debt 8,762 3,750 12,512 Operating lease liabilities, current 39,006 19,751 58,757 Deferred revenue 203,885 19,827 223,712 Total current liabilities (a) 503,999 103,560 607,559 Non-Current Liabilities: Long-term debt, net of deferred financing costs 654,912 80,130 735,042 Operating lease liabilities, non-current 254,114 89,437 343,551 Deferred tax liabilities, net 19,050 — 19,050 Other non-current liabilities 52,629 1,393 54,022 Total liabilities of the discontinued operations 1,484,704 274,520 1,759,224 Net (Liabilities) Assets of the disposal group classified as discontinued operations (92,111) 152,598 60,487 Redeemable noncontrolling interests of disposal group classified as discontinued operations $ — $ 184,192 $ 184,192 Nonredeemable noncontrolling interests of disposal group classified as discontinued operations $ (114) $ 12,277 $ 12,163 Year Ended June 30, 2023 MSGE Tao Eliminations (a) Total Revenues $ 731,299 $ 447,929 $ (1,761) $ 1,177,467 Direct operating expenses (421,440) (263,200) 1,371 (683,269) Selling, general, and administrative expenses (119,032) (151,271) (195) (270,498) Depreciation and amortization (49,423) (23,236) — (72,659) Impairment and other gains, net 4,361 473 — 4,834 Restructuring charges (7,435) — — (7,435) Operating income 138,330 10,695 (585) 148,440 Interest income 2,880 149 — 3,029 Interest expense (1,031) (2,551) — (3,582) Other income, net 11,456 665 — 12,121 Income from discontinued operations before income taxes 151,635 8,958 (585) 160,008 Income tax expense (5,517) (33,695) — (39,212) Income (loss) from discontinued operations, net of taxes 146,118 (24,737) (585) 120,796 Gain on disposal before income taxes — 213,877 — 213,877 Income tax expense — (1,020) — (1,020) Gain on disposal, net of taxes — 212,857 — 212,857 Net income from discontinued operations 146,118 188,120 (585) 333,653 Less: Net income attributable to redeemable noncontrolling interests — 3,925 — 3,925 Less: Net loss attributable to nonredeemable noncontrolling interests (553) (464) — (1,017) Net income from discontinued operations attributable to Sphere Entertainment Co.’s stockholders $ 146,671 $ 184,659 $ (585) $ 330,745 Year Ended June 30,2022 MSGE Tao Eliminations (a) Total Revenues $ 632,612 $ 484,649 $ (2,698) $ 1,114,563 Direct operating expenses (417,108) (270,728) 2,077 (685,759) Selling, general, and administrative expenses (110,288) (154,923) — (265,211) Depreciation and amortization (69,564) (32,503) — (102,067) Impairment and other gains, net — 2,800 — 2,800 Restructuring charges (1,286) — — (1,286) Operating income 34,366 29,295 (621) 63,040 Interest income 612 23 — 635 Interest expense (25,453) (1,702) — (27,155) Other expense, net (84,690) (82) — (84,772) (Loss) income from operations before income taxes (75,165) 27,534 (621) (48,252) Income tax benefit (expense) 14,069 (18,114) — (4,045) Net (loss) income (61,096) 9,420 (621) (52,297) Less: Net income attributable to redeemable noncontrolling interests — 7,739 — 7,739 Less: Net loss attributable to nonredeemable noncontrolling interests (2,864) (627) — (3,491) Net (loss) income from discontinued operations attributable to Sphere Entertainment Co.’s stockholders $ (58,232) $ 2,308 $ (621) $ (56,545) Year Ended June 30, 2021 MSGE Tao Eliminations (a) Total Revenues $ 68,567 $ 99,865 $ (1,729) $ 166,703 Direct operating expenses (96,073) (70,236) 1,502 (164,807) Selling, general, and administrative expenses (88,383) (47,844) 227 (136,000) Depreciation and amortization (71,577) (33,816) — (105,393) Impairment and other gains, net — — — — Restructuring charges (13,238) — — (13,238) Operating loss (200,704) (52,031) — (252,735) Interest income 29 21 — 50 Interest expense (204) — — (204) Other income (expense), net 50,624 (2,059) — 48,565 Loss from operations before income taxes (150,255) (54,069) — (204,324) Income tax benefit 31,006 2,176 — 33,182 Net loss (119,249) (51,893) — (171,142) Less: Net loss attributable to redeemable noncontrolling interests — (16,269) — (16,269) Less: Net loss attributable to nonredeemable noncontrolling interests (694) (1,405) — (2,099) Net loss from discontinued operations attributable to Sphere Entertainment Co.’s stockholders $ (118,555) $ (34,219) $ — $ (152,774) _________________ (a) Prior to the MSGE Distribution and Tao Group Hospitality Disposition, the Company’s consolidated results of operations included a number of intercompany transactions between MSG Entertainment and Tao Group Hospitality which were presented in the Company’s segment reporting disclosures. As such, these transactions are eliminated for purposes of this disclosure as they will not continue in periods subsequent to the MSGE Distribution and Tao Group Hospitality Disposition, respectively. As permitted under ASC Subtopic 205-20-50-5b(2), the Company has elected not to adjust the consolidated statements of cash flows for the years ended June 30, 2023, 2022, and 2021 to exclude cash flows attributable to discontinued operations. The table below sets forth, for the periods presented, significant selected financial information related to discontinued activities included in the accompanying consolidated financial statements: Years Ended June 30 2023 2022 2021 MSGE Tao (a) MSGE Tao MSGE Tao Non-cash items included in net income (loss): Depreciation and amortization 49,423 23,236 69,564 $ 32,503 71,577 $ 33,816 Impairments and other (gains), net (4,361) (214,350) — (2,800) — — Share-based compensation expense 4,710 7,224 8,480 7,647 5,514 5,284 Cash flow from investing activities: Capital expenditures, net 12,832 17,488 15,797 23,309 10,315 3,192 Non-cash investing activities: Capital expenditures incurred but not yet paid 780 817 1,585 119 1,083 72 Investments and loans to nonconsolidated affiliates — 113 — 791 — — Non-cash contribution received from noncontrolling interests — — — — — (59,763) _________________ |