Madison Square Garden Sports Corp. Files Initial Form 10 Registration Statement for Proposed Spin-Off of Rangers Business from Knicks Business

Key Terms

form 10 registration statement regulatory

A Form 10 registration statement is a legal document companies file with the government to register their stock for trading by the public. It provides important information about the company's business, finances, and risks, helping investors make informed decisions about buying or selling its shares. Think of it as a detailed report card that reveals the company's health and prospects before it goes on the stock market.

spin-off financial

A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.

tax-free spin-off financial

A tax-free spin-off is a corporate split where a company separates a unit into a new, independent company and gives its current shareholders shares in the new entity without triggering immediate taxes on the distribution. For investors this matters because it can unlock value by letting each business pursue its own strategy while shareholders retain ownership without a current tax bill, much like dividing a single asset into two smaller assets you already own rather than selling one and paying tax on the gain.

pro-rata distribution financial

A pro-rata distribution is when cash, shares, rights or other assets are divided among investors in proportion to their ownership stake, so each holder gets the same percentage of the total as their share of the company. Think of slicing a pie so everyone receives pieces sized to match how much of the pie they own. For investors this matters because it preserves relative ownership and determines how much value or new securities they receive, and whether they need to buy or sell to maintain their position.

common stock financial

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

u.s. securities and exchange commission regulatory

The U.S. Securities and Exchange Commission is a government agency responsible for overseeing the stock market and protecting investors. It sets rules to ensure that companies share truthful information and that trading is fair, helping to maintain trust in the financial system. This oversight is important because it helps prevent fraud and ensures that investors can make informed decisions.

tax opinion regulatory

A tax opinion is a written analysis by a qualified tax professional that explains how a particular transaction or arrangement is likely to be treated under tax law and how confident the advisor is in that outcome. Investors use it like a weather forecast for tax risk: it helps estimate potential tax bills, cash flow effects and legal exposure, reducing uncertainty when valuing or deciding to back a deal.

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NEW YORK--(BUSINESS WIRE)-- Madison Square Garden Sports Corp. (NYSE: MSGS) (“MSG Sports” or the “Company”) today announced that it has made progress towards a proposed spin-off of its New York Rangers business from its New York Knicks business by filing a confidential initial Form 10 Registration Statement with the U.S. Securities and Exchange Commission (“SEC”).

As previously announced, the possible transaction would create two distinct publicly traded companies, enabling shareholders to more clearly evaluate each company’s assets and growth prospects, while providing both with enhanced strategic and financial flexibility. If MSG Sports proceeds with the spin-off transaction, it is expected to be structured as a tax-free spin-off to all Company shareholders and upon completion of the contemplated separation, it is expected that record holders of Company Class A and Class B common stock would receive a pro-rata distribution of 100% of the common stock in the newly created public company.

After the proposed spin-off, the New York Knicks company is expected to include the Knicks, an original franchise of the NBA, whose history includes eight trips to the NBA Finals and two NBA Championships, and have advanced to the Eastern Conference Finals in the 2026 NBA playoffs. Also included would be the Westchester Knicks, the exclusive NBA G League affiliate of the Knicks. The New York Rangers company is expected to include the Rangers, one of the NHL’s “Original Six” franchises, which recently celebrated its 100^th Anniversary season and whose history includes four Stanley Cup Championships. Also included would be the Hartford Wolf Pack, a minor-league hockey team in the AHL, and the top affiliate team for the Rangers.

There can be no assurance that the possible transaction will be completed in the manner described above, or at all. Completion of the transaction would be subject to various conditions, including effectiveness of the Form 10 Registration Statement, any required league approval, receipt of a tax opinion from counsel and Company board approval.

About Madison Square Garden Sports Corp.

Madison Square Garden Sports Corp. (MSG Sports) is a leading professional sports company, with a collection of assets that includes the New York Knicks (NBA) and the New York Rangers (NHL), as well as two development league teams – the Westchester Knicks (NBAGL) and the Hartford Wolf Pack (AHL). MSG Sports also operates a professional sports team performance center – the MSG Training Center in Greenburgh, NY. More information is available at www.msgsports.com.

Forward-Looking Statements

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 that actual results, developments and events may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industry in which it operates, and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

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MSGScorpcomms@msg.com

Source: Madison Square Garden Sports Corp.