SEG Seaport Entertainment Group Inc

Seaport Entertainment Group Inc. (NYSE American: SEG) (“Seaport Entertainment Group,” “SEG” or the “Company”) announced today its operating and financial results for the quarter ended September 30, 2024.

Third Quarter 2024 Highlights

• Completed the previously announced separation from predecessor parent company Howard Hughes Holdings Inc. (NYSE: HHH) (“Howard Hughes”) on July 31, 2024 (the “Separation”), and is now an independent, standalone publicly traded company listed on the NYSE American under the ticker symbol “SEG”.
• Reported a net loss of ($32.5) million, or ($5.89) per basic and diluted share attributable to common stockholders, compared with a net loss of ($736.2) million, or ($133.31) per basic and diluted share attributable to common stockholders for the third quarter of 2023.
• Total revenues were $39.7 million compared to $40.5 million for the prior year quarter.

Other Recent Highlights

• Completed the previously announced rights offering on October 17, 2024, issuing 7,000,000 shares of common stock at a price per share of $25.00, generating net proceeds to the Company of approximately $166.7 million.
• Signed a license agreement with The Dead Rabbit to brand The Rooftop at Pier 17 food & beverage operations during the Company’s holiday and winter programming beginning November 2024.
• Extended the Company’s programming agreement with Live Nation for five years, effective January 1, 2025, for The Rooftop at Pier 17, the Company’s one-of-a-kind live music experience with panoramic views of some of New York City’s most iconic landmarks.
• Launching year-round concert and event programming in partnership with Live Nation for The Rooftop at Pier 17 utilizing a seasonal floor-to-ceiling glass enclosure, commencing in fall/winter 2025.

“We are excited to embark on a new chapter following our recent public listing and successful rights offering. These key milestones position us to focus on long-term value creation as we implement innovative strategies across our portfolio intended to enhance operational efficiencies and strengthen cash flow,” said Anton Nikodemus, Chairman, President and Chief Executive Officer of Seaport Entertainment Group. “Looking ahead, we are building momentum by forging strategic partnerships and prioritizing a customer-centric approach to reimagining the customer experience across many of our assets. This emphasis on partnerships and the customer is ultimately what we believe will enable our development of a true entertainment platform that optimizes our unique real estate and market positioning to create long-term shareholder value.”

Quarterly Results

The table below provides a summary of the Company’s consolidated operating and financial results for the three months ended September 30, 2024, which includes periods during Howard Hughes’ ownership prior to the Company’s Separation:

 

 

For the Three Months Ended September 30, 2024

 

For the Three Months Ended September 30, 2023

 

Variance to Comparable Period in Prior Year

Total Revenues

$

39,697

$

40,486

$

(789)

(1.9%)

 

 

 

 

 

 

 

 

Net loss

$

(32,274)

$

(736,154)

$

703,880

95.6%

Net loss attributable to common stockholders

$

(32,511)

$

(736,154)

$

703,643

95.6%

Net loss attributable to common stockholders per share

$

(5.89)

$

(133.31)

$

127.42

95.6%

 

Note: $ in thousands, except per share data.

Year-to-Date Results

The table below provides a summary of the Company’s consolidated operating and financial results for the nine months ended September 30, 2024, which includes periods during Howard Hughes’ ownership prior to the Company’s Separation:

 

 

For the Nine Months Ended September 30, 2024

 

For the Nine Months Ended September 30, 2023

 

Variance to Comparable Period in Prior Year

Total Revenues

$

88,292

$

92,775

$

(4,483)

(4.8%)

 

 

 

 

 

 

 

 

Net loss

$

(111,349)

$

(802,057)

$

690,708

86.1%

Net loss attributable to common stockholders

$

(111,586)

$

(802,057)

$

690,471

86.1%

Net loss attributable to common stockholders per share

$

(20.21)

$

(145.25)

$

125.04

86.1%

 

Note: $ in thousands, except per share data.

Capital Markets and Balance Sheet

As of September 30, 2024, the Company had $27.8 million in cash, cash equivalents and restricted cash, $5.0 million of undrawn availability under its $5.0 million unsecured revolving credit facility, and $103.4 million of consolidated debt outstanding at an effective weighted-average interest rate of 8.0%. As of September 30, 2024, 41% of consolidated debt was fixed at a weighted-average interest rate of 4.9%. The remaining 59% of the Company’s consolidated debt is floating at a weighted-average interest rate of 10.2% before the effects of the Company’s total return swap, which reduces the effective rate of the floating rate debt to 9.7%. Additionally, 100% of the Company’s outstanding debt is asset-specific, secured debt, and the weighted-average maturity of the Company’s consolidated debt is approximately 9.0 years. The Company has no meaningful debt maturities until Q3 2029.

During the quarter ended September 30, 2024, the Company completed the following notable capital markets activities:

• The Company completed its previously announced Separation from predecessor Howard Hughes on July 31, 2024, and is now an independent, standalone publicly traded company listed on the NYSE American under the ticker symbol “SEG”.
• Prior to the Separation, a subsidiary of Howard Hughes that became a subsidiary of the Company in connection with the Separation issued 10,000 shares of 14.0% Series A Cumulative Redeemable Preferred Stock with an aggregate liquidation preference of $10.0 million. The Series A Preferred Stock is intended to preserve certain tax benefits for HHH and is not redeemable by the Company prior to July 11, 2029, except under limited circumstances.
• Also in connection with the Separation, on July 31, 2024, the Company entered into a revolving credit agreement (the “Revolving Credit Agreement”) with Howard Hughes, as lender. The Revolving Credit Agreement provides for a revolving commitment of $5.0 million, with an interest rate of 10.0% and a term of one year.

Subsequent to the quarter ended September 30, 2024, the Company completed the following notable capital markets activity:

• Completed the previously announced rights offering, issuing 7,000,000 shares of common stock at a price per share of $25.00, generating net proceeds to the Company of approximately $166.7 million.

Investor Conference Call and Webcast

The Company will not be conducting an investor conference call for the quarter ended September 30, 2024. The Company anticipates hosting its first investor conference call in March 2025 when it reports its operating and financial results for the full year 2024.

About Seaport Entertainment Group (NYSE American: SEG)

Seaport Entertainment Group (NYSE American: SEG) is a premier entertainment and hospitality company formed to own, operate, and develop a unique collection of assets positioned at the intersection of entertainment and real estate. Seaport Entertainment Group’s focus is to deliver unparalleled experiences through a combination of restaurant, entertainment, sports, retail and hospitality offerings integrated into one-of-a-kind real estate that redefine entertainment and hospitality. For more information, please visit www.seaportentertainment.com.

Safe Harbor and Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the federal securities laws. Such forward-looking statements include, but are not limited to, statements concerning the Company’s plans, goals, objectives, outlook, expectations, and intentions. Forward-looking statements are based on the Company’s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Factors that could cause the Company’s results to differ materially from current expectations include, but are not limited to: risks related to our recent separation from, and relationship with, Howard Hughes; risks related to macroeconomic conditions; changes in discretionary consumer spending patterns or consumer tastes or preferences; risks associated with the Company’s investments in real estate assets and trends in the real estate industry; the Company’s ability to obtain operating and development capital on favorable terms, or at all; the availability of debt and equity capital; the Company’s ability to renew its leases or re-lease available space; the Company’s ability to compete effectively; the Company’s ability to successfully identify, acquire, develop, and manage properties on terms that are favorable to it; the impact of uncertainty around, and disruptions to, the Company’s supply chain; risks related to the concentration of the Company’s properties in Manhattan and the Las Vegas area; extreme weather conditions or climate change that may cause property damage or interrupt business; the impact of water and electricity shortages on the Company’s business; the contamination of the Company’s properties by hazardous or toxic substances; catastrophic events or geopolitical conditions that may disrupt the Company’s business; actual or threatened terrorist activity and other acts of violence, or the perception of a heightened threat of such events; losses that are not insured or that excess the applicable insurance limits; risks related to the disruption or failure of information technology networks and related systems – both ours and those operated and managed by third parties; the Company’s ability to attract and retain key personnel; the Company’s inability to control certain properties due to the joint ownership of such property and inability to successfully attract desirable strategic partners, including joint venture partners; the significant influence Pershing Square has over the Company; and the other factors detailed in the Company’s filings with the Securities and Exchange Commission (the “SEC”). Forward-looking statements speak only as of the date of this press release. The Company is under no obligation to publicly update or revise and forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Availability of Information on SEG’s Website and Social Media Channels

Investors and others should note that SEG routinely announces material information to investors and the marketplace using SEC filings, press releases, public conference calls, webcasts and the SEG Investor Relations website. The Company uses these channels as well as social media channels (e.g., LinkedIn www.linkedin.com/company/new-york-seaportentertainment) as a means of disclosing information about the Company's business to our customers, employees, investors, and the public. While not all of the information that the Company posts to the SEG Investor Relations website or on the Company's social media channels is of a material nature, some information could be deemed to be material. Accordingly, the Company encourages investors, the media, and others interested in SEG to review the information that it shares through its website and on the Company's social media channels. Users may automatically receive email alerts and other information about the Company when enrolling an email address by visiting "Email Alerts" in the "Resources" section of the SEG Investor Relations website at https://ir.seaportentertainment.com/resources/email-alerts. The contents of these websites are not incorporated by reference into this press release or any report or document SEG files with the SEC, and any references to the websites are intended to be inactive textual references only.

Seaport Entertainment Group

  

Condensed Consolidated and Combined Balance Sheets

(in thousands except par value amounts)

(Unaudited)

 

 

 

 

 

 

 

September 30, 2024

 

December 31, 2023

ASSETS

 

 

 

 

 

 

Buildings and equipment

 

$

532,415

 

$

528,299

Less: accumulated depreciation

 

 

(216,211)

 

 

(203,208)

Land

 

 

9,497

 

 

9,497

Developments

 

 

142,216

 

 

102,874

Net investment in real estate

 

 

467,917

 

 

437,462

Investments in unconsolidated ventures

 

 

33,879

 

 

37,459

Cash and cash equivalents

 

 

23,727

 

 

1,834

Restricted cash

 

 

4,041

 

 

42,011

Accounts receivable, net

 

 

9,351

 

 

13,672

Deferred expenses, net

 

 

4,285

 

 

4,379

Operating lease right-of-use assets, net

 

 

39,284

 

 

40,884

Other assets, net

 

 

40,320

 

 

39,112

Total assets

 

$

622,804

 

$

616,813

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

Mortgages payable, net

 

$

102,542

 

$

155,628

Operating lease obligations

 

 

47,630

 

 

48,153

Accounts payable and other liabilities

 

 

28,925

 

 

28,139

Total liabilities

 

 

179,097

 

 

231,920

Commitments and Contingencies

 

 

—

 

 

—

EQUITY

 

 

 

 

 

 

Preferred stock, $0.01 par value, 20,000 shares authorized, none issued or outstanding

 

 

—

 

 

—

Common stock, $0.01 par value, 480,000 shares authorized, 5,704 issued and outstanding in 2024 and none issued or outstanding in 2023

 

 

57

 

 

—

Additional paid in capital

 

 

443,783

 

 

—

Accumulated deficit

 

 

(10,033)

 

 

—

Net parent investment

 

 

—

 

 

384,893

Stockholders' equity

 

 

433,807

 

 

384,893

Noncontrolling interest in subsidiary

 

 

9,900

 

 

—

Total equity

 

 

443,707

 

 

384,893

Total liabilities and equity

 

$

622,804

 

$

616,813

Seaport Entertainment Group

  

Condensed Consolidated and Combined Statements of Operations

(in thousands except share amounts)

(Unaudited)

 

 

 

Three months ended September 30,

 

Nine months ended September 30,

 

 

2024

 

2023

 

2024

 

2023

REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

Sponsorships, events, and entertainment revenue

 

$

24,703

 

 

$

24,482

 

 

$

47,534

 

 

$

50,643

 

Hospitality revenue

 

 

8,817

 

 

 

10,677

 

 

 

21,735

 

 

 

25,633

 

Rental revenue

 

 

6,165

 

 

 

5,326

 

 

 

18,929

 

 

 

16,495

 

Other revenue

 

 

12

 

 

 

1

 

 

 

94

 

 

 

4

 

Total revenues

 

 

39,697

 

 

 

40,486

 

 

 

88,292

 

 

 

92,775

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

Sponsorships, events, and entertainment costs

 

 

18,196

 

 

 

16,166

 

 

 

35,601

 

 

 

36,988

 

Hospitality costs

 

 

8,373

 

 

 

8,495

 

 

 

22,308

 

 

 

23,983

 

Operating costs

 

 

11,615

 

 

 

11,261

 

 

 

34,440

 

 

 

31,272

 

Provision for (recovery of) doubtful accounts

 

 

298

 

 

 

104

 

 

 

2,558

 

 

 

91

 

General and administrative

 

 

18,319

 

 

 

7,220

 

 

 

53,486

 

 

 

19,713

 

Depreciation and amortization

 

 

7,694

 

 

 

13,636

 

 

 

21,101

 

 

 

40,036

 

Other

 

 

—

 

 

 

30

 

 

 

—

 

 

 

51

 

Total expenses

 

 

64,495

 

 

 

56,912

 

 

 

169,494

 

 

 

152,134

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER

 

 

 

 

 

 

 

 

 

 

 

 

Provision for impairment

 

 

—

 

 

 

(672,492

)

 

 

—

 

 

 

(672,492

)

Other income (loss), net

 

 

4,798

 

 

 

23

 

 

 

4,715

 

 

 

26

 

Total other

 

 

4,798

 

 

 

(672,469

)

 

 

4,715

 

 

 

(672,466

)

Operating income (loss)

 

 

(20,000

)

 

 

(688,895

)

 

 

(76,487

)

 

 

(731,825

)

Interest income (expense)

 

 

(3,133

)

 

 

(592

)

 

 

(8,889

)

 

 

(1,849

)

Equity earnings (losses) from unconsolidated ventures

 

 

(7,578

)

 

 

(46,619

)

 

 

(24,410

)

 

 

(68,335

)

Loss on early extinguishment of debt

 

 

(1,563

)

 

 

(48

)

 

 

(1,563

)

 

 

(48

)

Income (loss) before income taxes

 

 

(31,274

)

 

 

(736,154

)

 

 

(111,349

)

 

 

(802,057

)

Income tax expense (benefit)

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Net loss

 

 

(31,274

)

 

 

(736,154

)

 

 

(111,349

)

 

 

(802,057

)

Preferred distributions to noncontrolling interest in subsidiary

 

 

(237

)

 

 

—

 

 

 

(237

)

 

 

—

 

Net loss attributable to common stockholders

 

$

(32,511

)

 

$

(736,154

)

 

$

(111,586

)

 

$

(802,057

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Total weighted average shares

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

5,522

 

 

 

5,522

 

 

 

5,522

 

 

 

5,522

 

Diluted

 

 

5,522

 

 

 

5,522

 

 

 

5,522

 

 

 

5,522

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share attributable to common shareholders

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(5.89

)

 

$

(133.31

)

 

$

(20.21

)

 

$

(145.25

)

Diluted

 

$

(5.89

)

 

$

(133.31

)

 

$

(20.21

)

 

$

(145.25

)

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20241107981587/en/

Investor Relations: Seaport Entertainment Group Inc. T: (212) 732-8257 ir@seaportentertainment.com

Media Relations: The Door theseaport@thedooronline.com