Atlanta Braves Holdings, Inc.: Form 10-Q for the period ended Jun 30, 2026

Certain statements in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our business, product and marketing strategies; new service offerings; the recoverability of our goodwill and other long-lived assets; our projected sources and uses of cash; and the anticipated impact of certain contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. The words “believe,” “estimate,” “expect,” “anticipate,” “intend,” “plan,” “strategy,” “continue,” “seek,” “may,” “could” and similar expressions or statements regarding future periods are intended to identify forward-looking statements, although not all forward-looking statements may contain such words. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but such statements necessarily involve risks and uncertainties and there can be no assurance that the expectation or belief will result or be achieved or accomplished. Given these uncertainties, we caution you not to place undue reliance on these forward-looking statements. The following include some but not all of the factors that could cause actual results or events to differ materially from those anticipated:

• the impact of BravesVision (defined below) and Atlanta Braves Holdings, Inc.’s (“Atlanta Braves Holdings,” “the Company,” “us,” “we,” or “our”) ability to operate it as a successful media production and distribution company;
• the achievement of on-field success;
• the Company’s ability to develop, obtain and retain talented players;
• the regulatory and competitive environment of the industries in which the Company operates;
• the impact of organized labor on the Company, including any potential Major League Baseball (“MLB”) work stoppages such as strikes, protests or management lockouts;
• the impact of the structure or an expansion of MLB;
• changes in the nature of key strategic relationships with business partners, vendors and joint venturers;
• the Company’s ability to obtain additional financing on acceptable terms and cash in amounts sufficient to service debt and other financial obligations;
• the Company’s indebtedness could adversely affect operations and could limit its ability to react to changes in the economy or its industry;
• the Company’s ownership, management and board of directors structure;
• the Company’s ability to realize the benefits of acquisitions or other strategic investments;
• the inherent risks in the real estate business, including, but not limited to, tenant defaults, potential liability relating to environmental matters and liquidity of real estate investments;
• the outcome of pending or future litigation or investigations;
• the Company’s ability to attract and retain qualified key personnel;
• geopolitical incidents, accidents, terrorist acts, pandemics or epidemics, natural disasters, including the effects of climate change, or other events that cause one or more events to be cancelled or postponed, are not covered by insurance, or cause reputational damage to the Company and its affiliates;
• the impact of data loss or breaches or disruptions of the Company’s information systems and information system security;
• the Company’s processing, storage, sharing, use, disclosure and protection of personal data could give rise to liabilities;
• the Company’s ability to use net operating loss and disallowed business interest carryforwards to reduce future tax payments;
• the operational risks of the Company and its business affiliates with operations outside of the United States;
• the Company’s common stock and organizational structure;
• the Company’s stock price has and may continue to fluctuate;
• the impact of inflation and weak economic conditions on consumer demand for products, services and events offered by the Company; and
• the ability of the Company and its affiliates to comply with government regulations, including, without limitation, consumer protection laws and competition laws, and adverse outcomes from regulatory proceedings.

The above list of risks and uncertainties is only a summary of some of the most important factors and is not intended to be exhaustive. For additional risk factors, please see Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025 as supplemented by Part II, Item 1A of this Quarterly Report. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based, except to the extent required by law.

The following discussion and analysis provides information concerning our results of operations and financial condition. This discussion should be read in conjunction with our accompanying condensed consolidated financial statements and the notes thereto and our Annual Report on Form 10-K for the year ended December 31, 2025.

Overview

The Company manages its business based on the following reportable segments: Baseball and Mixed-Use Development.

The Baseball segment includes operations relating to the Atlanta Braves Major League Baseball Club (the “Atlanta Braves,” the “Braves,” the “club,” or the “team”) and the Braves’ ballpark (“Truist Park” or the “Stadium”) and includes revenue generated from ticket sales, concessions, local broadcasting, advertising sponsorships, suites and premium seat fees, retail and licensing revenue, shared MLB revenue streams, including national broadcasting rights and licensing, and other sources. Following the termination of the previous long-term local broadcasting agreement, the Braves announced in February 2026 the creation of BravesVision, a multimedia platform owned and operated by the Company that is the official local television home of the Braves. Ticket sales, concessions, media related revenue (including BravesVision and national broadcasting rights) and advertising sponsorship sales are the Baseball segment’s primary revenue drivers.

The Mixed-Use Development segment includes retail, office, hotel and entertainment operations primarily within The Battery Atlanta and the surrounding area (the “Mixed-Use Development”). In April 2025, the Company, through a wholly-owned subsidiary, completed the acquisition of certain real estate assets adjacent to The Battery Atlanta (the “Acquisition”). The Mixed-Use Development segment derives revenue primarily from office and retail rental income (including overage rent and tenant reimbursements) and, to a lesser extent, parking and advertising sponsorships throughout the year.

Results of Operations –June 30, 2026 and 2025

General. Provided in the tables below is information regarding the historical Condensed Consolidated Operating Results and Other Income and Expense of Atlanta Braves Holdings, as well as information regarding the contribution to those items from our reportable segments. The “corporate and other” category consists of those assets that do not qualify as a separate reportable segment.

dollar amounts in thousands

(1) Adjusted OIBDA is a non-GAAP financial measure. See “Non-GAAP Adjusted OIBDA” in this Management’s Discussion and Analysis of Financial Condition and Results of Operations for a reconciliation to the most comparable GAAP measure.

Baseball revenue. Baseball revenue is derived from two primary sources: baseball event revenue (ticket sales, concessions, advertising sponsorships, suites and premium seat fees) and media related revenue (BravesVision and national broadcasting). The following table disaggregates Baseball revenue by source:

amounts in thousands

Baseball event revenue decreased $19.3 million for the three months ended June 30, 2026 as compared to the corresponding period in the prior year, primarily due to the decrease in regular season home games during the current year period as compared to the corresponding period in the prior year. Baseball event revenue increased $3.5 million for the six months ended June 30, 2026, as compared to the corresponding period in the prior year, primarily due to increased attendance at regular season home games, contractual rate increases on season tickets and favorable single game ticket sales, partially offset by fewer regular season home games during 2026 as compared to the corresponding period in 2025. Media related revenue decreased $8.2 million and $10.0 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to the timing of revenue recognition under BravesVision linear distribution agreements compared to our previous long-term local broadcasting agreement and changes in certain national media rights arrangements, resulting in an increase in the commercialization of digital media rights through MLB Advanced Media, L.P. (“MLBAM”). Retail and licensing revenue increased $3.3 million and $4.5 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to demand for City Connect apparel which launched in April 2026 and higher league-wide revenue, partially offset by the decrease in regular season home games in 2026 as compared to the corresponding period in 2025. Other revenue, a component of baseball revenue, increased $13.4 million and $8.2 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year primarily due to an increase in special events held at Truist Park. The increase for the three-month period, as compared to the corresponding period in the prior year, is primarily due to hosting three games for the Savannah Bananas and an additional concert held at Truist Park. The increase for the six-month period, as compared to the corresponding period in the prior year, is primarily due to events held at Truist Park, including the additional concert noted above as well as hosting one additional game for the Savannah Bananas.

Mixed-Use Development revenue. Mixed-Use Development revenue is derived from the mixed-use facilities and primarily consists of rental income and to a lesser extent, parking revenue and sponsorships. For the three and six months ended June 30, 2026, Mixed-Use Development revenue increased $3.6 million and $11.2 million, respectively, as compared to the corresponding period in the prior year, primarily due to a $2.5 million and $9.9 million increase in rental income, respectively, and a $0.9 million and $0.7 million increase in parking revenue, respectively. Increases in rental income for the three months ended June 30, 2026 were primarily driven by a $1.6 million increase in tenant recoveries and a $0.8 million increase related to new lease agreements. Increases in rental income for the six months ended June 30, 2026 were primarily a result of the in-place leases associated with the Acquisition.

Baseball operating costs. Baseball operating costs primarily include costs associated with baseball and stadium operations. For the three and six months ended June 30, 2026, baseball operating expenses increased $41.2 million and $49.1 million, respectively, as compared to the corresponding period in the prior year, primarily due to a $25.2 million and $28.9 million increase in major league player salaries, respectively, a $10.1 million and $10.9 million increase in expenses associated with the production of BravesVision, respectively, a $6.3 million and $4.7 million increase in expenses for special events held at Truist Park, respectively, a $4.6 million and $4.7 million increase in MLB’s revenue sharing plan and other shared expenses, respectively, and a $0.2 million and $1.1 million increase in variable retail operating expenses, respectively. These expenses were partially offset by a $2.0 million and $2.2 million decrease in minor league related expenses, respectively.

Mixed-Use Development costs. Mixed-Use Development costs primarily include costs associated with maintaining and operating the mixed-use facilities. During the three and six months ended June 30, 2026, Mixed-Use Development costs increased $0.9 million and $2.8 million, respectively, as compared to the corresponding period in the prior year. Increases for the six months ended June 30, 2026, as compared to the corresponding period in the prior year were primarily a result of operating costs associated with the assets within the Acquisition.

Selling, general and administrative, excluding stock-based compensation. Selling, general and administrative expense includes costs of marketing, advertising, finance and related personnel costs. Selling, general and administrative expense increased $4.4 million and $8.5 million for the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to a $2.6 million and $3.4 million increase of sales, marketing and administrative costs associated with BravesVision, respectively, a $0.8 million and $1.7 million increase of other sales and marketing costs, respectively, and a $0.5 million and $1.3 million increase in personnel costs, respectively.

Stock-based compensation. Stock-based compensation increased $4.2 million and $8.1 million for the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to an increase in average outstanding awards.

Depreciation and amortization. Depreciation and amortization increased $2.2 million and $6.1 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year due to an increase in amortization expense related to amateur player acquisition rights. Additional increases in depreciation and amortization during the six months ended June 30, 2026 were due to certain real estate assets purchased as part of the Acquisition.

Operating income (loss). Operating income (loss) decreased $60.3 million and $57.1 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, due to the above explanations.

Non-GAAP Adjusted OIBDA. To provide investors with additional information regarding the Company’s financial results, we also disclose Adjusted OIBDA, which is a non-GAAP financial measure. We define Adjusted OIBDA as operating income (loss) plus stock-based compensation, depreciation and amortization, separately reported litigation settlements, restructuring, acquisition and impairment charges. However, our definition may vary from similarly titled measures used by other companies. Our chief operating decision maker and management team use this measure of performance in conjunction with other measures to evaluate our businesses and make decisions about allocating resources among our businesses. We believe this is an important indicator of the operational strength and performance of our businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends. In addition, this measure allows us to view operating results, perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income (loss), net earnings (loss), cash flow provided by (used in) operating activities and other measures of financial performance prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The following table provides a reconciliation of Operating income (loss) to Adjusted OIBDA:

amounts in thousands

Adjusted OIBDA is summarized as follows:

amounts in thousands

Consolidated Adjusted OIBDA decreased $53.9 million and $42.9 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year.

Baseball Adjusted OIBDA decreased $57.8 million and $50.5 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to the fluctuations in baseball revenue and operating costs, as described above.

Mixed-Use Development Adjusted OIBDA improved $3.1 million and $7.8 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to the fluctuations in Mixed-Use Development revenue and costs, as described above.

Corporate and other Adjusted OIBDA loss decreased $0.8 million and increased $0.2 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year. The improvement for the three months ended June 30, 2026, is primarily due to decreased personnel costs.

Interest Expense. Interest expense decreased $0.1 million and increased $0.8 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year. Increases during the six months ended June 30, 2026 were primarily due to new borrowings related to the Acquisition and on the Company’s variable rate debt partially offset by a reduction in interest rates on the variable rate debt.

Share of earnings (losses) of affiliates, net. The following table presents our share of earnings (losses) of affiliates, net:

amounts in thousands

Realized and unrealized gains (losses) on financial instruments, net. Realized and unrealized gains (losses) on financial instruments, net are comprised of changes in the fair value of the Company’s interest rate swaps driven by changes in the interest rate market.

Other, net. Other, net income decreased $0.3 million during both the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily due to a decrease in interest income.

Income taxes. The Company’s tax provision benefit from income taxes increased $13.5 million and $11.2 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding period in the prior year, primarily as a result of the decrease in pretax book income as compared to the three and six months ended June 30, 2025.

For the three and six months ended June 30, 2026 and 2025, our effective tax rate was affected by the unfavorable impact of certain non-deductible expenses, such as executive compensation.

Net earnings (loss). The Company had a net loss of $12.1 million and net earnings of $29.5 million during the three months ended June 30, 2026 and 2025, respectively, and net losses of $52.5 million and $11.9 million during the six months ended June 30, 2026 and 2025, respectively. The change in net earnings (loss) was the result of the above-described fluctuations in our revenue, expenses and other gains and losses.

Liquidity and Capital Resources

As of June 30, 2026, the Company had $116.3 million of cash and cash equivalents. Substantially all of our cash and cash equivalents are invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated financial and corporate debt instruments.

Braves Holdings is in compliance with all financial debt covenants as of June 30, 2026.

During the six months ended June 30, 2026 and 2025, the Company’s primary uses of cash were payments to certain players and other employees pursuant to long-term employment agreements, capital expenditures including acquisitions and debt service, funded primarily by cash from operations and new borrowings.

The Company’s uses of cash are expected to be payments to certain players and other employees pursuant to long-term employment agreements, capital expenditures, investments in real estate ventures and debt service payments. The Company expects to fund its projected uses of cash with cash on hand, cash provided by operations and through borrowings under construction loans and revolvers. We believe that the available sources of liquidity are sufficient to cover our projected future uses of cash.

Sources of Liquidity

The following are potential sources of liquidity: available cash balances, cash generated by Braves Holdings’ operating activities (to the extent such cash exceeds Braves Holdings’ working capital needs and is not otherwise restricted), net proceeds from asset sales, debt borrowings under the LWCF, the MLBFF and the TeamCo Revolver (each as defined below) and dividend and interest receipts.

League Wide Credit Facility

In December 2013, a subsidiary of Braves Holdings executed various agreements to enter into MLB’s League Wide Credit Facility (the “LWCF”). Pursuant to the terms of a revolving credit agreement, Major League Baseball Trust may borrow from certain lenders, with Bank of America, N.A. acting as the administrative agent. Major League Baseball Trust then uses the proceeds of such borrowings to provide loans to the club trusts of the participating Clubs, including the Braves Club Trust (the “Club Trust”). The commitment termination date of the revolving credit facility under the LWCF, which is the repayment date for all amounts borrowed under such revolving credit facility, is July 10, 2030. The availability to the Club Trust under the LWCF was $100.0 million, net of $50.0 million drawn as of June 30, 2026.

MLB Facility Fund Revolver

In December 2017, a subsidiary of Braves Holdings executed various agreements to enter into the MLB Facility Fund (the “MLBFF”). Pursuant to the terms of an indenture, a credit agreement and certain note purchase agreements, Major League Baseball Facility Fund, LLC may borrow from certain lenders. Major League Baseball Facility Fund, LLC then uses the proceeds of such borrowings to provide loans to each of the participating Clubs. Amounts advanced pursuant to the MLBFF are available to fund ballpark and other baseball-related real property improvements, renovations and/or new construction. In May 2021, Braves Facility Fund LLC (“Braves Facility Fund”) established a revolving credit commitment with Major League Baseball Facility Fund, LLC (the “MLB facility fund — revolver”). The commitment termination date, which is the repayment date for all amounts borrowed under the MLB facility fund — revolver, is July 10, 2030. The maximum amount available to Braves Facility Fund under the MLB facility fund — revolver was $35.7 million as of June 30, 2026 and was fully drawn as of June 30, 2026.

TeamCo Revolver

A subsidiary of Braves Holdings is party to a Revolving Credit Agreement (the “TeamCo Revolver”), which provides revolving commitments of $150.0 million and matures in August 2029. The availability under the TeamCo Revolver as of June 30, 2026 was $105.0 million, net of $45.0 million drawn as of June 30, 2026.

See note 5 to the accompanying condensed consolidated financial statements for a description of all indebtedness obligations.

Known Trends and Uncertainties

The current collective bargaining agreement among the Braves and 29 other Major League Baseball (“MLB”) clubs (“Clubs”) and Major League Baseball Players Association (“MLBPA”) that covers the 2022-2026 MLB seasons (“CBA”) is scheduled to expire on December 1, 2026. The Company cannot predict whether a successor agreement will be reached prior to expiration or the terms of any such agreement. Prior expirations have in certain instances resulted in work stoppages, including the 2021-2022 lockout that delayed the start of the 2022 regular season, and the impact may have a material negative effect on our business and results of operations.

Critical Accounting Estimates

Our critical accounting estimates are discussed in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2025 under “Critical Accounting Estimates.” There have been no significant changes in our critical accounting estimates during the six months ended June 30, 2026.

For a discussion of quantitative and qualitative disclosures about the Company’s market risk, see Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” of our Annual Report on Form 10-K for the year ended December 31, 2025. Our exposure to market risk has not materially changed since December 31, 2025.

In accordance with Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Company carried out an evaluation, under the supervision and with the participation of management, including its Chief Executive Officer and Chief Financial Officer (the "Executives"), and under the oversight of its board of directors, of the effectiveness of the design and operation of its disclosure controls and procedures as of the end of the period covered by this Quarterly Report. Based on that evaluation, the Executives concluded that the Company's disclosure controls and procedures were effective as of June 30, 2026 to provide reasonable assurance that information required to be disclosed in its reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

In connection with the launch of BravesVision, management has implemented new controls with respect to media related revenues. Other than this, there have been no changes to the Company’s internal control over financial reporting that occurred during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

Except as discussed below, there have been no material changes in the Company’s risk factors from those disclosed in Part I, Item 1A. Risk Factors of its Annual Report on Form 10-K for the year ended December 31, 2025.

Factors Relating to Our Business

Our broadcast company is a new and unproven business, and we may be unable to generate sufficient revenue from distributor fees, advertising, and subscription sales to offset the costs of operating our own broadcast network.

We launched BravesVision, a multimedia platform owned and operated by the Company, in February 2026. BravesVision represents a fundamental departure from our historical broadcasting model, under which we received contractually agreed-upon fees for broadcasting rights from a third-party regional sports network operator. Under the BravesVision model, we are directly responsible for all affiliation agreements, advertising sales, production costs, and other expenses associated with operating a broadcasting company. The costs associated with launching and operating this platform have been, and may continue to be, significant. We have limited experience operating a media network of this type, and there can be no assurance that we will generate sufficient revenue to offset the costs associated with this undertaking.

The BravesVision business model has no extended operating history from which investors can assess its likely financial performance. Our ability to generate revenue depends on a number of factors that may be outside of our control, including: (i) the willingness of cable, satellite, and streaming service providers to enter into and maintain affiliation agreements with us on acceptable terms; (ii) our ability to sell and retain local advertising and sponsorship inventory; and (iii) overall on-field performance of the Braves, which historically drives viewership and subscriber demand. If BravesVision fails to generate expected revenue, our financial condition, results of operations, and cash flows could be materially and adversely affected.

Operating a media production and distribution company such as BravesVision requires significant liquidity, personnel, and technology investment.

Unlike our prior broadcasting arrangements, under which a third-party network bore the costs and risks of production, distribution infrastructure, and staffing, BravesVision requires us to directly manage or oversee all aspects of our broadcast operations, including production, studio operations, technical infrastructure, content development (pre-game, post-game and any supplemental programming), sales, marketing, and distribution logistics. Although we have engaged third-party production and distribution partners, we retain ultimate editorial, commercial, and operational responsibility for BravesVision.

The successful execution of BravesVision will require us to, among other things: (i) hire and retain qualified media production, sales, and technology personnel; (ii) manage relationships with our production partner under our current arrangement (which may not continue indefinitely); and (iii) navigate the evolving technical standards of multi-platform video distribution, including broadcast, cable, streaming, and over-the-air delivery. If we fail to manage these operational requirements effectively, our broadcast operations could be disrupted, the quality of our product could suffer, and our reputation with fans and advertisers could be harmed.

Furthermore, the costs of operating BravesVision, including production costs, distribution fees, personnel costs, and technology expenses, may exceed our projections, particularly in the near term as we build operational capabilities. These costs will be incurred regardless of the level of revenue we generate. Any material increase in operating costs or failure to achieve anticipated revenue could result in BravesVision being dilutive to our financial results.

II-1

We may be unable to secure or maintain affiliation agreements with multichannel video programming distributors (“MVPDs”), virtual multichannel video programming distributors (“vMVPDs”), and other distributors on acceptable terms.

The commercial success of BravesVision depends in significant part on our ability to secure and maintain affiliation agreements that serve our broadcast territory. Distribution negotiations with MVPDs and vMVPDs involve significant leverage on both sides and are subject to commercial, regulatory, and competitive pressures. If major distributors decline to carry BravesVision, or if existing distributors’ affiliation arrangements expire or are terminated, a meaningful number of fans within our broadcast territory may be unable to access Braves games through their preferred service providers. This could reduce viewership, undermine our ability to attract and retain advertising revenue, and damage our relationship with the Braves fan base which could further impact other revenue streams, any of which could have a material adverse effect on our business and results of operations.

Our affiliation agreements with MVPDs and vMVPDs typically include certain remedies in the event BravesVision fails to deliver a minimum number of Braves games. If the requirement is not met, we may be required to provide shortfall credits to distributors, which could materially affect our business and results of operations. With the ever-evolving national broadcast landscape, there is a risk that more Braves games are broadcast nationally, limiting our ability to satisfy these delivery requirements. In addition, some affiliation agreements contain “most favored nations” provisions which require that certain terms (including, potentially, the material terms) of such agreements are no less favorable than those offered to any similarly situated MVPD or vMVPD. If triggered, these provisions could reduce the anticipated economic benefits of such agreements.

In addition, as the media distribution landscape continues to evolve, we cannot predict the long-term viability of individual distribution partners, their subscriber trajectory, or their willingness to pay distributor fees at levels that make BravesVision economically viable. The continued migration of audiences from traditional linear pay-TV bundles to streaming and free over-the-air services may reduce the total potential distribution partners and adversely affect per-subscriber economics of our affiliation agreements.

Our advertising revenues may be adversely impacted by several factors, including the changing landscape of television advertising spending and advertising market conditions.

Shifting consumer preferences toward streaming services and other digital platforms and the increasing number of entertainment alternatives have intensified audience fragmentation and reduced content viewership through traditional linear distribution models. The advertising market is also evolving and sensitive to general economic conditions, consumer spending patterns, advertising agency influences (such as how those advertising agencies manage their clients’ marketing budgets and negotiate advertising inventory), and developments in artificial intelligence (“AI”) technology. Financial instability or a general decline in economic conditions could adversely affect the spending priorities of our advertising partners who might reduce their spending, which could result in a decrease in advertising rates and volume and in our overall advertising revenues.

Our advertising revenues also depend on our ability to accurately measure viewership and audience engagement. Although audience measurement systems have evolved and improved to capture the viewership of programming across multiple platforms, they still do not fully capture all viewership across streaming and other digital platforms. As a result, advertisers may not be willing to pay advertising rates based on the viewership that is not being measured. Our ability to generate advertising revenue is also dependent on our ability to compete in highly competitive, rapidly evolving industries, our ability to respond to changes in consumer behavior and our ability to consistently achieve audience acceptance of our content and brand. An inability to obtain audience measurement data that is acceptable to advertisers can lead to a reduction of advertising revenue, and our business, financial condition, and results of operations could be adversely impacted.