Seaport Entertainment Group (SEG) Registration Filing summary

Company overview and business model

• Owns, operates, and develops entertainment and real estate assets, primarily in NYC and Las Vegas, including the Seaport, Las Vegas Aviators, and a 25% stake in Jean-Georges Restaurants.

• Focuses on integrating real estate with hospitality, sports, and live events to create mixed-use destinations.

• Operates through three segments: Landlord Operations, Hospitality, and Sponsorships, Events, and Entertainment.

• Seaport assets include Pier 17, Tin Building, Fulton Market, and a major development site at 250 Water Street.

• Owns 80% of the air rights above Fashion Show Mall in Las Vegas, with potential for future development.

Financial performance and metrics

• Reported net loss of $79.1M for the six months ended June 30, 2024; net losses of $838.1M in 2023 (including $672.5M impairment) and $111.3M in 2022.

• Negative operating cash flow: $(39.1)M for six months ended June 30, 2024; $(50.8)M in 2023; $(29.5)M in 2022.

• Pro forma cash and restricted cash as of June 30, 2024: $235.1M; total assets: $796.6M; total liabilities: $178.7M.

• Revenue for six months ended June 30, 2024: $48.6M; for 2023: $115.7M; for 2022: $119.0M.

• Hospitality segment revenue declined 23% in 2023 to $33.0M; Sponsorships, Events, and Entertainment revenue increased 9% to $60.6M in 2023.

Use of proceeds and capital allocation

• Net proceeds from the $175M rights offering will be used for general operating, working capital, and other corporate purposes.

• Management retains broad discretion over allocation of proceeds.

• Liquidity sources include $23.4M cash contributed by HHH, rights offering proceeds, and a $5M revolving credit facility.