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.

• Key assets include Pier 17, Tin Building, Las Vegas Ballpark, and air rights above Fashion Show Mall.

• Strategy centers on maximizing asset value, expanding partnerships, and pursuing development opportunities.

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; $(29.6)M in 2022.

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

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

• Significant impairment charges in 2023 due to delays in asset stabilization and market conditions.

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.

• Capital structure post-offering includes $102.4M in debt and $617.9M in equity (pro forma as of June 30, 2024).