Media. Sydney, Australia. 2023
deal is the next evolution of WWE, says Vince McMahon
(CNBC Television YouTube)
team deal: WWE to merge with UFC (CNBC Television
to merge UFC with WWE in $21 billion deal (CNBC Television
in talks to sell to UFC parent Endeavor (CNBC Teleivion
ANNOUNCES UFC AND WWE TO FORM A $21+ BILLION GLOBAL
LIVE SPORTS AND ENTERTAINMENT COMPANY (UFC.com)
in shock $13.5 billion takeover of WWE to create combat
sport juggernaut (FOX Sports)
vs O'Malley Results
Event: Sean OMalley defeats Aljamain Sterling
by TKO (strikes) at 0:51 of Round 2
Event: Zhang Weili defeats Amanda Lemos by unanimous
decision (50-43, 50-44, 49-45)
Machado Garry defeats Neil Magny by unanimous decision
(30-26, 30-26, 30-24)
Bautista defeats DaMon Blackshear by unanimous
decision (29-28, 29-29, 30-27)
Vera defeats Pedro Munhoz by unanimous decision (30-27,
Tavares defeats Chris Weidman by unanimous decision
(30-27, 30-27, 30-27)
Rodrigues defeats Denis Tiuliulin by KO (elbows) at
1:43 of Round 1
Holobaugh defeats Austin Hubbard by submission (triangle
choke) at 2:39 of Round 2
Katona defeats Cody Gibson by unanimous decision (29-28,
Petroski defeats Gerald Meerschaert by split decision
(28-29, 29-28, 29-28)
Silva defeats Andrea Lee by unanimous decision (30-27,
Silva defeats Maryna Moroz by submission (guillotine
choke) at 4:59 of Round 1
ANNOUNCES UFC® AND WWE® TO FORM A $21+ BILLION
GLOBAL LIVE SPORTS AND ENTERTAINMENT COMPANY
April 3, 2023
Publicly Listed Company to be 51% Owned by Endeavor
and 49% by Existing WWE Shareholders
to Contribute UFC into Company at Enterprise Value
of $12.1 Billion
HILLS, Calif. and STAMFORD, Conn. (April 3, 2023)
Group Holdings, Inc. (NYSE: EDR) (Endeavor)
and World Wrestling Entertainment, Inc. (NYSE: WWE)
(WWE) today announced that they have signed
a definitive agreement to form a new, publicly listed
company consisting of two iconic, complementary, global
sports and entertainment brands: UFC and WWE. Upon
close, Endeavor will hold a 51% controlling interest
in the new company and existing WWE shareholders will
hold a 49% interest in the new company.
UFC and WWE will have global reach, impressive scale
and omnichannel distribution. On a combined 2022 fiscal
year-end basis, UFC and WWE achieved revenue of $2.4
billion and a 10% annual revenue growth rate since
is a rare opportunity to create a global live sports
and entertainment pureplay built for where the industry
is headed, said Ariel Emanuel, CEO of Endeavor.
For decades, Vince and his team have demonstrated
an incredible track record of innovation and shareholder
value creation, and we are confident that Endeavor
can deliver significant additional value for shareholders
by bringing UFC and WWE together.
the incredible work that Ari and Endeavor have done
to grow the UFC brand nearly doubling its revenue
over the past seven years and the immense success
weve already had in partnering with their team
on a number of ventures, I believe that this is without
a doubt the best outcome for our shareholders and
other stakeholders, said Vincent K. McMahon,
Executive Chairman of WWE.
continued, Together, we will be a $21+ billion
live sports and entertainment powerhouse with a collective
fanbase of more than a billion people and an exciting
growth opportunity. The new company will be well positioned
to maximize the value of our combined media rights,
enhance sponsorship monetization, develop new forms
of content and pursue other strategic mergers and
acquisitions to further bolster our strong stable
of brands. I, along with the current WWE management
team, look forward to working closely with Ari and
the Endeavor and UFC teams to take the businesses
to the next level.
new company will be led by Emanuel (Chief Executive
Officer), who will also continue in his role as Chief
Executive Officer of Endeavor, McMahon (Executive
Chairman of the Board) and Mark Shapiro, who will
be President and Chief Operating Officer of both Endeavor
and the new company. Dana White will continue in his
role as President of UFC and Nick Khan will serve
as President of WWE. The Board of Directors will consist
of 11 members who will be appointed at a later date,
six of whom will be appointed by Endeavor and five
of whom by WWE.
UFC and WWE expect to deliver an estimated $50 million
to $100 million in annualized run rate cost synergies
by leveraging, among other things, Endeavors
back office and robust infrastructure. Endeavor also
expects significant growth across revenue areas including
domestic and international media rights, ticket sales
and yield optimization, event operations, sponsorship,
licensing and premium hospitality. Endeavors
success at UFC, including increasing commercial opportunities
that have driven more than 2x Adjusted EBITDA growth
since its acquisition in late 2016, demonstrates the
significant value creation opportunity and upside
potential of having UFC and WWE under one roof.
Details and Approvals
The transaction values UFC at an enterprise value
of $12.1 billion and WWE at an enterprise value of
$9.3 billion. The transaction represents a contribution
price of WWE of approximately $106 per share (before
any post-closing dividend). Additionally, UFC and
WWE will each contribute cash to the new company so
that it holds approximately $150 million. At closing,
Endeavor intends to sweep all excess cash at UFC,
and shareholders of the new company (other than Endeavor)
are expected to receive a post-closing dividend.
the terms of the transaction, existing WWE shareholders
will roll all existing equity into the new entity
that will be the parent company of UFC and WWE (NewCo
until it is named at a later date) and intends to
list on the New York Stock Exchange under the ticker
symbol TKO. The listing of NewCo will
expand the collective investor base to allow for broad
market participation across Endeavor and NewCo.
transaction has been unanimously approved by the Executive
Committee of the Board of Directors of Endeavor and
by the Board of Directors of WWE. The transaction
is subject to the satisfaction of customary closing
conditions, including receipt of required regulatory
approvals. The transaction is expected to close in
the second half of 2023.
marks the successful conclusion of WWEs strategic
alternatives review process. WWE embarked on this
process to take advantage of the companys unique
position in the entertainment ecosystem as well as
the inflection point coming with its media rights
renewals, both of which were widely recognized in
the marketplace through this process.
Stanley & Co. LLC and Goldman Sachs & Co.
LLC are serving as financial advisors to Endeavor,
and Latham & Watkins LLP is serving as legal advisor
to Endeavor. The Raine Group is acting as lead financial
advisor to WWE. J.P. Morgan and Moelis & Company
LLC are also acting as financial advisors to WWE.
The Raine Group, J.P. Morgan, and Moelis & Company
LLC each rendered fairness opinions to the Board of
Directors of WWE. Paul, Weiss, Rifkind, Wharton &
Garrison LLP is serving as legal advisor to WWE, and
Kirkland & Ellis LLP is serving as legal advisor
to WWEs controlling stockholder, McMahon.
and WWE will make public a recorded audio webcast
at 8:00 a.m. ET today discussing this transaction.
The event and accompanying presentation materials
can be accessed at investor.endeavorco.com
The link to the webcast, as well as a recording, will
also be available on those websites after the call
is a global sports and entertainment company, home
to many of the worlds most dynamic and engaging
storytellers, brands, live events and experiences.
The company is comprised of industry leaders including
entertainment agency WME; sports, fashion, events
and media company IMG; and premier mixed martial arts
organization UFC. The Endeavor network specializes
in talent representation, sports operations &
advisory, event & experiences management, media
production & distribution, experiential marketing
and brand licensing.
is the worlds premier mixed martial arts organization
(MMA), with more than 700 million fans and 228 million
social media followers. The organization produces
more than 40 live events annually in some of the most
prestigious arenas around the world, while broadcasting
to over 900 million TV households across more than
170 countries. UFCs athlete roster features
the worlds best MMA athletes representing more
than 80 countries. The organizations digital
offerings include UFC FIGHT PASS®, one of the
worlds leading streaming services for combat
sports. UFC is owned by global sports and entertainment
company Endeavor, and is headquartered in Las Vegas,
Nevada. For more information, visit UFC.com and follow
UFC at Facebook.com/UFC, Twitter, Snapchat, Instagram
and TikTok: @UFC.
a publicly traded company (NYSE: WWE), is an integrated
media organization and recognized leader in global
entertainment. The Company consists of a portfolio
of businesses that create and deliver original content
52 weeks a year to a global audience. WWE is committed
to family-friendly entertainment on its television
programming, premium live events, digital media, and
publishing platforms. WWEs TV-PG programming
can be seen in more than 1 billion homes worldwide
in 25 languages through world-class distribution partners
including NBCUniversal, FOX Sports, BT Sport, Sony
India and Rogers. The award-winning WWE Network includes
all premium live events, scheduled programming and
a massive video-on-demand library and is currently
available in more than 180 countries. In the United
States, NBCUniversals streaming service, Peacock,
is the exclusive home to WWE Network. Additional information
on WWE can be found at wwe.com and corporate.wwe.com.
Statement Regarding Forward-Looking Statements
communication contains, and oral statements made from
time to time by our representatives may contain, forward-looking
statements within the meaning of the Private Securities
Litigation Reform Act of 1995, Section 27A of the
Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended.
These forward-looking statements generally include
statements regarding the potential transaction between
Endeavor and WWE, including statements regarding the
expected timetable for completing the potential transaction,
the ability to complete the potential transaction,
expected synergies, impacts and benefits of the potential
transaction, projected financial information, future
opportunities, expected cash distributions and other
statements regarding NewCos and WWEs future
expectations, beliefs, plans, objectives, results
of operations, financial condition and cash flows,
or future events or performance. Statements that do
not relate to matters of historical fact should be
considered forward-looking statements, including,
without limitation, the expected market opportunity,
growth, financial performance, realizable synergies
and closing of the transaction. All statements other
than statements of historical facts contained in this
communication may be forward-looking statements. In
some cases, you can identify forward-looking statements
by terms such as may, will,
outlook, should, expects,
plans, anticipates, could,
intends, targets, projects,
contemplates, believes, estimates,
predicts, potential or continue
or the negative of these terms or other similar expressions.
The forward-looking statements in this communication
are only predictions. Endeavor and WWE management
have based these forward-looking statements largely
on their current expectations and projections about
future events and financial trends that management
believes may affect its business, financial condition
and results of operations. These statements are neither
promises nor guarantees and involve known and unknown
risks, uncertainties and other important factors that
may cause actual results, performance or achievements
to be materially different from what is expressed
or implied by the forward-looking statements, including,
but not limited to: the transaction will not be consummated;
there may be difficulties with the integration and
in realizing the expected benefits of the transaction;
Endeavor and WWE may need to use resources that are
needed in other parts of its business to do so; there
may be liabilities that are not known, probable or
estimable at this time; the transaction may result
in the diversion of managements time and attention
to issues relating to the transaction and integration;
expected synergies and operating efficiencies attributable
to the transaction may not be achieved within its
expected time-frames or at all; there may be significant
transaction costs and integration costs in connection
with the transaction; the possibility that neither
WWE nor Endeavor will have sufficient cash at close
to distribute to shareholders (or that the amount
of cash available for distribution will be less than
what the parties expect); unfavorable outcome of legal
proceedings that may be instituted against WWE and
Endeavor following the announcement of the transaction;
and risks inherent to the business may result in additional
strategic and operational risks, which may impact
Endeavors, NewCos and WWEs risk
profiles, which each company may not be able to mitigate
effectively. In addition, a number of important factors
could cause Endeavors or NewCos actual
future results and other future circumstances to differ
materially from those expressed in any forward-looking
statements, including but not limited to those important
factors discussed in Part I, Item 1A Risk Factors
in Endeavors or WWEs respective Annual
Report on Form 10-K for the fiscal year ended December
31, 2022, as any such factors may be updated from
time to time in its other filings with the Securities
and Exchange Commission (the SEC), accessible
on the SECs website at www.sec.gov,
Endeavors investor relations site at investor.endeavorco.com
and WWEs investor relations site at https://corporate.wwe.com/.
Forward-looking statements speak only as of the date
they are made and, except as may be required under
applicable law, neither Endeavor nor WWE undertakes
no obligation to update or revise any forward-looking
statements, whether as a result of new information,
future events or otherwise.
Information For Investors And Stockholders
communication is for informational purposes only and
is not intended to, and does not, constitute an offer
to sell or the solicitation of an offer to buy any
securities or a solicitation of any vote or approval,
nor shall there be any issuance or sale of securities
in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction. No offer of securities shall be made
except by means of a prospectus meeting the requirements
of Section 10 of the Securities Act of 1933, as amended.
In connection with the transaction, NewCo expects
to file a registration statement on Form S-4 with
the SEC, which will include an information statement
of WWE and a preliminary prospectus of NewCo. After
the registration statement is declared effective,
WWE will mail to its stockholders a definitive information
statement that will form part of the registration
statement on Form S-4. This communication is not a
substitute for the information statement/prospectus
or registration statement or for any other document
that WWE may file with the SEC and send to its stockholders
in connection with the transaction. INVESTORS AND
SECURITY HOLDERS OF WWE ARE URGED TO READ THE INFORMATION
STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT WILL
BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY
WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. Investors and security holders
will be able to obtain free copies of the information
statement/prospectus (when available) and other documents
filed with the SEC by WWE through the website maintained
by the SEC at http://www.sec.gov. Copies of the documents
filed with the SEC by WWE will be available free of
charge on WWEs website at https://corporate.wwe.com/.
addition to the financials presented in accordance
with U.S. generally accepted accounting principles
(GAAP), this press release includes certain
non-GAAP financial information. Non-GAAP metrics have
limitations as analytical tools and you should not
consider them in isolation or as a substitute for
or superior to the most directly comparable financial
measures prepared in accordance with U.S. GAAP. There
are a number of limitations related to the use of
non-GAAP metrics versus their nearest GAAP equivalents.
Other companies, including those in Endeavors
and WWEs industry, may calculate non-GAAP metrics
differently or may use other measures to evaluate
their performance, all of which could reduce the usefulness
of the non-GAAP metrics used in this press release
as tools for comparison. Endeavor and WWE urge you
to not rely on any single financial measure to evaluate
the Company and its business. See the presentation
available on Endeavors investor relations site
at investor.endeavorco.com and WWEs investor
relations site at https://corporate.wwe.com
for a reconciliation of these non-GAAP financial measures.
WWE, UFC merge to create $21b sporting giant
is saying goodbye to existing as a family-run business
as it joins with the company that runs Ultimate Fighting
Championship to create a $US21.4 billion ($31 billion)
sports entertainment company.
deal announced between Endeavor and World Wrestling
Entertainment, on the heels of its biggest event of
the year, catapults WWE into a new era after spending
decades under the control of the McMahon family.
McMahon purchased Capitol Wrestling from his father
in 1982, and took the regional wrestling business
to a national audience with stars such as Andre the
Giant, Hulk Hogan, Stone Cold Steve Austin,
John Cena and Dwayne The Rock Johnson.
The company, which changed its name to World Wrestling
Federation and later World Wrestling Entertainment,
hosted its first WrestleMania in 1985.
in an interview with CNBC, addressed doubts among
some WWE fans and industry experts that he would ever
make a deal for the business. Its the
right time to do the right thing. And its the
next evolution of WWE, he said.
a presentation after the deal was announced, the WWE
and Endeavor said that they will cross-promote to
drive brand awareness and deepen penetration of their
overlapping fan base, more than 700 million UFC fans
and 1.2 billion WWE fans worldwide.
already exist talent-wise between WWE and UFC, with
stars such as Brock Lesnar and Ronda Rousey crossing
over between the two organisations.
new publicly traded company will house the UFC and
WWE brands, with Endeavor Group Holdings taking a
51 per cent controlling interest in the new company.
Existing WWE shareholders will hold a 49 per cent
companies put the enterprise value of UFC at $US12.1
billion and WWEs value at $US9.3 billion.
new business, which does not yet have a name, will
be led by Endeavor chief executive officer Ari Emanuel.
McMahon, executive chairman at WWE, will serve in
the same role at the new company. Dana White will
continue as president of UFC and Nick Khan will be
president at WWE.
we will be a $US21+ billion live sports and entertainment
powerhouse with a collective fanbase of more than
a billion people and an exciting growth opportunity,
McMahon said in a prepared statement.
also provided some idea of where the focus of the
new company will be, saying that it will look to maximise
the value of combined media rights, enhance sponsorship
monetisation, develop new forms of content and pursue
other strategic mergers and acquisitions to further
bolster their brands.
that WWE is being sold comes after McMahon, a majority
shareholder of WWE, returned to the company in January
and said that it could be on the block with viewership
continuing to rise.
swirled about who would possibly be interested in
buying WWE, with Endeavor, Disney, Fox, Comcast, Amazon
and Saudi Arabias Public Investment Fund all
in the mix.
said on CNBC that there were several buyers interested
in WWE, but that combining with Endeavor is the right
makes all the sense in the world for all these synergies
that we have to extract all of the value that we can
out of the marketplace, he explained.
industry analysts viewed WWE as an attractive target
given its global reach and loyal fanbase.
company held its marquee event, WrestleMania, over
the weekend. The two-day spectacular, held at SoFi
Stadium in California, topped the existing global
viewership record by 28 per cent on the first night.
On the second night, it beat the existing global viewership
record by 33 per cent. Merchandise sales for WrestleMania
39 climbed 20 per cent from a year earlier. Last year,
WWE booked revenue of $US1.3 billion.
company is also a social media powerhouse. It surpassed
16 billion social video views in the final quarter
of last year. It has nearly 94 million YouTube subscribers
and more than 20 million followers on TikTok. Its
female wrestlers comprise five out of the top 15 most
followed female athletes in the world, across Facebook,
Twitter & Instagram, led by Rousey with 36.1 million
had more than 7.5 billion digital and social media
views in January and February of this year, up 15
per cent from the same time frame a year ago. And
WrestleMania 39 had more than 500 million views and
11 million hours of video consumed over the two days
of the event, a 42 per cent increase over last year.
new company plans to trade on the New York Stock Exchange
under the TKO ticker symbol. Its board
will have 11 members, with six being appointed by
Endeavor and five being appointed by WWE.
like the assets of UFC and also WWE in a world where
linear TV is losing market share to streaming, thus
live sport content is in high demand, wrote
Jeffries analyst Randal Konik said in a note to clients.
transaction, which was approved by the boards of Endeavor
and WWE, is targeted to close in the second half of
the year. It still needs regulatory approval.
of World Wrestling Entertainment, based in Stamford,
Connecticut, are up 33 per cent this year, but fell
nearly 4 per cent in Monday afternoon trading. Shares
of Endeavor, based in Beverly Hills, California, slipped
more than 7 per cent.
Returns To Australia For UFC 284 In Perth
Octagon Heads West For UFC 284 As UFC Returns To Australia
the worlds premier mixed martial arts promotion,
today announced its return to Australia for UFC 284
at Perths RAC Arena on Sunday, February 12,
partnership with the Western Australian Government,
through Tourism Western Australia, this event marks
UFCs return to Perth with a Pay-Per-View event
following the success of UFC 221: ROMERO vs. ROCKHOLD
in February 2018 in front of a capacity crowd.
those who dont want to miss a second of the
action, fans can start locking in their plans and
securing their tickets early as UFC Travel Packages
are now available to purchase. Head to www.sportsnetholidays.com/UFC284
to book your spot.
fans wanting to keep up to date with all further bout
and ticketing information for UFC 284 can register
their interest at www.ufc.com/perth.
highlight on the Australian summer calendar marks
UFCs highly anticipated return to Aussie shores
since October 2019, when the global UFC attendance
record was set at UFC 243: WHITTAKER vs. ADESANYA
at Melbournes Marvel Stadium.
were back! said UFC President, Dana White.
Im so pumped we are returning to Perth
for UFC 284 it was an amazing host city in
2018 and this February were bringing a stacked
card headlined with a championship fight. Australian
fans are some of the best in the world and theyve
had to wait a long time for this. I cant wait
to put on another massive show for them. I will see
make the announcement today at RAC Arena was UFC featherweight
champion and No.1 Mens Pound-for-Pound athlete
in the world, Alex Volkanovski; Peter Kloczko, Vice
President of Australia and New Zealand, UFC; and the
Hon. Roger Cook, Deputy Premier and Minister for Tourism,
has a real appetite for UFC and the event attracts
spectators to Perth from across the country,
said Hon. Roger Cook, Deputy Premier and Minister
for Tourism Western Australia.
McGowan Government, through Tourism WA, is proud to
support the return of this event back to Perth, after
the huge success of the 2018 event. Hosting UFC at
RAC Arena is expected to attract thousands of people
to WA, who will patronise our local accommodation
and hospitality business, and inject millions into
our States economy.
Kloczko, UFC Vice President Australia and New Zealand
added, We are absolutely thrilled to finally
be returning to Australia. Our athletes, fans and
partners have been extremely patient to have a UFC
event back on Australian soil. I want to thank the
McGowan Government and Tourism Western Australia for
their continued support for UFC, MMA and making UFC
284 in Perth possible.
2010, UFC has presented 15 live events in Australia,
including sold-out shows at Sydneys Qudos Bank
Arena, Melbournes Rod Laver Arena, Perth Arena,
Brisbane Entertainment Centre, Adelaide Entertainment
Centre and Gold Coast Convention Centre. Collectively,
these events have seen over 265,000 fans in attendance
and millions worldwide watching on PPV and broadcast
television. The six host cities to date Sydney,
Gold Coast, Brisbane, Adelaide, Melbourne and Perth
have produced a cumulative gross gate of more
than $45 million and hundreds of millions more in
more information or current fight news, visit ufc.com.
regarding media accreditation for the event will be
sent out at a later date.
News: Anderson Silva
Soares, the manager for former UFC middleweight champion
Anderson Silva, told MMAjunkie.com that "The
Spider" has been cleared to return to training
MMA. Silva broke his leg last December when Chris
Weidman checked a kick.
talked with the UFC, and we'll see what they come
up with," said Soares, when asked when Silva
might fight again.
(33-6) has lost his last two - both two Weidman -
after setting a UFC record with 16 straight wins.
His 2,457-day title reign remains the longest in promotion
though, wondered if Silva would be able to return
from such a devastating injury. The 39-year-old has
kept fans up-to-date on his progress, posting numerous
videos and messages on social media sites.
Former UFC heavyweight champion Junior dos Santos
has suffered a hand injury and will not be able to
meet Stipe Miocic later this month at The Ultimate
Fighter Brazil 3 Finale. The UFC confirmed the news,
which was first reported by Combate.
Santos (16-3) was looking to get back into the win
column after a 2013 loss to Cain Velasquez for the
UFC heavyweight title. Two of his three career losses
have come to Velasquez. "Cigano" is expected
to miss several weeks of training with the injury.
far, the UFC has yet to announce plans for Miocic
(11-1) or the main event role at the May 31 card from
Sao Paulo. Miocic posted on Twitter that he is "bummed
about the news. Wishing dos Santos a quick recovery.
Not sure where things stand, but whatever the UFC
wants me to do I'm game."