WWE-UFC Merger Challenged In Lawsuit Alleging “Sham Sales Process” for Megadeal

Investors claim that WWE board members favored a merger with Endeavor's UFC to allow Vince McMahon to stay on as executive chairman of TKO Group.

Vince McMahon’s corporate coup that paved a path for him to force his way back onto the WWE board and merge the sports entertainment powerhouse with Endeavor’s UFC is back in the spotlight, with a lawsuit arguing that he ignored more lucrative offers at the expense of investors.

A suit, unsealed in the Delaware Court of Chancery on Nov. 22, alleges that McMahon pushed a “quick sale” of WWE to Endeavor chief Ari Emanuel, his “close friend and longtime ally” who proposed a sweetheart deal that allowed the wrestling mogul to stay on as executive chairman of TKO Group and avoid scrutiny in connection with sexual misconduct allegations that could’ve ousted him from the company. According to the complaint filed by investors, WWE board members “conjured up a sham sales process” designed to favor Endeavor and “exclude other bidders seeking to axe” McMahon, disregarding at least two all cash offers with betters terms.

The complaint extensively details McMahon’s turbulent tenure as head of WWE, culminating in September with the formation of TKO Group through a $21 billion merger between UFC and WWE. He had returned to the company in January after having stepped down as chief executive amid a sexual misconduct investigation into $17.4 million in hush money payments to four different women formerly employed by the company. McMahon, as WWE’s controlling stockholder, removed and replaced three then-serving board members with himself and former executives George Barrios and Michelle Wilson.

“If McMahon was found to have breached his duty of loyalty, WWE stockholders could have sought his removal as a director,” states the suit. “Such scrutiny appears to have prompted McMahon to seek a ‘quick’ sale of the Company that also allowed him to continue running WWE.”

WWE announced on the same day as McMahon’s return in January a review of strategic options. In a statement, he said that he wanted to lead any talks about a possible sale or rights negotiations himself. Investors claim that he immediately turned to Emanuel, his former agent whom he “knew would allow him to remain at the helm” of the merged entity. They say that both the process and price point were unfair, alleging there were betters deals on the table.

According to the complaint, this included undisclosed companies submitting cash offers at $95-$100 and $90-$97.50 per share. But because they contemplated cashing out WWE stockholders and barred McMahon from rolling over his shares, which would’ve signaled his “complete ouster” from the wrestling world, the board “never bothered to make” counterproposals, the suit states.

Instead, WWE exclusively negotiated with Endeavor, proposing an all-stock deal that was contingent upon McMahon serving as executive chairman of the combined company, the complaint says. Endeavor ultimately agreed, with it owning 51 percent of the post-deal firm and former WWE stockholders owning the remaining 49 percent. Investors allege that merger was consummated at $95.66 per share, which fell below two competing, all-cash offers. (Those WWE suitors were redacted in the complaint. But the companies were described as “major institutions with significant access to capital” that had “compelling reasons to close an acquisition of WWE.” One of them likely had “significant runway to increase its offer due to the outsized synergies it could generate in a combination with” the company, the suit says.)

“Not only did he secure a future for himself at post-merger WWE, McMahon also stuffed his pockets and those of his loyalists before agreeing to a deal,” states the complaint, which points to he and former chief executive Nick Kahn securing so-called golden parachutes, along with Khan, McMahon’s son-in-law and WWE chief content officer Paul Levesque (known professionally as “Triple-H”) and WWE president Frank A. Riddick getting a combined $25 million in cash bonuses.

The suit argues that the $21 billion price tag undervalues WWE. It’s “far below the offers” the board could’ve obtained from multiple other bidders had it “made any effort to negotiate in good faith,” investors claim.

According to the complaint, McMahon and his allies on the board “timed negotiations” to favor a deal with Endeavor, including by providing early due diligence and backchanneling information to the company so that it was able to make an early offer. During this process, WWE only secured a budget for UFC’s current fiscal year rather than insisting on a full set of multi year projections, as is customary, despite agreeing to merger consideration that depended on valuing UFC accurately, the suit says. By rushing to secure a merger with Endeavor without conducting adequate due diligence, investors argue the board got an unfavorable deal in agreeing to a 51-49 split.

The complaint, filed by an Ohio pension fund, names McMahon, Khan, Levesque, Barrios and Wilson, among others. It contains various claims for breach of contract and seeks to represent all stockholders who cashed out their shares in the merger.

WWE didn’t respond to a request for comment.

source: Hollywood Reporter

WWE Hall Of Famer Tammy Sytch Receives Sentence In DUI Manslaughter Case

After over a year and a half of lawyer changes, courtroom incidents, and everything in between, a resolution has been reached in Tammy Sytch's DUI manslaughter case. The WWE Hall of Famer is looking at a long stint in prison.

TMZ reports that Sytch was handed a 17-year prison sentence today for her role in the death of a 75-year-old man during a traffic accident in March 2022. In addition, Sytch will serve eight years probation after she is released in 2040, and her driver's license has been permanently revoked. The 17-year sentence represents a slight reprieve for Sytch, who faced up to 25 years maximum.

Sytch was first arrested for the incident in May 2022, after her blood alcohol levels were revealed to be well over the legal limit. Sytch would at first plead not guilty to all charges, but eventually pleaded no contest earlier this summer after reaching a plea deal. The WWE Hall of Famer addressed the victim's family today in an emotional scene, though she reportedly remained stoic during her sentencing.

CM Punk Returns To WWE

When "never say never" becomes a shocking reality.

As those in attendance at the Allstate Arena in Rosemont, Illinois — and the WWE Universe overall — were left reeling by Punk's shocking return to the company weeks after his departure from AEW, Paul Levesque also tried to put the moment into words during the Survivor Series post press conference.

"This was one of those sort of lightning in a bottle moments that came together very quickly," Levesque told members of the media. "But we are incredibly excited by it. It's been a long time and in some ways, it's been a long time coming."

He added: "You could say this about CM Punk — love him, hate him, positive, negative, whatever you want to say — people talk about him all the time. He is a magnet for that. He is a conversation starter and it's tough to look past that. And for me, if our fans want it, if the WWE Universe is excited to have it, then let's go and we'll figure out the rest of it from there."

The Chief Content Officer of the WWE reinforced that Punk's return materialized "super quick."

"A lot of time has gone by — almost 10 years, right?" Levesque said, referring to the last time Punk was a WWE Superstar. "And if you are the same person you were 10 years ago 10 years later, you've messed up. Everybody grows, everybody changes and I'm a different person, he's a different person and this is a different company. And we're all on the same, even starting ground."

As for what's next for CM Punk? Levesque is as intrigued by the possibilities as anyone else.

"That will be interesting, won't it?" he said. "I'm interested to see that myself. I know whatever it is, it'll be talked about, it'll be exciting and it will be a thrill ride for the WWE Universe no matter what it is. And I'm thrilled, we're all thrilled to have him back here.

"And to have him back — cliche to say — but have him back here in WWE. It's where he belongs."

Paul “Triple H” Levesque Offers Inside Look At WWE Storytelling

 "Book what people want to see and feel...More?

source:  si.com

Big 12, WWE pairing hands title belt to conference championship MVP

WWE and the Big 12 have formed a new partnership around the Big 12 championship game that will include a custom-made championship title belt going to the game's most outstanding player.

The new pact will include blended Big 12-WWE logos on the field at AT&T Stadium, a new Big 12 merchandise line and WWE superstars presenting the most outstanding player belt and participating in events around the title game, which takes place Dec. 2.

The partnership with WWE adds to the Big 12's push to modernize and connect with a younger audience. Hip-hop star Nelly will perform at halftime.

"WWE is a global brand that connects with a wide array of audiences," Big 12 commissioner Brett Yormark said in a statement. "With this partnership, we will integrate WWE and its brand power into one of the conference's biggest moments, further strengthening the bridge between sports and entertainment throughout the Big 12."

Yormark has spent much of his career working in the sports entertainment world, coming to the Big 12 from Jay-Z's Roc Nation, where he served as CEO and president of business operations and strategy.

WWE has taken a more active role in college football in recent years. The promotion's name, image and likeness program, "Next In Line," has included football players and other college athletes and put some on track for professional wrestling careers. WWE also finalized licensing agreements with all 14 SEC programs to create championship belts with each school's logo on the side plates.

2023 WWE Tribute To The Troops

Tribute To The Troops To Take Place In Providence, Rhode Island At Amica Mutual Pavilion

STAMFORD, Conn., November 13, 2023 – WWE®, part of TKO Group Holdings (NYSE: TKO), today announced that the 21st annual Tribute to the Troops will air Friday, December 8 at 8 p.m. ET on FOX. The event will take place in Providence, R.I. at Amica Mutual Pavilion. Tickets are available via Ticketmaster.com.

Since its inception in 2003, WWE’s Tribute to the Troops has honored our U.S. service members, veterans and their families for their continued sacrifice and commitment to our country, and is widely considered one of television’s most patriotic and heartwarming shows of the year.

WWE has a multi-decade commitment to the U.S. Armed Forces, which includes visiting nearly 400 military installations throughout the world, offering all U.S. military personnel free tickets to WWE live events, and has partnered with military organizations, such as Hire Heroes USA. WWE currently supports the USO and tells stories of heroism and valor of our nation’s bravest through the company’s partnership with National Medal of Honor Museum to make an impact in the community.

Paul Levesque On WWE’s Merger With Endeavor: ‘I Can’t Tell You How Excited I Am’

Front row at Madison Square Garden’s Hulu Theater last night for the Callum Walsh-Ismael Villarreal boxing match were UFC CEO Dana White, WWE President Nick Khan, and WWE Head of Creative Paul “Triple H” Levesque.

 
The fight aired on UFC Fight Pass, which is investing more resources into its boxing and building around potential cornerstones like Walsh. A highly touted super welterweight prospect, Walsh (9-0) won a closely contested bout by unanimous decision, earning Levesque’s respect with his performance.

 
“It’s the first time I had the chance to see him fight live,” said Levesque, who spoke with Sports Illustrated while ringside. “He’s so well-rounded. I think this kid has it on all levels.”

 
Levesque marveled at the ten-round performance of the 22-year-old Walsh, who extended his undefeated streak with the victory.

 
“No matter what the genre, when you reach the next level, there are nerves and second-guessing that come at this level–and maybe a part of you that doesn’t believe in your hype,” said Levesque. “When you get to a certain level, a lot of it is a head game. To see how poised he is at this level, it’s awesome to see.”

 
Levesque is in the midst of a superb run of storytelling in WWE, especially since the company’s merger with Endeavor, which is also the parent company of the UFC. An old-school booker willing to embrace wrestling’s modern aspects, Levesque is molding Raw and SmackDown back into must-see products. Raw has been especially strong, with seemingly minute details–like advertised matches taking place–allowing multiple talents to have significant storylines.

 
Endeavor CEO has tasked Levesque to oversee all of WWE’s creative, a role he relishes.
“I can’t tell you how excited I am,” said Levesque. “Working with Endeavor, it’s next level. The flywheel for all the things they touch–if you were trying to build that on your own, it’s taking you a decade. For us, now, it fast tracks everything we’re doing.

 
“Endeavor, UFC, they’re the best in the business at what they do. They put things on a different level of professionalism, and we fit right into that. The future is so bright because of the opportunities Endeavor is going to provide for us and the synergies that are there. We’re going to take this to a whole new level.”

source:  si.com

Vince McMahon Puts More Than 8 Million Shares Of Class A TKO Stock Up For Sale

Vince McMahon is getting ready to sell a significant chunk of his ownership in the company, even ceding some of it to board members Ari Emanuel and Mark Shapiro.

According to a new announcement from TKO, McMahon is selling 8.4 million shares of his Class A stock in the company, roughly 30% of his stake in the company, which Brandon Thurston says is worth roughly $700 million at the stock's closing price. TKO will buy $100 million worth of the stock, while Endeavor CEO Ari Emanuel will purchase $1 million worth of the stock, and Endeavor president Mark Shapiro will purchase 850k of the stock. The remaining stock, worth roughly $598 million at closing price, will be sold to the public.

On Tuesday, McMahon was listed by the company as a possible liability in a filing with the Securities & Exchange Commission. This comes less than two months since TKO filed that all 28.84 million shares of McMahon's Class A stock in the newly minted company were listed for sale, which led to speculation that the company was looking for a way to excise the controversial executive, especially since McMahon was served with a subpoena for a Federal Grand Jury, as well as a search warrant.

The CW Network To Become The Exclusive Broadcast Home To WWE NXT

NXT Makes Broadcast Television Debut with Five-Year Deal Beginning October 2024

Network to Air Live Events Featuring WWE’s Next Generation of Superstars 52 Weeks a Year

November 7, 2023 (Burbank, CA & Stamford, Conn.) – The CW Network will become the official broadcast home to WWE NXT in October 2024. The five-year agreement marks the first time in its 13-year history that WWE NXT – which showcases WWE’s hottest up-and-coming Superstars – will air on a broadcast television network. WWE NXT will debut on The CW Network in October 2024 and air 52 live weekly events throughout the season.

“We are thrilled to welcome the WWE brand into the CW Sports portfolio as they play an integral role in our mission to bring live sporting events to the network year-round,” said Dennis Miller, President, The CW Network. “WWE NXT is a perfect fit for The CW thanks to its dynamic young talent featuring the hottest rising stars in the sport and exhilarating, unpredictable weekly events. The passion and engagement of WWE’s fanbase is unmatched, and we are eager to grow that audience as WWE NXT’s new home on broadcast television.”

“The CW has made impressive moves over the past year with its live sports programming schedule,” said Nick Khan, WWE President. “It’s a truly exciting opportunity to expand NXT’s audience by bringing the show to broadcast television for the first time in NXT’s history.”

Launched by WWE Chief Content Officer Paul “Triple H” Levesque, WWE NXT has aired weekly since 2012 and features the brightest young talent in sports entertainment. Nearly 90% of the participants in last year’s WrestleMania were developed under the NXT banner. Led by WWE Hall of Famer Shawn Michaels, NXT is popular with younger audiences, ranking No. 1 in cable primetime on Tuesday nights last quarter among adults 18-49 and 18-34. Year to date, NXT’s average viewership is up 30% among adults 18-49. WWE Superstars, such as Roman Reigns, Seth Rollins, Charlotte Flair and Becky Lynch, have come up through NXT.

WWE NXT joins a growing roster of live sports on The CW Network, including ACC football and basketball games airing every Saturday throughout the season and LIV Golf. The CW is also the new home of the Emmy-award winning weekly studio series “Inside the NFL” and will broadcast NASCAR Xfinity Series beginning in 2025. The network will soon offer more than 500 hours of sports programming year-round.

IMPACT Will Rebrand As TNA Wrestling In Jan 2024

TORONTO | CHICAGO – October 21, 2023 – Anthem Sports & Entertainment, a global, multi-platform media company, announced today that its professional wrestling company, IMPACT Wrestling, is returning to its iconic Total Nonstop Action (TNA) Wrestling name, at “Hard To Kill,” its first pay-per-view event of 2024, which will originate for the first time ever from the Palms Casino Resort in Las Vegas, Nevada.

TNA will launch 2024 with Hard To Kill on Saturday, January 13, with a second night of action-packed professional wrestling – the “Snake Eyes Extravaganza Show” – at The Palms on Sunday, January 14. The Snake Eyes Extravaganza Show will be taped to air on the company’s flagship weekly TV show, Impact!, airing every Thursday night on AXS TV (8 p.m. EST).

“We still hear the ‘TNA’ chants wherever we go,” said IMPACT Wrestling President Scott D’Amore. “Fans have longed for TNA Wrestling, so that’s what we’re bringing back in 2024: TNA Wrestling, we’re back!”

Happy 20th Anniversary Paul and Stephanie

October 25, 2003

Giant WWE Championship Belt Sculpture Already Awing Passersby

A giant, 7-foot-tall pre-cast concrete monument resembling the real-life championship belt worn by wrestlers in WWE is nearing completion in front of the offices of the wrestling company on Washington Boulevard.

By Friday, the main frame of the belt was already installed, as were decorations meant to mimic the bejeweled facade of the WWE Championship, currently held by wrestler Roman Reigns.