TKO Group Holdings has announced that Vince McMahon will be trading 8.4 shares of Class A Common Stock.
Endeavor Group plans to purchase back $100 million shares of said stock, with TKO CEO Ari Emanuel, as well as President and Chief Operating Officer Mark Shapiro spending $1 million each.
TKO Group Holdings issued a press release announcing the pricing plans for McMahon’s offered stock, which you can check out below:
“TKO Announces Pricing of Secondary Offering by Selling Stockholder
11/10/2023
NEW YORK–(BUSINESS WIRE)– TKO Group Holdings, Inc. (NYSE: TKO) (“TKO” or the “Company”), a premium sports and entertainment company, today announced the pricing of its previously announced underwritten public offering by one of its stockholders, Mr. Vincent K. McMahon (the “Selling Stockholder”), of 8,400,000 shares of the Company’s class A common stock, par value $0.00001 (“Class A Common Stock”), at a price to the public of $79.80 per share. Additionally, TKO has agreed to repurchase from the underwriter approximately $100.0 million of shares of Class A Common Stock being sold by the Selling Stockholder at a per-share purchase price equal to the price payable by the underwriter to the Selling Stockholder. The Selling Stockholder will receive all of the net proceeds from this offering. No shares are being sold by TKO. In connection with the offering, Ariel Emanuel, TKO’s Chief Executive Officer and director, Mark Shapiro, TKO’s President, Chief Operating Officer and director, and certain other of TKO’s directors purchased 12,531 shares, 12,531 shares and 10,650 shares, respectively, of TKO’s Class A Common Stock in the offering at the public offering price.
Morgan Stanley & Co. LLC is acting as book-running manager for this offering. MUFG Securities Americas Inc. is acting as co-manager for this offering.
A shelf registration statement on Form S-1 (including a prospectus) relating to the offering of Class A Common Stock has been declared effective by the Securities and Exchange Commission. The offering will be made only by means of a prospectus supplement and an accompanying prospectus. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. When available, copies of the prospectus supplement and accompanying prospectus related to the offering may also be obtained by contacting Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding the proposed underwritten secondary offering of shares of Class A Common Stock. The words “believe,” “may,” “will,” “estimate,” “potential,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “plan,” “target,” and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. These forward-looking statements are based on management’s current expectations. 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, those important factors discussed in Part II, Item 1A “Risk Factors” in TKO’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, as any such factors may be updated from time to time in TKO’s other filings with the SEC, including the prospectus supplement on Form 424(b)(5) filed in connection with this offering, each accessible on the SEC’s website at www.sec.gov and TKO’s investor relations site at investor.tkogrp.com. Forward-looking statements speak only as of the date they are made and, except as may be required under applicable law, TKO undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.”
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TKO Group Holdings recently announced that Vince McMahon, the chairman and CEO of World Wrestling Entertainment (WWE), will be trading 8.4 shares of Class A Common Stock. This move comes as Endeavor Group, a global entertainment company, plans to purchase back $100 million worth of shares from McMahon.
The announcement was made through a press release issued by TKO Group Holdings. According to the release, McMahon will be selling 8,400,000 shares of the company’s Class A Common Stock at a price of $79.80 per share. TKO has also agreed to repurchase approximately $100.0 million worth of shares from McMahon at the same per-share purchase price.
It is worth noting that the net proceeds from this offering will go to McMahon as the selling stockholder. TKO Group Holdings itself is not selling any shares in this transaction. In addition to McMahon, TKO’s CEO Ari Emanuel and President and COO Mark Shapiro have also participated in the offering by purchasing shares of TKO’s Class A Common Stock.
Morgan Stanley & Co. LLC is acting as the book-running manager for this offering, while MUFG Securities Americas Inc. is acting as the co-manager.
The offering of Class A Common Stock is being made under a shelf registration statement on Form S-1, which has been declared effective by the Securities and Exchange Commission. Interested parties can obtain the prospectus supplement and accompanying prospectus related to the offering by visiting the SEC website or contacting Morgan Stanley & Co. LLC.
It is important to note that this press release does not constitute an offer to sell or a solicitation of an offer to buy securities. The sale of these securities is subject to registration or qualification under the securities laws of the relevant jurisdiction.
Forward-looking statements are included in the press release, in accordance with the safe harbor provisions for such statements. These statements are based on management’s current expectations and involve known and unknown risks, uncertainties, and other important factors that may cause actual results to differ materially from what is expressed or implied in the forward-looking statements.
In conclusion, Vince McMahon’s decision to trade shares of Class A Common Stock with TKO Group Holdings is a significant development in the entertainment industry. This transaction allows McMahon to monetize his investment while providing TKO with the opportunity to repurchase shares and potentially strengthen its position in the market.