TKO Group Holdings, Inc. announced today that Executive Chairman of the Board Vince McMahon will be offering 8.4 million shares of the company’s Class A common stock.
As we reported earlier this week here on eWn, TKO recently referred to Vince McMahon in an SEC filing as “high risk” as it pertains to him being on the Board of Directors.
You can check out the official press release from TKO Group Holdings, Inc. below:
TKO Announces Secondary Offering of 8,400,000 Shares of Class A Common Stock by a Selling Stockholder
NEW YORK–(BUSINESS WIRE)–TKO Group Holdings, Inc. (NYSE: TKO) (“TKO” or the “Company”), a premium sports and entertainment company, today announced that one of its stockholders, Mr. Vincent K. McMahon (the “Selling Stockholder”), intends to offer for sale in an underwritten secondary offering 8,400,000 shares of the Company’s Class A common stock, par value $0.00001 (the “Class A Common Stock”), pursuant to the Company’s shelf registration statement filed with the Securities and Exchange Commission (the “SEC”), of which the Company intends to repurchase from the underwriter approximately $100.0 million of shares of our Class A Common Stock. The Selling Stockholder will receive all of the net proceeds from this offering. No shares are being sold by the Company. In connection with the offering, Ariel Emanuel, the Company’s Chief Executive Officer and director, Mark Shapiro, the Company’s President, Chief Operating Officer and director, and certain other of the Company’s directors have indicated an interest in purchasing up to $1.0 million, $1.0 million and $850.0 thousand, respectively, of the Company’s Class A Common Stock offered in the offering at the public offering price.
Morgan Stanley & Co. LLC will act as book-running manager for this offering. MUFG Securities Americas Inc. will act 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) being 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, Inc. recently announced that Vince McMahon, the Executive Chairman of the Board, will be offering 8.4 million shares of the company’s Class A common stock. This news comes after TKO referred to McMahon as “high risk” in a recent SEC filing regarding his position on the Board of Directors.
The official press release from TKO Group Holdings, Inc. states that one of its stockholders, Vincent K. McMahon, plans to sell 8,400,000 shares of the company’s Class A common stock in an underwritten secondary offering. The company intends to repurchase approximately $100.0 million worth of shares from the underwriter. The net proceeds from this offering will go to the Selling Stockholder. It is important to note that no shares are being sold by the company itself.
The offering will be managed by Morgan Stanley & Co. LLC as the book-running manager, with MUFG Securities Americas Inc. acting as the co-manager. The offering will be made through a prospectus supplement and an accompanying prospectus, which can be obtained for free by visiting the SEC website or contacting Morgan Stanley & Co. LLC.
The press release also includes a cautionary statement regarding forward-looking statements. TKO Group Holdings, Inc. emphasizes that the forward-looking statements in the press release are based on management’s current expectations and involve known and unknown risks and uncertainties. These factors may cause actual results to differ materially from what is expressed or implied in the forward-looking statements.
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In conclusion, Vince McMahon’s decision to offer 8.4 million shares of TKO Group Holdings, Inc.’s Class A common stock is a significant development in the company’s financial landscape. Investors and wrestling enthusiasts will be closely monitoring the outcome of this offering and its impact on the company’s future.