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AI English summary of an SEC filing — figures as filed

TKO Group Holdings logoTKO Group Holdings TKO

TKO Operating Company, LLC and TKO Group Holdings, Inc. entered into a Transaction Agreement with Endeavor Operating Company, LLC and related parties on October 23, 2024 to acquire the Professional Bull Riders, On Location and IMG businesses from Endeavor. The company said TKO will issue 26,139,590 TKO Common Units, valued at $3.25 billion in total, in exchange.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. TKO Operating Company, LLC and TKO Group Holdings, Inc. entered into a Transaction Agreement with Endeavor Operating Company, LLC and related parties on October 23, 2024 to acquire the Professional Bull Riders, On Location and IMG businesses from Endeavor. The company said TKO will issue 26,139,590 TKO Common Units, valued at $3.25 billion in total, in exchange.

  2. The company said it expects the transaction to close in the first half of 2025. Closing requires customary conditions to be met, including regulatory approvals and completion of the Pre-Closing Restructuring. The stockholder written consent condition has already been satisfied.

  3. The company said its Board approved a share repurchase program of up to $2.0 billion for its Class A common stock. The program has no expiration date and is expected to be completed in about 3 to 4 years. The company said the program is separate from, and not conditional on, the signing or closing of the transaction.

  4. The company said it approved a quarterly cash dividend program under which Class A common stock holders will receive their pro rata share of $75.0 million in quarterly distributions. The company said it plans to begin dividend payments on March 31, 2025.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Endeavor asset acquisition agreement ($3.25 billion, all-equity)

TKO Operating Company, LLC and TKO Group Holdings, Inc. entered into a Transaction Agreement with Endeavor Operating Company, LLC and related parties on October 23, 2024 to acquire the Professional Bull Riders, On Location and IMG businesses from Endeavor. The company said TKO will issue 26,139,590 TKO Common Units, valued at $3.25 billion in total, in exchange.

Source · Based on the filing body and exhibits

Closing conditions and expected timing

The company said it expects the transaction to close in the first half of 2025. Closing requires customary conditions to be met, including regulatory approvals and completion of the Pre-Closing Restructuring. The stockholder written consent condition has already been satisfied.

Source · Based on the filing body and exhibits

Board approves $2.0 billion share repurchase

The company said its Board approved a share repurchase program of up to $2.0 billion for its Class A common stock. The program has no expiration date and is expected to be completed in about 3 to 4 years. The company said the program is separate from, and not conditional on, the signing or closing of the transaction.

Source · Based on the filing body and exhibits

Quarterly dividend program ($75.0 million)

The company said it approved a quarterly cash dividend program under which Class A common stock holders will receive their pro rata share of $75.0 million in quarterly distributions. The company said it plans to begin dividend payments on March 31, 2025.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.