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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Endeavor Group Holdings Inc | NYSE:EDR | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.01 | 0.04% | 26.84 | 26.85 | 26.77 | 26.84 | 386,836 | 15:50:41 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 | Regulation FD Disclosure. |
On October 25, 2023, Endeavor Group Holdings, Inc., a Delaware corporation (“Endeavor” or the “Company”), issued a press release announcing the Strategic Review (as defined below). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information contained under Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act except as may be expressly set forth by specific reference in such filing.
Item 8.01 | Other Events. |
On October 25, 2023, Endeavor announced the initiation of a formal review to evaluate strategic alternatives for the Company (the “Strategic Review”). As part of this review of strategic alternatives, the Company will not consider the sale or disposition of the Company’s interest in TKO Group Holdings, Inc. The Company has not set a deadline or definitive timetable for the completion of the Strategic Review, and there can be no assurance that this process will result in any particular outcome.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Endeavor intends 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 Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding the Strategic Review. 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 factors discussed in Part I, Item 1A “Risk Factors” in Endeavor’s 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 the Company’s other filings with the SEC, including without limitation, the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, accessible on the SEC’s website at www.sec.gov and Endeavor’s Investor Relations site at investor.endeavorco.com. Forward-looking statements speak only as of the date they are made and, except as may be required under applicable law, Endeavor undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit No. |
Description | |
99.1 | Press Release of Endeavor Group Holdings, Inc., dated October 25, 2023 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ENDEAVOR GROUP HOLDINGS, INC. | ||
By: | /s/ Jason Lublin | |
Name: | Jason Lublin | |
Title: | Chief Financial Officer |
Date: October 25, 2023
Exhibit 99.1
Endeavor Announces Review of Strategic Alternatives
Beverly Hills, CA (October 25, 2023) Endeavor Group Holdings, Inc. (NYSE: EDR) (Endeavor or the Company), a global sports and entertainment company, today announced the initiation of a formal review to evaluate strategic alternatives for the Company.
As part of this review of strategic alternatives, the Company will not consider the sale or disposition of the Companys interest in TKO Group Holdings, Inc.
Given the continued dislocation between Endeavors public market value and the intrinsic value of Endeavors underlying assets, we believe an evaluation of strategic alternatives is a prudent approach to ensure we are maximizing value for our shareholders, said Ariel Emanuel, CEO of Endeavor.
Endeavor has not set a deadline or definitive timetable for the completion of the strategic alternatives review process, and there can be no assurance that this process will result in any particular outcome. The Company does not intend to comment further regarding the review of strategic alternatives until it determines disclosure is necessary or advisable.
# # #
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Endeavor intends 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 planned strategic review. 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 managements 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 factors discussed in Part I, Item 1A Risk Factors in Endeavors 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 the Companys other filings with the SEC, including without limitation, the Companys Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, accessible on the SECs website at www.sec.gov and Endeavors Investor Relations site at investor.endeavorco.com. Forward-looking statements speak only as of the date they are made and, except as may be required under applicable law, Endeavor undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About Endeavor
Endeavor is a global sports and entertainment company, home to many of the worlds most dynamic and engaging storytellers, brands, live events, and experiences. The Endeavor network specializes in talent representation through entertainment agency WME; sports operations and advisory, event management,
media production and distribution, and brand licensing through IMG; live event experiences and hospitality through On Location; full-service marketing through global cultural marketing agency 160over90; and sports data and technology through IMG ARENA and OpenBet. Endeavor is also the majority owner of TKO Group Holdings (NYSE: TKO), a premium sports and entertainment company comprising UFC and WWE.
Website Disclosure
Investors and others should note that Endeavor announces material financial and operational information to its investors using press releases, SEC filings and public conference calls and webcasts, as well as its Investor Relations site at investor.endeavorco.com. Endeavor may also use its website as a distribution channel of material Company information. In addition, you may automatically receive email alerts and other information about Endeavor when you enroll your email address by visiting the Investor Email Alerts option under the Resources tab on investor.endeavorco.com.
Contacts
Investors: James Marsh / investor@endeavorco.com
Press: Maura McGreevy / press@endeavorco.com, Brunswick Group / Endeavor@brunswickgroup.com
Document and Entity Information |
Oct. 25, 2023 |
---|---|
Cover [Abstract] | |
Amendment Flag | false |
Entity Central Index Key | 0001766363 |
Document Type | 8-K |
Document Period End Date | Oct. 25, 2023 |
Entity Registrant Name | Endeavor Group Holdings, Inc. |
Entity Incorporation State Country Code | DE |
Entity File Number | 001-40373 |
Entity Tax Identification Number | 83-3340169 |
Entity Address, Address Line One | 9601 Wilshire Boulevard |
Entity Address, Address Line Two | 3rd Floor |
Entity Address, City or Town | Beverly Hills |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 90210 |
City Area Code | (310) |
Local Phone Number | 285-9000 |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Security 12b Title | Class A Common Stock, $0.00001 par value per share |
Trading Symbol | EDR |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |
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