We are investigating the directors and controlling shareholders of TKO Group Holdings, Inc. (NYSE: TKO) (“TKO”) for breaches of fiduciary duty under Delaware law in connection with the sale of certain assets to TKO by its controlling shareholders, Silver Lake and Endeavor Group Holdings, Inc. (“Endeavor”).
Why is there an investigation?
Silver Lake presently controls Endeavor by virtue of owning 74.3% of Endeavor’s voting common stock. In turn, through Endeavor, Silver Lake also controls TKO by virtue of owning 53.6% of TKO’s voting common stock.
Additionally, a majority of the members of TKO’s current board of directors were appointed by Endeavor.
On April 2, 2024, Endeavor announced that Silver Lake had agreed to buy the remaining common shares of Endeavor that Silver Lake does not already own for $27.50 a share in cash in a deal valued at $13 billion.
On October 24, 2024, TKO announced that it had agreed to acquire the following businesses (“Businesses”) from Endeavor in exchange for $3.25 billion in TKO stock: Professional Bull Riders (a bull riding league), On Location (a provider of experiences for fans attending sporting events), and IMG (a distributor of sports content, media rights, and brand partnerships).
Upon completion of the sale of the Businesses to TKO, Endeavor’s ownership of TKO will increase to 59%.
“Given the control that Silver Lake and Endeavor exercise over TKO, we are investigating whether TKO’s acquisition of the Businesses from Endeavor is a conflicted transaction,” explained Joshua Fruchter, a founding partner of Wohl & Fruchter. “This includes whether TKO is overpaying Endeavor for the Businesses in order to help Silver Lake finance its pending take-private acquisition of Endeavor.”
How to contact us
If you are a TKO shareholder and have questions about your legal rights in connection with our investigation, you may contact us to discuss your options at no charge by completing and submitting the form below.