Vince McMahon Staying On With WWE Was A Condition Of Sale To Endeavor
Vince McMahon staying with WWE was critical to the deal
May 15, 2023
Endeavor weren't going to let Vince McMahon go anywhere as part of WWE's sale to the organisation.
It was confirmed on the morning of Monday, April 3 that WWE had been sold to Endeavor and the pro wrestling company will merge with UFC under a new parent company by the end of 2023. Vince McMahon will be the Executive Chairman of the new parent company, while Ari Emanuel - CEO of Endeavor - will be the CEO of the new parent company. Nick Khan will be President of WWE.
The sale of WWE came after Vince McMahon's return to the company in January 2023 and although the 77-year-old had claimed he was willing to step aside if that helped a deal get completed, Endeavor made McMahon remaining a condition of their purchase.
Wrestlenomics published a full timeline of the WWE sale to Endeavor, noting the two parties signed a confidentiality agreement to do due diligence on February 7. That same day, Endeavor submitted an indication of interest proposal to merge WWE with its holding company that would have seen Endeavor own 57% and WWE own 43%.
Ari Emanuel and President of Endeavor Mark Shapiro met with Vince McMahon and Nick Khan on March 1 to discuss the merger but the WWE Board said the company should continue to pursue alternatives while continuing negotiations with Endeavor.
At another meeting on March 22 at WWE headquarters, Vince McMahon and Nick Khan presented the proposal for a 51/49 split in favour of Endeavor. The next day, Endeavor's legal advisor provided WWE with a revised term sheet. The proposal was that Vince McMahon become Executive Chairman until death, resignation, or incapacity and that was a condition of WWE receiving the increased 51/49 valuation.
Furthermore, the SEC filing noted Endeavor was willing to accept the 51/49 valuation only if Vince McMahon remained as Executive Chairman.
"During conversations on March 23 and March 24, 2023 involving representatives of K&E [for WWE], Latham [for Endeavor] and Paul, Weiss [for WWE], representatives of Latham emphasized to representatives of K&E and Paul, Weiss that the governance proposals in the March 23 Endeavor Term Sheet were fundamental to Endeavor's thesis for pursuing a transaction with WWE in light of, among other things, Endeavor's belief that Mr. McMahon's continued leadership as contemplated by the March 23 Endeavor Term Sheet would be critical to the value creation driving Endeavor's desire to engage in the transaction, and that agreeing to increase WWE's securityholders' pro forma equity ownership in the combined company to the 51/49 split that had been proposed by WWE was conditioned upon both changes required by Endeavor to the governance arrangements set forth in the March 23 Endeavor Term Sheet. Latham also reiterated Endeavor's position that Mr. McMahon provide his written consent to approve the potential transaction with Endeavor promptly following the signing of definitive transaction agreements," the filing stated.
Following this, negotiations continued and a special meeting of the WWE Board on April 1 noted there were no alternatives to the Endeavor deal in the near term and the company's financial advisors agreed the deal was fair. The WWE Board then informed senior management of their full support for the deal.
One day later, the sale of WWE to Endeavor and the merger with UFC was finalised and the deal was announced on Monday, April 3.
In speaking to the media after the announcement, Ari Emanuel indicated his happiness at keeping McMahon involved with WWE, saying he would have bodyslammed the 77-year-old if he thought he was going to leave the organisation he bought back in 1982.
