---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-040892"
form_type: "8-K"
ticker: null
cik: "0001766363"
company_name: "Endeavor Group Holdings, Inc."
filed_at: "2025-02-28T23:59:59+00:00"
generated_at: "2026-05-25T23:47:20.825760+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.95
calibrated_materiality_score: 0.95
confidence: "high"
source: SEC EDGAR
---

# Endeavor closes sale of PBR, On Location, IMG to TKO for $3.25B in equity

## Summary
- Closed Feb 28, 2025: transferred PBR, On Location, IMG to TKO for ~26.1M TKO units valued at $3.25B.
- Endeavor now owns ~61% of TKO's voting interests post-closing.
- Consideration subject to purchase price adjustment of ~$50M in additional TKO units.
- Press release issued jointly with TKO announcing close (Exhibit 99.1).
- IMG acquisition excludes licensing, models, tennis/golf representation, and full events portfolio.

## SEC filing metadata
- accession: 0001193125-25-040892
- form_type: 8-K
- cik: 0001766363
- company_name: Endeavor Group Holdings, Inc.
- filed_at: 2025-02-28T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.95
- calibrated_materiality_score: 0.95
- confidence: high
- sec_items: 1.01, 2.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1766363/000119312525040892/0001193125-25-040892-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1766363/000119312525040892/d105376d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-040892
- JSON: https://secwatch.observer/filing/0001193125-25-040892.json
- Plain text: https://secwatch.observer/filing/0001193125-25-040892.txt

## Key facts
- M&A Transactions
  Endeavor Group Holdings, Inc. completed a disposition involving TKO Operating Company, LLC and TKO Group Holdings, Inc. for approximately 26.1 million TKO Common Units, having an aggregate value of $3.25 billion (closed 2025-02-28).
  - Action: disposition
  - Counterparty: TKO Operating Company, LLC and TKO Group Holdings, Inc.
  - Consideration: approximately 26.1 million TKO Common Units, having an aggregate value of $3.25 billion
  - Closing: 2025-02-28
  source text: Transactions (the “ Effective Time ”), the EDR Parties contributed, assigned, conveyed, delivered and transferred to TKO the Transferred Businesses, in exchange for approximately 26.1 million TKO Common Units, having an aggregate value of $3.25 billion (based on the volume-weighted average sales price of TKO PubCo Class A Common Stock for the twenty five trading days
  evidence_url: https://www.sec.gov/Archives/edgar/data/1766363/000119312525040892/0001193125-25-040892-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.