8-K
filed March 24, 2025, 7:59 PM ET
CIK 0001766363
M&A
confidence high
sentiment positive
materiality 1.00
Endeavor Group Holdings, Inc.: M&A transaction — Silver Lake completes $27.50/share take-private of Endeavor; company to be private, delisted from NYSE
Endeavor Group Holdings, Inc.
- Stockholders to receive $27.50 cash per share; 55% premium to unaffected price of $17.72.
- Endeavor's Class A common stock will cease trading on NYSE; company to deregister with SEC.
- Silver Lake and affiliates now own ~87% of voting securities; change in control effective.
- Board changes: Fawn Weaver, Ursula Burns, Jacqueline Reses resigned; Karen King, John Suo, Mark Shapiro appointed.
- OpenBet sold to management-led group backed by Ariel Emanuel; Jordan Levin remains CEO.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Karen King was appointed as Director at Endeavor Group Holdings, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
In connection with the Transactions, Karen King, John Suo and Mark Shapiro were appointed to the Board, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
John Suo was appointed as Director at Endeavor Group Holdings, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
In connection with the Transactions, Karen King, John Suo and Mark Shapiro were appointed to the Board, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mark Shapiro was appointed as Director at Endeavor Group Holdings, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
In connection with the Transactions, Karen King, John Suo and Mark Shapiro were appointed to the Board, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ursula Burns resigned as Director at Endeavor Group Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
In connection with the Transactions, each of Fawn Weaver, Ursula Burns and Jacqueline Reses resigned from the board of directors of the Company (the “Board”) and the committees thereof on which they serve, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Fawn Weaver resigned as Director at Endeavor Group Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
In connection with the Transactions, each of Fawn Weaver, Ursula Burns and Jacqueline Reses resigned from the board of directors of the Company (the “Board”) and the committees thereof on which they serve, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jacqueline Reses resigned as Director at Endeavor Group Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
In connection with the Transactions, each of Fawn Weaver, Ursula Burns and Jacqueline Reses resigned from the board of directors of the Company (the “Board”) and the committees thereof on which they serve, effective as of the Effective Time.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Endeavor Group Holdings, Inc.: The Company amended and restated its Amended and Restated By-Laws in their entirety.
- Change
- bylaw amendment
Exact text from the filing
Pursuant to the Merger Agreement, at the Effective Time, the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated By-Laws were each amended and restated in its entirety, and immediately thereafter, the Company’s Second Amended and Restated Certificate of Incorporation was again amended and restated in its entirety.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Endeavor Group Holdings, Inc.: The Company amended and restated its Second Amended and Restated Certificate of Incorporation in its entirety to a Third Amended and Restated Certificate of Incorporation.
- Change
- charter amendment
Exact text from the filing
Pursuant to the Merger Agreement, at the Effective Time, the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated By-Laws were each amended and restated in its entirety, and immediately thereafter, the Company’s Second Amended and Restated Certificate of Incorporation was again amended and restated in its entirety.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Endeavor Group Holdings, Inc. completed a disposition involving OB Global Holdings LLC (closed 2025-03-24).
- Action
- disposition
- Counterparty
- OB Global Holdings LLC
- Closing
- 2025-03-24
Exact text from the filing
SD&T Asset Disposition In addition, on the Closing Date, WME IMG, LLC (“WME IMG”), an indirect controlled subsidiary of the Company, completed the previously announced disposition of OB US Parent LLC and IMG Arena US Parent, LLC to OB Global Holdings LLC, an entity affiliated with Ariel Emanuel and certain members of OpenBet management (the “SD&T Asset Disposition”), pursuant to the Transaction Agreement, dated as of November 11, 2024, by and among WME IMG, OB Global Holdings LLC, OB US Parent LLC and IMG Arena US Parent, LLC (“IMG Arena”) (the “SD&T Transaction Agreement”).
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Endeavor Group Holdings, Inc. underwent a change of control involving Silver Lake for $27.50 in cash (closed 2025-03-24).
- Action
- change of control
- Counterparty
- Silver Lake
- Consideration
- $27.50 in cash
- Closing
- 2025-03-24
Exact text from the filing
share of the Company’s common stock (“Common Stock”) outstanding immediately prior to the Effective Time were automatically cancelled and converted into the right to receive $27.50 in cash (the “Company Merger Consideration”), without interest and subject to applicable withholding taxes, other than with respect to the Excluded Shares, Rollover Shares and
View on SEC.gov
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