UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events. |
As previously disclosed, on April 2, 2023, World Wrestling Entertainment, Inc. (the “Company”) entered into a Transaction Agreement (the “Transaction Agreement”), by and among the Company, Endeavor Group Holdings, Inc. (“Endeavor”), Endeavor Operating Company, LLC, Zuffa Parent, LLC (“HoldCo”), New Whale Inc. (“New PubCo”) and Whale Merger Sub Inc. pursuant to which, among other things, Endeavor and the Company agreed to combine the businesses of HoldCo and the Company. New PubCo will be renamed “TKO Group Holdings, Inc.” immediately following the completion of the Transactions, including the Merger. All defined terms used that are not otherwise defined herein have the meanings ascribed to such terms in the Transaction Agreement.
The applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in connection with the Transactions expired at 11:59 p.m., Eastern Time, on June 16, 2023.
In addition, as of this filing, all required foreign regulatory approvals have been obtained.
The consummation of the Transactions remains subject to other customary closing conditions specified in the Transaction Agreement.
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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.
| Date: June 23, 2023 | WORLD WRESTLING ENTERTAINMENT, INC. | |||||
| By: | /s/ JAMES W. LANGHAM | |||||
| James W. Langham | ||||||
| SVP, Deputy General Counsel and Assistant Secretary | ||||||