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A group of former WWE shareholders has filed a class-action lawsuit alleging that the events leading up to the merger of WWE and Endeavor's UFC into TKO Group this year resulted in a "sham sales process" designed to keep Vince McMahon in power and minimizing other bidders.
The suit, made public Monday in Delaware Chancery Court, asserts breach of fiduciary duty claims against the defendants: seven members of the WWE board that include McMahon and Paul "Triple H" Levesque. It claims the actions of the board led by McMahon orchestrated an eventual deal "designed to favor Endeavor and exclude other bidders seeking [to] axe McMahon."
McMahon, who was forced out by the board as WWE president and CEO in 2022 amid sexual abuse and harassment allegations an an ensuing investigation, eventually returned with a newly installed board and announced a "strategic review process (i.e., a sale of the Company)," a move that, according to the suit, was McMahon "maneuvering to secure his power and control over the Company in the face of mounting stockholder discontent and government investigations into his illegal predatory behavior."
The suit added: "McMahon immediately approached his long-time friend and Endeavor CEO Ari Emanuel, whom McMahon knew would allow him to remain at the helm of the post-transaction Company. … Thereafter, the WWE Board-which was controlled by McMahon- conjured up a sham sales process designed to favor Endeavor and exclude other bidders seeking axe McMahon.
The suit said WWE began signing confidentiality agreements with potential bidders on February 6, 2023. "The very next day, Endeavor submitted a proposal to combine Endeavor's Ultimate Fighting Championship (‘UFC') subsidiary with WWE in a cash and stock transaction where WWE stockholders would receive consideration equivalent to $88.43 per share."
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The suit, made public Monday in Delaware Chancery Court, asserts breach of fiduciary duty claims against the defendants: seven members of the WWE board that include McMahon and Paul "Triple H" Levesque. It claims the actions of the board led by McMahon orchestrated an eventual deal "designed to favor Endeavor and exclude other bidders seeking [to] axe McMahon."
McMahon, who was forced out by the board as WWE president and CEO in 2022 amid sexual abuse and harassment allegations an an ensuing investigation, eventually returned with a newly installed board and announced a "strategic review process (i.e., a sale of the Company)," a move that, according to the suit, was McMahon "maneuvering to secure his power and control over the Company in the face of mounting stockholder discontent and government investigations into his illegal predatory behavior."
The suit added: "McMahon immediately approached his long-time friend and Endeavor CEO Ari Emanuel, whom McMahon knew would allow him to remain at the helm of the post-transaction Company. … Thereafter, the WWE Board-which was controlled by McMahon- conjured up a sham sales process designed to favor Endeavor and exclude other bidders seeking axe McMahon.
The suit said WWE began signing confidentiality agreements with potential bidders on February 6, 2023. "The very next day, Endeavor submitted a proposal to combine Endeavor's Ultimate Fighting Championship (‘UFC') subsidiary with WWE in a cash and stock transaction where WWE stockholders would receive consideration equivalent to $88.43 per share."
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