01—Abstract
Summary
Summary of the 10-K filed February 26, 2025. Cited figures are marked; the original filing is the authoritative source.
TKO Group Holdings, Inc. reported revenue of $2.80 billiona for the year ended December 31, 2024, up $1,129.3 million, or 67.4%, from $1.68 billion in 2023, driven primarily by the full-year contribution of WWE following the September 2023 Transactions combining UFC and WWE.
Operating income fell to $282.9 millionb from $446.7 million, mainly because selling, general and administrative expenses rose to $1,228.7 million, including a $375.0 million charge for the settlement of the UFC antitrust (Le) class action. Net income attributable to TKO Group Holdings, Inc. was $9.4 million, compared with a net loss of $35.2 million in 2023, while Adjusted EBITDA rose to $1,251.2 million from $809.1 million. Cash flow from operations was $583.4 million, and cash and cash equivalents ended the year at $525.6 million.
Total outstanding term loan debt was $2.75 billionc after a November 2024 refinancing that extended maturities to 2031. The board authorized a share repurchase program of up to $2.0 billion and a quarterly cash dividend of approximately $75 million to be paid by TKO OpCo, with the inaugural dividend payable March 31, 2025. The company also agreed to the Endeavor Asset Acquisition of the PBR, On Location and IMG businesses for total consideration of $3.25 billion, expected to close in the first quarter of 2025 and to issue approximately 26.1 million TKO OpCo Units and Class B shares to Endeavor affiliates.
Investors should weigh the strong revenue growth and Adjusted EBITDA expansion against heavy concentration of control: Endeavor and its subsidiaries hold 53.9%d of voting interests and the company is a controlled company under NYSE rules. Material risks include dependence on key media distribution agreements, with the UFC domestic license expiring in December 2025 and the WWE network license in March 2026, as well as ongoing WWE-related investigations and litigation.
02—Key points
Key Highlights
- Revenue of $2,804.3 million for 2024, up $1,129.3 million, or 67.4%, versus 2023, with WWE contributing $1,398.1 million for the full year versus $382.8 million for the post-acquisition period in 2023.
- UFC segment revenue of $1,406.2 million, up from $1,292.2 million, and segment Adjusted EBITDA of $801.0 million with a 57% Adjusted EBITDA margin.
- WWE segment revenue of $1,398.1 million with Adjusted EBITDA of $681.1 million and a 49% Adjusted EBITDA margin.
- Operating income declined to $282.9 million from $446.7 million, largely due to the $375.0 million UFC antitrust settlement charge recorded in SG&A.
- Net cash provided by operating activities of $583.4 million; year-end cash of $525.6 million; $2.75 billion of term loans refinanced in November 2024 with maturity in 2031.
- Capital return: $2.0 billion Class A share repurchase authorization and a quarterly dividend of approximately $75 million, with the first dividend payable March 31, 2025; $165.0 million of repurchases were made in 2024.
- Pending $3.25 billion Endeavor Asset Acquisition (PBR, On Location, IMG) expected to close in Q1 2025, which would issue about 26.1 million TKO OpCo Units and Class B shares to Endeavor.
03—One dollar
04—Financials
Financial Highlights
Figures from 10-KFY2024filed February 26, 2025Financial Statements
FY2024 against FY2023
| Line item | FY2024FY2023 | Change |
|---|---|---|
| Revenue | $4.88B$3.22B | +51.5% |
| SG&A Expenses | $1.77B$1.03B | +72.5% |
| Operating Expenses | $4.85B$2.85B | +70.3% |
| Operating Income | $30.95M$375.78M | −91.8% |
| Interest Expense | $235.79M$229.60M | +2.7% |
| Net Income | $6.38M$175.72M | −96.4% |
| EPS (Basic) | $0.12$-0.43 | +127.9% |
| EPS (Diluted) | $0.02$-0.43 | +104.7% |
| Shares Outstanding (Basic) | 81.34M82.81M | −1.8% |
| Shares Outstanding (Diluted) | 171.87M82.81M | +107.6% |
05—Questions
Frequently Asked Questions
How much did TKO's revenue grow in 2024 and what drove it?
Revenue rose $1,129.3 million, or 67.4%, to $2,804.3 million. The increase was driven mainly by a full year of WWE results following the September 2023 Transactions, which contributed $1,398.1 million in 2024 versus $382.8 million in the 2023 post-acquisition period. UFC revenue also grew, to $1,406.2 million from $1,292.2 million.
Why did operating income decline despite higher revenue?
Operating income fell to $282.9 million from $446.7 million. Selling, general and administrative expenses rose to $1,228.7 million from $549.1 million, including $375.0 million of charges for the settlement of the UFC antitrust (Le) class action. Depreciation and amortization also rose to $392.8 million from $164.6 million, largely due to the WWE acquisition.
What is the status of the Endeavor Asset Acquisition and how would it affect shareholders?
TKO agreed in October 2024 to acquire the PBR, On Location and IMG businesses from Endeavor for total consideration of $3.25 billion, expected to close in the first quarter of 2025. The filing states it would issue approximately 26.1 million TKO OpCo Units and corresponding Class B shares to Endeavor's EDR Parties, reducing existing holders' equity ownership and voting interests by approximately 6% each.
How concentrated is control of TKO and what does that mean for Class A holders?
Endeavor and its subsidiaries collectively owned approximately 53.9% of TKO's voting interests as of the filing date, making TKO a controlled company under NYSE rules, so it may elect not to comply with certain governance requirements. Following the Endeavor Take-Private, Silver Lake would control TKO through its ownership of Endeavor. Endeavor's approximately 61% voting interest is expected after the Endeavor Asset Acquisition closes.
What key risks relate to media distribution revenue?
The filing states that a very significant portion of media segment revenue and profitability comes from domestic licenses for UFC content and WWE Network, which expire in December 2025 and March 2026, respectively. The company says renewal outcomes are uncertain and could adversely affect results. Since January 2025, Netflix has been the exclusive global home to Raw and, as rights become available, distribution for WWE content outside the U.S., including premium live events.
06—Continue