01—Abstract
Summary
Summary of the 8-K filed August 8, 2024. Cited figures are marked; the original filing is the authoritative source.
TKO Group Holdings, Inc. filed this Current Report on Form 8-K on August 8, 2024 to disclose a change in its independent registered public accounting firm.
The filing states the change is tied to auditor independence implications under SEC rules arising from the expected take-private acquisition of Endeavor Group Holdings, Inc. by Silver Lake. The Audit Committee notified Deloitte & Touche LLP that it will be dismissed effective upon the filing of the Company's Form 10-Q for the quarter ending June 30, 2024, and appointed KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024. The filing explicitly states the auditor change was not the result of work performed by Deloitte or matters involving the Company's financial statements.
Deloitte's reports on the consolidated financial statements for fiscal years 2022 and 2023 contained no adverse opinion, disclaimer of opinion, or qualification. The filing also states there were no disagreements or reportable events with Deloitte during fiscal 2022, 2023, or the interim period through August 8, 2024, and that neither the Company nor anyone on its behalf consulted KPMG on accounting, auditing, or reporting matters during the same periods.
The filing's exhibits are a letter from Deloitte dated August 8, 2024 (Exhibit 16.1), which states whether Deloitte agrees with the Company's disclosures, and the Inline XBRL cover page data file (Exhibit 104). For investors, this is a procedural governance disclosure rather than a financial-performance event, and the filing itself reports no financial results.
02—Key points
Key Highlights
- Deloitte & Touche LLP will be dismissed as TKO's independent registered public accounting firm, effective upon filing of the Form 10-Q for the quarter ended June 30, 2024.
- KPMG LLP was appointed as independent registered public accounting firm for the fiscal year ending December 31, 2024.
- The change is attributed to SEC auditor independence implications arising from the expected take-private acquisition of Endeavor Group Holdings, Inc. by Silver Lake.
- The filing states the auditor change was not the result of work performed by Deloitte or matters involving the Company's financial statements.
- Deloitte's reports on fiscal 2022 and 2023 consolidated financial statements contained no adverse opinion, disclaimer of opinion, or qualification.
- The filing reports no disagreements or reportable events with Deloitte for fiscal 2022, 2023, or the interim period through August 8, 2024.
- Exhibit 16.1 is Deloitte's letter dated August 8, 2024, addressed to the SEC regarding the statements in this filing.
03—Questions
Frequently Asked Questions
Why is TKO changing its auditor?
The filing states the change is due to specific auditor independence implications under SEC rules that will result upon completion of the expected take-private acquisition of Endeavor Group Holdings, Inc. by Silver Lake. The Company says it is preemptively addressing this outcome under the rules.
Was the auditor change caused by a disagreement or problem with the financial statements?
No. The filing states the auditor change was not the result of work performed by Deloitte or matters involving the Company's financial statements. It also reports no disagreements or reportable events with Deloitte in the relevant periods.
Who is TKO's new auditor and when does it take effect?
The Audit Committee appointed KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024. Deloitte's dismissal becomes effective upon the filing of the Company's Form 10-Q for the quarter ended June 30, 2024.
Did Deloitte's prior audit opinions contain any qualifications?
The filing states Deloitte's reports on the consolidated financial statements for fiscal years 2022 and 2023 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
Did TKO consult KPMG before its appointment?
The filing states that during fiscal 2022, 2023, and the interim period through August 8, 2024, neither the Company nor anyone on its behalf consulted KPMG on accounting principles for specified transactions, audit opinion types, or any matter that was a disagreement or reportable event.
04—Continue