AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 3/6 · 31/10/2026
Moat63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 3/4 · Distinctive UFC and WWE programming generates substantial media, sponsorship and licensing revenue, with actual higher renewal fees supporting commercial differentiation. This establishes an intangible-assets advantage without proving network effects, cost leadership or a similar advantage throughout the acquired businesses.
durability · 3/4 · Multiyear media-license terms, remaining contractual obligations and the venue renewal through 2030 support persistence across several years. Netflix's disclosed five-year opt-out and the need for future renewals limit confidence beyond contractual horizons.
customer dependency · 2/4 · Repeat venue commitments and substantial contracted revenue demonstrate customer value. They do not establish that distributors or fans lack substitutes, and preference sensitivity prevents treating content demand as strong switching friction.
erosion resilience · 2/4 · First-half 2026 media and licensing growth weighs against broad realized erosion, although UFC live-event revenue declined. Piracy and preference risks remain prospective threats, while disclosed injunctive litigation adds uncertainty without establishing an adverse ruling.
Pricing power63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 3/4 · Actual increases in sponsorship renewal fees and contractual media-rights escalations demonstrate realized pricing gains at UFC and WWE. Revenue totals also include new partners and changing content or event mix, so these disclosures do not establish uniform pricing power across every offering.
retention · 3/4 · The T-Mobile Arena extension, repeat Macau partnership and sponsorship renewals demonstrate renewed commercial demand. This assesses retention through commercial relationships rather than a measured fan or distributor retention rate; portfolio-wide retention remains unquantified.
margin resilience · 2/4 · First-half 2026 WWE Adjusted EBITDA grew faster than revenue, while UFC profitability grew more slowly than revenue. Consolidated profitability improved despite increased legal costs, but the adjusted measure excludes material expenses. These mixed outcomes support resilience without independently proving pricing power.
contractual freedom · 2/4 · Negotiated renewal horizons and actual fee escalations show an ability to secure favorable terms. Multiyear license commitments and Netflix's disclosed opt-out constrain flexibility; unilateral price-reset rights are not established.
Predictability—
Missing exact annual revenue, free cash flow or FCF margin; operating cash flow and capex must both be reported for every observed year.
Financial strength—
Missing required inputs: debtFcfGrade. Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or reported pretax profit plus reported gross interest expense. Reported EBIT is distinct from GAAP operating income and gross interest. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- netDebtEbitGrade
- 29.80
- interestCoverageGrade
- 28.35
- currentRatioGrade
- 40.87
- Net debt / operating income (x)
- 3.51
- Interest coverage (x)
- 4.12
- Current ratio (x)
- 1.26
Capital allocation—
Missing required inputs: operatingReturn, dilution, cashConversionGrade. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or EBIT calculated from reported pretax profit plus reported gross interest expense; the issuer-reported EBIT is distinct from GAAP operating income and gross interest; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. ROIC remains undefined for nonpositive invested capital; the explicit asset-return alternative does not change the ROIC chart. Missing financial inputs alone never trigger an alternative. Does not establish acquisition quality or buyback timing.
- 3-year average SBC / revenue (%)
- 3.09
Management50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Actual cash generation and capital returns provide assessable outcomes, but first-half 2026 repurchases of $967.6 million accompanied substantial financing proceeds and higher interest expense. Restricted event prepayments limit interpretation of operating cash generation. The equity-funded acquisition is completed, but its return on consideration remains unproven.
incentive alignment · 2/4 · An adopted ownership policy and an actual RSU grant with future vesting support alignment. Large discretionary bonuses and financial bonuses based on UFC and WWE Adjusted EBITDA excluding corporate costs weaken the connection to comprehensive shareholder outcomes. Scheduled vesting is not treated as completed vesting, and policy compliance is unverified.
execution · 3/4 · UFC, WWE and IMG delivered first-half 2026 revenue and Adjusted EBITDA growth, alongside completed repeat venue agreements. These operating and contractual outcomes support execution; attribution to management is indirect, and they do not establish acquisition investment returns or eliminate litigation burdens.
governance · 1/4 · Actual 64.1% voting control and disclosed reduced controlled-company protections leave minority influence fragile. Independent audit committee membership provides a counterweight. Recognized stockholder litigation costs add a demonstrated burden without proving the underlying allegations.
Evidence
WWE, the global leader in sports entertainment, produces and distributes unique and creative content through various channels, including content rights agreements with distribution partners including Netflix, ESPN, Versant, and the CW for its weekly programs, Raw, SmackDown and NXT, and Premium Live Events, monetization across social media outlets, live events, and licensing of various WWE themed consumer products.
2025 Form 10-K, business: WWE content and monetization · Filed 25/02/2026
UFC, the world’s premier professional MMA organization, produces more than 40 live events annually which are broadcast in over 170 countries and territories to over 950 million TV households.
2025 Form 10-K, business: UFC events and distribution reach · Filed 25/02/2026
Disaggregated Revenue The following table presents the Company’s revenue disaggregated by primary revenue sources (in thousands): For the Three Months Ended June 30, 2026 UFC WWE IMG Corp & Other Total Media rights, production and content $ 325,176 $ 359,758 $ 147,160 $ 3,715 $ 835,809 Live events and hospitality 47,844 152,000 198,503 19,790 418,137 Partnerships and marketing 144,758 63,178 3,514 12,299 223,749 Consumer products licensing and other 17,884 46,014 5,380 12,671 81,949 Eliminations — — — — (12,566 ) Total revenue $ 535,662 $ 620,950 $ 354,557 $ 48,475 $ 1,547,078 For the Six Months Ended June 30, 2026 UFC WWE IMG Corp & Other Total Media rights, production and content $ 600,491 $ 641,431 $ 307,405 $ 12,650 $ 1,561,977 Live events and hospitality 96,337 275,470 666,154 52,801 1,090,762 Partnerships and marketing 211,853 89,412 25,020 28,575 354,860 Consumer products licensing and other 28,202 90,295 11,512 28,355 158,364 Eliminations — — — — (22,009 ) Total revenue $ 936,883 $ 1,096,608 $ 1,010,091 $ 122,381 $ 3,143,954 For the Three Months Ended June 30, 2025 UFC WWE IMG Corp & Other Total Media rights, production and content $ 260,491 $ 278,915 $ 163,397 $ 4,661 $ 707,464 Live events and hospitality 58,478 185,765 132,148 18,465 394,856 Partnerships and marketing 85,730 58,291 7,868 11,650 163,539 Consumer products licensing and other 11,136 33,171 3,177 9,856 57,340 Eliminations — — — — (14,757 ) Total revenue $ 415,835 $ 556,142 $ 306,590 $ 44,632 $ 1,308,442 For the Six Months Ended June 30, 2025 UFC WWE IMG Corp & Other Total Media rights, production and content $ 484,588 $ 530,530 $ 324,703 $ 7,969 $ 1,347,790 Live events and hospitality 117,101 262,044 420,534 51,858 851,537 Partnerships and marketing 150,074 83,868 30,203 23,763 287,908 Consumer products licensing and other 23,819 71,240 7,418 15,419 117,896 Eliminations — — — — (27,889 ) Total revenue $ 775,582 $ 947,682 $ 782,858 $ 99,009 $ 2,577,242 15 Table of Contents Remaining Performance Obligations The transaction price related to the Company’s future performance obligations does not include any variable consideration related to sales or usage-based royalties.
June 2026 Form 10-Q, disaggregated revenue · Filed 03/08/2026
This increase was primarily driven by $62.9 million of higher partnership revenue from new sponsors and increases in fees from renewals, as well as $28.3 million of increased media rights, production and content revenue from higher media rights fees.
2026 proxy, 2025 operating highlights: UFC renewal and media fees · Filed 23/04/2026
The increase in media rights, production and content revenue was primarily related to the contractual escalation of media rights fees compared to the prior year period.
2025 results release, fourth-quarter UFC media-fee escalation · Filed 25/02/2026
The increase in media rights, production and content revenue was primarily related to the contractual escalation of media rights fees, notably the impact of WWE’s distribution agreements with Netflix and ESPN.
2025 results release, fourth-quarter WWE media-fee escalation · Filed 25/02/2026
The following table presents the aggregate amount of the transaction price allocated to remaining performance obligations for contracts greater than one year with unsatisfied or partially satisfied performance obligations as of June 30, 2026 (in thousands):
Remainder of 2026
$
1,708,428
2027
3,371,206
2028
3,147,482
2029
2,745,179
2030
1,758,592
Thereafter
3,239,111
Total remaining performance obligations
$
15,969,998
Revenue from Prior Period Performance Obligations
June 2026 Form 10-Q, remaining performance obligations · Filed 03/08/2026
• In September 2025, extended multi-year partnership with T-Mobile Arena through 2030, which reinforces the venue’s status as the official home for UFC and WWE in Las Vegas; the renewed agreement guarantees a minimum of four annual UFC events and two WWE events at the iconic arena.
2026 proxy, operating achievements: T-Mobile Arena renewal · Filed 23/04/2026
• In September 2025, secured a partnership with Galaxy Macau to hold three UFC Fight Nights in Macau over four years from 2026 through 2029, following the success of UFC’s Fight Night held in Macau in 2024.
2026 proxy, operating achievements: repeat Macau partnership · Filed 23/04/2026
The success of our streaming video solutions with respect to both live and video-on-demand content (e.g., UFC FIGHT PASS) is directly threatened by the availability and use of pirated alternatives, which we may not detect, or be able to prevent or take down in real time, including the streaming of our events on social media and other platforms.
2025 Form 10-K, risk: pirated streaming alternatives · Filed 25/02/2026
The value that streaming services are willing to pay for content that we develop may be reduced if piracy prevents these services from realizing adequate revenues.
2025 Form 10-K, risk: piracy and distributor willingness to pay · Filed 25/02/2026
Our ability to generate revenues is highly sensitive to rapidly changing consumer preferences and industry trends, as well as the popularity of our brand, events, and the athletes that participate in our events.
2025 Form 10-K, risk: consumer preferences and popularity · Filed 25/02/2026
The agreement has an initial 10-year term, with an option for Netflix to extend for an additional 10 years and to opt out after the initial five years.
2024 Form 10-K, business: Netflix agreement term and options · Filed 26/02/2025
The Davis case does not seek monetary damages and instead seeks injunctive relief.
June 2026 Form 10-Q, legal proceedings: Davis injunctive relief · Filed 03/08/2026
License agreements with broadcasters and distributors have various terms typically ranging from three to five years, although certain of our most significant agreements are longer and range from seven to 10 years.
2024 Form 10-K, business: typical media-license durations · Filed 26/02/2025
We negotiate agreements with a renewal horizon that reflects the growing popularity of our programming.
2024 Form 10-K, business: negotiated renewal horizons · Filed 26/02/2025
27 Table of Contents Revenue Three Months Ended Six Months Ended June 30, June 30, 2026 2025 2026 2025 UFC $ 535,662 $ 415,835 $ 936,883 $ 775,582 WWE 620,950 556,142 1,096,608 947,682 IMG 354,557 306,590 1,010,091 782,858 Total revenue from reportable segments $ 1,511,169 $ 1,278,567 $ 3,043,582 $ 2,506,122 Corporate and Other 48,475 44,632 122,381 99,009 Eliminations (12,566 ) (14,757 ) (22,009 ) (27,889 ) Total revenue $ 1,547,078 $ 1,308,442 $ 3,143,954 $ 2,577,242 Reconciliation of segment profitability Three Months Ended Six Months Ended June 30, June 30, 2026 2025 2026 2025 UFC $ 280,454 $ 244,792 $ 534,925 $ 472,185 WWE 368,325 329,739 624,371 523,679 IMG 78,527 28,994 175,928 102,455 Total Adjusted EBITDA from reportable segments 727,306 603,525 1,335,224 1,098,319 Corporate and Other (77,426 ) (77,037 ) (135,588 ) (154,453 ) Total Adjusted EBITDA 649,880 526,488 1,199,636 943,866 Reconciling items: Equity loss (earnings) of affiliates 4,436 (7,310 ) 2,801 (9,834 ) Interest expense, net (70,619 ) (48,207 ) (131,184 ) (92,972 ) Depreciation and amortization (98,500 ) (99,397 ) (242,302 ) (199,932 ) Equity-based compensation expense (1) (40,396 ) (32,996 ) (79,982 ) (63,267 ) Merger, acquisition and earn out costs (2) (6,973 ) (4,268 ) (9,369 ) (44,040 ) Certain legal costs (3) (71,055 ) (9,693 ) (94,270 ) (16,151 ) Restructuring, severance and impairment (4) (747 ) (4,305 ) (1,098 ) (5,824 ) Debt transaction costs (5) (2,455 ) — (2,455 ) — Foreign exchange gains and (losses) (6) (699 ) (10,101 ) 2,594 (14,978 ) Other adjustments (7) (1,267 ) 2,048 (626 ) (395 ) Income before income taxes and equity earnings of affiliates $ 361,605 $ 312,259 $ 643,745 $ 496,473 (1) Equity-based compensation represents non-cash compensation expense for various awards issued under the TKO 2023 Incentive Award Plan, awards assumed in connection with the acquisition of WWE in September 2023, and awards issued under Endeavor Group Holdings, Inc.’s 2021 Plan.
June 2026 Form 10-Q, segment revenue and profitability reconciliation · Filed 03/08/2026
These dividend payments represented TKO’s portion of the pro rata distributions from TKO OpCo to its equity holders Cash Flows Overview Six Months Ended June 30, 2026 2025 Net cash provided by operating activities $ 1,068.5 $ 559.0 Net cash used in investing activities $ (47.9 ) $ (49.7 ) Net cash used in financing activities $ (651.0 ) $ (346.0 ) Operating activities increased from $559.0 million of cash provided in the six months ended June 30, 2025 to $1,068.5 million of cash provided in the six months ended June 30, 2026.
June 2026 Form 10-Q, operating cash flows · Filed 03/08/2026
Cash provided in the six months ended June 30, 2026 was primarily due to net income for the period of $553.7 million, which included certain non-cash items, including depreciation and amortization of $242.3 million and equity-based compensation of $80.0 million, as well as an increase in restricted cash of $604.8 million related to On Location for the FIFA World Cup 2026.
June 2026 Form 10-Q, operating cash-flow drivers and restricted cash · Filed 03/08/2026
Cash used in the six months ended June 30, 2026 primarily reflects payments for share repurchases of $967.6 million, distributions to EGH and its subsidiaries of $408.0 million, dividends paid to holders of TKO Class A common stock of $117.3 million, and net payments of $78.5 million to repay our outstanding debt and refinance our existing first lien term loan.
June 2026 Form 10-Q, financing cash uses · Filed 03/08/2026
These payments were partially offset by proceeds of $929.9 million received from the upsizing and repricing of
46
Table of Contents
the Company's existing first lien term loan.
June 2026 Form 10-Q, financing proceeds · Filed 03/08/2026
This increase was driven primarily by incremental interest expense from higher debt levels maintained during the current year as compared to the prior year due to the $1.0 billion and $900.0 million incremental first lien term loans entered in September 2025 and March 2026, respectively, partially offset by the impact of lower interest rates effective May 28, 2026 associated with the debt repricing transaction which repriced the facility.
June 2026 Form 10-Q, increased debt and interest expense · Filed 03/08/2026
The transaction was valued at approximately $3.25 billion plus a $50 million purchase price adjustment (based on the volume-weighted average sales price of TKO’s Class A common stock for the twenty-five trading days ending on October 23, 2024), and was satisfied through the issuance of 26.54 million common units of TKO OpCo and an equivalent number of corresponding shares of TKO Class B common stock to the EGH Parties.
2025 Form 10-K, completed acquisition consideration and equity issuance · Filed 25/02/2026
• Stock Ownership Policy: Our Stock Ownership Policy requires each of our directors who receive equity awards pursuant to our non-employee director compensation policy and each of our named executive officers to maintain beneficial ownership of a certain value of shares of our Class A common stock during their tenure at the Company.
2026 proxy, stock ownership policy · Filed 23/04/2026
As such, in January 2026, Mr. Schleimer received 38,377 RSUs that vest in three equal annual installments on January 1, 2027, January 1, 2028 and January 1, 2029.
2026 proxy, actual January 2026 RSU grant and vesting schedule · Filed 23/04/2026
The following table reflects the target bonus applicable for fiscal year 2025 and the actual amounts paid to the named executive officers: Annual Bonuses Name Annual Target Bonus ($) Actual Financial Performance Annual Bonus (1) (a) ($) Actual Qualitative Discretionary Bonus (b) ($) Total Actual Annual Bonus Payout (a) + (b) ($) Ariel Emanuel $ 7,000,000 $ 8,120,000 $ 11,880,000 $ 20,000,000 Andrew Schleimer $ 2,000,000 $ 2,500,000 $ 4,500,000 $ 7,000,000 Mark Shapiro $ 6,000,000 $ 7,500,000 $ 5,000,000 $ 12,500,000 Seth Krauss $ 2,000,000 $ 2,500,000 $ 1,500,000 $ 4,000,000 (1) Based upon Adjusted EBITDA of the UFC and WWE segments, without regard for corporate costs, as described above.
2026 proxy, actual 2025 bonuses and performance basis · Filed 23/04/2026
As of June 30, 2026, EGH and its subsidiaries collectively controlled 64.1% of the voting interests in TKO through their ownership of both TKO Class A common stock and TKO Class B common stock.
June 2026 Form 10-Q, controlling stockholder voting interests · Filed 03/08/2026
Accordingly, holders of our Class A common stock will not have the same protections afforded to stockholders of companies that are subject to all of the rules and corporate governance standards of NYSE, and the ability of our independent directors to influence its business policies and affairs may be reduced.
2026 proxy, controlled-company protections · Filed 23/04/2026
Tellem, Ms. Wheeler and Ms. Medina qualifies as “independent” under NYSE’s additional standards applicable to audit committee members and Rule 10A-3 of the Exchange Act.
2026 proxy, audit committee independence · Filed 23/04/2026
For the three and six months ended June 30, 2026, these costs include an estimated loss of $30.0 million reflecting the Company’s liability net of probable insurance recoveries, as well as $25.6 million and $42.0 million, respectively, of professional fees, associated with stockholder litigation related to WWE.
June 2026 Form 10-Q, recognized stockholder litigation loss and professional fees · Filed 03/08/2026
As a result of the common control acquisition, the net assets of the Acquired Businesses were combined with those of TKO at their historical carrying amounts, and the financial statements have been retrospectively recast on a combined basis for historical periods prior to February 28, 2025, because they were under common control for all periods presented.
June 2026 Form 10-Q, common-control acquisition and historical recasting · Filed 03/08/2026
The increase in partnerships and marketing revenue was primarily related to new partners and an increase in fees from renewals compared to the prior year period.
2025 results release, fourth-quarter WWE sponsorship renewals · Filed 25/02/2026
