(Reuters) – Private equity firm Silver Lake, the biggest investor in Endeavor Group Holdings, on Tuesday said it had agreed to a deal to take the talent and entertainment agency private for $13 billion.
As part of the deal, Endeavor stockholders will receive $27.50 per share in cash, representing a premium of 55% to the closing price of $17.72 before Silver Lake in October said it was working to take the company private.
Shares were hovering at $25.94 in afternoon trading.
Silver Lake is the largest shareholder in Endeavor, owning about 31% of the outstanding shares as of Dec. 31, according to LSEG data.
Silver Lake late last year said it was working to take Endeavor private, after the entertainment giant announced that it had begun a review to explore alternatives that better value the company.
Endeavor had then said that it was evaluating strategic options, but would not consider a sale or disposition of its majority interest in TKO Group Holdings, a separately traded company whose assets include WWE and Ultimate Fighting Championship.
TKO is not party to this transaction and will remain a publicly traded company, the companies said on Tuesday.
The transaction will be financed through a combination of new and reinvested equity from Silver Lake and additional capital anchored by investors including Mubadala Investment Company and DFO Management. The deal is expected to close by the end of the first quarter of 2025.
The definitive agreement was signed after receiving a formal approval from Endeavor’s executive committee and a special committee formed to review the deal.
Hollywood power broker Ari Emanuel, who is the CEO of Endeavor, has transformed the company, which has its roots in representing film and television talent, into a sports and entertainment powerhouse with more than 20 acquisitions.
Emanuel, Endeavor Executive Chairman Patrick Whitsell, and Silver Lake collectively hold 91.5% of Endeavor’s voting stock through a special class of shares, according to a regulatory filing.
Endeavor on Tuesday said the deal would not be put to its minority shareholders for a vote. Such a vote is not legally required, yet many controlled companies selling themselves agree to such a vote to minimize the chances that disgruntled shareholders succeed in suing them for a higher deal price.
Silver Lake opted for such a vote when it inked a $24 billion deal in 2013 to take Michael Dell’s eponymous computer maker private. This resulted in Silver Lake offering a small price sweetener to complete the deal, after Carl Icahn and other activist investors agitated for more money.
Endeavor’s special committee asked for a minority shareholder vote as part of the deal but Silver Lake turned that request down, according to a person familiar with the matter. (This story has been refiled to correct the spelling of Emanuel in paragraph 11)
(Reporting by Harshita Mary Varghese and Akash Sriram in Bangalore and Milana Vinn in New York; Editing by Shilpi Majumdar and Mark Porter)
