Last July, Vince McMahon had to step down from his position as CEO of WWE due to multiple harassment allegations made against him. Therefore, McMahon decided to appoint his daughter Stephanie McMahon and the company’s president Nick Khan as Co-CEOs of WWE. However, McMahon still owns the company and also has the majority of shares.
Recently, Wall Street Journal reported that Vince McMahon is plotting to return to the company. McMahon told close allies that he received bad ideas from people to step down as CEO of WWE.
Vince McMahon has now launched his initial step to return to the company as CEO. Kirkland & Ellis LLP, a law firm issued the following press release on behalf of Vince McMahon. The law firm stated that McMahon elected himself and former WWE Co-Presidents Michelle Wilson and George Barrios to the board as the first step to take the company back into his hand.
The law firm stated that McMahon is electing himself and former WWE Co-Presidents Michelle Wilson and George Barrios to the board as the first step to take the company back into his hand. However, three current directors have to resign for McMahon to return to WWE. The current directors of the board are Stephanie McMahon, Nick Khan, Paul Levesque, JoEllen Lyons Dillion, Steve Koonin, Ignace Lahoud, Michelle McKenna, Steve Pamon, Man Jit Singh, Jeffrey R. Speed and Alan M. Wexler.
Here’s the press release.
Submits written consent to WWE Board electing himself and Company veterans George Barrios and Michelle Wilson as Directors
Actions are necessary to ensure McMahon’s full participation in upcoming media rights negotiations and review of strategic alternatives
GREENWICH, Conn., Jan. 5, 2023 /PRNewswire/ — Vince McMahon, the founder and controlling shareholder of World Wrestling Entertainment Inc. (“WWE” or the “Company”) (NYSE: WWE), announced today that he has taken necessary actions to position the Company to capitalize on a unique opportunity to maximize long-term value for all WWE shareholders. The actions, communicated to WWE’s Board of Directors today via written consent, include the election to the Board of Mr. McMahon, as well as Michelle Wilson and George Barrios – former WWE Co-Presidents and Board members, and currently the Co-Founders and Co-CEOs of Isos Capital Management – and the requisite removal from the Board of three directors. Mr. McMahon expects to assume the role of Executive Chairman of the Board.
Mr. McMahon’s new role will enable unified decision making through the Company’s upcoming media rights negotiations and a parallel full review of the Company’s strategic alternatives, which Mr. McMahon believes is the right course of action and in the best interests of WWE and WWE shareholders amidst the current dynamics in the media and entertainment industry. As Mr. McMahon has communicated to the Board, he believes there is a narrow window of opportunity to create significant value for all shareholders and that to do so, the strategic alternatives review must occur in tandem with the media rights negotiations. He also expressed to the Board that he believes these two initiatives require Mr. McMahon’s direct participation, leadership, and support as controlling shareholder.
“WWE is entering a critical juncture in its history with the upcoming media rights negotiations coinciding with increased industry-wide demand for quality content and live events and with more companies seeking to own the intellectual property on their platforms,” said Mr. McMahon. “The only way for WWE to fully capitalize on this opportunity is for me to return as Executive Chairman and support the management team in the negotiations for our media rights and to combine that with a review of strategic alternatives. My return will allow WWE, as well as any transaction counterparties, to engage in these processes knowing they will have the support of the controlling shareholder.”
Prior to delivering written consent, Mr. McMahon sent two separate letters to the Board in late December in which he expressed the urgency of his return to the Company as Executive Chairman and his desire to work collaboratively with the Board and management team. Following conversations with representatives of the Company both before and after Mr. McMahon’s most recent letter on December 31, Mr. McMahon determined, consistent with his rights as controlling shareholder, that the steps announced today are necessary to maximize value for all WWE shareholders.
Mr. McMahon said, “Ms. Wilson and Mr. Barrios are highly qualified directors whose professional experience positions them well to help the Company achieve the best possible outcomes in both initiatives. As former WWE Co-Presidents and Board members, they are intimately familiar with industry dynamics and the organization’s operations and have helped guide the Company through past successful media rights negotiations. I look forward to working closely again with Michelle and George – as well as the Company’s remaining directors and management team, who have my full support and confidence. WWE has an exceptional management team in place, and I do not intend for my return to have any impact on their roles, duties, or responsibilities.”
In conjunction with the changes to WWE’s Board, Mr. McMahon’s written consent also includes certain amendments to the Company’s bylaws to ensure that WWE’s corporate governance continues to properly enable and support shareholder rights. These changes will be detailed in a Schedule 13D amendment to be filed by Mr. McMahon and a Form 8-K to be filed by the Company in the coming days.
No assurances can be given regarding the outcome or timing of the review process. Mr. McMahon does not intend to comment further until the process has concluded or Mr. McMahon has otherwise determined that further disclosure is appropriate or required.
Michelle Wilson Biography
Ms. Wilson is Co-Founder and Co-CEO of Isos Capital Management. She is a leading sports and entertainment c-suite executive and, prior to founding Isos with Mr. Barrios, most recently served as Co-President and Board Member of WWE until January 2020. In 2018, Forbes named Ms. Wilson one of the 10 Most Powerful Women in Sports. She also was featured on the Adweek 50 list, which highlights the leading executives in Media, Marketing and Technology, and named one of Sports Illustrated’s 10 Most Influential Women in Sports. She joined WWE in 2009 and prior to her appointment as Co-President, served as Chief Revenue and Marketing Officer.
Previously, Michelle served as the Chief Marketing Officer of the United States Tennis Association, oversaw all marketing efforts for the launch of the XFL, a partnership between WWE and NBC, and held consumer products and brand management positions at the NBA and Nabisco, respectively. She received her MBA from Harvard Business School and currently serves on the Boards of Bowlero Corporation and Turtle Beach Corporation.
George Barrios Biography
Mr. Barrios serves as Isos Capital Management’s Co-Founder and Co-CEO. He is an award-winning c-suite executive and most recently served as Co-President and Board Member of WWE until January 2020. In 2017, Institutional Investor ranked George among the Top 3 CFOs in the Media Industry as part of its All-America Executive team rankings. He joined WWE in 2008 as its Chief Strategy and Financial Officer.
Previously, he held leadership roles in finance, strategy and operations at the New York Times, Praxair, Time Warner and HBO. He received his MBA from the University of Connecticut School of Business and currently serves as the National Board Chair of the Make-A-Wish Foundation.
Kirkland & Ellis is serving as legal counsel to Mr. McMahon.
According to Wrestlenomics, Vince McMahon, Lindsell Train Limited, Stephanie McMahon, Linda E. McMahon, BlackRock Inc, and Vanguard Group are the top shareholders of WWE.
- Vince McMahon: WWE’s long-time chief executive, current CEO, and chairman of the board of directors. He holds about 38% of the shares and 81% of the voting power.
- Lindsell Train Limited: The largest institutional owner of WWE shares, owning about 15% of shares and less than 4% of the voting power.
- Stephanie McMahon: WWE’s Chief Brand Officer, a member of its board of directors, and Vince’s daughter. She holds about 2.5% of all shares and 5% of the voting power. This doesn’t include the shares held by her husband, EVP “Triple H” Paul Levesque. His shares are just a fraction of Stephanie’s.
- Linda E. McMahon: The former WWE president and husband of Vince McMahon holds less than 1% of WWE stock, but those are class B shares. So her voting power accounts for about 1.6% of the total.
- BlackRock, Inc: Another massive investment corporation that holds stakes in thousands of companies. BlackRock holds about 8% of WWE and less than 2% of voting rights.
- Vanguard Group: This multinational investment firm is headquartered in Pennsylvania and holds 5.4% of shares and about 1% of the voting power.
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