TO UPDATE: Vince McMahon is reportedly not returning to WWE following the conclusion of the board’s investigation into him. As previously mentioned, WWE announced that it was investigating McMahon over allegations of misconduct that led to his departure from the company in July. The company’s filing states: “Mr. McMahon can effectively exercise control of our affairs on her record, leading some to believe he could potentially return. However, Fightful Select reports that is not the case, and a WWE spokesperson told the site that McMahon is “done, done” and will not be returning to roles he left upon retirement.
Another person in a senior position at WWE said that morale at the company was the highest in over a decade since MvMahon’s departure, and another longtime employee said that while he left, while they had initial concerns about his eventual return, not the case. This source said that everyone is aware that it would be a major step backwards for WWE and that today’s financial results would have made people more confident about the company’s health without him.
ORIGINAL: WWE’s special investigation into Vince McMahon is officially closed, WWE announced today. Alongside their earnings results, WWE filed an update with the SEC, announcing that the investigation is closed. You can see the full announcement below.
Frank Riddick said on today’s conference call that the company is working with the committee to implement its recommendations to avoid problems in the future and said the third-quarter results included $18 million in expenses related to include the cost of the investigation. McMahon has agreed to pay reasonable costs of the investigation not covered by insurance.
McMahon left the company in late July and John Laurinaitis, who was also part of the investigation, was fired from the company.
The recent investigation by the Company’s Special Committee could have a material adverse impact on our financial performance.
On June 17, 2022, the Company and its Board of Directors announced that a Special Committee composed of independent members of our Board of Directors (the “Select Committee”) had been formed to investigate alleged wrongdoing by the Company’s former Chairman and Chief Executive Officer, Vincent examine K. McMahon. Mr. McMahon resigned from all positions at the Company on July 22, 2022 but remains a controlling shareholder. On July 25, 2022, based on the findings of the Special Committee’s investigation, the Company announced that it had determined that certain payments approved by Mr. McMahon during the period from 2006 to 2022 (including future paid and payable amounts totaling $14.6 million) was improperly expensed in the Company’s consolidated financial statements. The Company subsequently identified two additional payments totaling $5.0 million unrelated to Mr. McMahon’s alleged misconduct that led to the Special Committee investigation Mr. McMahon made in 2007 and 2009 and the not properly recognized as an expense in the Company’s consolidated financial statements. Collectively, these unrecognized expenses total $19.6 million (the “Unrecognized Expenses”). All payments underlying the unrecognized expenses were or will be personally paid by Mr. McMahon. The Company determined that although the amount of unrecognized expense was not material in any single period in which the unrecognized expense arose, the total amount of unrecognized expense would be material if it were fully recognized in the second quarter of 2022 . Accordingly, the Company has revised its previously released financial statements to recognize unrecognized expenses for the relevant periods for the years ended December 31, 2019, 2020 and 2021 and the first quarters of 2021 and 2022 and has concluded that its internal control on financial reporting was not effective due to one or more material weaknesses. Although the Special Committee’s investigation is now complete, the Company has also received, and may in the future receive, governmental, investigative and enforcement requests, subpoenas or demands arising out of, relating to or related to these matters. The professional costs resulting from the Special Committee’s investigation have been significant and are expected to continue to be significant as we continue to incur legal costs associated with these regulatory, investigative and enforcement investigations, subpoenas and claims. While we believe no significant business has been lost to date, it is possible that our business partners’ perceptions may change as a result of the investigation. In addition, as a result of the investigation, certain operational changes, including but not limited to personnel changes, have occurred and may occur in the future. Any or all of these impacts, based on the findings of the investigation and related matters and the surrounding circumstances, could aggravate the other risks described herein and have a material, direct or indirect adverse effect on our business and/or financial performance.
The resignation of Vincent K. McMahon could adversely affect our ability to create popular characters and creative storylines, or otherwise affect our results of operations.
Until his retirement from all positions at the Company on July 22, 2022, in addition to serving as Chairman of our Board of Directors and Chief Executive Officer, Mr. McMahon led the creative team that develops the storylines and characters for our programming (including our television, WWE Network and other programs) and live events. On July 22, 2022, the board appointed Stephanie McMahon, then chief brand officer, interim CEO, interim chairman and director of the company, and Nick Khan, then president, chief revenue officer and director of the company, to serve as co-chief executive officers of the to function in the company. The Board has also appointed Stephanie McMahon as President of the Company. Additionally, following Mr. McMahon’s departure, our creative endeavors will be led by Paul Levesque, the company’s Executive Vice President, Talent Relations and Creative, and Mrs. McMahon’s husband, who has decades of experience at our company and has been a key player in all aspects of our creative process, including television, talent and live events. Although Mr. Levesque has extensive hands-on experience with many of our revenue streams and, together with Ms. McMahon, has been instrumental in our business transformation as well as our ongoing brand development over the past several years, these collective changes at the helm of our organization are significant.
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