Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 31, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | ENDEAVOR GROUP HOLDINGS, INC. | |
Entity Central Index Key | 0001766363 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Securities Act File Number | 001-40373 | |
Entity Shell Company | false | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Address, State or Province | CA | |
Entity Incorporation, State or Country Code | DE | |
Title of 12(b) Security | Class A Common Stock, par value $0.00001 per share | |
Trading Symbol | EDR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Address, Address Line One | 9601 Wilshire Boulevard | |
Entity Address, Address Line Two | 3rd Floor | |
Entity Address, City or Town | Beverly Hills | |
Entity Address, Postal Zip Code | 90210 | |
Entity Tax Identification Number | 83-3340169 | |
City Area Code | 310 | |
Local Phone Number | 285-9000 | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 303,755,495 | |
Common Class X [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 174,085,021 | |
Common Class Y [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 227,073,690 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 1,616,493 | $ 767,828 |
Restricted cash | 327,907 | 278,165 |
Accounts receivable | 982,191 | 917,000 |
Deferred costs | 277,577 | 268,524 |
Assets held for sale | 5,984 | 12,013 |
Other current assets | 397,983 | 293,206 |
Total current assets | 3,608,135 | 2,536,736 |
Property and equipment, net | 472,152 | 696,302 |
Operating lease right-of-use assets | 329,384 | 346,550 |
Intangible assets, net | 2,167,746 | 2,205,583 |
Goodwill | 5,090,554 | 5,284,697 |
Investments | 344,013 | 336,973 |
Deferred income taxes | 809,873 | 771,382 |
Other Long Term Assets | 494,730 | 325,619 |
Total assets | 13,316,587 | 12,503,842 |
Current Liabilities: | ||
Accounts payable | 673,690 | 600,605 |
Accrued liabilities | 501,968 | 525,239 |
Current portion of long-term debt | 98,981 | 88,309 |
Current portion of operating lease liabilities | 70,317 | 65,381 |
Deferred revenue | 582,093 | 716,147 |
Deposits received on behalf of clients | 309,262 | 258,414 |
Liabilities held for sale | 0 | 2,672 |
Current portion of tax receivable agreement liability | 154,893 | 50,098 |
Other current liabilities | 242,151 | 107,675 |
Total current liabilities | 2,633,355 | 2,414,540 |
Long-term debt | 5,011,424 | 5,080,237 |
Long-term operating lease liabilities | 304,752 | 327,888 |
Long-term tax receivable agreement liability | 838,555 | 961,623 |
Other long-term liabilities | 431,303 | 412,982 |
Total liabilities | 9,219,389 | 9,197,270 |
Commitments and contingencies (Note 16) | ||
Redeemable non-controlling interests | 231,340 | 253,079 |
Shareholders'/Members' Equity: | ||
Additional paid-in capital | 2,309,320 | 2,120,794 |
Retained earnings (accumulated deficit) | 194,986 | (216,219) |
Accumulated other comprehensive income (loss) | 36 | (23,736) |
Members' Equity: | ||
Total Endeavor Group Holdings, Inc. shareholders' equity | 2,504,348 | 1,880,844 |
Nonredeemable non-controlling interests | 1,361,510 | 1,172,649 |
Total shareholders' equity | 3,865,858 | 3,053,493 |
Total liabilities, redeemable interests and shareholders' equity | 13,316,587 | 12,503,842 |
Common Class A [Member] | ||
Shareholders'/Members' Equity: | ||
Common stock value | 3 | 2 |
Common Class B [Member] | ||
Shareholders'/Members' Equity: | ||
Common stock value | 0 | 0 |
Common Class C [Member] | ||
Shareholders'/Members' Equity: | ||
Common stock value | 0 | 0 |
Common Class X [Member] | ||
Shareholders'/Members' Equity: | ||
Common stock value | 1 | 1 |
Common Class Y [Member] | ||
Shareholders'/Members' Equity: | ||
Common stock value | $ 2 | $ 2 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Net of allowance for doubtful accounts | $ 53,594 | $ 54,766 |
Common Class A [Member] | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 302,912,176 | 290,541,729 |
Common Stock, shares outstanding | 302,912,176 | 290,541,729 |
Common Class B [Member] | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 0 | 0 |
Common Stock, shares outstanding | 0 | 0 |
Common Class C [Member] | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 0 | 0 |
Common Stock, shares outstanding | 0 | 0 |
Common Class X [Member] | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 4,983,448,411 | 4,987,036,068 |
Common stock, shares issued | 174,400,744 | 182,077,479 |
Common Stock, shares outstanding | 174,400,744 | 182,077,479 |
Common Class Y [Member] | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 989,681,838 | 997,261,325 |
Common stock, shares issued | 227,073,690 | 227,836,134 |
Common Stock, shares outstanding | 227,073,690 | 227,836,134 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | $ 1,436,212 | $ 1,312,515 | $ 3,033,049 | $ 2,786,278 |
Operating expenses: | ||||
Direct operating costs | 584,014 | 508,385 | 1,308,296 | 1,203,026 |
Selling, general and administrative expenses | 632,671 | 587,499 | 1,301,884 | 1,127,705 |
Insurance recoveries | 0 | 0 | 0 | (993) |
Depreciation and amortization | 61,078 | 65,612 | 127,829 | 131,606 |
Total operating expenses | 1,277,763 | 1,161,496 | 2,738,009 | 2,461,344 |
Operating income | 158,449 | 151,019 | 295,040 | 324,934 |
Other (expense) income: | ||||
Interest expense, net | (90,307) | (62,505) | (175,404) | (121,777) |
Tax receivable agreement liability adjustment | 10,174 | 2,405 | 12,518 | (51,092) |
Other income (expense), net | 741,657 | (6,133) | 766,090 | 453,808 |
Income before income taxes and equity losses of affiliates | 819,973 | 84,786 | 898,244 | 605,873 |
Provision for (benefit from) income taxes | 140,441 | 2,699 | 175,911 | (14,535) |
Income before equity losses of affiliates | 679,532 | 82,087 | 722,333 | 620,408 |
Equity losses of affiliates, net of tax | (12,997) | (39,867) | (19,543) | (60,522) |
Net income | 666,535 | 42,220 | 702,790 | 559,886 |
Less: Net income attributable to non-controlling interests | 263,361 | 16,414 | 291,585 | 214,534 |
Net income attributable to Endeavor Group Holdings, Inc. | $ 403,174 | $ 25,806 | $ 411,205 | $ 345,352 |
Basic | $ 1.34 | $ 0.09 | $ 1.37 | $ 1.27 |
Diluted | $ 1.29 | $ 0.09 | $ 1.35 | $ 1.24 |
Weighted Average Number of Shares Outstanding, Basic | 301,011,276 | 281,623,228 | 296,499,094 | 275,092,484 |
Weighted Average Number of Shares Outstanding, Diluted | 311,046,135 | 449,733,965 | 299,810,998 | 446,419,024 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 666,535 | $ 42,220 | $ 702,790 | $ 559,886 |
Change in unrealized gains/losses on cash flow hedges: | ||||
Unrealized losses on forward foreign exchange contracts | 0 | (197) | 0 | (13) |
Reclassification of gains to net income for forward foreign exchange contracts | 0 | 0 | 0 | (786) |
Unrealized gains on interest rate swaps | 19,067 | 14,031 | 18,031 | 62,225 |
Reclassification of (gains) losses to net income for interest rate swaps | (14,555) | 7,159 | (26,357) | 14,492 |
Foreign currency translation adjustments | 18,985 | (39,178) | 41,316 | (39,826) |
Reclassification of foreign currency translation losses (gains) to net income for business divestiture | 0 | 0 | 3,270 | (127) |
Total comprehensive income, net of tax | 690,032 | 24,035 | 739,050 | 595,851 |
Less: Comprehensive income attributable to non-controlling interests | 271,734 | 9,768 | 303,658 | 228,383 |
Comprehensive income attributable to Endeavor Group Holdings, Inc. | $ 418,298 | $ 14,267 | $ 435,392 | $ 367,468 |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Interests and Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Accumulated Other Comprehensive Income/(Loss) [Member] | Parent [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Redeemable Stock [Member] Noncontrolling Interest [Member] | Nonredeemable Non-controlling Interests [Member] Noncontrolling Interest [Member] | Common Class A [Member] | Class X Common Stock [Member] | Class Y Common Stock [Member] |
Beginning balance at Dec. 31, 2021 | $ 2,121,463 | $ (80,535) | $ 1,247,046 | $ 1,624,201 | $ (296,625) | $ 209,863 | $ 874,417 | $ 2 | $ 1 | $ 2 |
Beginning Balance (shares) at Dec. 31, 2021 | 265,553,327 | 186,222,061 | 238,154,296 | |||||||
Comprehensive income | 591,134 | 22,116 | 367,468 | 345,352 | 4,717 | 223,666 | ||||
Equity-based compensation | 110,915 | 91,798 | 91,798 | (2,276) | 19,117 | |||||
Issuance of Class A common stock due to exchanges, Share | 10,987,413 | (11,021,656) | (3,152,421) | |||||||
Issuance of Class A common stock due to releases of RSUs | 2,607,395 | |||||||||
Distributions | (25,953) | (25,953) | ||||||||
Accretion of redeemable non- controlling interests | (87,008) | (87,008) | (38,281) | (48,727) | 87,008 | |||||
Issuance of Class A common stock due to an acquisition shares | 396,917 | |||||||||
Issuance of Class A common stock due to an acquisition | 11,014 | 11,014 | 11,014 | |||||||
Establishment and acquisition of non-controlling interests | 346,495 | 211,405 | 211,405 | (250,682) | 135,090 | |||||
Establishment and acquisition of non-controlling interests shares | 6,186,832 | 8,697,379 | ||||||||
Non-controlling interests for sale of businesses | 7,884 | 7,884 | ||||||||
Equity reallocation between controlling and non-controlling interests | (2,846) | 58,293 | 61,139 | (58,293) | ||||||
Equity impact of tax receivable agreement and deferred taxes arising from EOC units and Endeavor Manager units exchanges | 775 | 775 | 775 | |||||||
Ending balance at Jun. 30, 2022 | 3,076,719 | (61,265) | 1,900,791 | 1,962,051 | 48,630 | 1,175,928 | $ 2 | $ 1 | $ 2 | |
Ending Balance (shares) at Jun. 30, 2022 | 285,731,884 | 183,897,784 | 235,001,875 | |||||||
Beginning balance at Mar. 31, 2022 | 2,723,924 | (49,428) | 1,670,349 | 1,696,851 | 22,921 | 242,534 | 1,053,575 | $ 2 | $ 1 | $ 2 |
Beginning Balance (shares) at Mar. 31, 2022 | 275,698,529 | 176,967,757 | 235,415,621 | |||||||
Comprehensive income | 23,554 | (11,539) | 14,267 | 25,806 | 481 | 9,287 | ||||
Equity-based compensation | 62,040 | 46,276 | 46,276 | (3,403) | 15,764 | |||||
Issuance of Class A common stock due to exchanges, Share | 1,753,968 | (1,767,352) | (413,746) | |||||||
Issuance of Class A common stock due to releases of RSUs | 1,695,638 | |||||||||
Distributions | (25,602) | (25,602) | ||||||||
Accretion of redeemable non- controlling interests | (59,700) | (59,700) | (10,973) | (48,727) | 59,700 | |||||
Issuance of Class A common stock due to an acquisition shares | 396,917 | |||||||||
Issuance of Class A common stock due to an acquisition | 11,014 | 11,014 | 11,014 | |||||||
Establishment and acquisition of non-controlling interests | 341,395 | 210,059 | 210,059 | (250,682) | 131,336 | |||||
Establishment and acquisition of non-controlling interests shares | 6,186,832 | 8,697,379 | ||||||||
Equity reallocation between controlling and non-controlling interests | (298) | 8,432 | 8,730 | (8,432) | ||||||
Equity impact of tax receivable agreement and deferred taxes arising from EOC units and Endeavor Manager units exchanges | 94 | 94 | 94 | |||||||
Ending balance at Jun. 30, 2022 | 3,076,719 | (61,265) | 1,900,791 | 1,962,051 | 48,630 | 1,175,928 | $ 2 | $ 1 | $ 2 | |
Ending Balance (shares) at Jun. 30, 2022 | 285,731,884 | 183,897,784 | 235,001,875 | |||||||
Beginning balance at Dec. 31, 2022 | 3,053,493 | (23,736) | 1,880,844 | 2,120,794 | (216,219) | 253,079 | 1,172,649 | $ 2 | $ 1 | $ 2 |
Beginning Balance (shares) at Dec. 31, 2022 | 290,541,729 | 182,077,479 | 227,836,134 | |||||||
Comprehensive income | 720,117 | 24,187 | 435,392 | 411,205 | 18,933 | 284,725 | ||||
Equity-based compensation | 147,653 | 127,328 | 127,328 | (1,527) | 20,325 | |||||
Issuance of Class A common stock due to exchanges, Share | 7,702,628 | (7,676,735) | (762,444) | |||||||
Issuance of Class A common stock due to exchanges | 1 | 1 | $ 1 | |||||||
Issuance of Class A common stock due to releases of RSUs | 4,369,814 | |||||||||
Distributions | (27,089) | (6,567) | (27,089) | |||||||
Accretion of redeemable non- controlling interests | 6,465 | 6,465 | 6,465 | (6,465) | ||||||
Issuance of Class A common stock due to an acquisition shares | 32,673 | |||||||||
Issuance of Class A common stock due to an acquisition | 781 | 781 | 781 | |||||||
Acquisition of non-controlling interests | (29,358) | (18,855) | (18,855) | (17,286) | (10,503) | |||||
Non-controlling interests for sale of businesses | (86) | (8,827) | (86) | |||||||
Equity reallocation between controlling and non-controlling interests | (415) | 78,511 | 78,926 | (78,511) | ||||||
Acquisition of non-controlling interests Shares | 265,332 | |||||||||
Equity impact of tax receivable agreement and deferred taxes arising from EOC units and Endeavor Manager units exchanges | (6,119) | (6,119) | (6,119) | |||||||
Ending balance at Jun. 30, 2023 | 3,865,858 | 36 | 2,504,348 | 2,309,320 | 194,986 | 231,340 | 1,361,510 | $ 3 | $ 1 | $ 2 |
Ending Balance (shares) at Jun. 30, 2023 | 302,912,176 | 174,400,744 | 227,073,690 | |||||||
Beginning balance at Mar. 31, 2023 | 3,142,725 | (14,997) | 2,024,835 | 2,248,015 | (208,188) | 254,239 | 1,117,890 | $ 2 | $ 1 | $ 2 |
Beginning Balance (shares) at Mar. 31, 2023 | 299,352,355 | 175,912,198 | 227,523,031 | |||||||
Comprehensive income | 688,508 | 15,124 | 418,298 | 403,174 | 1,524 | 270,210 | ||||
Equity-based compensation | 65,497 | 50,162 | 50,162 | 15,335 | ||||||
Issuance of Class A common stock due to exchanges, Share | 1,537,347 | (1,511,454) | (449,341) | |||||||
Issuance of Class A common stock due to exchanges | 1 | 1 | $ 1 | |||||||
Issuance of Class A common stock due to releases of RSUs | 1,724,469 | |||||||||
Distributions | (7,365) | (7,365) | ||||||||
Accretion of redeemable non- controlling interests | 7,852 | 7,852 | 7,852 | (7,852) | ||||||
Issuance of Class A common stock due to an acquisition shares | 32,673 | |||||||||
Issuance of Class A common stock due to an acquisition | 781 | 781 | 781 | |||||||
Acquisition of non-controlling interests | (31,833) | (18,855) | (18,855) | (16,571) | (12,978) | |||||
Non-controlling interests for sale of businesses | (86) | (86) | ||||||||
Equity reallocation between controlling and non-controlling interests | (91) | 21,496 | 21,587 | (21,496) | ||||||
Acquisition of non-controlling interests Shares | 265,332 | |||||||||
Equity impact of tax receivable agreement and deferred taxes arising from EOC units and Endeavor Manager units exchanges | (222) | (222) | (222) | |||||||
Ending balance at Jun. 30, 2023 | $ 3,865,858 | $ 36 | $ 2,504,348 | $ 2,309,320 | $ 194,986 | $ 231,340 | $ 1,361,510 | $ 3 | $ 1 | $ 2 |
Ending Balance (shares) at Jun. 30, 2023 | 302,912,176 | 174,400,744 | 227,073,690 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 702,790 | $ 559,886 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 127,829 | 131,606 |
Amortization and write-off of original issue discount and deferred financing cost | 9,263 | 10,202 |
Amortization of content costs | 26,225 | 13,687 |
(Gain) loss on sale/disposal and impairment of assets | (1,119) | 2,333 |
Gain on business divestiture | (750,165) | (478,641) |
Equity-based compensation expense | 140,451 | 111,463 |
Change in fair value of contingent liabilities | (175) | 2,216 |
Change in fair value of equity investments with and without readily determinable fair value | (702) | (13,542) |
Change in fair value of financial instruments | (35,172) | 13,634 |
Equity losses of affiliates | 19,543 | 60,522 |
Net (benefit from) provision for allowance for doubtful accounts | (1,598) | 7,520 |
Net (gain) loss on foreign currency transactions | (12,333) | 17,762 |
Distributions from affiliates | 2,716 | 3,586 |
Tax receivable agreement liability adjustment | (12,518) | 51,092 |
Income taxes | 158,526 | (31,182) |
Other, net | 3,262 | 174 |
Changes in operating assets and liabilities - net of acquisitions and divestitures: | ||
Increase in receivables | (65,442) | (242,321) |
Increase in other current assets | (120,271) | (107,451) |
Increase in other assets | (150,071) | (81,938) |
(Increase)/decrease in deferred costs | (5,950) | 25,584 |
Decrease in deferred revenue | (367) | (95,481) |
Increase in accounts payable and accrued liabilities | 92,601 | 38,318 |
Decrease in tax receivable agreement liability | (12,559) | 0 |
Increase in other liabilities | 78,549 | 214,017 |
Net cash provided by operating activities | 193,313 | 213,046 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisitions, net of cash acquired | (42,693) | (431,105) |
Purchases of property and equipment | (111,025) | (55,796) |
Proceeds from business divestiture, net of cash sold | 1,076,737 | 649,706 |
Proceeds from sale of assets | 3,296 | 415 |
Investments in affiliates | (67,365) | (41,214) |
Other, net | 2,448 | 1,148 |
Net cash provided by investing activities | 861,398 | 123,154 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from borrowings | 49,913 | 10,037 |
Payments on borrowings | (77,973) | (49,887) |
Payments under tax receivable agreement | (37,534) | 0 |
Distributions | (33,656) | (25,953) |
Redemption payments related to pre-IPO units | (1,500) | (7,067) |
Acquisition of non-controlling interests | (43,804) | 92,487 |
Payments of contingent and deferred consideration related to acquisitions | (18,953) | (11,644) |
Other, net | (362) | (777) |
Net cash (used in) provided by financing activities | (163,869) | 7,196 |
Change in cash, cash equivalents and restricted cash balances held for sale | 4,062 | 28,743 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 3,503 | (16,264) |
Increase in cash, cash equivalents and restricted cash | 898,407 | 355,875 |
Cash, cash equivalents and restricted cash at beginning of year | 1,045,993 | 1,793,036 |
Cash, cash equivalents and restricted cash at end of period | $ 1,944,400 | $ 2,148,911 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 403,174 | $ 25,806 | $ 411,205 | $ 345,352 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
DESCRIPTION OF BUSINESS AND ORG
DESCRIPTION OF BUSINESS AND ORGANIZATION | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND ORGANIZATION | 1. DESCRIPTION OF BUSINESS AND ORGANIZATION Endeavor Group Holdings, Inc. (the "Company" or "EGH") was incorporated as a Delaware corporation in January 2019. The Company was formed as a holding company for the purpose of completing an initial public offering ("IPO") and other related transactions in order to carry on the business of Endeavor Operating Company, LLC (d.b.a. Endeavor) and its subsidiaries (collectively, "Endeavor" or "EOC"). As the sole managing member of Endeavor Manager, LLC ("Endeavor Manager"), which in turn is the sole managing member of EOC, the Company operates and controls all the business and affairs of Endeavor, and through Endeavor and its subsidiaries, conducts the Company’s business. The Company is a global sports and entertainment company. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for reporting interim financial information and should be read in conjunction with the Company’s consolidated financial statements and accompanying footnotes in our Annual Report on Form 10-K for the year ended December 31, 2022. Certain information and note disclosures normally included in the annual financial statements have been condensed or omitted from these interim financial statements. The interim consolidated financial statements as of June 30, 2023 and for the three and six months ended June 30, 2023 and 2022 are unaudited; however, in the opinion of management, such interim consolidated financial statements reflect all adjustments, consisting solely of normal and recurring adjustments, necessary for a fair statement of its financial position, results of operations and cash flows for the interim periods presented. Certain prior year amounts were reclassified to conform to the current year presentation, including impacts for changes in the Company’s reportable segments as described in Note 15 . Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and the accompanying disclosures. Significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, allowance for doubtful accounts, the fair value of acquired assets and liabilities associated with acquisitions, the fair value of the Company’s reporting units and the assessment of goodwill, other intangible assets and long-lived assets for impairment, consolidation, investments, redeemable non-controlling interests, the fair value of equity-based compensation, tax receivable agreement ("TRA") liability, income taxes and contingencies. Management evaluates these estimates using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management’s best judgment at a point in time and as such, these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company’s control could be material and would be reflected in the Company’s consolidated financial statements in future periods. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | 3. RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging—Portfolio Layer Method. This ASU clarifies the guidance in ASC 815 on fair value hedge accounting of interest rate risk for portfolios of financial assets, expanding the scope of this guidance to allow entities to apply the portfolio layer method to portfolios of all financial assets, including both prepayable and nonprepayable financial assets. The amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In March 2022, the FASB issued ASU 2022-02, Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. This ASU eliminates the accounting guidance on troubled debt restructurings (TDRs) for creditors in ASC 310-40 and amends the guidance on "vintage disclosures" to require disclosure of current-period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under ASC 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. For entities that have already adopted ASU 2016-13, which the Company has, the amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In September 2022, the FASB issued ASU 2022-04, Liabilities–Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. This ASU enhances the transparency of supplier finance programs. The amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In December 2022, the FASB issued ASU 2022-05, Transition for Sold Contracts. This ASU amends the transition guidance in ASU 2018-12, Targeted Improvements to the Accounting for Long-Duration Contracts, to make targeted improvements to its guidance on long-duration contracts issued by an insurance entity. The amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. Adoption of the expedients and exceptions was permitted upon issuance of this update through December 31, 2022. However, in December 2022, the FASB issued ASU 2022-06, Deferral of the Sunset Date of Topic 848, in order to defer the sunset date of ASC 848 until December 31, 2024. The Company adopted this guidance on April 1, 2023 with no material effect on the Company’s financial position or results of operations. Recently Issued Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, Fair Value Measurements (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies the guidance in Topic 820, Fair Value Measurement, when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of that security. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The adoption will not have a material effect on the Company’s financial position or results of operations. In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842): Common Control Arrangements. This ASU amends certain provisions in Topic 842, Leases, that apply to arrangements between related parties under common control. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The adoption will not have a material effect on the Company’s financial position or results of operations. In March 2023, the FASB issued ASU 2023-02, Investments—Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method (a consensus of the Emerging Issues Task Force). This ASU allows a reporting entity to elect to account for its tax equity investments by using the proportional amortization method regardless of the program from which it receives income tax credits, provided certain conditions are met. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The adoption will not have a material effect on the Company’s financial position or results of operations. In July 2023, the FASB issued ASU 2023-03, Presentation of Financial Statements (Topic 205), Income Statement—Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation—Stock Compensation (Topic 718). This ASU amends or supersedes various SEC paragraphs within the FASB Accounting Standards Codification to conform to past SEC announcements and guidance issued by the SEC. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements. |
ACQUISITIONS AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 6 Months Ended |
Jun. 30, 2023 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND DIVESTITURES | 4. ACQUISITIONS AND DIVESTITURES 2023 ACQUISITIONS During the six months ended June 30, 2023, the Company completed six acquisitions for a total purchase price of $ 63.7 million, which included cash of $ 51.4 million, contingent consideration with a fair value of $ 4.9 million, deferred purchase price of $ 6.6 million, and issuance of Class A common stock valued at $ 0.8 million. The Company recorded $ 28.9 million of goodwill and $ 41.1 million of intangible assets, of which the weighted average useful life ranges from 5.0 to 10.8 years. The goodwill was assigned to the Events, Experiences & Rights, Representation and Sports Data & Technology segments and is partially deductible for tax purposes. 2023 DIVESTITURE In the second quarter of 2023, the Company closed the sale of its IMG Academy business ("Academy"), which was an academic and sports training institute and provided recruiting and admissions services to high school student athletes and college athletic departments and admissions officers. The Company received cash proceeds of $ 1.1 billion and divested $ 38.6 million of cash and restricted cash. The Company recorded a net gain of $ 737.0 million, inclusive of $ 5.5 million of transaction costs, which were contingent on the sale closing, in other income (expense), net during the three and six months ended June 30, 2023. The business was included in the Company's Events, Experiences & Rights segment. 2022 ACQUISITIONS Diamond Baseball Holdings and Madrid Open In January 2022, the Company acquired four additional Professional Development League clubs (the "PDL Clubs"), which were being operated under the Diamond Baseball Holdings ("DBH") umbrella. DBH supported the PDL Clubs' commercial activities, content strategy and media rights. The combined aggregate purchase price for these four additional PDL was $ 64.2 million. In September 2022, the Company sold its PDL Clubs that operated under the DBH umbrella. In April 2022, the Company acquired the Mutua Madrid Open tennis tournament and additional assets ("Madrid Open"), including the Acciona Open de España golf tournament, from Super Slam Ltd and its affiliates. The Company paid $ 386.1 million for consideration and transfer fees at closing, an additional $ 31.8 million of consideration is payable within two years of closing, of which half was paid in the quarter ended June 30, 2023, and $ 0.6 million of contingent consideration is payable within three years of closing. The Company incurred $ 7.5 million in transaction related costs in connection with these acquisitions. The costs were expensed as incurred and included in selling, general and administrative expenses in the consolidated statement of operations. The goodwill for the PDL Clubs was assigned to the Owned Sports Properties segment and the goodwill for the Madrid Open acquisition was assigned to the Events, Experiences & Rights segment. The goodwill is deductible for tax purposes. The weighted average life of finite-lived intangible assets acquired for these four PDL Clubs was 18.7 years and the intangibles acquired for Madrid Open are indefinite-lived. Allocation of Purchase Price The acquisitions were accounted for as business combinations and the fair values of the assets acquired and liabilities assumed in the business combinations are as follows (in thousands): DBH Madrid Open Cash and cash equivalents $ — $ 18,659 Accounts receivable 89 2,123 Deferred costs — 1,124 Other current assets 491 470 Property and equipment 4,403 162 Right of use assets 7,270 — Other assets 103 381 Intangible assets: Customer relationships 1,960 — Owned Events — 407,070 Other 35,410 — Goodwill 25,585 14,419 Accounts payable and accrued expenses ( 93 ) ( 1,609 ) Other current liabilities ( 56 ) — Operating lease liability ( 9,470 ) — Deferred revenue ( 1,455 ) ( 20,780 ) Other liabilities — ( 3,508 ) Net assets acquired $ 64,237 $ 418,511 Other 2022 Acquisition In May 2022, the Company completed another acquisition for a total purchase price of $ 15.6 million in return for a 73.5 % controlling interest. The Company paid $ 4.6 million in cash and issued 396,917 shares of EGH Class A common stock valued at $ 11.0 million. The Company recorded $ 10.8 million of goodwill and $ 3.4 million of intangible assets, of which the weighted average useful life ranges from 5 to 7 years. The goodwill was assigned to the Events, Experiences & Rights segment and is not deductible for tax purposes. 2022 DIVESTITURE In February 2021, the Company signed a new franchise agreement and side letter (the "Franchise Agreements") directly with the Writer’s Guild of America East and the Writer’s Guild of America West (collectively, the "WGA"). These Franchise Agreements included terms that, among other things, prohibited the Company from (a) negotiating packaging deals after June 30, 2022 and (b) having more than a 20% non-controlling ownership or other financial interest in, or being owned or affiliated with any individual or entity that has more than a 20% non-controlling ownership or other financial interest in, any entity or individual engaged in the production or distribution of works written by WGA members under a WGA collective bargaining agreement. The sale of 80% of the restricted Endeavor Content business closed in January 2022. The Company received cash proceeds of $ 666.3 million and divested $ 16.6 million of cash and restricted cash on the date of sale. The retained 20% interest of the restricted Endeavor Content business is accounted for as an equity method investment and was valued at $ 196.3 million at the date of sale. The fair value of the retained 20% interest of the restricted Endeavor Content business was determined using the market approach. The key input assumption was the transaction price paid for the Company's 80% interest in the restricted Endeavor Content business. The Company recorded a net gain of $ 463.6 million, inclusive of a $ 121.1 million gain related to the remeasurement of the retained interest in the restricted Endeavor Content business to fair value and $ 15.0 million of transaction costs, in other income, net during the six months ended June 30, 2022. The restricted Endeavor Content business was included in the Company’s Representation segment prior to the sale. |
SUPPLEMENTARY DATA
SUPPLEMENTARY DATA | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUPPLEMENTARY DATA | 5. SUPPLEMENTARY DATA Accrued Liabilities The following is a summary of accrued liabilities (in thousands): June 30, December 31, 2023 2022 Accrued operating expenses $ 245,080 $ 254,737 Payroll, bonuses and benefits 159,146 176,315 Other 97,742 94,187 Total accrued liabilities $ 501,968 $ 525,239 Allowance for Doubtful Accounts The changes in the allowance for doubtful accounts are as follows (in thousands): Balance at Additions/Charged Balance at Beginning to Costs and Foreign End of of Year Expenses, Net Deductions Exchange Divestitures Period Six Months Ended June 30, 2023 $ 54,766 $ 12,328 $ ( 7,127 ) $ 426 $ ( 6,799 ) $ 53,594 Supplemental Cash Flow The Company’s supplemental cash flow information is as follows (in thousands): Six Months Ended June 30, 2023 2022 Supplemental information: Cash paid for interest $ 168,671 $ 98,314 Cash payments for income taxes 35,443 19,729 Non-cash investing and financing activities: Capital expenditures included in accounts payable and accrued liabilities $ 25,286 $ 6,617 Contingent consideration provided in connection with acquisitions 4,863 627 Establishment and acquisition of non-controlling interests 6,331 414,985 Accretion of redeemable non-controlling interests ( 6,465 ) 87,008 Investment in affiliates retained from a business divestiture — 196,345 Deferred consideration in connection with acquisitions 6,567 31,770 Issuance of Class A common stock due to an acquisition 781 11,014 Items arising from EOC units and Endeavor Manager units exchanges: Establishment of liabilities under tax receivable agreement 44,339 4,391 Deferred tax asset 38,220 5,166 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | 6. GOODWILL AND INTANGIBLE ASSETS Goodwill The changes in the carrying value of goodwill are as follows (in thousands): Owned Sports Properties Events, Experiences & Rights Representation Sports Data & Technology Total Balance — December 31, 2022 $ 2,674,038 $ 2,112,403 $ 498,256 $ — $ 5,284,697 Acquisitions — 5,234 16,617 7,024 28,875 Reclassification — ( 607,427 ) — 607,427 — Foreign currency translation and other — 3,060 ( 173 ) 9,471 12,358 Divestiture — ( 235,376 ) — — ( 235,376 ) Balance — June 30, 2023 $ 2,674,038 $ 1,277,894 $ 514,700 $ 623,922 $ 5,090,554 The reclassification of goodwill during the six months ended June 30, 2023 reflects the relative fair value allocation of the goodwill related to the businesses that were reclassified into the new segment, Sports Data & Technology, as described in Note 15 . Intangible Assets The following table summarizes information relating to the Company’s identifiable intangible assets as of June 30, 2023 (in thousands): Weighted Average Gross Accumulated Carrying Amortized: Trade names 17.2 $ 1,035,606 $ ( 370,899 ) $ 664,707 Customer and client relationships 7.0 1,476,901 ( 1,098,266 ) 378,635 Internally developed technology 7.1 277,184 ( 86,235 ) 190,949 Other 4.3 49,584 ( 44,657 ) 4,927 $ 2,839,275 $ ( 1,600,057 ) $ 1,239,218 Indefinite-lived: Trade names 433,966 — 433,966 Owned events 480,044 — 480,044 Other 14,518 — 14,518 Total intangible assets $ 3,767,803 $ ( 1,600,057 ) $ 2,167,746 The following table summarizes information relating to the Company’s identifiable intangible assets as of December 31, 2022 (in thousands): Weighted Average Gross Accumulated Carrying Amortized: Trade names 17.1 $ 1,048,530 $ ( 343,895 ) $ 704,635 Customer and client relationships 6.9 1,464,584 ( 1,073,017 ) 391,567 Internally developed technology 6.5 276,094 ( 92,573 ) 183,521 Other 4.2 45,255 ( 44,654 ) 601 $ 2,834,463 $ ( 1,554,139 ) $ 1,280,324 Indefinite-lived: Trade names 447,559 — 447,559 Owned events 463,481 — 463,481 Other 14,219 — 14,219 Total intangible assets $ 3,759,722 $ ( 1,554,139 ) $ 2,205,583 Intangible asset amortization expense was $ 38.9 million and $ 41.4 million for the three months ended June 30, 2023 and 2022, respectively, and $ 80.1 million and $ 84.3 million for the six months ended June 30, 2023 and 2022, respectively . |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | 7. INVESTMENTS The following is a summary of the Company’s investments (in thousands): June 30, December 31, 2023 2022 Equity method investments $ 189,952 $ 209,523 Equity investments without readily determinable fair values 153,906 127,297 Equity investments with readily determinable fair values 155 153 Total investments $ 344,013 $ 336,973 Equity Method Investments As of June 30, 2023 and December 31, 2022, the Company held various investments in non-marketable equity instruments of private companies. As of June 30, 2023, the Company’s equity method investments are primarily comprised of the restricted Endeavor Content business (now operating under the name Fifth Season), and Sports News Television Limited. The Company’s ownership of its equity method investments range from 6 % to 50 % as of June 30, 2023. In January 2022, in connection with the Company's sale of 80 % of the restricted Endeavor Content business, the Company retained 20 % ownership in the restricted Endeavor Content business. The investment is accounted for as an equity method investment. The Company’s share of the net loss of Endeavor Content for the three and six months ended June 30, 2023 and 2022 was $ 6.6 million, $ 15.1 million, $ 2.2 million and $ 5.1 million, respectively, and is recognized within equity losses of affiliates in the consolidated statements of operations. As of June 30, 2023 , the Company’s ownership in Learfield IMG College was approximately 42 %. The Company’s share of the net loss of Learfield IMG College for the three and six months ended June 30, 2023 was none , and for three and six months ended June 30, 2022 was $ 39.3 million and $ 60.9 million, respectively, and is recognized within equity losses of affiliates in the consolidated statements of operations. The Company is no longer recognizing its share of their net losses given that the investment carrying value is zero . During the three and six months ended June 30, 2023, the Company recorded an other-than-temporary impairment of $ 9.2 million for one of its equity method investments. Equity Investments without Readily Determinable Fair Values As of June 30, 2023 and December 31, 2022, the Company held various investments in non-marketable equity instruments of private companies. The Company performed its assessment on its investments without readily determinable fair values and recorded an increase in fair value of none and $ 12.1 million for the three months ended June 30, 2023 and 2022 , respectively, and $ 0.7 million and $ 14.0 million for the six months ended June 30, 2023 and 2022, respectively, in other income (expense), net in the consolidated statements of operations. The increases were due to observable price changes. For the three months ended June 30, 2023, no material investments were sold and for the six months ended June 30, 2023 , the Company sold two investments for net consideration of $ 2.3 million and recorded related gains of $ 1.1 million. For the three and six months ended June 30, 2022 , no material investments were sold. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Financial Instrument Disclosure [Abstract] | |
FINANCIAL INSTRUMENTS | 8. FINANCIAL INSTRUMENTS The Company enters into forward foreign exchange contracts that economically hedge certain of its foreign currency risks, although hedge accounting does not apply or the Company elects not to apply hedge accounting. In addition, the Company enters into interest rate swaps to hedge certain of its interest rate risks on its debt. The Company monitors its positions with, and the credit quality of, the financial institutions that are party to its financial transactions. As of June 30, 2023, the Company had the following outstanding forward foreign exchange contract s (all outstanding contracts have maturities of less than 12 months from June 30, 2023) (in thousands except for exchange rates): Foreign Currency Foreign US Dollar Weighted Average British Pound Sterling £ 71,364 in exchange for $ 87,741 £ 0.81 Euro € 12,784 in exchange for $ 13,902 € 0.92 Singapore Dollar S$ 7,200 in exchange for $ 5,508 S$ 1.31 For forward foreign exchange contracts designated as cash flow hedges, the Company recognized a net gain of $ 0.3 million in accumulated other comprehensive income (loss) for the six months ended June 30, 2022. The Company did no t recognize any net gains in accumulated other comprehensive income (loss) for the six months ended June 30, 2023 and the three months ended June 30, 2023 and 2022, The Company reclassified $ 0.8 million gain into net income for the six months ended June 30, 2022 in connection with the sale of the restricted Endeavor Content business and is included in the gain as described in Note 4. The Company did no t reclassify any gains or losses into net income for the three months ended June 30, 2022 and for the three and six months ended June 30, 2023. For forward foreign exchange contracts not designated as cash flow hedges, the Company recorded a net gain of $ 3.2 million and net loss of $ 1.8 million for the three months ended June 30, 2023 and 2022, respectively, and a net gain of $ 6.4 million and net loss of $ 3.1 million for the six months ended June 30, 2023 and 2022, respectively, in other income (expense), net in the consolidated statements of operations. In certain circumstances, the Company enters into contracts that are settled in currencies other than the functional or local currencies of the contracting parties. Accordingly, these contracts consist of the underlying operational contract and an embedded foreign currency derivative element. Hedge accounting is not applied to the embedded foreign currency derivative element. The Company recorded a net gain (loss) of $( 0.7 ) million and $( 1.6 ) million for the three months ended June 30, 2023 and 2022, respectively, an d $ 0.2 million and $( 1.1 ) million for the six months ended June 30, 2023 and 2022, respectively, in other income (expense), net in the consolidated statements of operations. In addition, the Company has entered into interest rate swaps for portions of its 2014 Credit Facilities and other variable interest bearing debt and has designated them cash flow hedges. In June 2023, the Company executed amendments to transition the interest rate swaps on its 2014 Credit Facilities from LIBOR to Term Secured Overnight Financing Rate ("SOFR") with a new average fixed coupon of approximately 2.05 % for $ 1.5 billion of interest rate swaps and approximately 3.10 % for $ 750 million of interest rate swaps. For the three months ended June 30, 2023 and 2022, the Company recorded gains of $ 19.1 m illion and $ 14.5 million in accumulated other comprehensive income (loss) and reclassified gains (losses) of $ 14.6 million and $( 5.0 ) million into net income, respectively. For the six months ended June 30, 2023 and 2022 , the Company recorded gains of $ 18.0 million and $ 62.2 million in accumulated other comprehensive income (loss) and reclassified gains (losses) of $ 26.4 million and $( 12.4 ) million into net income. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 9. FAIR VALUE MEASUREMENTS The fair value hierarchy is composed of the following three categories: Level 1 —Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 —Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 —Inputs to the valuation methodology are unobservable and significant to the fair value measurements. The following tables present, for each of the fair value hierarchy levels, the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurements as of June 30, 2023 Level I Level II Level III Total Assets: Investments in equity securities with readily determinable fair values $ 155 $ — $ — $ 155 Interest rate swaps — 65,953 — 65,953 Forward foreign exchange contracts — 4,078 — 4,078 Total $ 155 $ 70,031 $ — $ 70,186 Liabilities: Contingent consideration $ — $ — $ 6,212 $ 6,212 Forward foreign exchange contracts — 5,972 — 5,972 Total $ — $ 5,972 $ 6,212 $ 12,184 Fair Value Measurements as of December 31, 2022 Level I Level II Level III Total Assets: Investments in equity securities with readily determinable fair values $ 153 $ — $ — $ 153 Interest rate swaps — 75,865 — 75,865 Total $ 153 $ 75,865 $ — $ 76,018 Liabilities: Contingent consideration $ — $ — $ 4,524 $ 4,524 Forward foreign exchange contracts — 11,107 — 11,107 Total $ — $ 11,107 $ 4,524 $ 15,631 There have been no transfers of assets or liabilities between the fair value measurement classifications during the three and six months ended June 30, 2023. Investments in Equity Securities with Readily Determinable Fair Values The estimated fair value of the Company’s equity securities with readily determinable fair values is based on observable inputs in an active market, which is a Level 1 measurement within the fair value hierarchy. Contingent Consideration The Company has recorded contingent consideration liabilities in connection with its acquisitions. Contingent consideration is included in current liabilities and other long-term liabilities in the consolidated balance sheets. Changes in fair value are recognized in selling, general and administrative expenses. The estimated fair value of the contingent consideration is based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. Foreign Currency Derivatives The Company classifies its foreign currency derivatives within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments (Note 8). As of June 30, 2023 and December 31, 2022, the Company had $ 4.1 million and none in other current assets, $ 3.4 million and $ 6.0 million in other current liabilities, and $ 2.6 million and $ 5.1 million in other long-term liabilities, respectively, recorded in the consolidated balance sheets related to the Company’s foreign currency derivatives. Interest Rate Swaps The Company classifies its interest rate swaps within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments (Note 8). As of June 30, 2023 and December 31, 2022 , the Company had $ 66.0 million and $ 75.9 million in other assets, respectively, recorded in the consolidated balance sheets related to the Company’s interest rate swaps. |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | 10. DEBT The following is a summary of outstanding debt (in thousands): June 30, December 31, 2023 2022 2014 Credit Facilities: First Lien Term Loan (due May 2025 ) $ 2,290,850 $ 2,305,916 Zuffa Credit Facilities: Zuffa First Lien Term Loan (due April 2026 ) 2,744,267 2,759,767 Other debt ( 3.25 %- 14.50 % Notes due at various dates through 2033 ) 116,712 153,490 Total principal 5,151,829 5,219,173 Unamortized discount ( 14,234 ) ( 17,523 ) Unamortized issuance costs ( 27,190 ) ( 33,104 ) Total debt 5,110,405 5,168,546 Less: current portion ( 98,981 ) ( 88,309 ) Total long-term debt $ 5,011,424 $ 5,080,237 2014 Credit Facilities As of June 30, 2023 and December 31, 2022, the Company had $ 2.3 billion outstanding under a credit agreement that was entered into in connection with the 2014 IMG acquisition (the "2014 Credit Facilities"). The 2014 Credit Facilities consist of a first lien secured term loan (the “First Lien Term Loan”) and a $ 200.0 million secured revolving credit facility (the "Revolving Credit F acility"). In April 2023, the Company executed an amendment to the Revolving Credit Facility to extend the maturity by six months to November 18, 2024 and replaced the adjusted LIBOR reference rate with an adjusted Term Secured Overnight Financing Rate ("SOFR"). In June 2023, the Company executed an amendment of the First Lien Term Loan to replace the adjusted LIBOR reference rate with SOFR plus a credit spread adjustment (as defined in the credit agreement). In addition, i n July 2023, the Company repaid $ 32.0 million of the First Lien Term Loan. The financial debt covenant of the 2014 Credit Facilities did not apply as of June 30, 2023 and December 31, 2022 as the Company had no borrowings outstanding under the Revolving Credit Facility. The Company had outstanding letters of credit under the 2014 Credit Facilities totaling $ 19.5 million and $ 19.4 million as of June 30, 2023 and December 31, 2022, respectively. Zuffa Credit Facilities As of June 30, 2023 and December 31, 2022, the Company has $ 2.7 billion and $ 2.8 billion, respectively, outstanding under a credit agreement that was entered into in connection with the 2016 Zuffa acquisition (the "Zuffa Credit Facilities"). The Zuffa Credit Facilities consist of a first lien secured term loan (the "Zuffa First Lien Term Loan") and a secured revolving credit facility in an aggregate principal amount of $ 205.0 million, letters of credit in an aggregate face amount not in excess of $ 40.0 million and swingline loans in an aggregate principal amount not in excess of $ 15.0 million (collectively, the "Zuffa Revolving Credit Facility"). The Zuffa Credit Facilities are secured by liens on substantially all of the assets of Zuff a. In April 2023, the Company executed an amendment on the Zuffa Revolving Credit Facility to extend the maturity by six months to October 29, 2024 and the adjusted LIBOR reference rate with SOFR. In June 2023, the Company executed an amendment of the Zuffa First Lien Term Loan to replace the adjusted LIBOR reference rate with SOFR plus a credit spread adjustment (as defined in the Zuffa credit agreement). The financial debt covenants of the Zuffa Credit Facilities did not apply as of June 30, 2023 and December 31, 2022 as Zuffa had no borrowings outstanding under the Zuffa Revolving Credit Facility. Under the Zuffa Credit Facilities, Zuffa had $ 10.0 m illion and no outstanding letters of credit as of June 30, 2023 and December 31, 2022, respectively. Other Debt On Location Revolver The On Location ("OL") revolving credit agreement contains a financial covenant that requires OL to maintain a First Lien Leverage Ratio of Consolidated First Lien Debt to Consolidated EBITDA, as defined in the credit agreement, of no more than 3 -to-1. The Company is only required to meet the First Lien Leverage Ratio if the sum of outstanding borrowings on the Revolving Credit Facility plus outstanding letters of credit exceeding $ 2.0 million that are not cash collateralized exceeds forty percent of the total Revolving Commitments as measured on a quarterly basis, as defined in the credit agreement. The financial debt covenant of the OL Revolving Credit Facility did not apply as of June 30, 2023 and December 31, 2022 as OL's borrowings were less than forty percent. OL had $ 16.9 million and no amounts outstanding under the revolving credit facility as of June 30, 2023 and December 31, 2022, respectively. No letters of credit were outstanding under the revolving credit agreement as of June 30, 2023 and December 31, 2022. In June 2023, the Company executed an amendment of the OL Revolving Credit Facility to replace LIBOR with SOFR. I n July 2023, the Company repaid $ 16.9 million for borrowings outstanding under the OL revolving credit agreement as well as paid $ 18.0 million outstanding under other debt arrangements. Receivables Purchase Agreement As of June 30, 2023 and December 31, 2022 , the debt outstanding under these arrangements was $ 11.9 million and $ 28.2 million, respectively. Zuffa Secured Commercial Loans As of June 30, 2023 and December 31, 2022 , Zuffa was in compliance with its financial debt covenant under the Zuffa Secured Commercial Loans. 2014 Credit Facilities and Zuffa Credit Facilities The 2014 Credit Facilities and the Zuffa Credit Facilities restrict the ability of certain subsidiaries of the Company to make distributions and other payments to the Company. These restrictions do include exceptions for, among other things, (1) amounts necessary to make tax payments, (2) a limited annual amount for employee equity repurchases, (3) distributions required to fund certain parent entities, (4) other specific allowable situations and (5) a general restricted payment basket. As of June 30, 2023, EGH held long-term deferred tax benefits of $ 794.7 million, income taxes payable of $ 116.3 million and a TRA liability of $ 993.4 million, of which $ 154.9 million was classified as current and $ 838.5 million was classified as long-term. As of December 31, 2022 , EGH held long-term deferred income taxes of $ 756.4 million, as well as a TRA of $ 1,011.7 million, of which $ 50.1 million was classified as current and $ 961.6 million was classified as long-term. Otherwise, EGH has no material separate cash flows or assets or liabilities other than the investments in its subsidiaries. All its business operations are conducted through its operating subsidiaries; it has no material independent operations. EGH has no other material commitments or guarantees. As a result of the restrictions described above, substantially all of the subsidiaries’ net assets are effectively restricted in their ability to be transferred to EGH as of June 30, 2023 and December 31, 2022, respectively. As of June 30, 2023 and December 31, 2022, the Company’s First Lien Term Loan under the 2014 Credit Facilities and Zuffa’s First Lien Term Loan under its Credit Facilities had an estimated fair value of $ 5.0 b illion and $ 5.0 billion, respectively. The estimated fair values of the Company’s First Lien Term Loan under the 2014 Credit Facilities and Zuffa’s First Lien Term Loan under its Credit Facilities are based on quoted market values for the debt. Since the First Lien Term Loan under the 2014 Credit Facilities and Zuffa’s First Lien Term Loan under its Credit Facilities do not trade on a daily basis in an active market, fair value estimates are based on market observable inputs based on quoted market prices and borrowing rates currently available for debt with similar terms and average maturities, which are classified as Level 2 under the fair value hierarchy. |
REDEEMABLE NON CONTROLLING INTE
REDEEMABLE NON CONTROLLING INTERESTS | 6 Months Ended |
Jun. 30, 2023 | |
Temporary Equity Disclosure [Abstract] | |
REDEEMABLE NON-CONTROLLING INTERESTS | 11. REDEEMABLE NON-CONTROLLING INTERESTS Barrett-Jackson In connection with the acquisition of Barrett-Jackson Holdings, LLC ("Barrett-Jackson") in August 2022, the terms of the agreement provide the sellers a put option to sell their remaining ownership to IMG Auction Company, LLC, a subsidiary of the Company. The first election is between April and July 2029 for 29.9 % of the total issued and outstanding units of Barrett-Jackson at that time and the second election is between April and July 2031 for any remaining ownership at that time. The purchase price of the put right is equal to Barrett- Jackson's EBITDA, as defined, multiplied by 13 . This redeemable non-controlling interest was recognized at the acquisition date at fair value of $ 210.1 million. As of June 30, 2023 and December 31, 2022 , the estimated redemption value was below the carrying value of $ 220.6 million and $ 207.9 million, respectively. Zuffa In July 2018, the Company received a contribution of $ 9.7 million from third parties (the "Russia Co-Investors") in a newly formed subsidiary of the Company (the "Russia Subsidiary") that was formed to expand the Company’s existing business in Russia and certain other countries in the Commonwealth of Independent States. The terms of this contribution provide the Russia Co-Investors with a put option to sell their ownership in the Russia Subsidiary five years and nine months after the consummation of the contribution. The purchase price of the put option is the greater of the total investment amount, defined as the Russia Co-Investors’ cash contributions less cash distributions, or fair value. As of June 30, 2023 and December 31, 2022, the estimated redemption value was $ 9.9 million and $ 9.7 million, respectively. Frieze In connection with the acquisition of Frieze in 2016, the terms of the agreement provided the sellers with a put option to sell their remaining 30 % interest after fiscal year 2020. The Company also had a call option to buy the remaining 30 % interest after fiscal year 2020 or upon termination of employment of the sellers who continued to be employees of Frieze after the acquisition. The price of the put and call option was equal to Frieze’s prior year’s EBITDA multiplied by 7.5 . In May 2023, the Company exercised its call option to purchase the remaining 30 % interest for $ 16.5 million. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 12. EARNINGS PER SHARE Earnings per share is calculated utilizing net income available to common stockholders of the Company divided by the weighted average number of shares of Class A Common Stock outstanding during the period. Diluted EPS is calculated by dividing the net income available for common stockholders by the diluted weighted average shares outstanding for that period. T he computation of basic and diluted earnings per share and weighted average shares of the Company’s common stock outstanding for the periods is presented below (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Basic earnings per share Numerator Consolidated net income $ 666,535 $ 42,220 $ 702,790 $ 559,886 Net income attributable to NCI (Endeavor Operating Company) 226,096 14,289 252,655 185,232 Net income attributable to NCI (Endeavor Manager) 37,265 2,125 38,930 29,302 Net income attributable to the Company 403,174 25,806 411,205 345,352 Adjustment to net income attributable to the Company — — ( 5,608 ) 3,090 Net income attributable to EGH common shareholders $ 403,174 $ 25,806 $ 405,597 $ 348,442 Denominator Weighted average Class A Common Shares outstanding - Basic 301,011,276 281,623,228 296,499,094 275,092,484 Basic earnings per share $ 1.34 $ 0.09 $ 1.37 $ 1.27 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Diluted earnings per share Numerator Consolidated net income $ 666,535 $ 42,220 $ 702,790 $ 559,886 Net income attributable to NCI (Endeavor Operating Company) 227,668 1,302 253,269 6,709 Net income attributable to NCI (Endeavor Manager) 37,265 — 40,498 — Net income attributable to the Company 401,602 40,918 409,023 553,177 Adjustment to net income attributable to the Company — — ( 5,608 ) — Net income attributable to EGH common shareholders $ 401,602 $ 40,918 $ 403,415 $ 553,177 Denominator Weighted average Class A Common Shares outstanding - Basic 301,011,276 281,623,228 296,499,094 275,092,484 Additional shares assuming exchange of all EOC Profits Units 1,031,047 681,521 872,989 2,450,488 Additional shares from RSUs, Stock Options and Phantom Units, as calculated using the treasury stock method 2,244,297 1,395,693 2,438,915 2,129,737 Additional shares assuming exchange of all Endeavor Operating Units and Endeavor Manager Units — 166,033,523 — 166,746,315 Additional shares assuming redemption of redeemable non-controlling interests 6,759,515 — — — Weighted average number of shares used in computing diluted earnings per share 311,046,135 449,733,965 299,810,998 446,419,024 Diluted earnings per share $ 1.29 $ 0.09 $ 1.35 $ 1.24 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Securities that are anti-dilutive for the period Stock Options 4,119,175 4,177,407 4,119,175 2,512,767 Unvested RSUs 2,830,955 4,065,048 2,830,955 1,283,010 Manager LLC Units 22,313,733 — 22,313,733 — EOC Common Units 135,005,310 — 135,005,310 — EOC Profits Interest & Phantom Units — 12,587,251 — — Redeemable Non-Controlling Interests — — 6,903,763 — |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 13. INCOME TAXES EGH was incorporated as a Delaware corporation in January 2019. It was formed as a holding company for the purpose of completing an IPO and other related transactions. As the sole managing member of Endeavor Manager, which is the sole managing member of EOC, EGH operates and controls all the business and affairs of EOC, and through EOC and its subsidiaries, conducts the Company’s business. EGH is subject to corporate income tax on its share of taxable income or loss of EOC derived through Endeavor Manager. EOC is treated as a partnership for U.S. federal income tax purposes and is therefore not subject to U.S. corporate income tax. However, certain of EOC’s subsidiaries are subject to U.S. or foreign corporate income tax. In accordance with ASC Topic 740, each interim period is considered integral to the annual period and tax expense is generally determined using an estimate of the annual effective income tax rate ("AETR"). The Company would record income tax expense each quarter using the estimated AETR to provide for income taxes on a current year-to-date basis, adjusted for discrete items, if any, that are noted in the relevant period. In accordance with the authoritative guidance for accounting for income taxes in interim periods, the Company computed its income tax provision for the three and six months ended June 30, 2023 and 2022 based upon the AETR. The provision for income taxes for the three months ended June 30, 2023 and 2022 is $ 140.4 million and $ 2.7 million, respectively, based on pretax income of $ 820.0 million and $ 84.8 million, respectively. The effective tax rate is 17.1 % and 3.2 % for the three months ended June 30, 2023 and 2022, respectively. The provision for (benefit from) income taxes for the six months ended June 30, 2023 and 2022 is $ 175.9 million and $ ( 14.5 ) million, respectively, based on pretax income of $ 898.2 million and $ 605.9 million, respectively. The effective tax rate is 19.6 % and ( 2.4 ) % for the six months ended June 30, 2023 and 2022, respectively. The provision for income taxes for the three and six months ended June 30, 2023 differs from the same periods in 2022 primarily due to the tax effects of increased earnings in 2023, largely driven by th e gain on sale of the Academy, and an increase in the tax rate at EGH, which had a valuation allowance in 2022, partially offset by $ 22.8 million resulting from a valuation allowance release on certain foreign tax credits. During the six months ended June 30, 2022, the Company released a $ 53.7 million valuation allowance on certain deferred tax assets while ret aining a valuation allowance on a majority of other deferred tax assets. Any tax balances reflected on the June 30, 2023 balance sheet would be adjusted accordingly to reflect the actual financial results for the year ending December 31, 2023. The Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to partnership income not subject to income tax; state and local income taxes; withholding taxes in foreign jurisdictions that are not based on net income; a partial release of a valuation allowance on certain foreign tax credit carryforwards; and income subject to tax in foreign jurisdictions which differ from the U.S. federal statutory income tax rate as well as the relative amount of income earned in those jurisdictions. As of June 30, 2023 and December 31, 2022 , the Company had unrecognized tax benefits of $ 44.7 million and $ 42.4 million, respectively, for which we are unable to make a reasonable and reliable estimate of the period in which these liabilities will be settled with the respective tax authorities. The Company records valuation allowances against its net deferred tax assets when it is more likely than not that all, or a portion, of a deferred tax asset will not be realized. The Company evaluates the realizability of its deferred tax assets by assessing the likelihood that its deferred tax assets will be recovered based on all available positive and negative evidence, including historical results, reversals of deferred tax liabilities, estimates of future taxable income, tax planning strategies and results of operations. For the six months ended June 30, 2023, a valuation allowance was released due to expected partial realizability of foreign tax credits related to the sale of the Academy business. Other Matters On August 16, 2022, the United States enacted the Inflation Reduction Act of 2022 ("IRA"). The IRA, in addition to other provisions, creates a 15 % corporate alternative minimum tax ("CAMT") on adjusted financial statement income for applicable corporations. The CAMT is effective for tax years beginning after December 31, 2022. The IRA did not have a material impact on our consolidated financial statements. In December 2022, the Organization for Economic Co-operation and Development ("OECD") proposed Global Anti-Base Erosion Rules, which provides for changes to numerous long-standing tax principles including the adoption of a global minimum tax rate of 15 % for multinational enterprises ("GloBE rules"). While various jurisdictions are in the process of enacting legislation to adopt GloBE rules, only South Korea and Japan have enacted such legislation. Other countries are expected to adopt GloBE rules in 2023 with effective dates beginning in 2024. Changes in tax laws in the various countries in which the Company operates can negatively impact the Company's results of operations and financial position in future periods. The Company will continue to monitor legislative and regulatory developments in this area. Tax Receivable Agreement In connection with the IPO and related transactions, the Company entered into a TRA with certain persons that held direct or indirect interests in EOC and Zuffa prior to the IPO ("TRA Holders"). The TRA generally provides for the payment by EGH of 85 % of the amount of any tax benefits that EGH actually realizes, or in some cases is deemed to realize, as a result of the following attributes: (i) increases in EGH’s share of the tax basis in the net assets of EOC resulting from any redemptions or exchanges of LLC Units, (ii) increases in tax basis attributable to payments made under the TRA, (iii) deductions attributable to imputed interest pursuant to the TRA and (iv) other tax attributes (including tax basis) allocated to EGH post-IPO and related transactions that were allocable to the TRA Holders prior to the IPO and related transactions. |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | 14. REVENUE The following table presents the Company’s revenue disaggregated by primary revenue sources for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, 2023 Owned Sports Properties Events, Experiences Representation Sports Data Total Media rights and data $ 181,690 $ 111,114 $ — $ 98,556 $ 391,360 Technology platforms and services — 14,214 — 32,009 46,223 Media production, distribution and content 1,670 71,696 80,438 — 153,804 Events and performance 156,728 394,054 — — 550,782 Talent representation and licensing — — 224,490 — 224,490 Marketing — — 76,221 — 76,221 Eliminations — — — — ( 6,668 ) Total $ 340,088 $ 591,078 $ 381,149 $ 130,565 $ 1,436,212 Six Months Ended June 30, 2023 Owned Sports Properties Events, Experiences Representation Sports Data Total Media rights and data $ 370,732 $ 235,114 $ — $ 167,619 $ 773,465 Technology platforms and services — 29,482 — 63,805 93,287 Media production, distribution and content 3,636 134,008 149,573 — 287,217 Events and performance 319,009 993,260 — — 1,312,269 Talent representation and licensing — — 427,352 — 427,352 Marketing — — 154,464 — 154,464 Eliminations — — — — ( 15,005 ) Total $ 693,377 $ 1,391,864 $ 731,389 $ 231,424 $ 3,033,049 Three Months Ended June 30, 2022 Owned Sports Properties Events, Experiences & Rights Representation Sports Data Total Media rights and data $ 172,068 $ 113,703 $ — $ 60,371 $ 346,142 Technology platforms and services — 23,536 — — 23,536 Media production, distribution and content 1,824 55,548 64,010 — 121,382 Events and performance 158,038 375,021 — — 533,059 Talent representation and licensing — — 222,388 — 222,388 Marketing — — 71,557 — 71,557 Eliminations — — — — ( 5,549 ) Total $ 331,930 $ 567,808 $ 357,955 $ 60,371 $ 1,312,515 Six Months Ended June 30, 2022 Owned Sports Properties Events, Experiences & Rights Representation Sports Data Total Media rights and data $ 329,033 $ 231,788 $ — $ 105,414 $ 666,235 Technology platforms and services — 45,907 — — 45,907 Media production, distribution and content 4,124 118,559 137,753 — 260,436 Events and performance 295,462 952,489 — — 1,247,951 Talent representation and licensing — — 421,559 — 421,559 Marketing — — 155,964 — 155,964 Eliminations — — — — ( 11,774 ) Total $ 628,619 $ 1,348,743 $ 715,276 $ 105,414 $ 2,786,278 In the three months ended June 30, 2023 and 2022, there was revenue recognized of $ 13.9 million and $ 16.7 million, respectively, from performance obligations satisfied in prior periods. In the six months ended June 30, 2023 and 2022, there was revenue recognized of $ 26.3 million and $ 30.7 million, respectively, from performance obligations satisfied in prior periods. Remaining Performance Obligations The following table presents the aggregate amount of transaction price allocated to remaining performance obligations for contracts greater than one year with unsatisfied or partially satisfied performance obligations as of June 30, 2023 (in thousands). The transaction price related to these future obligations does not include any variable consideration. Years Ending Remainder of 2023 $ 887,828 2024 1,487,376 2025 1,290,102 2026 353,227 2027 263,692 Thereafter 535,348 $ 4,817,573 Contract Liabilities The Company records deferred revenue when cash payments are received or due in advance of its performance. The Company’s deferred revenue balance primarily relates to advance payments received related to advertising and sponsorship agreements, and event advanced ticket sales. Deferred revenue is included in the current liabilities section and in other long-term liabilities in the consolidated balance sheets. The following table presents the Company’s contract liabilities as of June 30, 2023 and December 31, 2022 (in thousands): Description December 31, 2022 Additions Deductions Acquisitions Divestitures Foreign Exchange June 30, 2023 Deferred revenue - current $ 716,147 $ 1,625,001 $ ( 1,628,396 ) $ 10,516 $ ( 143,011 ) $ 1,836 $ 582,093 Deferred revenue - noncurrent $ 91,838 $ 80,663 $ ( 17,072 ) $ — $ ( 35,195 ) $ 283 $ 120,517 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 15. SEGMENT INFORMATION Subsequent to the acquisition of OpenBet and effective January 1, 2023, the Company created a fourth segment, Sports Data & Technology, to align with how the Company's chief operating decision maker ("CODM") manages the businesses. This segment consists of the Company's sports data and technology business, IMG ARENA, and OpenBet, the Company's sports betting content, platform and service provider business, acquired in September 2022, both of which were previously included in the Company's Events, Experiences & Rights segment. As a result, the Company now has the following four reportable segments: Owned Sports Properties, Events, Experiences & Rights, Representation, and Sports Data & Technology. The Company also reports the results for the "Corporate" group. All prior period amounts related to the segment change have been retrospectively reclassified to conform to the new presentation. The profitability measure employed by the Company’s CODM for allocating resources and assessing operating performance is Adjusted EBITDA. Summarized financial information for the Company’s reportable segments is shown in the following tables (in thousands): Revenue Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Owned Sports Properties $ 340,088 $ 331,930 $ 693,377 $ 628,619 Events, Experiences & Rights 591,078 567,808 1,391,864 1,348,743 Representation 381,149 357,955 731,389 715,276 Sports Data & Technology 130,565 60,371 231,424 105,414 Eliminations ( 6,668 ) ( 5,549 ) ( 15,005 ) ( 11,774 ) Total consolidated revenue $ 1,436,212 $ 1,312,515 $ 3,033,049 $ 2,786,278 Reconciliation of segment profitability Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Owned Sports Properties $ 179,234 $ 161,270 $ 364,905 $ 310,011 Events, Experiences & Rights 76,583 92,563 184,574 218,564 Representation 107,149 111,221 191,355 212,926 Sports Data & Technology 13,737 15,554 18,209 22,036 Corporate ( 71,786 ) ( 74,253 ) ( 147,734 ) ( 142,733 ) Adjusted EBITDA 304,917 306,355 611,309 620,804 Reconciling items: Equity losses (earnings) of affiliates 6,417 ( 1,644 ) 4,440 ( 5,393 ) Interest expense, net ( 90,307 ) ( 62,505 ) ( 175,404 ) ( 121,777 ) Depreciation and amortization ( 61,078 ) ( 65,612 ) ( 127,829 ) ( 131,606 ) Equity-based compensation expense ( 61,760 ) ( 60,607 ) ( 140,451 ) ( 111,463 ) Merger, acquisition and earn-out costs ( 16,381 ) ( 14,568 ) ( 30,915 ) ( 27,362 ) Certain legal costs ( 1,489 ) ( 8,598 ) ( 3,911 ) ( 9,600 ) Restructuring, severance and impairment ( 13,736 ) ( 1,442 ) ( 21,936 ) ( 1,960 ) Fair value adjustment - equity investments 68 11,691 781 13,344 Net gain on sale of the restricted Endeavor Content business — — — 463,641 Net gain on sale of the Academy business 736,978 — 736,978 — Tax receivable agreement liability adjustment 10,174 2,405 12,518 ( 51,092 ) Other 6,170 ( 20,689 ) 32,664 ( 31,663 ) Income before income taxes and equity losses of affiliates $ 819,973 $ 84,786 $ 898,244 $ 605,873 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 16. COMMITMENTS AND CONTINGENCIES Claims and Litigation The Company is involved in legal proceedings, claims and governmental investigations arising in the normal course of business. The types of allegations that arise in connection with such legal proceedings vary in nature, but can include contract, employment, tax and intellectual property matters. The Company evaluates all cases and records liabilities for losses from legal proceedings when the Company determines that it is probable that the outcome will be unfavorable and the amount, or potential range, of loss can be reasonably estimated. While any outcome related to litigation or such governmental proceedings cannot be predicted with certainty, management believes that the outcome of these matters, except as otherwise may be discussed below, individually or in the aggregate, will not have a material adverse effect on the Company’s financial position, results of operations or cash flows. In July 2017, the Italian Competition Authority ("ICA") issued a decision opening an investigation into alleged breaches of competition law in Italy, involving inter alia IMG, and relating to bidding for certain media rights of the Serie A and Serie B football leagues. In April 2018, the European Commission conducted on-site inspections at a number of companies that are involved with sports media rights, including the Company. The inspections were part of an ongoing investigation into the sector and into potential violations of certain antitrust laws that may have taken place within it. The Company investigated these ICA matters, as well as other regulatory compliance matters. In May 2019, the ICA completed its investigation and fined the Company approximately EUR 0.3 million. As part of its decision, the ICA acknowledged the Company’s cooperation and ongoing compliance efforts since the investigation commenced. In July 2019, three football clubs (the "Original Plaintiffs") and in June 2020, the Serie A football league (Lega Nazionale Professionisti Serie A or "Lega Nazionale," and together with the three clubs, the "Plaintiffs") each filed separate claims against IMG and certain other unrelated parties in the Court of Milan, Italy, alleging that IMG engaged in anti-competitive practices with regard to bidding for certain media rights of the Serie A and Serie B football league. The Plaintiffs seek damages from all defendants deriving from the lower value of the media rights in amounts totaling EUR 554.6 million in the aggregate relating to the three football clubs and EUR 1,750 million relating to Lega Nazionale, along with attorneys’ fees and costs. Since December 2020, four additional football clubs have each filed requests to intervene in the Lega Nazionale proceedings and individually seek to claim damages deriving from the lower value of the media rights in the aggregate totaling EUR 251.5 million. The Original Plaintiffs and these four additional clubs are also seeking additional damages relating to alleged lost profits and additional charges, quantified in the fourth quarter of 2022 in amounts totaling EUR 1,675 million. Ten other clubs also filed requests to intervene in support of Lega Nazionale’s claim or alternatively to individually claim damages deriving from the lower value of the media rights in the amount of EUR 284.9 million, in the case of five clubs, and unspecified amounts (to be quantified as a percentage of the total amount sought by Lega Nazionale) in the other five cases. Collectively, the interventions of these 14 clubs are the "Interventions." In December 2022, one further football club filed a separate claim against IMG and certain other unrelated parties seeking damages from all defendants deriving from the lower value of the media rights in the amounts of EUR 326.9 million, in addition to alleged additional damages relating to lost profits and additional charges which have not yet been quantified. The Company has defended in its submissions to date, and intends to continue to defend, against all of the damages claims, Interventions and any related claims, and management believes that the Company has meritorious defenses to these claims, including the absence of standing of the clubs, and the absence of actual damage. The Company may also be subject to regulatory and other claims and actions with respect to these ICA and other regulatory matters. Any judgment entered against the Company or settlement entered into, including with respect to claims or actions brought by other parties, could materially and adversely impact the Company’s business, financial condition and results of operations. Zuffa has five related class-action lawsuits filed against it in the United States District Court for the Northern District of California (the "District Court") between December 2014 and March 2015 by a total of eleven former UFC fighters. The complaints in the five lawsuits are substantially identical. Each alleges that Zuffa violated Section 2 of the Sherman Act by monopolizing the alleged market for the promotion of elite professional MMA bouts and monopolizing the alleged market for elite professional MMA fighters’ services. Plaintiffs claim that Zuffa’s alleged conduct injured them by artificially depressing the compensation they received for their services and their intellectual property rights, and they seek treble damages under the antitrust laws, as well as attorneys’ fees and costs, and injunctive relief. On December 14, 2020, the District Court orally indicated its intention to grant plaintiffs’ motion to certify the Bout Class (comprised of fighters who participated in bouts from December 16, 2010 to September 30, 2017) and to deny plaintiffs’ motion to certify the Identity Class (a purported class based upon the alleged expropriation and exploitation of fighter identities). The Company is awaiting the official written order from the judge and assuming he rules as previously indicated, then the Company will seek an appeal of this decision. On June 23, 2021, plaintiffs’ lawyers filed a new case against Zuffa and EGH alleging substantially similar claims but providing for a class period from July 1, 2017 to present. Management believes that the Company has meritorious defenses against the allegations and intends to defend itself vigorously. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 17. RELATED PARTY TRANSACTIONS The Company has the following related party transactions as of June 30, 2023 and December 31, 2022 and for the three and six months ended June 30, 2023 and 2022 (in thousands): June 30, December 31, 2023 2022 Other current assets $ 17,379 $ 17,827 Other assets 30,000 — Investments 3,322 2,146 Accrued liabilities 1,500 — Deferred revenue 809 825 Other current liabilities 4,670 3,801 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Revenue $ 15,310 $ 9,842 $ 30,054 $ 17,581 Direct operating costs 4,175 ( 354 ) 8,669 4,342 Selling, general and administrative expenses 1,594 605 2,548 2,466 Other (expense) income, net ( 4,629 ) 875 ( 5,254 ) ( 13,250 ) As of June 30, 2023, the Company has an equity-method investment in Euroleague, a related party. For the three and six months ended June 30, 2023 and 2022 , the Company recognized revenue of $ 2.0 million, $ 5.8 million, $( 0.4 ) million and $ 3.4 million, respectively, for a management fee to compensate it for representation and technical services it provides to Euroleague in relation to the distribution of media rights. This revenue is included in the Owned Sports Properties segment. Also, for the three and six months ended June 30, 2023 and 2022 , the Company recognized revenue of $ 2.5 million, $ 6.5 million, $ 2.6 million and $ 5.4 million respectively, for production services provided to Euroleague as well as direct operating costs of $ 1.1 million, $ 4.8 million, $ 1.0 million and $ 2.5 million respectively, for the procurement of a license for gaming rights from Euroleague, which are included in the Sports Data & Technology segment. As of June 30, 2023 and December 31, 2022 , the Company had a receivable of $ 10.7 million and $ 8.4 million, respectively, and a payable of $ 2.0 million and $ 1.0 million, respectively. During the three months ended June 30, 2023, the Company provided a loan of $ 30.0 million to one of its equity method investees, which has been recorded in other assets in the consolidated balance sheet. The loan matures in 2026. Silver Lake and certain of our executives indirectly own a minority interest in The Raine Group ("Raine"). During the three and six months ended June 30, 2023 and 2022, the Company recorded expenses of $ 5.5 million and $ 7.0 million, $ 15.0 million and $ 15.0 million, respectively, in transaction costs with Raine for investment banking services in connection with the sale of certain businesses (Note 4). In addition, as of June 30, 2023 and December 31, 2022 , the Company had investments of $ 3.3 million and $ 2.1 million, respectively, in a non-marketable fund maintained by Raine. In connection with the IPO and related transactions, the Company entered into a TRA with certain persons that held direct or indirect interests in EOC and Zuffa prior to the IPO. The TRA generally provides for the payment by EGH of 85 % of the amount of any tax benefits that EGH actually realizes, or in some cases is deemed to realize (Note 13). As of June 30, 2023 and December 31, 2022, the Company had $ 993.4 million and $ 1,011.7 million recorded, respectively, of which $ 363.2 million and $ 390.1 million, respectively, is due to related parties. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for reporting interim financial information and should be read in conjunction with the Company’s consolidated financial statements and accompanying footnotes in our Annual Report on Form 10-K for the year ended December 31, 2022. Certain information and note disclosures normally included in the annual financial statements have been condensed or omitted from these interim financial statements. The interim consolidated financial statements as of June 30, 2023 and for the three and six months ended June 30, 2023 and 2022 are unaudited; however, in the opinion of management, such interim consolidated financial statements reflect all adjustments, consisting solely of normal and recurring adjustments, necessary for a fair statement of its financial position, results of operations and cash flows for the interim periods presented. Certain prior year amounts were reclassified to conform to the current year presentation, including impacts for changes in the Company’s reportable segments as described in Note 15 . |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and the accompanying disclosures. Significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, allowance for doubtful accounts, the fair value of acquired assets and liabilities associated with acquisitions, the fair value of the Company’s reporting units and the assessment of goodwill, other intangible assets and long-lived assets for impairment, consolidation, investments, redeemable non-controlling interests, the fair value of equity-based compensation, tax receivable agreement ("TRA") liability, income taxes and contingencies. Management evaluates these estimates using historical experience and other factors, including the general economic environment and actions it may take in the future. The Company adjusts such estimates when facts and circumstances dictate. However, these estimates may involve significant uncertainties and judgments and cannot be determined with precision. In addition, these estimates are based on management’s best judgment at a point in time and as such, these estimates may ultimately differ from actual results. Changes in estimates resulting from weakness in the economic environment or other factors beyond the Company’s control could be material and would be reflected in the Company’s consolidated financial statements in future periods. |
RECENT ACCOUNTING PRONOUNCEME_2
RECENT ACCOUNTING PRONOUNCEMENTS (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging—Portfolio Layer Method. This ASU clarifies the guidance in ASC 815 on fair value hedge accounting of interest rate risk for portfolios of financial assets, expanding the scope of this guidance to allow entities to apply the portfolio layer method to portfolios of all financial assets, including both prepayable and nonprepayable financial assets. The amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In March 2022, the FASB issued ASU 2022-02, Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. This ASU eliminates the accounting guidance on troubled debt restructurings (TDRs) for creditors in ASC 310-40 and amends the guidance on "vintage disclosures" to require disclosure of current-period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under ASC 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. For entities that have already adopted ASU 2016-13, which the Company has, the amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In September 2022, the FASB issued ASU 2022-04, Liabilities–Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. This ASU enhances the transparency of supplier finance programs. The amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In December 2022, the FASB issued ASU 2022-05, Transition for Sold Contracts. This ASU amends the transition guidance in ASU 2018-12, Targeted Improvements to the Accounting for Long-Duration Contracts, to make targeted improvements to its guidance on long-duration contracts issued by an insurance entity. The amendments in this update were effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023 with no material effect on the Company’s financial position or results of operations. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. Adoption of the expedients and exceptions was permitted upon issuance of this update through December 31, 2022. However, in December 2022, the FASB issued ASU 2022-06, Deferral of the Sunset Date of Topic 848, in order to defer the sunset date of ASC 848 until December 31, 2024. The Company adopted this guidance on April 1, 2023 with no material effect on the Company’s financial position or results of operations. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, Fair Value Measurements (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies the guidance in Topic 820, Fair Value Measurement, when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of that security. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The adoption will not have a material effect on the Company’s financial position or results of operations. In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842): Common Control Arrangements. This ASU amends certain provisions in Topic 842, Leases, that apply to arrangements between related parties under common control. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The adoption will not have a material effect on the Company’s financial position or results of operations. In March 2023, the FASB issued ASU 2023-02, Investments—Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method (a consensus of the Emerging Issues Task Force). This ASU allows a reporting entity to elect to account for its tax equity investments by using the proportional amortization method regardless of the program from which it receives income tax credits, provided certain conditions are met. The amendments in this update are effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The adoption will not have a material effect on the Company’s financial position or results of operations. In July 2023, the FASB issued ASU 2023-03, Presentation of Financial Statements (Topic 205), Income Statement—Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation—Stock Compensation (Topic 718). This ASU amends or supersedes various SEC paragraphs within the FASB Accounting Standards Codification to conform to past SEC announcements and guidance issued by the SEC. The Company is in the process of assessing the impact of this ASU on its consolidated financial statements. |
SUPPLEMENTARY DATA (Tables)
SUPPLEMENTARY DATA (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Supplementary Data [Abstract] | |
Summary of Accrued Liabilities | The following is a summary of accrued liabilities (in thousands): June 30, December 31, 2023 2022 Accrued operating expenses $ 245,080 $ 254,737 Payroll, bonuses and benefits 159,146 176,315 Other 97,742 94,187 Total accrued liabilities $ 501,968 $ 525,239 |
Summary of Allowance for Doubtful Accounts | The changes in the allowance for doubtful accounts are as follows (in thousands): Balance at Additions/Charged Balance at Beginning to Costs and Foreign End of of Year Expenses, Net Deductions Exchange Divestitures Period Six Months Ended June 30, 2023 $ 54,766 $ 12,328 $ ( 7,127 ) $ 426 $ ( 6,799 ) $ 53,594 |
Summary of Supplemental Cash Flow | The Company’s supplemental cash flow information is as follows (in thousands): Six Months Ended June 30, 2023 2022 Supplemental information: Cash paid for interest $ 168,671 $ 98,314 Cash payments for income taxes 35,443 19,729 Non-cash investing and financing activities: Capital expenditures included in accounts payable and accrued liabilities $ 25,286 $ 6,617 Contingent consideration provided in connection with acquisitions 4,863 627 Establishment and acquisition of non-controlling interests 6,331 414,985 Accretion of redeemable non-controlling interests ( 6,465 ) 87,008 Investment in affiliates retained from a business divestiture — 196,345 Deferred consideration in connection with acquisitions 6,567 31,770 Issuance of Class A common stock due to an acquisition 781 11,014 Items arising from EOC units and Endeavor Manager units exchanges: Establishment of liabilities under tax receivable agreement 44,339 4,391 Deferred tax asset 38,220 5,166 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes in the Carrying Value of Goodwill | The changes in the carrying value of goodwill are as follows (in thousands): Owned Sports Properties Events, Experiences & Rights Representation Sports Data & Technology Total Balance — December 31, 2022 $ 2,674,038 $ 2,112,403 $ 498,256 $ — $ 5,284,697 Acquisitions — 5,234 16,617 7,024 28,875 Reclassification — ( 607,427 ) — 607,427 — Foreign currency translation and other — 3,060 ( 173 ) 9,471 12,358 Divestiture — ( 235,376 ) — — ( 235,376 ) Balance — June 30, 2023 $ 2,674,038 $ 1,277,894 $ 514,700 $ 623,922 $ 5,090,554 The reclassification of goodwill during the six months ended June 30, 2023 reflects the relative fair value allocation of the goodwill related to the businesses that were reclassified into the new segment, Sports Data & Technology, as described in Note 15 . |
Summary of Company's Identifiable Intangible Assets | The following table summarizes information relating to the Company’s identifiable intangible assets as of June 30, 2023 (in thousands): Weighted Average Gross Accumulated Carrying Amortized: Trade names 17.2 $ 1,035,606 $ ( 370,899 ) $ 664,707 Customer and client relationships 7.0 1,476,901 ( 1,098,266 ) 378,635 Internally developed technology 7.1 277,184 ( 86,235 ) 190,949 Other 4.3 49,584 ( 44,657 ) 4,927 $ 2,839,275 $ ( 1,600,057 ) $ 1,239,218 Indefinite-lived: Trade names 433,966 — 433,966 Owned events 480,044 — 480,044 Other 14,518 — 14,518 Total intangible assets $ 3,767,803 $ ( 1,600,057 ) $ 2,167,746 The following table summarizes information relating to the Company’s identifiable intangible assets as of December 31, 2022 (in thousands): Weighted Average Gross Accumulated Carrying Amortized: Trade names 17.1 $ 1,048,530 $ ( 343,895 ) $ 704,635 Customer and client relationships 6.9 1,464,584 ( 1,073,017 ) 391,567 Internally developed technology 6.5 276,094 ( 92,573 ) 183,521 Other 4.2 45,255 ( 44,654 ) 601 $ 2,834,463 $ ( 1,554,139 ) $ 1,280,324 Indefinite-lived: Trade names 447,559 — 447,559 Owned events 463,481 — 463,481 Other 14,219 — 14,219 Total intangible assets $ 3,759,722 $ ( 1,554,139 ) $ 2,205,583 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Company's Investments | The following is a summary of the Company’s investments (in thousands): June 30, December 31, 2023 2022 Equity method investments $ 189,952 $ 209,523 Equity investments without readily determinable fair values 153,906 127,297 Equity investments with readily determinable fair values 155 153 Total investments $ 344,013 $ 336,973 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Financial Instrument Disclosure [Abstract] | |
Schedule of Outstanding Forward Foreign Exchange Contracts Balances | As of June 30, 2023, the Company had the following outstanding forward foreign exchange contract s (all outstanding contracts have maturities of less than 12 months from June 30, 2023) (in thousands except for exchange rates): Foreign Currency Foreign US Dollar Weighted Average British Pound Sterling £ 71,364 in exchange for $ 87,741 £ 0.81 Euro € 12,784 in exchange for $ 13,902 € 0.92 Singapore Dollar S$ 7,200 in exchange for $ 5,508 S$ 1.31 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Of Assets and Liabilities Measured on Recurring Basis | The following tables present, for each of the fair value hierarchy levels, the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurements as of June 30, 2023 Level I Level II Level III Total Assets: Investments in equity securities with readily determinable fair values $ 155 $ — $ — $ 155 Interest rate swaps — 65,953 — 65,953 Forward foreign exchange contracts — 4,078 — 4,078 Total $ 155 $ 70,031 $ — $ 70,186 Liabilities: Contingent consideration $ — $ — $ 6,212 $ 6,212 Forward foreign exchange contracts — 5,972 — 5,972 Total $ — $ 5,972 $ 6,212 $ 12,184 Fair Value Measurements as of December 31, 2022 Level I Level II Level III Total Assets: Investments in equity securities with readily determinable fair values $ 153 $ — $ — $ 153 Interest rate swaps — 75,865 — 75,865 Total $ 153 $ 75,865 $ — $ 76,018 Liabilities: Contingent consideration $ — $ — $ 4,524 $ 4,524 Forward foreign exchange contracts — 11,107 — 11,107 Total $ — $ 11,107 $ 4,524 $ 15,631 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Outstanding Debt | The following is a summary of outstanding debt (in thousands): June 30, December 31, 2023 2022 2014 Credit Facilities: First Lien Term Loan (due May 2025 ) $ 2,290,850 $ 2,305,916 Zuffa Credit Facilities: Zuffa First Lien Term Loan (due April 2026 ) 2,744,267 2,759,767 Other debt ( 3.25 %- 14.50 % Notes due at various dates through 2033 ) 116,712 153,490 Total principal 5,151,829 5,219,173 Unamortized discount ( 14,234 ) ( 17,523 ) Unamortized issuance costs ( 27,190 ) ( 33,104 ) Total debt 5,110,405 5,168,546 Less: current portion ( 98,981 ) ( 88,309 ) Total long-term debt $ 5,011,424 $ 5,080,237 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share and Weighted Average Shares Outstanding | T he computation of basic and diluted earnings per share and weighted average shares of the Company’s common stock outstanding for the periods is presented below (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Basic earnings per share Numerator Consolidated net income $ 666,535 $ 42,220 $ 702,790 $ 559,886 Net income attributable to NCI (Endeavor Operating Company) 226,096 14,289 252,655 185,232 Net income attributable to NCI (Endeavor Manager) 37,265 2,125 38,930 29,302 Net income attributable to the Company 403,174 25,806 411,205 345,352 Adjustment to net income attributable to the Company — — ( 5,608 ) 3,090 Net income attributable to EGH common shareholders $ 403,174 $ 25,806 $ 405,597 $ 348,442 Denominator Weighted average Class A Common Shares outstanding - Basic 301,011,276 281,623,228 296,499,094 275,092,484 Basic earnings per share $ 1.34 $ 0.09 $ 1.37 $ 1.27 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Diluted earnings per share Numerator Consolidated net income $ 666,535 $ 42,220 $ 702,790 $ 559,886 Net income attributable to NCI (Endeavor Operating Company) 227,668 1,302 253,269 6,709 Net income attributable to NCI (Endeavor Manager) 37,265 — 40,498 — Net income attributable to the Company 401,602 40,918 409,023 553,177 Adjustment to net income attributable to the Company — — ( 5,608 ) — Net income attributable to EGH common shareholders $ 401,602 $ 40,918 $ 403,415 $ 553,177 Denominator Weighted average Class A Common Shares outstanding - Basic 301,011,276 281,623,228 296,499,094 275,092,484 Additional shares assuming exchange of all EOC Profits Units 1,031,047 681,521 872,989 2,450,488 Additional shares from RSUs, Stock Options and Phantom Units, as calculated using the treasury stock method 2,244,297 1,395,693 2,438,915 2,129,737 Additional shares assuming exchange of all Endeavor Operating Units and Endeavor Manager Units — 166,033,523 — 166,746,315 Additional shares assuming redemption of redeemable non-controlling interests 6,759,515 — — — Weighted average number of shares used in computing diluted earnings per share 311,046,135 449,733,965 299,810,998 446,419,024 Diluted earnings per share $ 1.29 $ 0.09 $ 1.35 $ 1.24 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Securities that are anti-dilutive for the period Stock Options 4,119,175 4,177,407 4,119,175 2,512,767 Unvested RSUs 2,830,955 4,065,048 2,830,955 1,283,010 Manager LLC Units 22,313,733 — 22,313,733 — EOC Common Units 135,005,310 — 135,005,310 — EOC Profits Interest & Phantom Units — 12,587,251 — — Redeemable Non-Controlling Interests — — 6,903,763 — |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Company's Revenue Disaggregated by Primary Revenue | The following table presents the Company’s revenue disaggregated by primary revenue sources for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, 2023 Owned Sports Properties Events, Experiences Representation Sports Data Total Media rights and data $ 181,690 $ 111,114 $ — $ 98,556 $ 391,360 Technology platforms and services — 14,214 — 32,009 46,223 Media production, distribution and content 1,670 71,696 80,438 — 153,804 Events and performance 156,728 394,054 — — 550,782 Talent representation and licensing — — 224,490 — 224,490 Marketing — — 76,221 — 76,221 Eliminations — — — — ( 6,668 ) Total $ 340,088 $ 591,078 $ 381,149 $ 130,565 $ 1,436,212 Six Months Ended June 30, 2023 Owned Sports Properties Events, Experiences Representation Sports Data Total Media rights and data $ 370,732 $ 235,114 $ — $ 167,619 $ 773,465 Technology platforms and services — 29,482 — 63,805 93,287 Media production, distribution and content 3,636 134,008 149,573 — 287,217 Events and performance 319,009 993,260 — — 1,312,269 Talent representation and licensing — — 427,352 — 427,352 Marketing — — 154,464 — 154,464 Eliminations — — — — ( 15,005 ) Total $ 693,377 $ 1,391,864 $ 731,389 $ 231,424 $ 3,033,049 Three Months Ended June 30, 2022 Owned Sports Properties Events, Experiences & Rights Representation Sports Data Total Media rights and data $ 172,068 $ 113,703 $ — $ 60,371 $ 346,142 Technology platforms and services — 23,536 — — 23,536 Media production, distribution and content 1,824 55,548 64,010 — 121,382 Events and performance 158,038 375,021 — — 533,059 Talent representation and licensing — — 222,388 — 222,388 Marketing — — 71,557 — 71,557 Eliminations — — — — ( 5,549 ) Total $ 331,930 $ 567,808 $ 357,955 $ 60,371 $ 1,312,515 Six Months Ended June 30, 2022 Owned Sports Properties Events, Experiences & Rights Representation Sports Data Total Media rights and data $ 329,033 $ 231,788 $ — $ 105,414 $ 666,235 Technology platforms and services — 45,907 — — 45,907 Media production, distribution and content 4,124 118,559 137,753 — 260,436 Events and performance 295,462 952,489 — — 1,247,951 Talent representation and licensing — — 421,559 — 421,559 Marketing — — 155,964 — 155,964 Eliminations — — — — ( 11,774 ) Total $ 628,619 $ 1,348,743 $ 715,276 $ 105,414 $ 2,786,278 |
Summary of Transaction Price Related to These Future Obligation | Years Ending Remainder of 2023 $ 887,828 2024 1,487,376 2025 1,290,102 2026 353,227 2027 263,692 Thereafter 535,348 $ 4,817,573 |
Summary of Company's Contract Liabilities | The following table presents the Company’s contract liabilities as of June 30, 2023 and December 31, 2022 (in thousands): Description December 31, 2022 Additions Deductions Acquisitions Divestitures Foreign Exchange June 30, 2023 Deferred revenue - current $ 716,147 $ 1,625,001 $ ( 1,628,396 ) $ 10,516 $ ( 143,011 ) $ 1,836 $ 582,093 Deferred revenue - noncurrent $ 91,838 $ 80,663 $ ( 17,072 ) $ — $ ( 35,195 ) $ 283 $ 120,517 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Revenue | Revenue Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Owned Sports Properties $ 340,088 $ 331,930 $ 693,377 $ 628,619 Events, Experiences & Rights 591,078 567,808 1,391,864 1,348,743 Representation 381,149 357,955 731,389 715,276 Sports Data & Technology 130,565 60,371 231,424 105,414 Eliminations ( 6,668 ) ( 5,549 ) ( 15,005 ) ( 11,774 ) Total consolidated revenue $ 1,436,212 $ 1,312,515 $ 3,033,049 $ 2,786,278 |
Schedule of Reconciliation of Segment Profitability | Reconciliation of segment profitability Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Owned Sports Properties $ 179,234 $ 161,270 $ 364,905 $ 310,011 Events, Experiences & Rights 76,583 92,563 184,574 218,564 Representation 107,149 111,221 191,355 212,926 Sports Data & Technology 13,737 15,554 18,209 22,036 Corporate ( 71,786 ) ( 74,253 ) ( 147,734 ) ( 142,733 ) Adjusted EBITDA 304,917 306,355 611,309 620,804 Reconciling items: Equity losses (earnings) of affiliates 6,417 ( 1,644 ) 4,440 ( 5,393 ) Interest expense, net ( 90,307 ) ( 62,505 ) ( 175,404 ) ( 121,777 ) Depreciation and amortization ( 61,078 ) ( 65,612 ) ( 127,829 ) ( 131,606 ) Equity-based compensation expense ( 61,760 ) ( 60,607 ) ( 140,451 ) ( 111,463 ) Merger, acquisition and earn-out costs ( 16,381 ) ( 14,568 ) ( 30,915 ) ( 27,362 ) Certain legal costs ( 1,489 ) ( 8,598 ) ( 3,911 ) ( 9,600 ) Restructuring, severance and impairment ( 13,736 ) ( 1,442 ) ( 21,936 ) ( 1,960 ) Fair value adjustment - equity investments 68 11,691 781 13,344 Net gain on sale of the restricted Endeavor Content business — — — 463,641 Net gain on sale of the Academy business 736,978 — 736,978 — Tax receivable agreement liability adjustment 10,174 2,405 12,518 ( 51,092 ) Other 6,170 ( 20,689 ) 32,664 ( 31,663 ) Income before income taxes and equity losses of affiliates $ 819,973 $ 84,786 $ 898,244 $ 605,873 |
RELATED PARTY TRANSACTIONS (Ta
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The Company has the following related party transactions as of June 30, 2023 and December 31, 2022 and for the three and six months ended June 30, 2023 and 2022 (in thousands): June 30, December 31, 2023 2022 Other current assets $ 17,379 $ 17,827 Other assets 30,000 — Investments 3,322 2,146 Accrued liabilities 1,500 — Deferred revenue 809 825 Other current liabilities 4,670 3,801 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Revenue $ 15,310 $ 9,842 $ 30,054 $ 17,581 Direct operating costs 4,175 ( 354 ) 8,669 4,342 Selling, general and administrative expenses 1,594 605 2,548 2,466 Other (expense) income, net ( 4,629 ) 875 ( 5,254 ) ( 13,250 ) |
ACQUISITIONS AND DIVESTITURES -
ACQUISITIONS AND DIVESTITURES - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
May 31, 2022 | Apr. 30, 2022 | Jan. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | ||||||||
Acquisition cash paid | $ 42,693 | $ 431,105 | ||||||
Acquisition intangible | $ 5,090,554 | 5,090,554 | $ 5,284,697 | |||||
Net gain recognized | 737,000 | 737,000 | 463,600 | |||||
Gain Related to The Remeasurement of Retained Interest | 121,100 | |||||||
Transaction costs | 5,500 | 5,500 | 15,000 | |||||
Proceeds from business divestiture, net of cash sold | 1,076,737 | 649,706 | ||||||
Revenue | 1,436,212 | $ 1,312,515 | 3,033,049 | 2,786,278 | ||||
Endeavor [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | 16,600 | 16,600 | ||||||
Proceeds from business divestiture, net of cash sold | 666,300 | |||||||
Fair Value of Equity Method Investment | $ 196,300 | $ 196,300 | ||||||
IMG Academy [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | 38,600 | 38,600 | ||||||
Proceeds from business divestiture, net of cash sold | 1,100,000 | |||||||
EGH [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 15,600 | |||||||
Accquisition controlling interest | 73.50% | |||||||
Acquisition cash paid | $ 4,600 | |||||||
Finite-lived contract based intangible asset | 3,400 | |||||||
Acquisition intangible | $ 10,800 | |||||||
EGH [Member] | Common Class A [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of shares issued to acquire entity | 396,917 | |||||||
Value of shares issued for acquisition | $ 11,000 | |||||||
EGH [Member] | Minimum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquired finite-lived intangible assets, weighted average useful life | 5 years | |||||||
EGH [Member] | Maximum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquired finite-lived intangible assets, weighted average useful life | 7 years | |||||||
Mutua Madrid Open [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Total purchase price | $ 386,100 | |||||||
Consideration payable | 31,800 | |||||||
Contingent consideration payable | 600 | |||||||
Acquisition intangible | 14,419 | 14,419 | ||||||
Diamond Baseball Holdings [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Total purchase price | $ 64,200 | |||||||
Acquired finite-lived intangible assets, weighted average useful life | 18 years 8 months 12 days | |||||||
Acquisition intangible | 25,585 | 25,585 | ||||||
Diamond Baseball Holdings [Member] | Selling, General and Administrative Expenses [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition, Transaction Costs | $ 7,500 | |||||||
2023 Acquisitions [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Deferred purchase price | 6,600 | |||||||
Cash consideration | 63,700 | |||||||
Purchase price including contingent consideration | 4,900 | 4,900 | ||||||
Acquisition cash paid | 51,400 | |||||||
Finite-lived contract based intangible asset | 41,100 | 41,100 | ||||||
Acquisition intangible | 28,900 | 28,900 | ||||||
2023 Acquisitions [Member] | Common Class A [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Value of shares issued for acquisition | $ 800 | $ 800 | ||||||
2023 Acquisitions [Member] | Minimum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquired finite-lived intangible assets, weighted average useful life | 5 years | |||||||
2023 Acquisitions [Member] | Maximum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquired finite-lived intangible assets, weighted average useful life | 10 years 9 months 18 days |
ACQUISITIONS AND DIVESTITURES_2
ACQUISITIONS AND DIVESTITURES - Schedule of Fair Values of the Assets Acquired and the Liabilities Assumed in the Business Combination (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Intangible assets: | ||
Goodwill | $ 5,090,554 | $ 5,284,697 |
Redeemable non-controlling interests | 231,340 | $ 253,079 |
Mutua Madrid Open [Member] | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 18,659 | |
Accounts receivable | 2,123 | |
Deferred costs | 1,124 | |
Other current assets | 470 | |
Property and equipment | 162 | |
Right of use assets | 0 | |
Other assets | 381 | |
Intangible assets: | ||
Goodwill | 14,419 | |
Accounts payable and accrued expenses | (1,609) | |
Other current liabilities | 0 | |
Operating lease liability | 0 | |
Deferred revenue | (20,780) | |
Other liabilities | (3,508) | |
Net assets acquired | 418,511 | |
Mutua Madrid Open [Member] | Customer relationships [Member] | ||
Intangible assets: | ||
Intangible assets | 0 | |
Mutua Madrid Open [Member] | Owned events [Member] | ||
Intangible assets: | ||
Intangible assets | 407,070 | |
Mutua Madrid Open [Member] | Other [Member] | ||
Intangible assets: | ||
Intangible assets | 0 | |
Diamond Baseball Holdings [Member] | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 0 | |
Accounts receivable | 89 | |
Deferred costs | 0 | |
Other current assets | 491 | |
Property and equipment | 4,403 | |
Right of use assets | 7,270 | |
Other assets | 103 | |
Intangible assets: | ||
Goodwill | 25,585 | |
Accounts payable and accrued expenses | (93) | |
Other current liabilities | (56) | |
Operating lease liability | (9,470) | |
Deferred revenue | (1,455) | |
Other liabilities | 0 | |
Net assets acquired | 64,237 | |
Diamond Baseball Holdings [Member] | Customer relationships [Member] | ||
Intangible assets: | ||
Intangible assets | 1,960 | |
Diamond Baseball Holdings [Member] | Owned events [Member] | ||
Intangible assets: | ||
Intangible assets | 0 | |
Diamond Baseball Holdings [Member] | Other [Member] | ||
Intangible assets: | ||
Intangible assets | $ 35,410 |
SUPPLEMENTARY DATA - Summary of
SUPPLEMENTARY DATA - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued Liabilities, Current [Abstract] | ||
Accrued operating expenses | $ 245,080 | $ 254,737 |
Payroll, bonuses and benefits | 159,146 | 176,315 |
Other | 97,742 | 94,187 |
Total accrued liabilities | $ 501,968 | $ 525,239 |
SUPPLEMENTARY DATA - Summary _2
SUPPLEMENTARY DATA - Summary of Allowance for Doubtful Accounts (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Allowance For Doubtful Accounts [Abstract] | |
Balance at Beginning of Year | $ 54,766 |
Additions/Charged to Costs and Expenses, Net | 12,328 |
Deductions | (7,127) |
Foreign Exchange | 426 |
Divestitures | (6,799) |
Balance at End of Period | $ 53,594 |
SUPPLEMENTARY DATA - Summary _3
SUPPLEMENTARY DATA - Summary of Supplemental Cash Flow (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Supplemental information: | ||
Cash paid for interest | $ 168,671 | $ 98,314 |
Cash payments for income taxes | 35,443 | 19,729 |
Non-cash investing and financing activities: | ||
Capital expenditures included in accounts payable and accrued liabilities | 25,286 | 6,617 |
Contingent consideration provided in connection with acquisitions | 4,863 | 627 |
Establishment and acquisition of non-controlling interests | 6,331 | 414,985 |
Accretion of redeemable non-controlling interests | (6,465) | 87,008 |
Investment in affiliates retained from a business divestiture | 0 | 196,345 |
Deferred consideration in connection with acquisitions | 6,567 | 31,770 |
Establishment of liabilities under tax receivable agreement | 44,339 | 4,391 |
Deferred tax asset | 38,220 | 5,166 |
Common Class A [Member] | ||
Non-cash investing and financing activities: | ||
Issuance of Class A common stock due to an acquisition | $ 781 | $ 11,014 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Intangible asset amortization expense | $ 38.9 | $ 41.4 | $ 80.1 | $ 84.3 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Summary of Changes in the Carrying Value of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Goodwill [Line Items] | |
Balance - December 31, 2022 | $ 5,284,697 |
Acquisitions | 28,875 |
Reclassification | 0 |
Foreign currency translation and other | 12,358 |
Divestiture | (235,376) |
Balance - June 30, 2023 | 5,090,554 |
Owned Sports Properties [Member] | |
Goodwill [Line Items] | |
Balance - December 31, 2022 | 2,674,038 |
Acquisitions | 0 |
Reclassification | 0 |
Foreign currency translation and other | 0 |
Divestiture | 0 |
Balance - June 30, 2023 | 2,674,038 |
Events, Experiences & Rights [Member] | |
Goodwill [Line Items] | |
Balance - December 31, 2022 | 2,112,403 |
Acquisitions | 5,234 |
Reclassification | (607,427) |
Foreign currency translation and other | 3,060 |
Divestiture | (235,376) |
Balance - June 30, 2023 | 1,277,894 |
Representation [Member] | |
Goodwill [Line Items] | |
Balance - December 31, 2022 | 498,256 |
Acquisitions | 16,617 |
Foreign currency translation and other | (173) |
Divestiture | 0 |
Balance - June 30, 2023 | 514,700 |
Sports Data & Technology [Member] | |
Goodwill [Line Items] | |
Balance - December 31, 2022 | 0 |
Acquisitions | 7,024 |
Reclassification | 607,427 |
Foreign currency translation and other | 9,471 |
Divestiture | 0 |
Balance - June 30, 2023 | $ 623,922 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Summary of Company's Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Total Amortized Gross | $ 2,839,275 | $ 2,834,463 |
Total Intangible Assets Gross | 3,767,803 | 3,759,722 |
Accumulated Amortization | (1,600,057) | (1,554,139) |
Carrying Value | 1,239,218 | 1,280,324 |
Total Intangible Assets Carrying Value | 2,167,746 | 2,205,583 |
Indefinite-Lived Trade Names | 433,966 | 447,559 |
Indefinite-Lived Intangible Assets Accumulated Amortization of Trade Names | 0 | 0 |
Owned events [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Owned Events | 480,044 | 463,481 |
Indefinite-Lived Intangible Assets Accumulated Amortization of Owned Events | 0 | 0 |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other | 14,518 | 14,219 |
Other Indefinite-Lived Intangible Assets Accumulated Amortization | $ 0 | $ 0 |
Trade names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Estimated Useful Life (in years) | 17 years 2 months 12 days | 17 years 1 month 6 days |
Total Amortized Gross | $ 1,035,606 | $ 1,048,530 |
Accumulated Amortization | (370,899) | (343,895) |
Carrying Value | $ 664,707 | $ 704,635 |
Customer and client relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Estimated Useful Life (in years) | 7 years | 6 years 10 months 24 days |
Total Amortized Gross | $ 1,476,901 | $ 1,464,584 |
Accumulated Amortization | (1,098,266) | (1,073,017) |
Carrying Value | $ 378,635 | $ 391,567 |
Internally developed technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Estimated Useful Life (in years) | 7 years 1 month 6 days | 6 years 6 months |
Total Amortized Gross | $ 277,184 | $ 276,094 |
Accumulated Amortization | (86,235) | (92,573) |
Carrying Value | $ 190,949 | $ 183,521 |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Estimated Useful Life (in years) | 4 years 3 months 18 days | 4 years 2 months 12 days |
Total Amortized Gross | $ 49,584 | $ 45,255 |
Accumulated Amortization | (44,657) | (44,654) |
Carrying Value | $ 4,927 | $ 601 |
INVESTMENTS - Additional Inform
INVESTMENTS - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 USD ($) Investment | Jun. 30, 2022 USD ($) Investment | Jun. 30, 2023 USD ($) Investment | Jun. 30, 2022 USD ($) Investment | Dec. 31, 2022 USD ($) | Jan. 31, 2022 | |
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Percentage of ownership sold | 80% | |||||
Equity losses of affiliates, net of tax | $ (12,997) | $ (39,867) | $ (19,543) | $ (60,522) | ||
Equity Method Investments | 189,952 | 189,952 | $ 209,523 | |||
Other than Temporary Impairment | 9,200 | 9,200 | ||||
Equity Method Investee Member | ||||||
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Equity method investment without Readily Determinable Fair Values, gain from sale recorded | $ 0 | $ 12,100 | 700 | $ 14,000 | ||
Investments Under Cost Methods [Member] | ||||||
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Equity method investments without Readily Determinable Fair Values, Net proceeds from sale | 2,300 | |||||
Equity method investment without Readily Determinable Fair Values, gain from sale recorded | $ 1,100 | |||||
Number of Investments Sold | Investment | 0 | 0 | 2 | 0 | ||
Endeavor [Member] | ||||||
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Company's ownership of its equity method investments | 20% | |||||
Equity losses of affiliates, net of tax | $ 6,600 | $ 2,200 | $ 15,100 | $ 5,100 | ||
LeafieldImg College [Member] | ||||||
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Company's ownership of its equity method investments | 42% | 42% | ||||
Equity losses of affiliates, net of tax | $ 0 | $ 39,300 | $ 0 | $ 60,900 | ||
Equity Method Investments | $ 0 | $ 0 | ||||
Maximum [Member] | Endeavor [Member] | ||||||
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Company's ownership of its equity method investments | 50% | 50% | ||||
Minimum [Member] | Endeavor [Member] | ||||||
Schedule of Held-to-Maturity Securities [Line Items] | ||||||
Company's ownership of its equity method investments | 6% | 6% |
INVESTMENTS - Summary of Compan
INVESTMENTS - Summary of Company's Investments (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Investments, Debt and Equity Securities [Abstract] | ||
Equity method investments | $ 189,952 | $ 209,523 |
Equity investments without readily determinable fair values | 153,906 | 127,297 |
Equity investments with readily determinable fair values | 155 | 153 |
Total investments | $ 344,013 | $ 336,973 |
FINANCIAL INSTRUMENTS - Additio
FINANCIAL INSTRUMENTS - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Financial Instrument [Line Items] | ||||
Outstanding forward foreign exchange contracts maturities | 12 months | |||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | $ 19,100 | $ 14,500 | $ 18,000 | $ 62,200 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 14,600 | (5,000) | 26,400 | (12,400) |
2.05% Interest Rate Swap [Member] | ||||
Financial Instrument [Line Items] | ||||
Debt Instrument face amount | $ 1,500,000 | $ 1,500,000 | ||
2.05% Interest Rate Swap [Member] | SOFR [Member] | ||||
Financial Instrument [Line Items] | ||||
Fixed rate | 2.05% | 2.05% | ||
3.10% Interest Rate Swap [Member] | ||||
Financial Instrument [Line Items] | ||||
Debt Instrument face amount | $ 750,000 | $ 750,000 | ||
3.10% Interest Rate Swap [Member] | SOFR [Member] | ||||
Financial Instrument [Line Items] | ||||
Fixed rate | 3.10% | 3.10% | ||
Designated As Cash Flow Hedge [Member] | Forward Foreign Exchange Contracts [Member] | ||||
Financial Instrument [Line Items] | ||||
Recognized net gains (losses) in accumulated other comprehensive (losses) gains | $ 0 | 0 | $ 0 | 300 |
Reclassification of gains or losses into income | 0 | 0 | 0 | 800 |
Other Nonoperating Income (Expense) [Member] | Forward Foreign Exchange Contracts [Member] | ||||
Financial Instrument [Line Items] | ||||
Net Gain (Loss) on foreign exchange contracts | (700) | (1,600) | 200 | (1,100) |
Other Nonoperating Income (Expense) [Member] | Not Designated As Cash Flow Hedge [Member] | Forward Foreign Exchange Contracts [Member] | ||||
Financial Instrument [Line Items] | ||||
Net Gain (Loss) on foreign exchange contracts | $ 3,200 | $ 1,800 | $ 6,400 | $ 3,100 |
FINANCIAL INSTRUMENTS - Schedul
FINANCIAL INSTRUMENTS - Schedule of Outstanding Forward Foreign Exchange Contracts Balances (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | |
Schedule Of Outstanding Forward Foreign Exchange Contracts Balances [Line Items] | ||
Foreign Currency Amount | $ 12,333 | $ (17,762) |
British Pound Sterling [Member] | ||
Schedule Of Outstanding Forward Foreign Exchange Contracts Balances [Line Items] | ||
Foreign Currency Amount | 71,364 | |
US Dollar Amount | $ 87,741 | |
Weighted Average Exchange Rate Per $1 USD | 0.0081 | |
Euro [Member] | ||
Schedule Of Outstanding Forward Foreign Exchange Contracts Balances [Line Items] | ||
Foreign Currency Amount | $ 12,784 | |
US Dollar Amount | $ 13,902 | |
Weighted Average Exchange Rate Per $1 USD | 0.0092 | |
Singapore Dollar [Member] | ||
Schedule Of Outstanding Forward Foreign Exchange Contracts Balances [Line Items] | ||
Foreign Currency Amount | $ 7,200 | |
US Dollar Amount | $ 5,508 | |
Weighted Average Exchange Rate Per $1 USD | 0.0131 |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Transfers of assets or liabilities between fair value measurement classifications | $ 0 | $ 0 | |
Foreign Current Derivatives [Member] | Other Current Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of foreign currency derivatives | 4,100,000 | 4,100,000 | $ 0 |
Foreign Current Derivatives [Member] | Other Long Term Liabilities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of foreign currency derivatives | 2,600,000 | 2,600,000 | 5,100,000 |
Foreign Current Derivatives [Member] | Other Current Liabilities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of foreign currency derivatives | 3,400,000 | 3,400,000 | 6,000,000 |
Interest Rate Swap [Member] | Other Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of the interest rate swaps | $ 66,000,000 | $ 66,000,000 | $ 75,900,000 |
FAIR VALUE MEASUREMENTS - Summa
FAIR VALUE MEASUREMENTS - Summary of Fair Value Of Assets and Liabilities Measured on Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Investments in equity securities with readily determinable fair values | $ 155 | $ 153 |
Interest rate swaps | 65,953 | 75,865 |
Forward foreign exchange contracts | 4,078 | |
Total | 70,186 | 76,018 |
Liabilities: | ||
Contingent consideration | 6,212 | 4,524 |
Forward foreign exchange contracts | 5,972 | 11,107 |
Total | 12,184 | 15,631 |
Level I [Member] | ||
Assets: | ||
Investments in equity securities with readily determinable fair values | 155 | 153 |
Interest rate swaps | 0 | 0 |
Forward foreign exchange contracts | 0 | |
Total | 155 | 153 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Forward foreign exchange contracts | 0 | 0 |
Total | 0 | 0 |
Level II [Member] | ||
Assets: | ||
Investments in equity securities with readily determinable fair values | 0 | 0 |
Interest rate swaps | 65,953 | 75,865 |
Forward foreign exchange contracts | 4,078 | |
Total | 70,031 | 75,865 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Forward foreign exchange contracts | 5,972 | 11,107 |
Total | 5,972 | 11,107 |
Level III [Member] | ||
Assets: | ||
Investments in equity securities with readily determinable fair values | 0 | 0 |
Interest rate swaps | 0 | 0 |
Forward foreign exchange contracts | 0 | |
Total | 0 | 0 |
Liabilities: | ||
Contingent consideration | 6,212 | 4,524 |
Forward foreign exchange contracts | 0 | 0 |
Total | $ 6,212 | $ 4,524 |
DEBT - Additional Information (
DEBT - Additional Information (Detail) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jul. 31, 2023 USD ($) | Apr. 30, 2023 | Jun. 30, 2023 USD ($) Contract | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||
Long-term debt | $ 5,110,405 | $ 5,168,546 | ||
Redeemable non-controlling interests | 231,340 | 253,079 | ||
Other current liabilities | 242,151 | 107,675 | ||
EDR Endeavor Group Holdings [Member] | ||||
Debt Instrument [Line Items] | ||||
Tax receivable agreements liability | 1,011,700 | |||
Other long-term liabilities | 961,600 | |||
Other current liabilities | 50,100 | |||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | 2,300,000 | 2,300,000 | ||
Line of credit | 200,000 | |||
Debt instrument, maturity date | Nov. 18, 2024 | |||
2014 Credit Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | 0 | 0 | ||
Debt instrument, maturity date, description | In April 2023, the Company executed an amendment to the Revolving Credit Facility to extend the maturity by six months to November 18, 2024 | |||
2014 Credit Facilities [Member] | Letter of credit | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | 19,500 | 19,400 | ||
Zuffa Credit Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | 2,700,000 | 2,800,000 | ||
Line of credit | 205,000 | |||
Debt instrument, maturity date, description | In April 2023, the Company executed an amendment on the Zuffa Revolving Credit Facility to extend the maturity by six months to October 29, 2024 | |||
Debt instrument, maturity date | Oct. 29, 2024 | |||
Letters of credit maximum face amount | 40,000 | |||
Swingline loan maximum amount | 15,000 | |||
Zuffa Credit Facilities [Member] | Letter of credit | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | 10,000 | 0 | ||
Zuffa Credit Facilities [Member] | Incremental term loan | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | 0 | 0 | ||
New First Lien Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayment of line of credit | $ 32,000 | |||
OLE Revolving Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | $ 16,900 | 0 | ||
First lien leverage ratio | Contract | 3 | |||
Long-term debt | $ 2,000 | |||
Percentage of revolving commitments | 40% | |||
Repayment of line of credit | 16,900 | |||
OLE Revolving Credit Agreement [Member] | Letter of credit | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | $ 0 | 0 | ||
Other Debt Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding amount paid | $ 18,000 | |||
Receivables Purchase Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 11,900 | $ 28,200 | ||
Zuffa Secured Commercial Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Covenant compliance | Zuffa was in compliance with its financial debt covenant | Zuffa was in compliance with its financial debt covenant | ||
2014 Credit Facilities and Zuffa Credit Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument fair value | $ 5,000,000 | $ 5,000,000 | ||
2014 Credit Facilities and Zuffa Credit Facilities [Member] | EDR Endeavor Group Holdings [Member] | ||||
Debt Instrument [Line Items] | ||||
Income taxe payable | 116,300 | |||
Long term deferred tax benefit | 794,700 | $ 756,400 | ||
Tax receivable agreements liability | 993,400 | |||
Other long-term liabilities | 838,500 | |||
Other current liabilities | $ 154,900 |
DEBT - Summary of Outstanding D
DEBT - Summary of Outstanding Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total principal | $ 5,151,829 | $ 5,219,173 |
Unamortized discount | (14,234) | (17,523) |
Unamortized issuance costs | (27,190) | (33,104) |
Total debt | 5,110,405 | 5,168,546 |
Less: current portion | (98,981) | (88,309) |
Total long-term debt | 5,011,424 | 5,080,237 |
First Lien Term Loan (due May 2025) [Member] | ||
Debt Instrument [Line Items] | ||
Total principal | 2,290,850 | 2,305,916 |
Zuffa First Lien Term Loan (due April 2026) [Member] | ||
Debt Instrument [Line Items] | ||
Total principal | 2,744,267 | 2,759,767 |
Other debt (3.25%-14.50% Notes due at various dates through 2033) [Member] | ||
Debt Instrument [Line Items] | ||
Total principal | $ 116,712 | $ 153,490 |
DEBT - Summary of Outstanding_2
DEBT - Summary of Outstanding Debt (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2023 | |
First Lien Term Loan (due May 2025) [Member] | |
Debt Instrument [Line Items] | |
Line of credit maturity date | May 2025 |
Zuffa First Lien Term Loan (due April 2026) [Member] | |
Debt Instrument [Line Items] | |
Line of credit maturity date | April 2026 |
Other debt (3.25%-14.50% Notes due at various dates through 2033) [Member] | |
Debt Instrument [Line Items] | |
Line of credit maturity date | 2033 |
Other debt (3.25%-14.50% Notes due at various dates through 2033) [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Line of credit interest rate | 14.50% |
Other debt (3.25%-14.50% Notes due at various dates through 2033) [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Line of credit interest rate | 3.25% |
REDEEMABLE NON-CONTROLLING INTE
REDEEMABLE NON-CONTROLLING INTERESTS - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | ||||
Jul. 31, 2018 | Jun. 30, 2023 | May 31, 2023 | Dec. 31, 2022 | Aug. 31, 2022 | |
Redeemable Noncontrolling Interest [Line Items] | |||||
Estimated redemption value of the non-controlling interest | $ 231,340 | $ 253,079 | |||
Proceeds from noncontrolling interests | $ 9,700 | ||||
EBIT DA multiplication factor | 7.5 | ||||
Barrett Jackson Holdings Llc [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Business Acquisition Percentage of Shares Issued | 29.90% | ||||
Temporary equity, estimated redemption value | $ 220,600 | 207,900 | |||
EBIT DA multiplication factor | 13 | ||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | $ 210,100 | ||||
Zuffa [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Temporary equity, estimated redemption value | $ 9,900 | $ 9,700 | |||
Frieze [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Business Acquisition Sale of Remaining Interest | 30% | 30% | |||
Exercise of call option | $ 16,500 |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Basic and Diluted Earnings Per Share and Weighted Average Shares Outstanding (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator | ||||
Consolidated net income | $ 666,535 | $ 42,220 | $ 702,790 | $ 559,886 |
Net income attributable to NCI | 263,361 | 16,414 | 291,585 | 214,534 |
Net income attributable to the Company | 401,602 | 40,918 | 409,023 | 553,177 |
Adjustment to net income attributable to the Company | 0 | 0 | (5,608) | 0 |
Net income attributable to the Company | 403,174 | 25,806 | 411,205 | 345,352 |
Adjustment to net income attributable to the Company | 0 | 0 | (5,608) | 3,090 |
Net income attributable to EGH common shareholders | 403,174 | 25,806 | 405,597 | 348,442 |
Net income attributable to EGH common shareholders | $ 401,602 | $ 40,918 | $ 403,415 | $ 553,177 |
Denominator | ||||
Weighted average Class A Common Shares outstanding - Basic | 301,011,276 | 281,623,228 | 296,499,094 | 275,092,484 |
Additional shares assuming exchange of all Endeavor Profits Units | 1,031,047 | 681,521 | 872,989 | 2,450,488 |
Additional Shares from RSUs Stock Options and Phantom Units, as Calculated using the treasury Stock Method | 2,244,297 | 1,395,693 | 2,438,915 | 2,129,737 |
Additional shares assuming exchange of all Endeavor Operating Units and Endeavor Manager Units | 0 | 166,033,523 | 0 | 166,746,315 |
Weighted average number of shares used in computing diluted earnings per share | 311,046,135 | 449,733,965 | 299,810,998 | 446,419,024 |
Additional shares assuming redemption of redeemable non-controlling interests | 6,759,515 | 0 | 0 | 0 |
Basic | $ 1.34 | $ 0.09 | $ 1.37 | $ 1.27 |
Diluted | $ 1.29 | $ 0.09 | $ 1.35 | $ 1.24 |
Common Class A [Member] | ||||
Denominator | ||||
Weighted average Class A Common Shares outstanding - Basic | 301,011,276 | 281,623,228 | 296,499,094 | 275,092,484 |
Operating Unit [Member] | ||||
Numerator | ||||
Net income attributable to NCI | $ 226,096 | $ 14,289 | $ 252,655 | $ 185,232 |
Net income attributable to NCI | 227,668 | 1,302 | 253,269 | 6,709 |
Manager units [Member] | ||||
Numerator | ||||
Net income attributable to NCI | 37,265 | 2,125 | 38,930 | 29,302 |
Net income attributable to NCI | $ 37,265 | $ 0 | $ 40,498 | $ 0 |
EARNINGS PER SHARE - Schedule_2
EARNINGS PER SHARE - Schedule of Antidilutive Securities (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 4,119,175 | 4,177,407 | 4,119,175 | 2,512,767 |
Unvested Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 2,830,955 | 4,065,048 | 2,830,955 | 1,283,010 |
Manager LLC Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 22,313,733 | 0 | 22,313,733 | 0 |
EOC Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 135,005,310 | 0 | 135,005,310 | 0 |
EOC Profits Interest [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 0 | 12,587,251 | 0 | 0 |
Redeemable Non Controlling Interests [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 0 | 0 | 6,903,763 | 0 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Aug. 16, 2022 | Dec. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Provision for (benefit from) income taxes | $ 140,441,000 | $ 2,699,000 | $ 175,911,000 | $ (14,535,000) | ||
Income from continuing operations | $ 819,973,000 | $ 84,786,000 | $ 898,244,000 | $ 605,873,000 | ||
Effective income tax rate | 17.10% | 3.20% | 19.60% | (2.40%) | ||
Tax benefit, valuation allowance | $ 22,800 | |||||
Valuation allowance on differed tax assets | $ 53,700,000 | |||||
Unrecognized tax benefits | $ 42,400,000 | $ 44,700,000 | $ 44,700,000 | |||
Percentage of realized tax benefits payable pursuant to an agreement | 15% | 15% | ||||
Tax Receivable Agreement [Member] | ||||||
Percentage of realized tax benefits payable pursuant to an agreement | 85% |
REVENUE - Summary Of Company's
REVENUE - Summary Of Company's Revenue Disaggregated By Primary Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,436,212 | $ 1,312,515 | $ 3,033,049 | $ 2,786,278 |
Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 340,088 | 331,930 | 693,377 | 628,619 |
Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 591,078 | 567,808 | 1,391,864 | 1,348,743 |
Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 381,149 | 357,955 | 731,389 | 715,276 |
Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 130,565 | 60,371 | 231,424 | 105,414 |
Eliminations [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (6,668) | (5,549) | (15,005) | (11,774) |
Eliminations [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Eliminations [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Eliminations [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Eliminations [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Media Rights [Member] | Reportable Subsegments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 391,360 | 346,142 | 773,465 | 666,235 |
Media Rights [Member] | Reportable Subsegments [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 181,690 | 172,068 | 370,732 | 329,033 |
Media Rights [Member] | Reportable Subsegments [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 111,114 | 113,703 | 235,114 | 231,788 |
Media Rights [Member] | Reportable Subsegments [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Media Rights [Member] | Reportable Subsegments [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 98,556 | 60,371 | 167,619 | 105,414 |
Technology Platforms And Services [Member] | Reportable Subsegments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 46,223 | 23,536 | 93,287 | 45,907 |
Technology Platforms And Services [Member] | Reportable Subsegments [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Technology Platforms And Services [Member] | Reportable Subsegments [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 14,214 | 23,536 | 29,482 | 45,907 |
Technology Platforms And Services [Member] | Reportable Subsegments [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Technology Platforms And Services [Member] | Reportable Subsegments [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 32,009 | 0 | 63,805 | 0 |
Media Production, Distribution And Content [Member] | Reportable Subsegments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 153,804 | 121,382 | 287,217 | 260,436 |
Media Production, Distribution And Content [Member] | Reportable Subsegments [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,670 | 1,824 | 3,636 | 4,124 |
Media Production, Distribution And Content [Member] | Reportable Subsegments [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 71,696 | 55,548 | 134,008 | 118,559 |
Media Production, Distribution And Content [Member] | Reportable Subsegments [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 80,438 | 64,010 | 149,573 | 137,753 |
Media Production, Distribution And Content [Member] | Reportable Subsegments [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Events And Performance [Member] | Reportable Subsegments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 550,782 | 533,059 | 1,312,269 | 1,247,951 |
Events And Performance [Member] | Reportable Subsegments [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 156,728 | 158,038 | 319,009 | 295,462 |
Events And Performance [Member] | Reportable Subsegments [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 394,054 | 375,021 | 993,260 | 952,489 |
Events And Performance [Member] | Reportable Subsegments [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Events And Performance [Member] | Reportable Subsegments [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Talent Representation And Licensing [Member] | Reportable Subsegments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 224,490 | 222,388 | 427,352 | 421,559 |
Talent Representation And Licensing [Member] | Reportable Subsegments [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Talent Representation And Licensing [Member] | Reportable Subsegments [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Talent Representation And Licensing [Member] | Reportable Subsegments [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 224,490 | 222,388 | 427,352 | 421,559 |
Talent Representation And Licensing [Member] | Reportable Subsegments [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Marketing [Member] | Reportable Subsegments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 76,221 | 71,557 | 154,464 | 155,964 |
Marketing [Member] | Reportable Subsegments [Member] | Owned Sports Properties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Marketing [Member] | Reportable Subsegments [Member] | Events, Experiences & Rights [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Marketing [Member] | Reportable Subsegments [Member] | Representation [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 76,221 | 71,557 | 154,464 | 155,964 |
Marketing [Member] | Reportable Subsegments [Member] | Sports Data and Technology [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
REVENUE - Summary Of Transactio
REVENUE - Summary Of Transaction Price Related To These Future Obligation (Detail) $ in Thousands | Jun. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 4,817,573 |
Remainder of 2023 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | 887,828 |
2024 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | 1,487,376 |
2025 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | 1,290,102 |
2026 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | 353,227 |
2027 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | 263,692 |
Thereafter | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 535,348 |
REVENUE - Summary Of Company'_2
REVENUE - Summary Of Company's Contract Liabilities (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Contract with Customer, Liability [Abstract] | |
Beginning Balance | $ 716,147 |
Additions | 1,625,001 |
Deductions | (1,628,396) |
Acquisitions | 10,516 |
Divestures | (143,011) |
Foreign Exchange | 1,836 |
Ending Balance | 582,093 |
Beginning Balance | 91,838 |
Additions | 80,663 |
Deductions | (17,072) |
Acquisitions | 0 |
Divestures | (35,195) |
Foreign Exchange | 283 |
Ending Balance | $ 120,517 |
REVENUE - Additional Informatio
REVENUE - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 13.9 | $ 16.7 | $ 26.3 | $ 30.7 |
SEGMENT INFORMATION (Additional
SEGMENT INFORMATION (Additional Information) (Detail) | 6 Months Ended |
Jun. 30, 2023 Segment | |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |
Number of reportable segments | 4 |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue, Major Customer [Line Items] | ||||
Revenues | $ 1,436,212 | $ 1,312,515 | $ 3,033,049 | $ 2,786,278 |
Owned Sports Properties [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 340,088 | 331,930 | 693,377 | 628,619 |
Representation [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 381,149 | 357,955 | 731,389 | 715,276 |
Sports Data & Technology [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 130,565 | 60,371 | 231,424 | 105,414 |
Operating Segments [Member] | Owned Sports Properties [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 340,088 | 331,930 | 693,377 | 628,619 |
Operating Segments [Member] | Events Experiences & Rights [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 591,078 | 567,808 | 1,391,864 | 1,348,743 |
Operating Segments [Member] | Representation [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 381,149 | 357,955 | 731,389 | 715,276 |
Operating Segments [Member] | Sports Data & Technology [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | 130,565 | 60,371 | 231,424 | 105,414 |
Eliminations [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | $ (6,668) | $ (5,549) | $ (15,005) | $ (11,774) |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Reconciliation of Segment Profitability (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ (127,829) | $ (131,606) | ||
Tax receivable agreement liability adjustment | $ 10,174 | $ 2,405 | 12,518 | (51,092) |
Income before income taxes and equity losses of affiliates | 819,973 | 84,786 | 898,244 | 605,873 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 304,917 | 306,355 | 611,309 | 620,804 |
Equity losses (earnings) of affiliates | 6,417 | (1,644) | 4,440 | (5,393) |
Interest expense, net | (90,307) | (62,505) | (175,404) | (121,777) |
Depreciation and amortization | (61,078) | (65,612) | (127,829) | (131,606) |
Equity-based compensation expense | (61,760) | (60,607) | (140,451) | (111,463) |
Merger, acquisition and earn-out costs | (16,381) | (14,568) | (30,915) | (27,362) |
Certain legal costs | (1,489) | (8,598) | (3,911) | (9,600) |
Restructuring, severance and impairment | (13,736) | (1,442) | (21,936) | (1,960) |
Fair value adjustment - equity investments | 68 | 11,691 | 781 | 13,344 |
Net gain on sale of the restricted Endeavor Content business | 0 | 0 | 0 | 463,641 |
Net gain on sale of the Academy business | 736,978 | 0 | 736,978 | 0 |
Tax receivable agreement liability adjustment | 10,174 | 2,405 | 12,518 | (51,092) |
Other | 6,170 | (20,689) | 32,664 | (31,663) |
Operating Segments [Member] | Owned Sports Properties [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 179,234 | 161,270 | 364,905 | 310,011 |
Operating Segments [Member] | Events, Experiences & Rights [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 76,583 | 92,563 | 184,574 | 218,564 |
Operating Segments [Member] | Representation [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 107,149 | 111,221 | 191,355 | 212,926 |
Operating Segments [Member] | Sports Data & Technology [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 13,737 | 15,554 | 18,209 | 22,036 |
Operating Segments [Member] | Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | $ (71,786) | $ (74,253) | $ (147,734) | $ (142,733) |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) € in Millions | 1 Months Ended | 3 Months Ended | 4 Months Ended | |||
Dec. 31, 2022 EUR (€) Count | Dec. 31, 2020 EUR (€) Count | Jul. 31, 2019 EUR (€) Count | May 31, 2019 EUR (€) | Dec. 31, 2022 EUR (€) Count | Mar. 31, 2015 Count | |
Ten Clubs [Member] | ||||||
Loss Contingency Damages Paid Value | € 284.9 | |||||
New claims filed, number | Count | 10 | |||||
One Further Club[Member] | ||||||
Loss Contingency Damages Paid Value | € 326.9 | |||||
New claims filed, number | Count | 1 | |||||
Original Plaintiffs [Member] | Four clubs [Member] | ||||||
Loss Contingency Damages Paid Value | € 1,675 | |||||
Zuffa [Member] | ||||||
New claims filed, number | Count | 5 | |||||
UFC Fighters [Member] | ||||||
New claims filed, number | Count | 11 | |||||
Three Football Clubs [Member] | ||||||
New claims filed, number | Count | 3 | |||||
Four Additional Football Club [Member] | ||||||
New claims filed, number | Count | 4 | |||||
Breach of Competition Law [Member] | Italian Competition Authority [Member] | ||||||
Loss contingency, loss in period | € 0.3 | |||||
Breach of Competition Law [Member] | Lega Nazionale [Member] | ||||||
Loss contingency, damages sought, value | € 1,750 | |||||
Breach of Competition Law [Member] | Three Football Clubs [Member] | ||||||
Loss contingency, damages sought, value | € 554.6 | |||||
Breach of Competition Law [Member] | Four Additional Football Club [Member] | ||||||
Loss contingency, damages sought, value | € 251.5 |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Aug. 16, 2022 | Dec. 31, 2022 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | $ 1,436,212 | $ 1,312,515 | $ 3,033,049 | $ 2,786,278 | |||
Percentage of realized tax benefits payable pursuant to an agreement | 15% | 15% | |||||
Related Party [Member] | |||||||
Company provided loan | 30,000 | 30,000 | |||||
Euroleague [Member] | Related Party [Member] | |||||||
Due from related parties | $ 8,400 | 10,700 | 10,700 | ||||
Other payables | 1,000 | 2,000 | 2,000 | ||||
Raine group [Member] | |||||||
Investment in non marketable funds | 2,100 | 3,300 | 3,300 | ||||
Business acquisition transaction costs | 5,500 | 15,000 | $ 7,000 | 15,000 | |||
Tax Receivable Agreement [Member] | |||||||
Percentage of realized tax benefits payable pursuant to an agreement | 85% | ||||||
Tax liability pursuant to an agreement | 1,011,700 | 993,400 | $ 993,400 | ||||
Production Services [Member] | Euroleague [Member] | Related Party [Member] | |||||||
Revenue | 2,500 | 2,600 | 6,500 | 5,400 | |||
Gaming Rights [Member] | Euroleague [Member] | Related Party [Member] | |||||||
Revenue | $ 1,100 | 1,000 | 4,800 | 2,500 | |||
Management Services [Member] | Euroleague [Member] | Related Party [Member] | |||||||
Revenue | 2,000 | $ (400) | 5,800 | $ 3,400 | |||
Related party transactions [Member] | Tax Receivable Agreement [Member] | |||||||
Tax liability pursuant to an agreement | $ 390,100 | $ 363,200 | $ 363,200 |
RELATED PARTY TRANSACTIONS - S
RELATED PARTY TRANSACTIONS - Schedule of Related Party Transactions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Other current assets | $ 397,983 | $ 397,983 | $ 293,206 | ||
Other Long Term Assets | 494,730 | 494,730 | 325,619 | ||
Investments | 344,013 | 344,013 | 336,973 | ||
Accrued liabilities | 501,968 | 501,968 | 525,239 | ||
Deferred revenue | 582,093 | 582,093 | 716,147 | ||
Current liabilities | 2,633,355 | 2,633,355 | 2,414,540 | ||
Other current liabilities | 242,151 | 242,151 | 107,675 | ||
Revenue | 1,436,212 | $ 1,312,515 | 3,033,049 | $ 2,786,278 | |
Direct operating costs | 584,014 | 508,385 | 1,308,296 | 1,203,026 | |
Selling, general and administrative expenses | 632,671 | 587,499 | 1,301,884 | 1,127,705 | |
Related party transactions [Member] | |||||
Related Party Transaction [Line Items] | |||||
Other current assets | 17,379 | 17,379 | 17,827 | ||
Other Long Term Assets | 30,000 | 30,000 | 0 | ||
Investments | 3,322 | 3,322 | 2,146 | ||
Accrued liabilities | 1,500 | 1,500 | 0 | ||
Deferred revenue | 809 | 809 | 825 | ||
Other current liabilities | 4,670 | 4,670 | $ 3,801 | ||
Revenue | 15,310 | 9,842 | 30,054 | 17,581 | |
Direct operating costs | 4,175 | (354) | 8,669 | 4,342 | |
Selling, general and administrative expenses | 1,594 | 605 | 2,548 | 2,466 | |
Other income (expense), net | $ (4,629) | $ 875 | $ (5,254) | $ (13,250) |