Andrew Schleimer
Analyst · Stephen Laszczyk with Goldman Sachs
Good afternoon. As Ari and Mark highlighted, 2025 was a very strong year for us. We delivered solid operating and financial performance across our businesses, and we expect the positive momentum to continue. Last year, we generated revenue of $4.735 billion and adjusted EBITDA of $1.585 billion, both of which exceeded the upper end of the revised guidance range we provided on our last earnings call. Our adjusted EBITDA margin was 33.5%. In 2024, revenue was $4.884 billion and adjusted EBITDA was $1.082 billion, and our adjusted EBITDA margin was just over 22%. On a reported basis, revenue decreased 3%, adjusted EBITDA increased 47% and adjusted EBITDA margin increased over 11 percentage points. Our year-over-year results reflected strength at UFC and WWE. In particular, margins continued to expand at WWE, delivering over 50% for the first time in 2025. We've come a long way in a short time, growing WWE's margins from less than 40% just a few years ago. That said, and as noted on our Q3 call, the impact of the 2024 Paris Olympics led to the decrease in revenue and contributed meaningfully to the increase in adjusted EBITDA and adjusted EBITDA margin as the event was loss-making. Moving to our consolidated results for the fourth quarter. We generated revenue of $1.038 billion. Adjusted EBITDA was $281 million. Our adjusted EBITDA margin was 27%. Revenue increased 12%, adjusted EBITDA increased 30% and adjusted EBITDA margin increased approximately 4 percentage points as compared to the prior year. Now turning to our UFC segment. UFC had 10 total events, including 4 numbered events in both the fourth quarter of 2025 and 2024. Event location mix shifted slightly as 4 events were held internationally in the quarter compared to 3 in the prior year period. UFC generated $401 million of revenue in the quarter, an increase of 17% or $58 million. Adjusted EBITDA was $213 million, an increase of 20% or $35 million. UFC's adjusted EBITDA margin was 53%, an increase from 52% in the prior year period. Partnerships and Marketing revenue increased 39% to $93 million. The increase was driven by the addition of new partners and renewals of existing partners at higher rates. As Mark discussed, we continue to make significant progress, adding new categories and growing existing ones, including recently announced deals with Ram Trucks, Polymarket and DoorDash. Media rights production and content revenue increased 12% to $223 million. The increase was driven by the contractual escalation of media rights fees. Live events and hospitality revenue increased 12% to $72 million. The increase was due to higher revenue from financial incentive packages driven by the timing and mix of international events. UFC held the numbered event in Abu Dhabi in both periods as well as its first event in Qatar in the current period. Adjusted EBITDA reflected the increase in revenue, partially offset by an increase in expenses. Direct operating expenses primarily reflected an increase in marketing, production and other event-related costs, all related to mix, partially offset by a decrease in athlete costs. SG&A increased primarily due to higher personnel and travel costs compared to the prior year period. Our WWE segment generated revenue of $360 million in the quarter, an increase of 21% or $61 million. Adjusted EBITDA was $165 million, an increase of 44% or $51 million. Adjusted EBITDA margin was 46%, up from 38% in the prior year period. As expected, results reflected the favorable impact of the raw domestic rights deal. As a reminder, the fourth quarter of this year included revenues from our long-term agreement with Netflix compared to the short-term domestic rights deal that was in place with USA Network in the prior year period. This had a favorable impact of approximately $50 million on both revenue and adjusted EBITDA as compared to Q4 2024. As we previewed on our Q3 call, the timing of the calendar significantly offset the aforementioned benefit. WWE held 2 nights of main roster PLE programming in the fourth quarter compared to 3 nights in the prior year. Most notably, Q4 2024 had 1 PLE in Saudi Arabia, but there was no comparable event in Q4 2025, given its shift to January 2026. Media rights production and content revenue increased 42% to $221 million. The increase was primarily related to the Raw rights deal I mentioned a moment ago as well as an increase in media rights fees related to the new domestic PLE agreement with ESPN. Partnerships and Marketing revenue increased 57% to $36 million due to new partnerships and renewals across multiple categories, including deals with Riyadh Season, Minute Maid, Comcast and Seagram's, among others. Live events and hospitality revenue decreased 27% to $68 million. Results reflected a decrease in revenue from financial incentive packages related to the shift in timing of the Saudi PLE, partially offset by an increase in ticket revenue. We continue to see strong underlying trends for WWE Live events. Results in the current period benefited from the mix of venues and cards, including John Cena's farewell tour and a record date for Survivor Series, which was held for the first time in a higher capacity stadium venue. Adjusted EBITDA reflected the increase in revenue, partially offset by an increase in expenses. Direct operating expenses increased primarily due to higher talent costs, partially offset by a decrease in production costs, most notably related to the absence of the Saudi PLE, which, of course, carries a higher cost structure. SG&A increased primarily due to higher travel and personnel costs. Our IMG segment generated revenue of $248 million, a decrease of 9%. Adjusted EBITDA was a loss of $4 million, a decrease of $20 million. Adjusted EBITDA margin was negative 2%, down from 6% in the prior year period. As we previewed on our last call, the anticipated decline in revenue primarily related to the absence of the Arabian Gulf Cup at the IMG business, which is a biennial event. This decline was partially offset by an increase in studio revenue. Revenue at On Location was essentially flat over the prior year period. As expected, adjusted EBITDA primarily reflected the decrease in revenue, partially offset by a decrease in expenses. Expenses reflected a decrease in direct operating expenses, partially offset by an increase in SG&A. Corporate and Other generated revenue of $37 million, an increase of $14 million. Adjusted EBITDA was negative $93 million, flat with the prior year period. The increase in revenue was primarily driven by higher media rights revenue at PBR from new distribution deals we announced in 2025 with Paramount, Fox Nation and the CW as well as higher management and promotional fees for services related to Zuffa Boxing. Adjusted EBITDA primarily reflected the increase in revenue and a $27 million decrease in costs related to the absence of allocations of Endeavor corporate expenses under their ownership of IMG, On Location and PBR. As we discussed on prior calls, from the close of the acquisition on February 28 of this year forward, there are no Endeavor corporate expense allocations included in our financial results. These improvements were offset by costs incurred to replicate services previously provided by Endeavor as well as an increase in personnel and travel costs. Now moving on to our capital structure. In 2025, we generated $1.159 billion of free cash flow. Our free cash flow conversion of adjusted EBITDA was 73%. Free cash flow included the favorable impact of $297 million of net collections related to on location for the 2026 FIFA World Cup. Free cash flow also included the unfavorable impact of approximately $300 million, consisting of $250 million in payments related to the UFC antitrust lawsuit settlement as well as payments for professional fees related to the acquisition of IMG, On Location and PBR. Normalizing for these non-recurring items, free cash flow conversion of adjusted EBITDA remained ahead of our stated target of in excess of 60%. For the fourth quarter, we generated $249 million of free cash flow. As we saw in 2024, free cash flow for both fourth quarter and full year 2025 was positively impacted by the timing of cash receipts and payments, most notably the collection of customer payments in 2025 that were not contractually due until 2026 as well as a delay into Q1 of ' 26 of the transfer of a portion of the proceeds to Sela related to the Canelo versus Crawford event held in September 2025. We ended the year with $3.783 billion in debt and $831 million in cash and cash equivalents in addition to $355 million of restricted cash. Year-end 2025 net leverage was 1.9x based on net debt of $2.952 billion and adjusted EBITDA of $1.585 billion. As both Ari and Mark have conveyed, maintaining a robust and sustained capital return program remains a top priority for us. On December 30, we paid a quarterly cash dividend payment from TKO OpCo of approximately $150 million or $0.78 per share. For the full year, we made approximately $452 million in cash dividend payments. We intend to continue to fund quarterly cash dividends with cash flow from operations or cash on hand. Regarding our share repurchase program, during 2025, we repurchased approximately $867 million of our Class A common stock through a combination of an $800 million ASR agreement, $26 million through a privately negotiated transaction and $41 million under the 10b5-1 plan that commenced last November and expires tomorrow. From January 1 through yesterday, we repurchased an additional $37 million of our Class A common stock under the 10b5-1 plan and as such, have retired approximately $900 million of Class A common stock available under the $2 billion program authorized by our Board in October 2024. As we disclosed in our earnings release, by mid-March, we intend to commence the repurchase of up to an additional $1 billion of our Class A common stock. We expect to fund the repurchases with cash on hand as well as proceeds from incremental term loan borrowings. The timing and amounts are subject to market conditions and related factors. Now turning to our outlook. As we say consistently, we manage the business with a focus on full-year performance. Therefore, we believe results are best evaluated on a full year basis, given the quarterly fluctuations that are inherent in our operations, most notably related to the timing of our live events and the mix of locations, venues and cards. For full year 2026, we are targeting revenue of $5.675 billion to $5.775 billion and adjusted EBITDA of $2.24 billion to $2.29 billion. This outlook reflects a step function change in revenue and profitability, primarily related to our recently completed media rights agreements. We are anticipating revenue growth of 21%, adjusted EBITDA growth of 43% and margin expansion of approximately 600 basis points to 39.6% at the midpoint of our guidance range. There are 6 notable drivers of this outlook that are important to underscore. #1, media rights. As we've previously discussed, our 2026 financials will include significant step-ups in connection with the UFC rights deals with Paramount as well as the WWE agreement with ESPN DTC. As Mark highlighted, these agreements, along with other recently completed long-term agreements, total more than $15 billion in value and provide attractive visibility, predictability and stability into a high-margin contractual revenue stream with annual escalators for years to come. #2, global partnerships. We continue to make meaningful progress, adding new partners and categories while also growing existing deals. We expect to see significant growth in high-margin revenue as we work toward achieving our previously communicated target of $1.2 billion in total company partnerships revenue by 2030. #3, live events. As Mark discussed, we see a significant opportunity with respect to financial incentive packages or FIPs. This is a high-margin lever in our live event economics and a key driver of our overall growth strategy. We expect to realize over $300 million in aggregate value from these packages this year. Most notably, our outlook includes the favorable impact of 3 WWE PLEs in Saudi Arabia as well as further traction in the strategy Mark articulated. #4, the mix of events, particularly at UFC. As has been widely reported, on June 14, we're planning to hold an event at the White House in celebration of America's 250th anniversary. We expect this to be a once-in-a-lifetime event that will showcase our brand on an unmatched scale. While it is expected to generate tremendous awareness and earned media for us, the financial profile is unique. We expect the event to cost upwards of $60 million. However, as Mark highlighted, we're working to secure sellable inventory in and around the weekend of events that should cover roughly half of that amount. #5, the World Cup and Olympics and on location. We're extremely excited about the prospects for the FIFA 2026 World Cup, and our plan includes a contribution of approximately $75 million of adjusted EBITDA. As for the Olympics, despite the well-publicized challenges with the readiness of infrastructure, we're pleased with the outcome from Milano Cortina. While we're still finalizing the financial results, our outlook includes approximately $170 million of revenue related to the games. With respect to the adjusted EBITDA contribution, given the meaningful ramp in pre-spend required for LA28, namely to support our increasing sales efforts, we anticipate a negative impact to on location adjusted EBITDA related to our Olympics properties. #6, boxing. To even further emphasize, this is an important strategic and operational priority for us, one that we expect will create meaningful value over time. As mentioned on prior calls, we account for our interest in Zuffa Boxing under the equity method and hence, do not consolidate results. We receive a management fee for services that we provide the JV, and our forecast includes a full year of such management fees as opposed to the partial year that we recorded in 2025. Also, in 2025, we earned into 25% of our total expected equity interest. Based on our expected performance, we assume we will earn into the next tranche upon the achievement of certain financial targets. Separate from the JV, we expect to continue to work with our partner, Sela, to bring large-scale fights to fans, generally 2 to 4 per year. The next fight will be in April featuring Tyson Fury for which we've secured the global media distribution rights with Netflix. In addition to these 6 items, we continue to focus on realizing incremental revenue and cost efficiencies, which could be additive to our plan. Through 2025 and into early 2026, we have made meaningful investment in our procurement function to further streamline costs across our portfolio of companies. Consistent with our prior calls, while we are not providing quarterly guidance, we want to highlight a few notable items as we look to the first quarter. At UFC, media rights revenue will reflect the commencement of the Paramount Rights deal. The mix of live events in the quarter will also impact results. We expect to stage 9 events as compared to 11 in the prior year period. Within these 9, 3 will be numbered events, which is comparable to the prior year. However, Q1 2025 included a Fight Night in Saudi Arabia that carried a meaningful financial incentive package. Q1 2026 will not. At WWE, results will also be driven by the timing and mix of live events, most notably the favorable impact of Royal Rumble being held in Saudi Arabia. The first quarter will also benefit from the financial profile of our new domestic rights agreement with ESPN. At the IMG segment, we expect first quarter results will include the Milano Olympics as well as the seasonally favorable impact of the Super Bowl and college bowl games. In terms of free cash flow, as Mark noted, we expect free cash flow conversion to expand significantly over the next 5 years. In 2026, free cash flow is expected to reflect the impact of 2 notable items. The first is net payments related to the World Cup. These payments will reflect the distribution of net collections realized in prior periods. Following the tournament and prior to the end of the year, we expect substantially all of the cash collected to be distributed to FIFA and other partners. In addition, as we disclosed in August, the payment schedule for UFC's new rights deal with Paramount is weighted more toward the back end of the deal. As a result, we expect a negative working capital impact in 2026. Excluding these 2 items, our targeted free cash flow conversion rate would be in excess of 60%. Furthermore, we are expecting a meaningful year-over-year increase in taxable net income, primarily due to the significant increase in adjusted EBITDA as well as the absence of the tax deductibility benefit realized in 2025 related to the UFC antitrust settlement payments. This increase in taxable income is expected to result in both a significant increase in cash tax payments at TKO PubCo as well as mandatory cash tax distributions from TKO OpCo to its owners. Similar to prior periods, we plan to disclose information related to these distributions in our 10-Q and 10-K filings. In conclusion, as we look ahead, we remain focused on operational execution across all of our businesses and maintaining our robust capital return program. Anchored by our premium content, TKO is extremely well positioned within the sports and entertainment ecosystem to build on our momentum and deliver incremental value for all of our shareholders. With that, I'll turn it back to Seth.