The shareholder lawsuit concerning the TKO merger is set to go to trial beginning June 8 in the Delaware Court of Chancery.
Several high-profile figures are expected to testify.
McMahon and Emanuel to Appear as Live Witnesses
Former TKO Chairman Vince McMahon and current TKO CEO & Chairman Ari Emanuel are scheduled to appear as live witnesses in the courtroom. Their names appear on a list of witnesses submitted as part of the pre-trial order.
Also expected to testify are WWE President Nick Khan, TKO President Mark Shapiro, and WWE Chief Content Officer Paul Levesque.
The lawsuit alleges that McMahon orchestrated the TKO deal in 2023 to save his own personal standing within the company. This followed a wave of sexual misconduct allegations that became public in 2022.
The plaintiffs claim McMahon only trusted that Emanuel and UFC owner Endeavor would allow McMahon to stay on after a deal.
The plaintiffs in the merger case claim other bidders weren’t allowed to have a fair shot at buying, and therefore, WWE shareholders were shortchanged. Shareholders could be awarded millions – potentially hundreds of millions – if they prevail.
Accusations of Fiduciary Duty Breach
The defendants in the case are McMahon, Khan, Levesque, George Barrios, and Michelle Wilson. McMahon has separate counsel from the rest.
The defendants are accused of breaching their fiduciary duties as members of WWE’s board of directors; they deny the allegations.
WWE and TKO themselves are not defendants. They are likely footing the legal bills for the non-McMahon defendants, and the companies could ultimately be responsible through indemnification if monetary damages are awarded.
Other Witnesses Scheduled to Appear
Other live witnesses set to appear include Barrios, Wilson, former WWE executive and board member Frank Riddick, current TKO Chief Financial Officer Andrew Schleimer, former WWE board member and current TKO board member Steve Koonin, and TKO Chief Strategy Officer Mark Zhu.
Zhu is expected to appear via remote video, as he’s currently on parental leave and caring for a newborn child.
The plaintiffs list Shapiro, Khan, and Raine banker Jeff Sine, who advised WWE on the deal.
Potential Testimony from Stephanie McMahon
Certain other witnesses are listed by the plaintiffs as those they may call either live or whose testimony may be presented via already-recorded deposition testimony. These include Stephanie McMahon and former WWE board members Jeffrey Speed and Steve Pamon.
Speed was the lead director overseeing the board’s internal investigation into allegations of misconduct against McMahon.
The plaintiffs have alleged that the investigation, which preceded McMahon’s July 2022 resignation, was a “sham” inquiry. They claim it was essentially closed in the fall of 2022, shortly before McMahon’s formal engagement with the board in December, and his return in January 2023.
Also scheduled is Liberty Media CE.
Trial to Proceed in June
The trial is scheduled to begin June 8 in the Delaware Court of Chancery.