McMahon, WWE Reach Deal With Investors to End UFC Merger Suit (1)

Vince McMahon and the WWE‘s senior leaders have reached a settlement with shareholders to resolve a class action challenge to the wrestling empire’s merger with Ultimate Fighting Championship, according to a Delaware Chancery Court’s official on Sunday.

The World Wrestling Entertainment Inc. co-founder and its directors and officers faced claims that McMahon manipulated the merger process to secure control of the company and rejected higher offers in favor of a $21 billion deal with a longtime friend, Endeavor CEO Ari Emanuel.

The settlement announcement pre-empts a trial that was scheduled to begin June 8. The terms of the accord weren’t immediately available. The trial failed to appear on the Chancery Court’s upcoming calendar, posted on Friday afternoon.

“The parties have represented to the court that they have reached an agreement in principle on a settlement. At the parties’ request, the trial is canceled. The parties have advised the court that they will present the settlement for approval in due course,” Tamara Burton, court administrator for the Chancery Court, said in an email Sunday.

The 2023 merger followed McMahon’s return to the WWE in the wake of allegations that McMahon sexually harassed and abused female subordinates for decades. Shareholders agreed to drop a separate lawsuit after McMahon agreed to repay $17.4 million that the WWE spent investigating those claims. McMahon resigned as executive chairman of TKO Group Holdings, the parent company of UFC and WWE, in January 2024, after another sexual misconduct allegation was made against him.

In choosing an Ohio pension fund to lead the consolidated litigation, Vice Chancellor J. Travis Laster cited their attorneys’ “superior” experience litigating cases involving sexual misconduct.

In May, Laster sanctioned McMahon and WWE’s leadership for intentionally deleting communications sent through Signal, an encrypted platform that can be set to have content disappear.

The sanctions would’ve made it harder for McMahon and the WWE’s directors and officers to defend themselves against the shareholders’ claims, as the court would have presumed the truth of certain facts relating to the actions and motivations of McMahon and WWE President Nick Khan.

Those presumptions included: McMahon’s decision-making regarding the merger was influenced by Emanuel’s promises that he would remain at WWE and have legal support for federal investigations into allegations of sexual misconduct, and that McMahon and Khan worked with their financial adviser to steer negotiations toward Endeavor and away from other potential bidders.

McMahon’s attorneys described him as “a prolific texter,” and they said candid conversations between the parties involved in the merger negotiations transpired across multiple platforms. Twenty-two thousand messages were produced for investors, they said, but Signal data wasn’t available for retrieval until October 2025, after devices seized by federal authorities investigating sexual misconduct allegations against McMahon were returned.

The shareholders are represented by Bernstein Litowitz Berger & Grossmann LLP, Block & Leviton LLP, Robbins LLP, and R.M. Law PC. McMahon is represented by Kirkland & Ellis LLP and Potter Anderson & Corroon LLP. The WWE’s directors and officers are represented by Latham & Watkins LLP and Morris, Nichols, Arsht & Tunnell LLP.

The case is In re World Wrestling Ent. Inc. Merger Litig., Del. Ch., No. 2023-1166.