Item 8.01. Other Events.
On November 18, 2020, World Wrestling Entertainment, Inc. (the "Company")
entered into a term sheet (the "Term Sheet") to settle the previously disclosed
action titled City of Warren Police and Fire Retirement System, individually and
on behalf of all others similarly situated, v. World Wrestling Entertainment,
Inc., Vincent K. McMahon, George A. Barrios, and Michelle D. Wilson, No.
1:20-cv-02031-JSR, currently pending in the United States District Court for the
Southern District of New York (the "Court"). Plaintiffs in the lawsuit alleged
securities law violations by the Company, its current Chief Executive Officer
and its former Co-Presidents, related to certain disclosures concerning the
Company's business relationship in and with the Kingdom of Saudi Arabia. The
Term Sheet was reached in connection with a voluntary mediation which involved
the Plaintiffs and their counsel, the Company and its counsel, and the Company's
insurance carriers. Aside from the Term Sheet, there will be other standard and
customary terms of class action settlements in the stipulation of settlement.
The settlement is subject to notice to the class and preliminary and final
approval by the Court.
The settlement will include a full release of all Defendants in connection with
the allegations made in the lawsuit, and will not contain any admission of
liability or admission as to the validity or truth of any or all allegations or
claims by any of the Defendants.
The Term Sheet provides for a settlement payment, subject to Court approval, of
$39 million (inclusive of all Plaintiffs' attorneys fees and expenses and
settlement costs), all of which the Company expects will be paid by the
Company's insurance carriers.
The Company believes that resolving the matter is the right business decision
and that it is prudent to end the protracted and uncertain class action process.
Cautionary Note Regarding Forward-Looking Statements
This Report on Form 8-K contains forward-looking statements. Forward-looking
statements may be identified by words such as "expects," "intends,"
"anticipates," "plans," "believes," "seeks," "estimates," "will," or words of
similar meaning. Forward-looking statements made by the Company speak only as
of the date made, are subject to change without any obligation on the part of
the Company to update or revise them, and undue reliance should not be placed on
these statements. For more information about risks and uncertainties associated
with the Company's business, please refer to the "Management's Discussion and
Analysis of Financial Condition and Results of Operations" and "Risk Factors"
sections of the Company's Form 10-Q for the quarter ended September 30, 2020,
and the Company's other SEC filings, including, but not limited to, its annual
report on Form 10-K.
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