Wrestling Media Blog: May 2023

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Endeavor president Mark Shapiro promises not to ‘over-commercialize’ WWE - May 2023

The president of Endeavor says they will look at ways to increase WWE's sponsorship revenue, but they are not going to "over-commercialize" the product.

Mark Shapiro appeared on the Sports Media Podcast on Wednesday and was asked about WWE sponsorship opportunities that could potentially involve putting brand logos on wrestlers' ring gear.

Shapiro responded:

"Look, you want to be authentic, you want to be seamless, you want to be organic, you want to be true to your audience. So, no, we're not going to put a brand on somebody's robe walking into the ring. Now, by the way, do UFC fighters wear Venom apparel and Project Rock shoes when they come into the octagon? Yes, they do. Could the WWE benefit from an apparel deal as such? A shoe deal as such? Absolutely but we're not going to over-commercialize it, we're not going to saturate it to the point that we cheap it out, we trick it out, and you turn off the fanbase.

You've gotta figure out what's right in the ring, in the octagon. You've gotta figure out what's right with the arena, indoor, outdoor. You've gotta figure out what's right with the fighters and the participants, and you gotta walk before you run."

However, Shapiro emphasized that the transaction has not been completed and they are not currently in a position to make decisions regarding WWE.

Shapiro's comments regarding WWE's sponsorship potential echoes what had prevaiously been expressed by Endeavor CEO, Ari Emanuel. During an appearance on CNBC's Squawk on the Street earlier this month, Emanuel noted that they will let WWE "do what they want to do" while his group works to drive revenue. He says it's the same playbook they used with UFC.

"Right now, we're focused on saving some cost, doing sponsorship, which they didn't have. It's the same formula we used at UFC," Emanuel said.

Shapiro also commented on the success of this strategy during an interview with Sports Business Journal's John Ourand last month.

Shapiro said:

"That's the strategy. That's how it has successfully played out for the UFC over the last six years. Remember when we bought it for $4.1 billion? People thought that price was crazy. Now, it is valued at $12.1 billion. I mean, what a story. We hope to do the same thing with the WWE."

WWE Creates Placeholder Company for Endeavor Acquisition, Nick Khan Issues Letter to WWE Shareholders, More - 12th May 2023

WWE has created a new LLC, titled NEW WHALE INC., as a placeholder company for the Endeavor acquisition. The filing reiterates what was said several weeks back, noting that when the merger is finalized later this year, a new name will be revealed for the new company that Endeavor will run to oversee WWE and UFC. The stock market initials, as announced before, will be TKO, and that could be a hint at the planned company name.

The SEC filings included a letter from WWE CEO Nick Khan to stockholders in regards to the Endeavor acquisition. The letter outlines potential risk factors, transactions/closing, and more. WWE also released a Q&A for stockholders, and both can be seen below.

The letter from Khan reads like this:

To Our Stockholders:

On behalf of the board of directors of World Wrestling Entertainment, Inc., a Delaware corporation, which we refer to as “WWE,” we are pleased to enclose the information statement/prospectus relating to the proposed transaction between WWE and Endeavor Group Holdings, Inc., which we refer to as “Endeavor,” pursuant to which WWE and Endeavor propose to combine the businesses of WWE and Zuffa Parent, LLC, a Delaware limited liability company and a subsidiary of Endeavor, which owns and operates the Ultimate Fighting Championship (“UFC”) and which we refer to as “HoldCo,” which combined business will be managed by a newly public listed company that is currently named New Whale Inc., a Delaware corporation and direct, wholly owned subsidiary of WWE, which we refer to as “New PubCo,” which will be implemented through a sequence of transactions (the “Transactions”).

On April 2, 2023, Endeavor, WWE, Endeavor Operating Company, LLC, a Delaware limited liability company and a wholly owned subsidiary of Endeavor, which we refer to as “EDR OpCo,” HoldCo, New PubCo, and Whale Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of New PubCo, which we refer to as “Merger Sub,” entered into a transaction agreement, which, as the same may be amended from time to time, we refer to as the “transaction agreement.” In connection with the transaction agreement, WWE formed New PubCo and Merger Sub. The Transactions include (i) an internal reorganization of WWE (the “Pre-Closing Reorganization”), (ii) following the Pre-Closing Reorganization, the merger of Merger Sub with and into WWE, with WWE surviving the merger as a direct, wholly owned subsidiary of New PubCo (the “merger”)—as a result of the merger, (x) each outstanding share of WWE’s Class A common stock, par value $0.01 per share (the “WWE Class A common stock”) and (y) each outstanding share of WWE’s Class B common stock, par value $0.01 per share (the “WWE Class B common stock,” and together with the WWE Class A common stock, the “WWE common stock”) that is outstanding immediately prior to the effective time of the merger (the “effective time”), but excluding any cancelled WWE shares (as defined herein), will, in each case, be converted automatically into the right to receive one share of New PubCo Class A common stock, par value $0.00001 per share (the “New PubCo Class A common stock”), (iii) following the merger, the conversion of the surviving corporation in the merger to a Delaware limited liability company (“WWE LLC”) (the “conversion”), which will be wholly owned by New PubCo immediately prior to the WWE transfer, (iv) following the conversion, (x) the contribution by New PubCo of all of the equity interests in WWE LLC to HoldCo in exchange for 49% of the membership interests in HoldCo on a fully diluted basis after giving effect to any issuance of membership interests in HoldCo in connection with such exchange (such contribution, the “WWE transfer”, and such membership interests, the “WWE Transfer Consideration”) and (y) the issuance to EDR OpCo and certain of its subsidiaries of a number of shares of New PubCo Class B common stock, par value $0.00001 per share (the “New PubCo Class B common stock”), representing, in the aggregate, 51% of the voting power of New PubCo on a fully diluted basis and no economic rights in New PubCo, in exchange for a payment equal to the par value of such New PubCo Class B common stock.

Upon the effective time, each issued and outstanding share of WWE common stock (other than cancelled WWE shares) will be converted automatically into one validly issued, fully paid and non-assessable share of New PubCo Class A common stock, which we refer to as the “transaction consideration,” and all such converted shares will then cease to exist and will no longer be outstanding. WWE Class A common stock currently trades on the NYSE under the ticker symbol “WWE.” On March 31, 2023, the closing price of WWE Class A common stock was $91.26 per share.

Upon completion of the Transactions, including the merger, which we refer to as the “Closing,” subsidiaries of Endeavor are expected to collectively own 51% of the voting power of New PubCo and 51% of the economic interests in HoldCo, with former securityholders of WWE common stock indirectly owning 49% of the economic interests in HoldCo, 49% of the voting power of New PubCo and 100% of the economic ownership of New PubCo, in each case, on a fully diluted basis. Shares of New PubCo Class A common stock are expected to be listed for trading on the New York Stock Exchange, which we refer to as the “NYSE,” under the ticker symbol “TKO.”

At a meeting of the board of directors of WWE, which we refer to as the “WWE Board,” the WWE Board unanimously adopted resolutions (i) determining that it was advisable and in the best interests of WWE and the WWE stockholders to enter into the transaction agreement and to consummate the Transactions, (ii) approving the execution, delivery and performance of the transaction agreement and the consummation of the Transactions and (iii) resolving to recommend that WWE stockholders adopt the transaction agreement.

The adoption of the transaction agreement and, therefore, the approval of the Transactions, including the merger, required the affirmative vote of holders of at least a majority of the voting power of the shares of WWE common stock entitled to vote on such matters. On April 2, 2023, Vincent K. McMahon (“Mr. McMahon”), who, as of the date thereof, was the record holder of 69,157 shares of WWE Class A common stock and 28,682,948 shares of WWE Class B common stock, representing approximately 81.0% of the aggregate voting power of the issued and outstanding shares of WWE common stock on such date, delivered a written consent, which we refer to as the “Written Consent,” adopting and, therefore, approving the transaction agreement and the Transactions, including the merger. Accordingly, the delivery of the Written Consent was sufficient to adopt the transaction agreement and, therefore, approve the Transactions, on behalf of WWE stockholders. WWE has not solicited and is not soliciting your adoption of the transaction agreement or approval of the Transactions, including the merger.

No further action by any Endeavor stockholder or WWE stockholder is required under applicable law, and neither Endeavor nor WWE will solicit the votes of their respective stockholders for the adoption or approval of the transaction agreement or the Transactions, including the merger. Neither Endeavor nor WWE will call a special meeting of their respective stockholders for purposes of voting on adoption or approval of the transaction agreement or the Transactions, including the merger. This information statement/prospectus and notice of action by written consent is being provided to you for informational purposes only and shall be considered the notice required under Section 228(e) of the DGCL. You are not being asked for a proxy, and you are requested not to send a proxy.

Endeavor and WWE are not required to complete the Transactions, including the merger, unless a number of conditions are satisfied or waived, which we refer to as the “closing conditions,” including: (i) the expiration of the waiting period under the U.S. Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) obtaining other applicable regulatory approvals, (iii) the absence of any order or legal requirement that enjoins, restrains or otherwise prevents the consummation of the Transactions, (iv) the effectiveness of New PubCo’s registration statement on Form S-4, of which the accompanying information statement/prospectus forms a part, and the absence of any stop order or other proceeding that suspends or otherwise threatens such effectiveness, (v) the registration, and the authorization of listing on the NYSE, of New PubCo Class A common stock, and (vi) the consummation of the Pre-Closing Reorganization. The closing date of the Transactions will be at least 20 business days after the mailing of the accompanying information statement/prospectus to WWE stockholders, in accordance with Rule 14c-2(b) promulgated under the Exchange Act.

We encourage you to read the entire accompanying information statement/prospectus carefully, in particular the risk factors set forth in the section entitled “Risk Factors” beginning on page 31 of the accompanying information statement/prospectus.

On behalf of WWE, thank you for your consideration and continued support.

Nick Khan

Chief Executive Officer

World Wrestling Entertainment, Inc.

The Q&A reads like this:

QUESTIONS AND ANSWERS ABOUT THE TRANSACTIONS

The following questions and answers are intended to briefly address some commonly asked questions regarding the transaction agreement and the Transactions, including the merger. You are encouraged to carefully read the remainder of this information statement/prospectus, its annexes and exhibits and the documents that are referred to in this information statement/prospectus and to pay special attention to the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” beginning on pages 31 and 29, respectively, of this information statement/prospectus, because the information contained in this section may not provide all the information that might be important to you with respect to the transaction agreement and the Transactions, including the merger. For further information, please read the section entitled “Where You Can Find More Information” beginning on page 288 of this information statement/prospectus.

Q: Why am I receiving this information statement/prospectus?

A: On April 2, 2023, Endeavor, EDR OpCo, HoldCo, WWE, New PubCo and Merger Sub entered into the transaction agreement, pursuant to which WWE and Endeavor propose to combine the businesses of WWE and HoldCo, which owns and operates UFC, which combined business will be managed by New PubCo, a new publicly listed company, once the Transactions, including the merger, are implemented.

In connection with the transaction agreement, WWE formed two wholly owned subsidiaries, New PubCo and Merger Sub. Subject to the terms and conditions of the transaction agreement, (i) WWE will undertake the Pre-Closing Reorganization, (ii) following the Pre-Closing Reorganization, Merger Sub will merge with and into WWE, with WWE surviving the merger as a direct, wholly owned subsidiary of New PubCo, (iii) following the merger, the surviving corporation will be converted to WWE LLC, a Delaware limited liability company, which will be wholly owned by New PubCo, immediately prior to the WWE transfer and (iv) following the conversion, New PubCo will (a) contribute all of the equity interests in WWE LLC to HoldCo in exchange for 49% of the membership interests in HoldCo on a fully diluted basis after giving effect to any issuance of membership interests in HoldCo in connection with such exchange and (b) issue to EDR OpCo and certain of its subsidiaries a number of shares of New PubCo Class B common stock, par value $0.00001 per share, representing, in the aggregate, 51% of the voting power of New PubCo on a fully diluted basis and no economic rights in New PubCo, in exchange for a payment equal to the par value of such New PubCo Class B common stock. As a result of the Transactions, including the merger, subsidiaries of Endeavor are expected to collectively own 51% of the voting power of New PubCo and 51% of the economic interests in HoldCo, with former securityholders of WWE common stock indirectly owning 49% of the economic interests in HoldCo, 49% of the voting power of New PubCo and 100% of the economic ownership of New PubCo, in each case, on a fully diluted basis. In addition, New PubCo will be renamed “[ ]” immediately following the completion of the Transactions, including the merger.

Upon completion of the Transactions, including the merger, former securityholders of WWE common stock will own shares of New PubCo Class A common stock, which is expected to be listed for trading on the NYSE under the ticker symbol “TKO.” For further information on the rights of such shares, please read the section entitled “Summary of the Transaction Agreement— Transaction Consideration; Conversion of Shares; Exchange of Certificates” beginning on page 144 of this information statement/prospectus.

We have included in this information statement/prospectus important information about the Transactions, including the merger, and the transaction agreement (a copy of which is attached as Annex A). You should carefully read this information and the documents referred to therein in their entirety.

Please note that the delivery of the Written Consent is sufficient to adopt and approve the transaction agreement and the Transactions (including the merger) on behalf of stockholders of WWE. You are not being asked for a proxy, and you are requested not to send a proxy.

Q: Why is WWE proposing the Transactions?

A: The WWE Board has unanimously approved the transaction agreement and the transactions contemplated thereby, and determined that the transaction agreement and the transactions contemplated by the transaction agreement, are in the best interest of WWE and its stockholders. WWE believes that the Transactions, including the merger, will benefit WWE stockholders. For further information, please read the sections entitled “The Transactions—WWE’s Reasons for the Transactions; Recommendation of the WWE Board of Directors” beginning on page 95 of this information statement/prospectus.

Q: What will WWE stockholders receive in the Transactions?

A: At the effective time, each issued and outstanding share of WWE Class A common stock and WWE Class B common stock (other than cancelled WWE shares) will be converted automatically into one validly issued, fully paid and non-assessable share of New PubCo Class A common stock, and all such converted shares will then cease to exist and will no longer be outstanding. For further information, please read the section entitled “Summary of the Transaction Agreement— Transaction Consideration; Conversion of Shares; Exchange of Certificates” beginning on page 144 of this information statement/prospectus.

Q: What will holders of WWE equity awards receive in the Transactions?

A: At the effective time, each award of WWE RSUs and WWE PSUs, including any dividend equivalent rights granted with respect thereof, that is outstanding immediately prior to the effective time will be converted into an equivalent award of restricted stock units or performance stock units of New PubCo, respectively, on the same terms and conditions as were applicable under the award of WWE RSUs or WWE PSUs immediately prior to the effective time (including any provisions for acceleration); provided, that, any applicable performance-vesting conditions will be equitably adjusted, as necessary, including by the WWE Compensation Committee in good faith, following consultation and reasonable consideration of comments from Endeavor and in a manner consistent with past practice, to take into account the effects, if any, of the Transactions, including the merger.

Prior to the effective time, the WWE Board (or an appropriate committee thereof) will take necessary actions such that any offering period under the WWE ESPP during which the effective time would otherwise have occurred will be deemed to have ended on the fifth business day prior to the closing date and each outstanding purchase right under the WWE ESPP will automatically be exercised on such date.

For further information, please read the section entitled “Summary of the Transaction Agreement— Transaction Consideration; Conversion of Shares; Exchange of Certificates” beginning on page 144 of this information statement/prospectus.

Q: Should I send in my share certificates now for exchange?

A: No, you should not send in your WWE share certificates now for exchange. At the effective time, each WWE share certificate will automatically be converted into an equivalent number of shares of New PubCo Class A common stock. Following the effective time, stockholders may request to exchange their WWE stock certificates for New PubCo stock certificates by contacting New PubCo’s transfer agent (as defined below). For further information, please read the section entitled “Summary of the Transaction Agreement— Transaction Consideration; Conversion of Shares; Exchange of Certificates” beginning on page 144 of this information statement/prospectus.

Q: Who will serve on New PubCo’s board of directors and as management?

A: The New PubCo Board will consist of 11 members who will be determined at a date prior to the closing of the Transactions, five of whom will be selected by WWE (the “WWE Designees”), of whom (x) two will be members of the WWE management team (one of whom will be Mr. McMahon) and (y) three will be independent, and six of whom will be selected by Endeavor (the “EDR Designees”), of whom (x) three will be members of the Endeavor management team or Endeavor directors (one of whom will be Ariel Emanuel (“Mr. Emanuel”)) and (y) three will be independent. As such, New PubCo will be a controlled company with a majority of New PubCo directors that will be independent.

Following the Closing, New PubCo is expected to be led by Mr. Emanuel as Chief Executive Officer (who is expected to also continue in his role as Chief Executive Officer of Endeavor); Mr. McMahon as Executive Chair of the New PubCo Board; Mark Shapiro (“Mr. Shapiro”) as President and Chief Operating Officer (who is expected to also continue in his role as President and as Chief Operating Officer of Endeavor); Andrew Schleimer (“Mr. Schleimer”) as Chief Financial Officer (who is expected to also continue in his role as Deputy Chief Financial Officer of Endeavor); and Seth Krauss (“Mr. Krauss”) as Chief Legal Officer (who is expected to also continue in his role as Chief Legal Officer of Endeavor). For further information, please read the section entitled “Management and Directors of New PubCo After the Transactions” beginning on page 221 of this information statement/prospectus.

Q: What equity stake will WWE stockholders hold in New PubCo and HoldCo?

A: WWE stockholders will receive one share of New PubCo Class A common stock for each share of WWE common stock that they hold. As of the Closing, subsidiaries of Endeavor are expected to collectively own 51% of the voting power of New PubCo and 51% of the economic interests in HoldCo, with former securityholders of WWE common stock indirectly owning 49% of the economic interests in HoldCo, 49% of the voting power of New PubCo and 100% of the economic ownership of New PubCo, in each case, on a fully diluted basis.

For further information, please read the section entitled “The Transactions—Ownership of New PubCo after the Transactions” beginning on page 84 of this information statement/prospectus.

Q: How do I calculate the value of the transaction consideration?

The values of WWE common stock and of HoldCo have fluctuated since the date of the announcement of the transaction agreement and will continue to fluctuate from the date of this information statement/prospectus until the date the Transactions, including the merger, are completed. Because the ownership percentages described above will not be adjusted to reflect any changes in the values of WWE common stock or HoldCo, the value of the transaction consideration may be higher or lower than the value of the WWE common stock on earlier dates. Therefore, until the completion of the Transactions, including the merger, the WWE stockholders will not know or be able to determine the value, on a fully diluted basis, of the New PubCo Class A common stock that they will receive pursuant to the transaction agreement.

On March 31, 2023, which was the last trading day before the public announcement of the Transactions, the closing price on the NYSE was $91.26 per share of WWE Class A common stock. On [ ], 2023, which was the latest practicable date before the printing of this information statement/prospectus, the closing price on the NYSE was $ [ ] per share of WWE Class A common stock.

Changes in the market price of WWE common stock may result from a variety of factors that are beyond the control of WWE, including, but not limited to, changes in their businesses, operations and prospects, regulatory considerations, governmental actions, and legal proceedings and developments. You are encouraged to obtain up-to-date market prices for shares of WWE common stock.

Q: What conditions must be satisfied to complete the Transactions, including the merger?

A: Endeavor and WWE are not required to complete the Transactions, including the merger, unless a number of conditions are satisfied or waived, which we refer to as the “closing conditions.” These closing conditions include, among others:

• the adoption of the transaction agreement by WWE stockholders (which was satisfied by the delivery of the Written Consent);

• the completion of the Pre-Closing Reorganization;

• the absence of certain legal restraints that would prohibit or seek to prohibit the Transactions;

• the receipt of certain regulatory approvals;

• the approval for listing on the NYSE of the shares of New PubCo Class A common stock to be issued to WWE stockholders;

• the ancillary agreements being in full force and effect;

• the absence, since the date of the transaction agreement, of any event, change, occurrence or development that has had a material adverse effect on the business, financial condition or results of operations of WWE or HoldCo;

• delivery by Endeavor to WWE of certain required audited financial statements of HoldCo, and the operating income reflected in such financial statements not being less than a defined threshold (which was satisfied on April 23, 2023 by the delivery of such audited financial statements reflecting such level of operating income for the fiscal year ended December 31, 2022); and

• the prior mailing and effectiveness of the registration statement on Form S-4, of which this information statement/prospectus forms a part.

In addition, each of Endeavor’s and WWE’s respective obligations to complete the Transactions, including the merger, is subject to, among other conditions, the accuracy of the other party’s representations and warranties described in the transaction agreement (subject in most cases to “materiality” and “material adverse effect” qualifications) and the other party’s compliance with its covenants and agreements in the transaction agreement in all material respects.

For a more complete summary of the closing conditions that must be satisfied or waived prior to the completion of the Transactions, including the merger, please read the section entitled “Summary of the Transaction Agreement—Conditions to the Closing” beginning on page 170 of this information statement/prospectus.

Q: When do you expect the Transactions, including the merger, to be completed?

A: Endeavor and WWE are working to complete the Transactions, including the merger, as soon as possible. As described above, certain closing conditions must be satisfied or waived before Endeavor and WWE can complete the Transactions, including the merger. For further information, please read the section entitled “Summary of the Transaction Agreement—Conditions to the Closing” beginning on page 170 of this information statement/prospectus.

Assuming timely satisfaction or waiver of the closing conditions, the Transactions, including the merger, are expected to close in the second half of 2023. The closing date of the Transactions, including the merger, will be at least 20 business days after the mailing of this information statement/prospectus to WWE stockholders, in accordance with Rule 14c-2(b) promulgated under the Exchange Act.

Q: Is New PubCo expected to hold any assets other than the common units?

A: In addition to the common units, New PubCo is expected to hold an amount of cash that will be distributed by WWE LLC to New PubCo in connection with the closing of the Transactions, as further described immediately below.

Q: Does WWE expect to distribute cash to New PubCo?

A: Yes, WWE is permitted to distribute cash to New PubCo prior to the closing of the Transactions. It is expected that an amount of cash, if any, in excess of the WWE Minimum Cash Requirement (as defined in the transaction agreement) will be distributed by WWE LLC to New PubCo. For further information, please read the section entitled “Summary of the Transaction Agreement—Cash Distributions” beginning on page 143 of this information statement/prospectus.

Q: What happens if the Transactions, including the merger, are not completed?

A: If the Transactions, including the merger, are not completed for any reason, (1) WWE stockholders will not receive the transaction consideration, (2) WWE will remain an independent public company, (3) WWE Class A common stock will continue to be traded on the NYSE, (4) New PubCo, which is currently a direct, wholly owned subsidiary of WWE, will not become a publicly traded corporation, (5) the WWE RSUs and the WWE PSUs will not be converted into equivalent restricted stock units and performance stock units, respectively, of New PubCo, and (6) to the extent applicable, any then-current offering period under the WWE ESPP will remain outstanding through its original end date and will not be truncated.

As a result of the delivery of the Written Consent, no termination fees are payable in respect of the termination of the transaction agreement. For further information, please read the section entitled “Summary of the Transaction Agreement—Effect of Termination; Termination Fees; Expenses” beginning on page 174 of this information statement/prospectus.

Q: What approval by WWE stockholders is required to adopt the transaction agreement and, therefore, approve the Transactions, including the merger?

A: The adoption of the transaction agreement and, therefore, the approval of the Transactions, including the merger, required the affirmative vote of holders of a majority of the voting power of the shares of WWE common stock entitled to vote on such matters. On April 2, 2023, Mr. McMahon, who, as of the date thereof, was the record holder of 69,157 shares of WWE Class A common stock and 28,682,948 shares of WWE Class B common stock, representing approximately 81.0% of the aggregate voting power of the issued and outstanding shares of WWE common stock on such date, delivered a written consent adopting and, therefore, approving the transaction agreement and the Transactions, including the merger. Accordingly, the delivery of the Written Consent was sufficient to adopt the transaction agreement and, therefore, approve the Transactions, including the merger, on behalf of WWE stockholders. WWE has not solicited and is not soliciting your adoption of the transaction agreement or approval of the Transactions, including the merger. No further action by any other WWE stockholder is required under applicable law, and WWE will not solicit the vote of WWE stockholders for the adoption of the transaction agreement or approval of the Transactions, including the merger and will not call a special meeting of WWE stockholders for purposes of voting on the adoption of the transaction agreement or approval of the Transactions, including the merger. For this reason, the accompanying information statement/prospectus is being provided to you for informational purposes only. You are not being asked for a proxy, and you are requested not to send a proxy.

For further information, please read the section entitled “Further Stockholder Approval Not Required” beginning on page 138 of this information statement/prospectus

Q: What are the expected United States federal income tax consequences of the transactions for holders of WWE Class A common stock?

A: For United States federal income tax purposes, the merger and the conversion are, taken together, intended to qualify as a reorganization under the provisions of Section 368(a) of the Code. Assuming that the merger and the conversion will be treated for U.S. federal income tax purposes as a reorganization within the meaning of Section 368(a) of the Code, holders of WWE Class A common stock are not expected to recognize any gain or loss as a result of the merger and conversion.

For a more complete discussion of the United States federal income tax consequences of the Transactions, including the merger, please read the section entitled “Material United States Federal Income Tax Consequences” beginning on page 233 of this information statement/prospectus. Tax matters can be complicated, and the tax consequences of the Transactions, including the merger and the conversion, to a particular holder of WWE common stock will depend on such holder’s particular facts and circumstances. All securityholders of WWE should consult with their own tax advisors to determine the specific United States federal, state, or local or foreign income or other tax consequences of the Transactions, including the merger and the conversion, to them.

Q: Are stockholders of WWE entitled to dissenters’ or appraisal rights in connection with the Transactions?

A: No. Under Delaware law, holders of shares of WWE common stock will not have dissenters’ rights or appraisal rights in connection with the Transactions, including the merger. For more information, please read the section entitled “No Dissenters’ or Appraisal Rights” beginning on page 284 of this information statement/prospectus.

Q: Are there any important risks about the Transactions, including the merger, or WWE’s business of which I should be aware?

A: Yes, there are risks involved. WWE encourages you to carefully read in its entirety the section entitled “Risk Factors” beginning on page 31 of this information statement/prospectus.

Q: Who do I contact if I have further questions about the Transactions, including the merger, or the transaction agreement?

A: WWE stockholders who have questions about the Transactions, including the merger, or the transaction agreement or who desire additional copies of this information statement/prospectus or other additional materials should contact:

Attention: Investor Relations

World Wrestling Entertainment, Inc.

1241 East Main Street

Stamford, Connecticut 06902

Telephone: (203) 352-8600

UFC News

UFC Australia

"Chinese middle class is going to change the world"

James Packer says man-made attractions important

Mr Packer owns casinos in Melbourne, Perth and Macau

Sydney's The Star already attracting high roller VIP's

Non Packer casino and resorts also want in on the action

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Box Office

Gaming and Tourism Biz Flashback

Australian tourism may be saved by Chinese middle class to large casinos

Gaming Biz Flashback

Sunday night's 60 Minutes report 'Packer's punt' got tongues wagging and telephones running hot across Australia - Melbourne and Perth (both home to existing Packer casinos) and 'Sin City' Sydney (site of the Barangaroo development).

Australia's flagging tourism industry can be saved by attracting the Chinese middle class to large casinos, Crown Limited chairman James Packer told the Nine network.

Mr Packer said recognising the Chinese middle class was as important as recognising the internet.

"It's like saying how big a deal is the internet," Mr Packer told his former business co-hearts Channel Nine.

"The Chinese middle class is going to change the world."

He advised Australia cannot rely on its natural beauty alone, because people are more drawn to man-made attractions.

"A lot of the Chinese tourists like man-made attractions as well as natural attractions," he said.

"We need to have better hotels, better restaurants, better shopping."

Mr Packer gave the United States as an example of how man-made attractions win over natural ones.

"Las Vegas gets 40 million people a year," he said.

"I think maybe the greatest natural attraction is the Grand Canyon. It's a half-hour drive from Las Vegas but gets about three million (visitors) a year."

Mr Packer owns casinos in Melbourne, Perth and Macau.

He also pointed out that casinos in The Philippines were doing well and contributed greatly to that country, and that he didn't currently have any casino interests there.

He said he was keen to secure a tables-only Sydney casino complex at Barangaroo to bring in more Chinese tourists.

Responsible Gambling Awareness Week started yesterday and the NSW Government is encouraging problem gamblers to seek help.

Casino King James Packer really aiming for Echo Entertainment...

Gaming analysts believe billionaire James Packer would consider offloading some of Queensland's casinos if he is successful in acquiring the Echo Entertainment Group.

Greg Fraser, a senior analyst at Fat Prophets, said that Mr Packer's real goal in his expected takeover tilt for Echo was to snatch the scandal-plagued Star Casino in Sydney and merge it into his Crown group.

Cairns casino targeting Chinese tourists: Packer's Crown not the only option for Chinese punters...

The famous Pullman Reef Hotel Casino in Cairns is not letting gaming tsar James Packer have all the action when it comes to attracting cashed-up Chinese gamblers to his legal gambling dens.

Mr Packer said the struggling tourism industry could be saved by attracting Chinese middle class visitors to large casinos.

As well, he said many Chinese tourists liked man-made activities as well as natural attractions.

But Cairns casino chief exec Alan Tan said his venue established a China strategy some six years ago.

"I think, while the casino is important, we offer more than just that. The Great Barrier Reef is very important, especially when I talk to the Chinese who say they like to see the Reef and in the evening they like to enjoy time in the casino as well," Mr Tan said.

Tourism Tropical North Queensland chief executive officer Rob Giason said the casino was part of the overall experience for Chinese holidaymakers.

Cairns Airport chief executive officer Kevin Brown said the casino complemented other activities the Chinese tourists wanted to experience, including dining, shopping and cultural activities.

Casino marketing executive manager Richard Porter said its China strategy included the relocation of Cafe China restaurant to the casino, Chinese language signage and information.

He said casino reps frequented China at least six times a year, worked closely with inbound operators and leading Chinese businessman Harry Sou.

Mr Porter said when China Southern Airlines started flying to Brisbane the casino experienced a "giant leap forward" in Chinese visitors.

So there you go... Packer is far from the only switched on casino and gambling baron. It's going to be mighty interesting to see how Pullman's Alan Tan continues to fair in the Australian "casino wars", as Packer continues on his quest to also takeover Echo Entertainment operations, as well as push forward for his greater "Sin City" Sydney ambitions.

It's said "The house always wins" in casino talk, but can the trio of Crown, Pullman and Echo Entertainment all continue to win big time, or is something going to give (like a merger or acquisition)? Stay tuned as we continue to probe for developments.

Sunday, May 14, 2023

Wrestling Media Blog: Wrestling and MMA Flashback

Wrestling Media Blog

Wrestling and MMA Flashback

The Main Event's top 10 best MMA fights of the rest of 2012...

This weekend has been more about the fight that didn’t happen than any that did.

UFC 151 was canceled Aug. 23 and the the finger of blame has been pointed in every which direction. The basics are that Dan Henderson partially tore his MCL and was unable to compete in the main event against Jon Jones. Jones was given a fill-in opponent in Chael Sonnen, but turned it down, causing the UFC to cancel the show altogether and inciting president Dana White to go all medievel on Jones in a media conference call.

White blames Jones and his coach Greg Jackson. Jones has blamed the UFC, himself and Henderson (or “that old man,” according to a tweet Saturday). There’s more finger pointing here than in the Republic National Convention. Just not as many empty chairs or old, senile actors.
But what’s done is done. Jones will face Vitor Belfort at UFC 152 on Sept. 22. UFC 151 will forever be known as the event that wasn’t and it’s time to move on.

There are plenty of exciting fights to look forward to before 2013. Here’s a look at our top 10 (barring injuries):

10. Rich Franklin vs. Cung Le (UFC on Fuel TV 6, Nov. 10 in Macau)
This one isn’t as much about the fight as it is about the significance of the event – the UFC’s first in China. Neither of these guys is currently in their prime, but they always give crowd-pleasing performances. Le, a native of Vietnam, should have a massive Asian following.

9. Eddie Alvarez vs. Patricky Freire (Bellator 76, Oct. 12 in Windsor, Ontario)
Alvarez might have dropped the Bellator title last year to Michael Chandler, but he’s still one of the top 15 lightweights in the world. This also could be his last Bellator fight with his contract expiring – don’t be surprised if he’s in the UFC in 2013. Explosive knockout artist Freire will be a game opponent.

8. Joseph Benavidez vs. Demetrious Johnson, UFC flyweight title (UFC 152, Sept. 22 in Toronto)
Don’t blink. These are two of the fastest guys in MMA and both challenged for the bantamweight title before the UFC created its flyweight division. This bout will determine the company’s first-ever flyweight champion and these are legitimately the top two guys in the world at 125.

7. Shane Carwin vs. Roy Nelson (TUF 16 finale, Dec. 15 in Las Vegas)
There’s very little chance this one leaves the first round. Carwin and Nelson love to slug it out and after coaching against one another on “The Ultimate Fighter” they probably won’t be too friendly. It’ll be nice to see Carwin, a former heavyweight top contender, back in the cage.

6. Daniel Cormier vs. Frank Mir (Strikeforce: Mir vs. Cormier, Oct. 27 in TBA)
This might be a Strikeforce fight, but it has UFC implications. Mir, the former UFC heavyweight champion, takes on Strikeforce champ Cormier in somewhat of a crossover matchup. But Cormier will be in the UFC right after this fight courtesy of Strikeforce's heavyweight division being disbanded and a win here puts him on path for a title shot in 2013.

5. BJ Penn vs. Rory MacDonald (UFC on Fox 5, Dec. 8 in Seattle)
The trash talk has already been fun between the two, but things will really heat up when they enter the Octagon. Think of this as something of a passing of the torch fight. Penn, in the twilight of his career, will put up a strong challenge against the young lion, but the multi-faceted MacDonald is nearing superstardom in the welterweight division.

4. Benson Henderson (c) vs. Nate Diaz, UFC lightweight title (UFC on Fox 5, Dec. 8 in Seattle)
This could easily be a Fight of the Year candidate if it goes how it’s supposed to. Neither of these guys gives an inch – both Henderson and Diaz are perpetually moving forward. A win here, against a superior standup fighter in Diaz, would put Henderson’s name among the top pound-for-pound fighters in the world.

3. Jose Aldo (c) vs. Frankie Edgar, UFC featherweight title (UFC 153, Oct. 13 in Rio)
Well, this is a pleasant surprise. Aldo was supposed to defend his title against Erik Koch, but Koch had to pull out with an injury and his loss is the fans’ gain. Edgar was the UFC lightweight champion for more than a year and his last two losses were by the slimmest of margins. Aldo, meanwhile, is a buzzsaw – one of the best pound-for-pound fighters in the world. This is, indeed, a superfight.

2. Georges St. Pierre (c) vs. Carlos Condit, UFC welterweight unification (UFC 154, Nov. 17 in Montreal)
It seems like it’s been forever since St. Pierre has fought. One of the best MMA fighters of all time has not competed in more than a year and a half due to injuries, including a torn ACL. He returns to face red-hot Carlos Condit, who is coming off a win over Nick Diaz in January. St. Pierre, a dominant champ, has never faced anyone with the combination of speed, athleticism and technique that Condit has.

1. Junior dos Santos (c) vs. Cain Velasquez, UFC heavyweight title (UFC 155, Dec. 29 in Las Vegas)

This time, we’ll get the incredible battle of wills that we were promised last year. Velasquez lost his title to dos Santos last November in just over a minute via stunning knockout. To make matters worse, it was the UFC’s first show on Fox and the company took undeserved criticism for the quick, flash KO.

Who knew that dos Santos-Velasquez wouldn’t be a war? This one will make up for it, closing the year on a huge high note – the two best heavyweights in the world trading in the center of the cage. Only one will be standing at the end. (New York Post)

Captains agree it's Manly or Dogs to win - 3rd September 2012...

The NRL competition is a two-horse race between last year's premiers and this year's minor premiers, according to the eight captains taking part.

The pair, going head to head at ANZ Stadium in a qualifying final, were the overwhelming favourites in a poll of the team leaders at Monday's captains' call.

Premiership favourites the Sea Eagles were favoured by Canterbury's Michael Ennis and Cronulla's Paul Gallen as the team to beat, while North Queensland's Johnathan Thurston and Canberra's Terry Campese like the chances of this year's minor premiers.

'I can't go past Manly obviously with the side that they've got,' Gallen said.

'It's a pretty good side and they've been there and done it before.'

South Sydney's Michael Crocker summed up this year's premiership race perfectly when he admitted he couldn't pick a favourite between the two.

The Raiders only just squeezed into the finals on the back of a five-game winning streak, but they've been dubbed the dark horse of the competition, alongside the Rabbitohs, who emerged from a slump with two wins to finish the regular season.

'Souths have got a really good style of play and I reckon they're the smokies,' Thurston said.

'They've flown under the radar.

'Every team goes through a period like that (where they lose a few) but they've bounced back.'

After witnessing the Raiders pile on 36 unanswered points against last year's grand finalists the Warriors, Crocker admits he will be keeping one eye on the Green Machine.

'The way the Raiders have been playing, they're a scary prospect,' he said.

'If you look at their performance in the second half yesterday, when they were 22-6 down at halftime, to come out and score 36 points, they've got that ability and so many class players across the park.'

Ben Barba was unanimously anointed this year's Dally M Medal winner for his scintillating season with the Bulldogs, and was tied with Thurston on two votes a piece as the player most oppositions will fear these finals.

Manly's Jason King declined the opportunity to participate in the poll.

Beachley Classic Women's World Tour Surfing: Dee Why, Sydney, Australia - 21st April 2012

Courtney Conlogue Claims the Commonwealth Bank Beachley Classic Crown...

DEE WHY, Sydney NSW/AUS (Saturday, April 21, 2012) – Courtney Conlogue (USA), 19, has won the prestigious 2012 Commonwealth Bank Beachley Classic, over Malia Manuel (HAW), 18, at Dee Why beach today. In clean, but challenging two-to-three foot (1.5 meter) waves, the world’s best female surfers battled head-to-head for the biggest prize purse on the ASP Women’s World Championship Tour, with Conlogue taking home USD$30,000.

Stop No. 4 of 7 on the 2012 ASP Women’s World Championship Tour, the Commonwealth Bank Beachley Classic, run by seven-time ASP Women’s World Champion Layne Beachley, has caused some interesting twists and turns in the race for the coveted ASP Women’s World Title. Yesterday saw the early exit of reigning ASP Women’s World Champion Carissa Moore (HAW), 19. Then today the current ASP Women’s World No. 1 and 2 – Stephanie Gilmore (AUS), 24, and Sally Fitzgibbons (AUS), 21, both bowed out in the Quarterfinals.

Conlogue who has won multiple ASP 6-Star events, today claimed her maiden win on the elite ASP Women’s World Championship Tour, a feat that sees her jump to 4th on the ratings. Conlogue and Manuel battled through the stacked field of competitors to reach the Final. The dying swell made conditions difficult, but Conlogue found the best waves that allowed her to execute multiple powerful turns.

“I’m speechless right now!” Conlogue said. “It’s been two years on the ASP Women’s World Championship Tour where I kept losing in the Quarterfinals. Then today after winning my Quarterfinal I just tried to go and win the thing. Malia (Manuel) was surfing great in the Final, even though the waves were tricky. I’m really stoked to have won this event! I love Steph (Gilmore) and Sally (Fitzgibbons) and to have them chair me up the beach was absolutely amazing!”

Manuel’s run to the Final wasn’t easy, defeating Gilmore and Tyler Wright (AUS), 18, in the morning’s Quarterfinal and Semifinal. Manuel’s smooth style and tail drifting turns saw her earn big scores and new fans all event. Her red-hot run was only ended by Conlogue’s superior wave selection. Manuel is now equal 6th on the ASP World Championship Tour, and she is now the highest ranked 2012 rookie.

“I’m really relieved to get a good result here at Dee Why,” Manuel said. “I’m happy to move up the ratings. It’s a great confidence boost going into the next three events. I’m really stoked to make a final in my rookie year. I hope the battle for ASP Rookie Of The Year goes down to the last contest. It’s really close between me and Lakey (Peterson). I’m not going to count her out.”

Rebecca Woods (AUS), 28, and Wright were the highest placed Australian surfers, both finishing equal 3rd place. Wright has placed 3rd three times this year, but this is Woods’ best result of the 2012 season and is sure to help her requalification campaign.

“It’s a bittersweet feeling at the moment,” Woods said. “I’ve had a few last places this year, so in some regards I was just happy to put it together for a few heats. I’ve made about nine Semifinals in my life and still never made it into that elusive Final. It’s good to be pushed by the younger girls. I woke up this morning and thought Courtney (Conlogue) was going to win today, then she was on my side of the draw and I cursed myself for putting that in my head. Then she beat me and won the contest, so I was right.”

Gilmore, four-time ASP Women’s World Champion, suffered a shock early exit at the Commonwealth Bank Beachley Classic today. Gilmore has had three final appearances in the first three events of the year, and today added a respectable equal 5th place finish to her tally. In testing conditions Gilmore was bested by an in-form Manuel, who also defeated her in their non-elimination Round 3 match-up yesterday.

“It’s disappointing,” Gilmore said. “But it’s not a terrible result for me. I feel really strong. When there’s great waves on offer I feel like I’m surfing great. It’s just a matter of getting those waves and I didn’t get them today. I’m looking forward to heading over to Brazil and finding the form I had in the first few events.”

Fitzgibbons went down in the Quarterfinals to eventual event winner Conlogue. Fitzgibbons held an early lead with two mid-range scores, but Conlogue snared the best wave of the heat and tore it apart with some impressive turns, netting a 9.00 (out of a possible 10) and won the heat.

“This is the worst part about what we do,” Fitzgibbons said. “Today I just wasn’t good enough. When you’re feeling strong, you really want to progress through to that Final. I got some early scores and it was really challenging out there. That one wave popped up for Courtney (Conlogue) and she grabbed a 9.00, which is the highest score of the day. I’m really happy for her. She’s a good friend and she trains and surfs really hard and that paid off today.”

More info www.ASPWorldTour.com

COMMONWEALTH BANK BEACHLEY CLASSIC FINAL RESULTS:
1: Courtney Conlogue (USA) 13.17
2: Malia Manuel (HAW) 11.56

COMMONWEALTH BANK BEACHLEY CLASSIC SEMIFINAL RESULTS:
SF 1: Malia Manuel (HAW) 12.67 def. Tyler Wright (AUS) 10.50
SF 2: Courtney Conlogue (USA) 14.33 def. Rebecca Woods (AUS) 10.10

COMMONWEALTH BANK BEACHLEY CLASSIC QUARTERFINAL RESULTS:
QF 1: Tyler Wright (AUS) 14.43 def. Laura Enever (AUS) 12.50
QF 2: Malia Manuel (HAW) 13.00 def. Stephanie Gilmore (AUS) 11.47
QF 3: Rebecca Woods (AUS) 11.73 def. Coco Ho (HAW) 8.73
QF 4: Courtney Conlogue (USA) 14.97 def. Sally Fitzgibbons (AUS) 13.34

CURRENT ASP WOMEN’S WORLD CHAMPIONSHIP TOUR TOP 6 (after the Commonwealth Bank Beachley Classic):
1: Stephanie Gilmore (AUS)
2: Sally Fitzgibbons (AUS)
3: Tyler Wright (AUS)
4: Courtney Conlogue (USA)
5: Carissa Moore (HAW)
6: Laura Enever (AUS)
6: Malia Manuel (HAW)

The Bourne Legacy red carpet premiere at State Theatre, Sydney, Australia

The Bourne Legacy tonight enjoyed its Sydney, Australia red carpet premiere (and a bike stunt) at the world famous State Theatre.

Megastar Jeremy Renner has seen his career take off in recent years after appearing in a string of popular movies including 'The Hurt Locker', 'Avengers' and 'The Bourne Legacy'. The 41-year-old says it is impossible for him to pick a favourite out of the vast number of films he's starred in.

"My favourite movie... it's difficult to say," Jeremy admitted to Sydney radio's Kyle and Jackie O. "It's a bit like having to choose which is your favourite child."

Renner features in the latest Bourne movie following the departure of Matt Damon. He found it tough to abide by some of the rules surrounding the top secret nature of The Bourne Legacy's script.

"They flew the script in at midnight and you were allowed to look at it for two hours before they flew it back. I'm a slow reader anyway so I felt pressured," Jeremy explained. "I had to really rifle through it! I mean what were they going to do, have it burst into flames on me or something?!"

Although he felt stressed, Jeremy agrees with the concept. The actor respects the need for secrecy with storylines in the film industry.

"We are in the age where nothing is sacred or private anymore. It gets to the point where no one wants to come see movies if they know the ending anymore so why spoil it for people?" Jeremy continued. "Especially in a big franchise like Bourne where there is a big fan base."

Story...

After agent Jason Bourne goes rogue as seen in the original "Bourne" trilogy--CIA agent Eric Byer (Edward Norton), head of the government's secret Outcome program which has used a chemical process to create super agents, decides to end that program by killing all the agents in the field. One such agent, Aaron Cross (Jeremy Renner) manages to survive the culling and with the help of biochemist Dr. Marta Shearing (Rachel Weisz) goes on the run from Byers' agents as he tries to get the chemicals he needs to survive.

"The Bourne Legacy" is a very interesting approach to reviving a franchise because it's not a reboot as much as a sequel that takes place concurrently and overlapping with "The Bourne Ultimatum." This idea is the brainchild of Tony Gilroy, who was involved in the the first three "Bourne" movies before directing "Michael Clayton" and "Duplicity." He returns to the "Bourne" franchise.

In The Bourne Legacy, writer/director Tony GIlroy expands the Bourne universe created by Robert Ludlum with an original story that introduces us to a new hero (Jeremy Renner) whose life-or-death stakes have been triggered by the events of the first three films.

For The Bourne Legacy, Renner joins fellow series newcomers Rachel Weisz, Edward Norton, Stacy Keach and Oscar Isaac, while franchise veterans Albert Finney, Joan Allen, David Strathairn and Scott Glenn reprise their roles.

The buzz is that this is an awesome film, so be watching out for release dates in your region.

Release Date: August 10, 2012

Genre: Action-Thriller

Studio: Universal

Starring: Jeremy Renner, Rachel Weisz, Edward Norton, Albert Finney, Joan Allen, Scott Glenn, Stacy Keach, Oscar Isaac

Directed By: Tony Gilroy

Written By: Tony Gilroy and Dan Gilroy

Produced By: Frank Marshall, Patrick Crowley, Jeffrey M. Weiner, Ben Smith

Full Cast List:

Jeremy Renner as Aaron Cross
Rachel Weisz as Dr. Marta Shearing
Scott Glenn as Ezra Kramer
Stacy Keach as Retired Adm. Mark Turso, USN
Edward Norton as Retired Col. Eric Byer, USAF
Donna Murphy as Dita Mandy
Michael Chernus as Arthur Ingram
Corey Stoll as Zev Vendel
Prue Lewarne as CNN Reporter
Tony Guida as Dr. Benezara
Sonnie Brown as Dr. Lieberburg
Neil Brooks Cunningham as Dr. Dan Hillcott
Zeljko Ivanek as Dr. Donald Foite
Robert Christopher Riley as Outcome #6 (as Rob Riley)
Albert Finney as Dr. Albert Hirsch
Dennis Boutsikaris as Terrence Ward
Oscar Isaac as Outcome #3
David Strathairn as Noah Vosen
Corey Johnson as Ray Wills
Jennifer Kim as Outcome #4
Page Leong as Mrs. Yun
Joan Allen as Pam Landy
John Arcilla as Joseph
Clayton J. Barber as Gene (as Clayton Barber)
Michael Berresse as Leonard
Elizabeth Marvel as Dr. Connie Dowd

Lucha VaVOOM headlines the ‘El Jimador Mexican Wrestling Bar' At Big Day Out 2013

Lucha VaVOOM headlines the ‘El Jimador Mexican Wrestling Bar' At Big Day Out 2013; Sydney, Australia

Red hot extreme Lucha Libre pro wrestling and more is what Sydney got at today's Big Day Out in heatwave continues. The action and lucha heat matched the heatwave conditions. Sadly, not many lucha wrestling masks were sold (they don't feel so good at the best of times, let alone in the heat), but drink sales were at fever pitch, as was crowd participation, with even a couple of fans having an imprompt "match" before official bell time. Interestingly, the Lucha promoter didn't seem to mind. There was also the good old Mexican wave done by what must have been about 500 fans, many of which also screemed out Ric Flair trademark "Wooooo"! calls (with and without wrestling chops to the chest). The Lucha's will be in Australia for about a week, as part of Australia's Big Day Out festival touring Australia, and then they will work they was back to LA in the U.S of A. The megastars of Los Angeles based Lucha VaVoom rumbled to fever pitch at the music festival and fans lapped up the mix of Mexican lucha libre wrestling, burlesque dancing and "post-punk vaudeville", as The Daily Telegraph called it. Inspired by the Mexican psydo sport whose champions are household names, the sequin and lycra-clad luchadores flip and fly in the wrestling ring in good (technicos) VS evil (rudos) matches. Headline stars such as Cassandro, Crazy Chicken, Dirty Sanchez and Chocolate Caliente are very good pro wrestlers, and heavily inspired by punk and cabaret, but the look of things. Co-founder Rita D'Albert worked with rock bands for years before forming this unique act a decade ago. "I think crazy Mexican wrestling is a pretty natural progression from rock'n'roll," she said. "It's theatrical, it's got energy and a lot of rock shows don't have that anymore." Media Man and Wrestling News Media have seen a lot of pro wrestling in their day and were overheard "WWE might be generally more technical than Lucha VaVoom, but this LA Mexican troupe is all over them for extreme stuff - the kind that put the legendary and original ECW on the map. Judging by today, Lucha VaVoom looks to have a fantastic and extreme future in Australia. As WWE superstar Ryback would say, "Feed Me More".

Oh, dream match we want to see - WWE's Rey Mysterio VS any of these guys. Press Release...

LUCHA VaVOOM TO HEADLINE THE ‘EL JIMADOR MEXICAN WRESTLING BAR’ AT BIG DAY OUT 2013... LUCHA VAVOOM HEADED TO BIG DAY OUT 2013...

Direct from the US, the Lucha VaVOOM troupe will be putting on a show quite unlike any other at BIG DAY OUT 2013. Lucha VaVOOM is non-stop, action-packed surrealism where Mexican masked wrestlers perform breathtaking acrobatic feats in a fast-paced, fun-filled, character-driven style. Known for their far-out flamboyance, its quick, exhibition-style, one-fall Lucha Libre matches designed for maximum enjoyment and action. The ultimate distraction, Lucha VaVOOM like a little sexo with their violencia; in between matches the finest handpicked burlesque acts from around the world wow the crowds with their unique striptease skills including raucous aerial acts, pogo-stick peelers and hula-hoop hotties. Their insane antics have Jack Black proclaiming “Lucha VaVOOM is the shit!” and it’s easy to see why. Celebrating their tenth anniversary, Lucha VaVOOM have only got crazier over time. Rooted in history, they draw inspiration from the bizarre world of sixties Mexican Lucha Cinema. The troupe has been considered one of the most outrageous shows on earth having performed sold-out shows all around the world, they have taken to the stage alongside the likes of legends such as Jon Stewart and Dave Chappelle, as well as appearances on Jimmy Kimmel, Attack of the Show, Carson Daly and A Current Affair. Los Angeles Times said the Lucha VaVOOM show “has the pacing of a prison break” and BIG DAY OUT 2013 punters are set for something spectacular with the crew perform in a dedicated area. Here’s what the press have had to say: “Lucha VaVOOM has a big future.” TIME MAGAZINE “… It’s enough to make even the most jaded Hollywood insider jump up and yell ‘Smackdown.” ROLLING STONE “…a raucous and irreverent extravaganza of burlesque, comedy and classic Mexican luchadore wrestling.” THE HUFFINGTON POST. “Lucha VaVoom is the most exciting, bonkers show I’ve seen in ages.” THE FACE (UK) “A madcap mix of Mexican wrestling, comedy, and vintage burlesque. I love, love, love it.” VANITY FAIR “…a weird mix of cabaret, burlesque, Mexican Luchador wrestling with a live DJ, crowd interaction and commentary…depending on the night, people like Drew Carey turn up to do commentary for it. It is the most bizarre experience. The entire audience is dressed up and it’s like Halloween, everyone is in some weird costume. It was the greatest night of entertainment I have probably seen in my entire life.” ROVE MCMANUS Lucha VaVOOM will be appearing at the El Jimador Mexican Wrestling Bar at all 2013 Big Day Out dates. Mexican Masked Wrestling + Burlesque + Comedy = Lucha VaVOOM... Lucha VaVOOM is a non-stop, action-packed scream-a-thon, where Mexican Masked wrestlers flip and fly, performing breathtaking acrobatic feats while battling evil luchadores. Historically speaking, Lucha VaVOOM brings the bizarre world of 60’s Mexican Lucha Cinema to life. Brave, masked wrestling crime fighters save the world from evil brains, vampires, the Bermuda Triangle etc; always with an obligatory stop at the local go-go club. In-between matches, the finest, handpicked burlesque acts from around the world astound; at Lucha VaVOOM, we like a little sexo with our violencia. Raucous aerial acts, Pogo-stick peelers, hula-hoop hotties; we’ve got it all! But wait there’s more! Our color commentary is handled by comedians Tom Kenny, Dana Gould and Blaine Capatch. Other guest commentators include Fred Armisen, Brian Poussein, Patton Oswalt, Greg Proops, Jeffrey Ross and Bobcat Goldthwait. Even Jack Black sat in, proclaiming “Lucha VaVOOM is the sh*t! It all began in August 2003 as a one off event. The overwhelming crowd response convinced Rita & Liz to do it again, and as soon as possible. Ever since, Lucha VaVOOM has played at the Mayan Theater in Los Angeles three times a year -- Valentines Day, Mid-summer, and Halloween. From there, Lucha brought it’s circus to Toronto, where they did two nights at the Koolhaus and made every newspaper and TV news program, including Much Music. In 2005, Lucha VaVOOM was asked to be a part of the first HBO Las Vegas Comedy Festival, where they performed alongside Jon Stewart, Lewis Black and Dave Chapelle. That same year they performed at the famous Sony E3 party at Dodger Stadium, where they took the spotlight away from the Pussycat Dolls. Lucha VaVOOM has gone on to perform in Chicago, San Francisco and Amsterdam, with more cities on the way. They’ve also appeared on Jimmy Kimmel, CBS National News, G4's Attack of the Show, Channel X in Britain and A Current Affair just to name a few.

Wrestling Media Blog: WWE doing huge business in 2013

Wrestling Media Blog

WWE doing huge business in 2013

Endeavor Group, UFC and WWE deal

Pop Culture flashback

Pop Culture Flashback

Spider-Man Marvel News; Amazing Spider-Man, Spider-Man Poker Probe, Spider-Man Gaming, by Greg Tingle - 8th August 2011

'Amazing Spider-Man' Sequel Release Set For May 2014...

"The Amazing Spider-Man" has already set the release date for its sequel.

Our friends at Sony Pictures must know something we here at Media Man do not.

The studio announced that "The Amazing Spider-Man 2" will be spinning into US theaters on May 2, 2014, to kick off that year's summer blockbuster season. So far, Sony is the only superhero-producing studio to plan that far ahead, as neither Marvel nor Warner Bros. has announced any of their upcoming comic book adaptations for three years down the road.

In March, "The Amazing Spider-Man" screenwriter James Vanderbilt was hired to pen the sequel. It seems as though Sony is impressed with the drafts he has brought in, considering they green-lit his second "Spider-Man" film 11 months before "The Amazing Spider-Man" hits theaters.

"I think it speaks volumes about our confidence in what we are seeing on the new film and our desire to move quickly on the next installment," a Sony executive told Deadline Hollywood.

The trailer for "The Amazing Spider-Man" premiered on July 20 to mixed responses. One part in particular that had fans doubtful was a scene at the end of the teaser where the camera switches to a first-person, Spidey Vision perspective. But despite the skepticism, Sony seems confident that their reboot of the "Spider-Man" franchise will premiere as a success.

At San Diego Comic-Con, director Marc Webb explained to MTV News that the effect was an attempt to play around with the "experimental process of 3-D." While the movie itself features a lot of realistic stunt work that wasn't accomplished with CG trickery, Webb also explained that he wanted the 3-D element of the movie to be an integral part of it.

"We shot and conceived of this film in 3-D," he said, "and I wanted there to be moments where you really feel and see the world through Spider-Man's eyes. I wanted to get that visceral feeling. In 3-D, I thought there was something about the experiential process, in a big theatrical environment, that was really special that I had seen. I was like, 'If I'm going to do a movie in 3-D, I want to give the audience that experience.'"

Maguire’s poker suit heads to trial...

Hollywood actor Tobey Maguire’s legal battle against the bankrupt trustees of convicted conman Bradley Ruderman is heading to trial in January 2012.

The Spider-Man star is accused of beating Ruderman in a series of unlicensed poker games in California, taking more than $300,000 in winnings from the bankrupt hedge fund manager, who is currently serving time in prison after being convicted of operating a fraudulent Ponzi scheme.

Bankruptcy trustees filed suit against Maguire in June in a bid to recoup money that Ruderman claims to have lost in the illegal games.

The actor has fired back with a countersuit, insisting the card games were never controlled and did not feature a regular roster of celebrities - as initially reported. Maguire also argued that he should not have to hand back any winnings because he lost just as much money to Ruderman.

The case will go before a trial judge at the U.S. Bankruptcy Court in Los Angeles on the week of January 30, reports Eonline.com.

Ads and Fees Lift Viacom to a 37% Increase in Profit...

Viacom, the owner of MTV and Paramount Pictures, on Friday reported a 37 percent increase in profits for the quarter that ended in June.

The company’s net earnings of $574 million, or 97 cents a share, were up from $420 million, or 69 cents a share, in the same quarter last year. The company reported revenues of $3.77 billion, up from $3.27 billion.

Like the other major media companies that reported second-quarter earnings that exceeded expectations this week, Viacom credited a sturdy television advertising market, solid revenues from subscriber fees and emerging revenues from digital distributors like Netflix.

“We have always thrived on competition in the distribution arena, and there’s now more competition than there has ever been, and it’s growing,” said Philippe Dauman, the chief executive of Viacom. He added that there was increasing competition for digital distribution in international markets as well as in the United States.

Media companies like Viacom are increasingly accepting online distributors like Netflix, Amazon and Hulu as new bidders for their content — especially for the old content in their libraries that does not compete directly with what is currently on their television channels. Viacom already has licensing deals with Netflix and Hulu, and Mr. Dauman said Friday that discussions were under way with other potential licensees.

“As a result of these new deals, we have set a new higher base for our affiliate revenues this year and we expect to continue to increase those revenues from this higher base at a high single- to low double-digit annual rate every year for the foreseeable future,” Mr. Dauman said on a conference call with analysts.

In the quarter, Viacom’s cable networks had revenues of $2.39 billion, up 16 percent versus the same quarter last year, in large part because of the strength in advertising.

Mr. Dauman singled out several scripted television series for praise, like TV Land’s “Happily Divorced” and VH1’s “Single Ladies,” and he noted that the ratings at MTV had increased year-over-year even though new episodes of “Jersey Shore,” the channel’s biggest show, were not televised in the United States in the quarter. (Both this year and last year, the series skipped the spring quarter.)

Profit growth was up sharply in the cable division, but down in the Paramount filmed entertainment division, largely because of the “timing and mix of theatrical releases,” the company said in its earnings statement. Still, revenues for filmed entertainment were up 13 percent, to $1.4 billion.

Looking ahead, Mr. Dauman acknowledged that Viacom was preparing for an end to its film distribution deal with DreamWorks Animation, which started in 2006 and is expected to end in 2012. Last month, Viacom said it would start its own animation division. “We are proceeding on the operating assumption that we will not be extending the DreamWorks Animation deal beyond next year,” Mr. Dauman said Friday.

Asked about perceived friction with the DreamWorks chief executive Jeffrey Katzenberg, Mr. Dauman dismissed it: “The relationship is very good,” he said, “and the only issue is what DreamWorks Animation wants to do strategically as this deal expires, and how that fits in with our own strategic objectives.”

As Marvel living legend Stan Lee would say, Excelsior!

Lucha VaVOOM headlines the ‘El Jimador Mexican Wrestling Bar' At Big Day Out 2013

Lucha VaVOOM headlines the ‘El Jimador Mexican Wrestling Bar' At Big Day Out 2013; Sydney, Australia

Oh, dream match we want to see - WWE's Rey Mysterio VS any of these guys. Press Release...

LUCHA VaVOOM TO HEADLINE THE ‘EL JIMADOR MEXICAN WRESTLING BAR’ AT BIG DAY OUT 2013... LUCHA VAVOOM HEADED TO BIG DAY OUT 2013...

Pop Culture Flashback

Movie News

2012

"Sin City" Sydney has been a bit of a celebrity and media circus lately and there's more media and entertainment war, fun and games and the way soon. Australian and international media are all on the chase. Splash News, Snapper, TMZ, OMG, the Media Man agency - everyone is jockeying for position and exclusive news scoops.

Let's get ready to rumble. Here's some of the best Hollywood blockbuster movies coming up this year. We've got the U.S movie release dates, which in some cases will be the same as the Australian release date. Note: Some Australian release dates are likely to be a day or two after the U.S date.

Will the movies live up to their comic book or novel? The world is extremely keen to see how Baz's version of the "The Great Gatsby" (Dec. 25) literary classic matches up, but more on that and its star Leonardo DiCaprio later.

What many of this year's blockbusters are about is building on the brand and plugging into the news media machine. Most, like "The Twilight Saga: Breaking Dawn Part 2" (Nov. 16), "The Amazing Spider-Man" (July 3) or "Abraham Lincoln: Vampire Hunter" (June 22), are based on already mega successful brands. It's pop-culture realm stuff and plugging into established audiences.

Here's the list of some of this years most anticipated movies.

The Raven (April 27)

John Cusack as Edgar Allan Poe, detective – tracking down a series of murders in 19th-century Baltimore.

The Avengers (May 4)

Fans are into this big time. This Marvel flick puts Iron Man, Thor, Captain America, Hawkeye, Black Widow, Nick Fury and The Hulk together. Little wonder Marvel fans can't wait. Last Sunday Sydney's George St Event Cinema's even had a preview screening for lucky fans who won a competition, with many fans dressing up as their favourite hero. Talk about an Excelsior initiative.

Dark Shadows (May 11)

Tim Burton directs, Johnny Depp has a white face. Depp fans are going to see his films no matter what, so let's hope its good.

Snow White and the Huntsman (June 1)

"Snow White" is a long time fav of Hollywood. It's a sword-and-sorcery epic version of the Grimm fairy tale.

Prometheus (June 8)

A prequel of sorts to 1979's "Alien," with "Dragon Tattoo" lady Noomi Rapace as a space archaeologist who digs up trouble. Directed by "Alien" and "Blade Runner's" Ridley Scott, this is already getting fans in a frenzy.

Abraham Lincoln: Vampire Hunter (June 22)

It's bit of a cross-pollinating of geek and traditional culture. It will be an interesting contrast to Steven Spielberg's "Lincoln," arriving in December.

The Amazing Spider-Man (July 3)

It's been 10 years since the awesome original. Andrew Garfield plays Spidey and Rhys Ifans is The Lizard. Marvel Comic super hero movie fans are hoping they won't be disappointed and left in a spin.

The Dark Knight Rises (July 20)

Batman (Christian Bale) with villains Bane (Tom Hardy) and Catwoman (Anne Hathaway). DC Comic super hero fans have long deserved a quality remake, so hopefully this is in. Pow.

Frankenweenie (Oct. 5)

Tim Burton's full-length puppet-cartoon remake of his early short from 1984.

The Twilight Saga: Breaking Dawn Part 2 (Nov. 16)

The second part of the fourth installment of Stephenie Meyer's girl-crush vampire series.

The Hobbit: An Unexpected Journey (Dec. 14)

It's J.R.R. Tolkien's "Lord of the Rings" prequel, directed by Peter Jackson.

The Great Gatsby (Dec. 25)

The fourth film version of the 1925 F. Scott Fitzgerald classic, directed by the Australian Baz Luhrmann ("Moulin Rouge!" "William Shakespeare's Romeo + Juliet") and starring Leonardo DiCaprio and Carey Mulligan. Millions of Australia's are hoping that Baz has done us proud.

Lincoln (December)

A Steven Spielberg historical epic, with Daniel Day-Lewis as the 16th president and Sally Field as Mary Todd Lincoln.

Movie speculation...

Now fans, can you just imagine what drama is going to hit Sydney if or when Dwayne "The Rock" Johnson or Leonardo DiCaprio come to Sydney later this year. Stranger things have happened, so here's hoping.

‘Bending the Rules’ stars former WWE superstar Edge...

It was 22 years ago when Edge sat in the Toronto SkyDome for WWE’s WrestleMania 6 with big dreams of joining his boyhood idol Hulk Hogan in the ring.

In the past year since his wrestling career ended because of neck injuries, Edge has tried his hand at acting. He can be seen in his first starring role in the movie “Bending the Rules,” a WWE Studios production that hits select theaters Friday, March 9. The “Rated R Superstar” plays Detective Nick Blades, a New Orleans cop on trial for corruption.

“I have kind of likened it to ‘The Big Lebowski’ in a way,” Edge said describing his character during a media tour in Miami.

“He is the Big Lebowski, but he can kick a--. I guess it’s kind of what sums it up. I wear a Hawaiian shirt, board shorts and flip flops and Mardi Gras beads for about a month-and-a-half down in New Orleans. A recurring theme throughout is that you will always see the character eating a lot of donuts. We ate a lot of donuts in that movie.

“I liked the character because it didn’t take himself too seriously. I don’t really take myself too seriously, so it wasn’t that much of a stretch for me.”

The former pro wrestler enjoyed the movie-making process.

“I did some of the action stuff,” Edge said. “The only thing I didn’t do was the accident. We kind of had a head on kind of deal, and I guess they didn’t want me to do that because I had to go to Raw the next day. I guess they didn’t want me to do the whole, ‘He can’t wrestle because he just got whiplash.’

“Beyond that I did everything else. It wasn’t too in-depth or anything because it’s more of a buddy flick than it is action, but there is a little bit of action to it.”

Among the other cast members is Jamie Kennedy, Alicia Witt, Jennifer Esposito and accomplished actress Jessica Walter, who has recently done voice work on the animated series “Archer”.

“Philip Baker Hall was big for me, especially being a ‘Seinfeld’ fan. Lt. Bookman was one of my favorite, probably my favorite character in ‘Seinfeld’ actually. So when I saw I was sharing scenes with him I thought, ‘This is awesome.’ He is a really funny guy. His delivery is amazing. He is such an underrated actor to some people, but there are some people who know what he can do.”

“Jessica Walter I didn’t know what to expect,”Edge said. “Here is this proper actor or actress who shared the screen with [Clint] Eastwood. I was like, ‘I don’t know what I am doing. She is going to be sick of me right from the get go.’ But she could not have treated me better. Everyone was very understanding to the fact that I was in way over my head and having no idea what I was doing. So they were very gracious and respectful.”

Those who have seen “Highlander: Endgame” may remember Edge’s cameo. However, the budding actor says it didn’t prepare him much for “Bending the Rules.”

“That was 12 or 13 years ago, and that was basically a fight scene,” Edge said.

“I flew to Romania for that, but it was entirely different. At that point WWE was even new to me, so it was like what is happening? This was much more involved, I guess, being one of the stars of the movie. Being expected to learn a bigger part and not knowing what I was doing.

“My only real preparation has been WWE, which prepares you to adlib and comedic timing and those things. In respect to being able to think on your feet, I was able to bring that into it. But still my first day of shooting, in the first scene I had shot, I had just come from SummerSlam in LA…We did two Raw shows that day, so right after that I hopped on a jet to New Orleans, landed at 4 and was on set at 6 with Jennifer Esposito, having no idea what scene we were doing.

“I didn’t know what lines to study, nothing. This was my first real scene in the movie, and I was like ‘No, they are going to think I am such an idiot.’ I got it over with. Then I thought that once I got that over with, I thought, ‘OK, I might be able to pull this off.’"

Edge never really had his Hollywood in his eyes. His dream was always being a WWE superstar.

“Wrestling took up the radar for me,” Edge said. “That was always my priority, and if other things fell in my lap, then great. The ‘Highlander’ thing or any other thing that has come into my lap has always been because of WWE and that exposure. Then I got approached to do this movie by WWE and thought, ‘This could be fun. I’ll give it a shot. Why not?’"

The film was shot before his recurring role on the SyFy original series ‘Haven,’ which gave him an idea of what to expect on theseries. He says he is returning to the character Dwight Henrickson for the upcoming season.

“By ‘Haven,’ through the experience of ‘Bending the Rules,’ I felt much more comfortable,” Edge said.

“Then going back this year for ‘Haven’, I will have much more understanding. Even with just the lingo like turning around. I know what that means now. I know I don’t have to stand there for 45 minutes while they switch everything out, and I can go grab a cup of coffee. Little things like that was all a learning process.

“Now that I can’t wrestle I think it would be cool to play a Viking in ‘Game of Thrones’ or something like that. I think I could sink my teeth into something like that. I also have a bit of a vampire experience or arch-villain or something. That would be fun…I just want to enjoy retirement, and at the same time do some stuff to stay creatively stimulated.”

Since his life on the road and traveling the world wrestling are over, his outlook on life has changed.

“Before it was WWE and that was my main priority,” Edge said. “It always has been and always would have remained that, but you still have to do something so you just aren’t home twiddling your thumbs all day. I think last year with ‘Haven’ it was going to Nova Scotia for the summer and getting to do this new kind of thing that was fun. I’m going up again this summer, and if things happen after that, then great.

“It’s not like I am going to consider myself an actor. I say more power to [The Rock]. I think it was awesome he was able to parlay it and translate it, but I don’t think I would be able to do it at that kind of schedule or want to. I like having my own time and then on the horizon say, ‘OK, I have that in a couple of months. Cool.’ Then I go do it, have some fun with it and be able to go back home.

“I already was lucky enough to do the job that was my passion. Everything I do from here on out is just going to be fun. It’s a good place to be. I’m not going to lie. It’s nice to have the luxury to enjoy everything I’ve done my entire adult life.”

To watch the trailer of “Bending the Rules” or to find a theater near you showing the film or get more information, visit http://www.bendingtherulesmovie.com

Dwayne "The Rock" Johnson And Mark Wahlberg Team Up for Pain and Gain; 2013 Release...

Mark Wahlberg is in top shape, but next to 'The Rock' he looks kind of small. Put six-foot five-inch Dwayne "The Rock" Johnson next to him, and Mark (5' 8") looks sort of average.

Wahlberg and Johnson are currently filming "Pain and Gain" in Miami. The film centers on two bodybuilders who get caught up in an extortion ring and a kidnapping scheme that goes terribly wrong. The film is set for release in 2013.

That's it movie and music fans. Stay tuned to Media Man and Street Corner for more entertainment news and scoops daily.

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