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WORLD WRESTLING ENTERTAINMENTINC Form 10-Q

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WORLD WRESTLING ENTERTAINMENTINC Form 10-Q SECURITIES AND EXCHANGE COMMISSION FORM 10-Q Quarterly report pursuant to sections 13 or 15(d) Filing Date: 2021-07-29 | Period of Report: 2021-06-30 SEC Accession No. 0001091907-21-000055 (HTML Version on secdatabase.com) FILER WORLD WRESTLING ENTERTAINMENTINC Mailing Address Business Address 1241 E MAIN ST 1241 E MAIN ST CIK:1091907| IRS No.: 042693383 | State of Incorp.:DE | Fiscal Year End: 1231 STAMFORD CT 06902 STAMFORD CT 06902 Type: 10-Q | Act: 34 | File No.: 001-16131 | Film No.: 211128157 2033528600 SIC: 7812 Motion picture & video tape production Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________ FORM 10-Q ____________________ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission File Number: 001-16131 WORLD WRESTLING ENTERTAINMENT, INC. (Exact name of Registrant as specified in its charter) Delaware 04-2693383 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1241 East Main Street Stamford, CT 06902 (203) 352-8600 (Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A Common Stock, par value $0.01 per share WWE New York Stock Exchange Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large Accelerated Filer Accelerated Filer ¨ Non-Accelerated Filer ¨ Smaller Reporting Company ¨ Emerging Growth Company ¨ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No At July 27, 2021, the number of shares outstanding of the Registrant’s Class A common stock, par value $.01 per share, was 45,144,567 and the number of shares outstanding of the Registrant’s Class B common stock, par value $.01 per share, was 31,099,011. Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents TABLE OF CONTENTS Page # Part I – FINANCIAL INFORMATION Item 1. Consolidated Financial Statements (unaudited) 2 Consolidated Statements of Operations for the three and six months ended June 30, 2021 and 2020 2 Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2021 and 2020 3 Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020 4 Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2021 and 2020 5 Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020 7 Notes to Consolidated Financial Statements 8 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 30 Item 3. Quantitative and Qualitative Disclosures about Market Risk 43 Item 4. Controls and Procedures 43 Part II – OTHER INFORMATION 44 Item 1. Legal Proceedings 44 Item 1A. Risk Factors 44 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 44 Item 6. Exhibits 45 Signatures 46 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents WORLD WRESTLING ENTERTAINMENT, INC. Consolidated Statements of Operations (In thousands, except per share data) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 Net revenues $ 265,540 $ 223,405 $ 529,064 $ 514,414 Operating expenses 155,999 117,395 298,153 292,784 Marketing and selling expenses 16,014 17,497 34,926 40,174 General and administrative expenses 36,334 21,997 62,894 50,747 Depreciation and amortization 10,842 10,768 21,684 21,668 Operating income 46,351 55,748 111,407 109,041 Interest expense 8,492 9,179 17,000 17,330 Other (expense) income, net (126) 8,483 430 (1,937) Income before income taxes 37,733 55,052 94,837 89,774 Provision for income taxes 8,532 11,263 21,804 19,812 Net income $ 29,201 $ 43,789 $ 73,033 $ 69,962 Earnings per share: basic $ 0.38 $ 0.57 $ 0.95 $ 0.90 Earnings per share: diluted $ 0.34 $ 0.52 $ 0.85 $ 0.83 Weighted average common shares outstanding: Basic 76,257 77,416 76,814 77,376 Diluted 85,452 83,859 85,588 84,514 Dividends declared per common share (Class A and B) $ 0.12 $ 0.12 $ 0.24 $ 0.24 See accompanying notes to consolidated financial statements. 2 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents WORLD WRESTLING ENTERTAINMENT, INC. Consolidated Statements of Comprehensive Income (In thousands) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 Net income $ 29,201 $ 43,789 $ 73,033 $ 69,962 Other comprehensive (loss) income: Foreign currency translation adjustments (5) 232 (51) (194) Net unrealized holding losses on available-for-sale debt securities (net of tax (benefit) expense of $(22) and $536, and $8 and $30, respectively) (4) 1,696 (25) 94 Total other comprehensive (loss) income (9) 1,928 (76) (100) Comprehensive income $ 29,192 $ 45,717 $ 72,957 $ 69,862 See accompanying notes to consolidated financial statements. 3 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents WORLD WRESTLING ENTERTAINMENT, INC. Consolidated Balance Sheets (In thousands, except share data) (Unaudited) As of June 30, December 31, 2021 2020 Assets Current assets: Cash and cash equivalents $ 322,603 $ 462,102 Short-term investments, net 120,189 131,295 Accounts receivable (net of allowance for doubtful accounts and returns of $5,377 and $4,050, respectively) 113,869 52,007 Inventory, net 7,042 8,386 Prepaid expenses and other current assets 57,454 73,062 Total current assets 621,157 726,852 Property and equipment, net 152,029 161,545 Finance lease right-of-use assets, net 301,772 310,844 Operating lease right-of-use assets, net 11,919 13,476 Content production assets, net 8,846 15,425 Investment securities 10,758 11,148 Deferred income tax assets, net 11,927 10,052 Other assets, net 47,529 47,980 Total assets $ 1,165,937 $ 1,297,322 Liabilities and Stockholders' Equity Current liabilities: Current portion of long-term debt $ 421 $ 100,412 Finance lease liabilities 9,541 9,587 Operating lease liabilities 5,008 3,963 Convertible debt 197,833 194,683 Accounts payable and accrued expenses 128,121 124,742 Deferred income 55,399 62,887 Total current liabilities 396,323 496,274 Long-term debt 21,493 21,700 Finance lease liabilities 374,719 379,894 Operating lease liabilities 7,381 9,723 Other non-current liabilities 5,082 937 Total liabilities 804,998 908,528 Commitments and contingencies Stockholders' equity: Class A common stock: ($0.01 par value; 180,000,000 shares authorized; 44,928,280 and 46,694,963 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively) 450 467 Class B convertible common stock: ($0.01 par value; 60,000,000 shares authorized; 31,099,011 and 31,099,011 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively) 311 311 Additional paid-in capital 419,239 424,758 Accumulated other comprehensive income 2,909 2,985 Accumulated deficit (61,970) (39,727) Total stockholders’ equity 360,939 388,794 Total liabilities and stockholders' equity $ 1,165,937 $ 1,297,322 See accompanying notes to consolidated financial statements. 4 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents WORLD WRESTLING ENTERTAINMENT, INC. Consolidated Statements of Stockholders’ Equity (In thousands) (Unaudited) Three Months Ended June 30, 2021 Accumulated Common Stock Additional Other Class A Class B Paid - in Comprehensive Accumulated Shares Amount Shares Amount Capital Income Deficit Total Balance, March 31, 2021 45,257 $ 453
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