Endeavor Group Holdings Inc (EDR) 2021 Q1 法說會逐字稿

Welcome to Endeavor's First Quarter 2021 Earnings Call. (Operator Instructions) Please be advised that today's conference is being recorded. (Operator Instructions) With that, I will now turn the call over to Samanta Stewart.

Good afternoon, and welcome to Endeavor's First Quarter 2021 Earnings Call. A short while ago, we issued a press release, which you can view on our Investor Relations site, investor.endeavorco.com. A recording of this call will also be available via this site.

Today, you'll hear from Endeavor's CEO, Ari Emanuel; our President, Mark Shapiro; and our CFO, Jason Lublin, before we open up for questions.

The purpose of the call is to provide you with information regarding our first quarter 2021 performance, in addition to our financial outlook for the balance of the year.

I do want to remind everyone that the information discussed will include forward-looking statements and/or projections that involve risks, uncertainties and assumptions as described in the Risk Factors section of our filings with the Securities and Exchange Commission, including our IPO prospectus as updated by our first quarter 10-Q. If these risks or uncertainties ever materialize or any assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statements and projections. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update them publicly in light of new information or future events, except as legally required.

Our commentary today will also include non-GAAP financial measures, which we believe provide an additional tool for investors to use in evaluating ongoing operating results and trends. These measures should not be considered in isolation from or as a substitute for financial information prepared in accordance with GAAP. Reconciliations between GAAP and non-GAAP metrics for our reported results can be found in our press release issued today as well as on our IR site.

With that, I'll hand it over to Ari.

Thanks, Sam. The past year has been by far, one of the most challenging, but also one of the most rewarding for our company. We were tested in every possible way, and our teams rose to meet every challenge, demonstrating resilience and ingenuity at every turn. Despite the setback COVID-19 provided, we weathered the storm and laid a strong foundation for the remainder of 2021 and beyond.

Shortly, Mark Shapiro will walk you through some more specific examples of this, and Jason will share more details around our financial results and guidance for the year.

First, I want to spend a few minutes on encouraging recovery signs emerging across our portfolio and how the convergence of technology, sports, entertainment, media and gaming play to our strength as an integrated company that both owns and represents IP and content. As more states in countries loosen travel and gathering restrictions and vaccination rates increase, we are beginning to experience accelerated demand across our 800-plus global events portfolio.

As you might recall, the UFC and PBR were 2 of the first sports organization to resume live events last year and 2 of the first to bring full crowds back. This provides a blueprint for other events across our portfolio for Frieze Art Fair to Euroleague Basketball. Every on-sale brings new perspective and insight into the pent-up demand globally from consumers. Much of the demand is coming via our events and experience business which includes On Location, acquired in January 2020, just before the pandemic took hold. We are thrilled to be able to share on this call that the International Olympic Committee, IOC, today named On Location, the official global hospitality provider for the Olympic and Paralympic games covering 3 Olympics, beginning with Paris 2024. The significant relationship marked the first time the IOC had appointed a company as a global hospitality provider for multiple additions of the games. Other distinguished partners to On Location include NFL, NCAA and PGA Championship as well as more than 500 music tours and festivals like Coachella.

Just as we're seeing the demand for live events and experience of all kinds, we are witnessing strong demand for all forms of premium content across all distribution platforms. The ever-consolidating media landscape around us is a testament to the enduring value of premium IP and the desire for streaming leaders to gain scale through investments in differentiated content. We view the combination of Warner Media and Discovery, along with Amazon's acquisition of MGM as proof point that content is at high demand and short supply and that our positioning in this ecosystem favors long-term growth as investment continues.

Technology leaders and incumbent media companies have to power their SVOD and AVOD services while still programming their linear channels. And as demand increases, there is a finite number of IP creators to meet that demand, thereby increasing the value of talent we represent and the content we own or represent.

One thing I'll continue to underscore in these earnings calls is that we are agnostic to all forms of distribution and have creators for all distribution platforms. To give you a snapshot, just within television, we pair talent from writers, to actors, to showrunners with IP. We then sell these series more than 350 in 2020 to broadcasters, cable, channels, streamers, social and gaming platforms.

Within streaming alone, we remain one of the largest suppliers of content to the biggest platforms like Netflix and Amazon and increasingly to the newer platforms like HBO Max and Paramount Plus.

As we look to sports rights, the same concept, around supply and demand supplies. There is a scarcity in rights and more competition than ever across both traditional networks and SVOD to secure those rights. As a result, record deals are being negotiated. Beyond our 7-year domestic deal for UFC with ESPN and ESPN+, we also are seeing increased demand for rights internationally, as evidenced by our recent UFC rights deal in China. And as a reminder, we're selling media rights globally on behalf of more than 150 clients such as the NFL and NHL in addition to our own properties in over 160 territories. They are all so often packaging these rights with original programming. And our Endeavor Streaming platform provides streaming services for organizations like the NFL, NBA and UEFA.

Sports betting is another growing industry particularly in the United States. Through IMG Arena, we worked with more than 470 leading sports book brands worldwide to deliver live streaming video and data feed for more than 45,000 sports events annually.

The point I'm making is that we benefit from all trends in media content, sports events and gaming and remain well positioned to continue capitalizing on and growing alongside the high-growth industries in which we operate.

With that, I'll turn it over to Mark Shapiro to walk you through our business in greater detail.

Thanks, Ari. Across our own sports portfolio, we are indeed benefiting from some of the tailwinds that Ari mentioned. Those wins existed before the pandemic. But at the same time, the pent-up demand of the experienced economy is really lighting a fuse across the entire range of our businesses. As you noted, UFC and PBR were 2 of the first sports organizations to resume live events in the spring of 2020. For PBR since coming back online and as attendance continues to increase, we're actually seeing a double-digit uptick in spending from advertisers who are eager to reach live audiences, and ratings on CBS are up 29% this quarter compared to Q1 2020.

Euroleague meanwhile resumed live events in the fall of 2020 and held their final 4 event in Germany just last week, which we streamed across Facebook, Twitch and TikTok for the first time. Even though we didn't have crowds in Cologne due to pandemic-related restrictions, we anticipate being back to full capacity when the next season commences in the fall of 2021. Similar to the pacing we're seeing at PBR and UFC, which we'll discuss in a moment, I'm happy to say we're seeing strong demand on the advertising and sponsorship side of the business in Europe.

Now turning to the UFC. In spite of the pandemic, UFC had a phenomenal 2020, and that momentum continued into the first quarter this year. We believe that the pandemic actually helped accelerate UFC's move into the mainstream.

On the events side in 2020, we delivered 41 of 42 planned events. And in the first quarter of 2021, we held 11 events, including a few pay-per-view events with ticketed fans in attendance.

Now on the media side of the business, while many sports, I'm sure you've all seen, are still struggling to return to 2019 ratings and viewership levels, the UFC on ESPN this year is up 7% among average total viewers versus 2019. On the streaming side, the same success, we continue to be the anchor tenant of the entire ESPN+ platform. The original guidance provided by Disney in April 2019 was for ESPN+ to have 8 million to 12 million subs by 2024. Disney is now saying they will be at 20 million to 30 million subs by 2024, and they are already at 14 million subs according to their most recent earnings report. There's no question UFC is the biggest driver of the ESPN+ platform.

Disney and ESPN continue to be exceptional partners, leveraging vast components of their massive global platform to drive UFC awareness. In fact, in January of this year, we held our first UFC event on ABC, harking back to the glory days of Muhammad Ali in boxing on ABC Sports. This was the first ever live MMA event on the network. The event became the second most viewed UFC Fight Night since February 2019.

Beyond media and beyond streaming, the UFC is hitting on all growth levers at the moment. One of the key differentiators for the UFC versus other major sports organizations as that we control it top to bottom. Along with Dana White, we are the single decision-maker. We control all aspects, allowing us to efficiently unlock extraordinary value for UFC across the entire Endeavor platform.

On the partnerships front in January, we closed a multiyear licensing partnership with Zappos, in which the company will manufacture and distribute officially licensed UFC merchandise. We also closed a multiyear deal with Panini America, making them UFC's official and exclusive collectible trading card partner.

In that same vein, we now have a partnership with Dapper Labs, a company we were an early investor in that will usher in UFC as the second sports organization to launch an NFT platform akin to NBA Top Shot later this year. The speed in action of UFC lends itself well to creating these digital moments, which will feature current as well as historical highlights.

In February, we closed a first of its kind content deal for a sports organization with TikTok. This multiyear relationship provides for TikTok dedicated resources at UFC headquarters and seeks to bring fans up close and personal to their favorite fighters with exclusive behind the scenes content.

Also in February, we secured a multiyear content deal with China's Migu as UFC's exclusive distributor in China for all live events. Migu will also distribute a new Asia addition of Dana White's Contender Series and partner with our UFC Performance Institute in Shanghai.

And in March, we announced a significant multiyear deal with DraftKings, making them UFC's first official sports book and daily fantasy partner in the U.S. and Canada. DraftKings also hired our creative and experiential marketing agency, 160over90 to handle all their partnership and sponsorship management, their experiential and their social media.

Now hiring 160over90 is just one example of Endeavor leveraging 1 asset of the platform to drive another. At Endeavor, we call this architecture. And you'll hear Ari and I speak about our architecture process and success stories frequently on these calls.

Our architecture strategy and structure was actually developed and initiated with the help of Harvard Business School professors back in 2019. It's now become the backbone of the way we operate internally.

And finally, on the gaming front, our IMG Arena business continues to power UFC's first official product in this space, providing the data and video streams that allow for live betting opportunities for every UFC event. The pandemic created a surge in at-home betting during the shutdown. And given that UFC was the only game in town for quite some time, the stay-at-home environment helped attract more fans to the UFC and particularly among the 18 to 34 demographic.

Pivoting to our IMG Arena business more broadly, which sits within our Events, Experiences & Rights segment, we are ramping up our data and video stream efforts in the U.S., where sports betting is now legal in more than 2 dozen states.

We also continue to bring new sports including more niche properties like volleyball onto our platform. At the same time, given our extraordinary partnerships with the PGA Tour, the PGA of America, which has the PGA Championship and the Ryder Cup and the ATP, we are further investing in sports like golf and tennis, 2 of the more popular betting sports from a global perspective.

At the end of the quarter, we finalized the deal to acquire FlightScope a European-based leading data collection, AV production and tracking technology specialists whose best-in-class technology in tennis and golf will look to now pivot into major U.S. sports like football and basketball. This will be a big boon to our IMG Arena platform.

Moving on to our events and experiences businesses, social distancing mandates and government restrictions on travel and mass gatherings continue to, of course, limit most of our activity in the first quarter. Reopening rates and mass gatherings are increasing at various -- and varying paces around the world. We're fortunate that our global footprint enables us to nimbly respond to those changing circumstances. I'll give you some examples.

In May, we resumed our Great Ocean Road Running Festival in Australia, where 9,000 runners participated, making it the largest showing in the event's history. Also last month, we hosted Frieze New York, the first major art fare to return in the U.S. since the onset of the pandemic. The event featured more than 60 physical galleries and posted strong ticket sales for its 5-day run at The Shed in New York City. Additionally, I should mention this summer, we'll be launching our own NFT proprietary platform in partnership with OTOY to feature digital works of art under the Frieze umbrella.

On Monday, we launched our Australian Fashion Week in Sydney. We have a new title sponsor. We have a full slate of consumer shows. We have the biggest slate of designers participating since 2015 and the event's largest media evaluation ever before the shows have even been staged.

And for those events in the near term, those coming up, the outlook is truly no different. Increased demand for our Taste of London event in July quickly led to the addition of a second weekend for the first time in event history. Weekend and camping passes to August, the BIG Festival also in the U.K., it's one of our most popular culinary events in the U.K., sold out within hours of going on sale.

Similarly, we're seeing brisk ticket sales for upcoming concerts, the presale for the first event of On Location's Mexico-based beach concert series, featuring WME client Dead & Company, sold out both its January 2022 weekend dates. And the next event featuring WME client Luke Bryan had its fastest sellout in its 7-year history.

Following this year's Super Bowl, On Location offered a presale for experiences to next year's event and the most exclusive packages sold out immediately, another area we're seeing brisk sales. In fact, even before we begin our general on sales this spring, sales were up significantly over our previously best-selling Super Bowl in Miami.

I mentioned earlier the strong response from advertisers. We're seeing across our own sports properties. We're actually seeing this elevated level of sponsor interest across the entire event portfolio. From blue-chip events like the Rugby World Cup 2023, when Mastercard has just signed on, the niche events like the Melbourne Marathon with Nike coming on at their fall return.

When you look at our events portfolio and its entirety, the pandemic was a catalyst for new digital products and solutions that have become what we believe will be enduring top line revenue-generating enhancements going forward. For instance, we created virtual art fairs to complement the iconic on-site experience Frieze is known for in cities like London, New York and Los Angeles and soon to be Seoul, South Korea, debuting in September 22.

Extensions like this will live on and serve to diversify our product offerings and connect our fans in more customized and on-demand ways. We believe this will drive memberships, subscription offerings, loyalty programs and enhanced CRM capabilities. In short, these extensions can convert quickly to new revenue drivers for our events and help capture digital ad dollars.

Finally, within our Events, Experiences & Rights segment, I wanted to touch on IMG Academy, our leading sports training institution, which we continue to invest in from both a physical campus standpoint and via digital products. While social business mandates and global travel restrictions limited our camp and event business last year. Severely, and even into this last quarter, boarding school enrollment this year has now exceeded 2018/'19 enrollment, a pre-pandemic year and our camp sales, especially for July, are pacing strong.

When you layer on college recruiting leader NCSA, Next College Student Athlete, which we've just acquired, we're bullish on the opportunity to add new recruiting and college prep digital products to the academy slate of offerings, not to mention leveraging the NCSA base of clients to drive further camp sales year-round at the academy.

And now I want to transition to our representation segment. Similar to our events-based businesses, fewer television and film productions and live concerts continued to impact the first quarter. But what I can't underscore enough, and as we look to the remainder of the year and beyond, is what Ari mentioned near the top of the call, and that's the correlation between the seemingly infinite demand for content and a finite number of IP creators, which directly benefits our industry-leading talent agency, WME.

We are fortunate to have a significant base of multi-high finite clients at WME who move effortlessly across length from linear television, streaming and films to music, audio and social media. We have countless film and television clients who are booked solid for the next year plus.

Musical agents are landing multiyear television streaming deals. We're seeing an uptick in signings of digitally native talent and gamers, and we have more and more clients tapping into Endeavor's talent ventures arm to form brand partnerships that go beyond traditional endorsement deals, giving WME talent equity in the brand and, therefore, a vested interest in its promotion.

Turning to Endeavor content. Last week, we began production on Roar for Apple. It's an 8-episode anthology series that explores issues women face through unexpected and heightened lenses. We are producing Roar in partnership with Made Up Stories, and we have a half dozen other series in various stages of production for Apple, Hulu, Netflix, Peacock and Amazon Prime. Our partnership with Made Up Stories and the slate we have across the sea of streaming platforms is a perfect illustration of the insatiable demand for content and the pricing power we're able to leverage in a crowded buyers' marketplace.

Additionally, we're not only servicing U.S. growth here, but I should point out, it's a prime example of capitalizing on local language content demand as 2 of these series are Australian network orders. As it relates to the music side of the representation business, we typically book at WME more than 30,000 concert dates annually. Well, we're heavily back at work with tours, festivals, residencies, as much as this corner of the representation business was the bull's eye for the pandemic, completely shutting down our music and concert business. It's not done an exact 180. We have high demand, coupled with favorable pricing and yields and artists of all kinds are desperate to get back out and tour, to see, to greet their fans. We're locking down major arena tours for 2022. And to make up for a year away from performing live, many of these tours are multiyear, spanning broad territories across North and South America, Europe, and Asia.

Now transitioning to the brand client side of our business. Although the first quarter bears the lingering effects of 2020, we're seeing brands begin to ramp spending back up after a year of pressing pause on many fronts. The pandemic brought out both a comfort and nostalgic side of consumers as we were all forced to stay at home. As such, brand licensing is increasingly becoming a core part of company's marketing playbooks, and we saw that. As a result, in the first quarter, IMG licensing saw an increase in games and collectibles, home and comfort products and health and wellness offerings from a new deal between Hasbro and Fortnite to create collectibles to client Cosmopolitan, expanding its CosmoLiving home collection to include new bedding products. And just last week, Walmart announced it will carry a new Gap home line in a deal brokered by IMG and a terrific story picked up by the Wall Street Journal.

Turning to the marketing side of our business. Our leading experiential marketing agency, 160over90, has been focused on developing and executing strategies to meet the needs of brands as they shift more ad dollars towards digital and live events and experiences. We are capitalizing on a spending shift with clients like Marriott, AB InBev, Visa, Invesco, and Audi, who are aggressively turning up their efforts to activate across the resurgence of expanding in-person audiences.

On the health and wellness front, we're working with companies like Greenleaf Foods in their life-like plant-based food brand. What started as a 1 campaign project for 160over90 has evolved into another architecture success story for us. We were named their agency of record last quarter, partnering them with more than a half dozen WME clients for campaigns and event activations. And then Endeavor Content's nonscripted team got the assignment to work with them on the production side to bring their campaigns to life.

Today, we also announced that 160over90 formed a partnership with Obsidianworks, the marketing agency founded by long-time WME client, Michael B. Jordan and his business partner, Chad Easterling. This alignment is designed to help brands more authentically reach millennial, Gen Z and underrepresented communities. Huge open road here for us to make an impact as a multicultural agency. Well, that covers what we're seeing across our businesses, a lot of bright lights.

And with that, I'll hand it over to Jason to walk you through our first quarter results in greater detail. Jason?

Thank you, Mark, and good afternoon, everyone. As Ari and Mark discussed, we are encouraged by the early recovery signs and trends we are seeing emerge across our businesses and believe we are very well positioned to drive continued long-term growth.

Let me start by walking you through our first quarter results, and then I'll briefly discuss guidance for the year. For the quarter, we generated approximately $1.1 billion in revenue, a 10% decline from the same period last year as COVID-19 continues to have a negative impact across our business and geographies. However, adjusted EBITDA for the quarter was up 13% over the same period last year, increasing to $199.5 million, which I will discuss in more detail shortly.

As a reminder, we operate our business in 3 segments: Owned Sports Properties, Events, Experiences & Rights and Representation. With that in mind, I'll walk you through our performance by segment.

Our Owned Sports Properties segment is comprised of a unique portfolio of sports properties. UFC, PBR and Euroleague. This segment performed very well in the quarter with revenues of $283.5 million, up 22.1% or $51.3 million despite the impact of COVID-19 on live events. The quarter benefited from increased event output, contractual increases in media rights agreements and higher sponsorship fees as well as outperformance in other variable revenue streams like international commercial pay-per-view.

Adjusted EBITDA for the quarter increased $43.3 million or 42.3% to $145.5 million compared to the same period of 2020. This growth was driven primarily from the higher revenues I just described, slightly offset by an increase in operating expenses which is mostly attributable to travel related to UFC's Third Fight Island series in Abu Dhabi in January.

Our second segment is Events, Experiences & Rights, or EE&R. This segment includes our events and experience business, media rights and distribution, IMG Arena and IMG Academy. Given the effect that COVID-19 has had on live events, this segment has been highly impacted. As a result, segment revenue for the first quarter decreased $129.2 million or 19.3% to $539.6 million compared to the same period in 2020.

The event cancellations and attendance restrictions around events like Super Bowl led to event-based revenue decline. However, this was partially offset by media rights fees associated with events that were postponed in 2020 and move to 2021, mainly from the 2020 European Soccer season moving a number of matches for the first quarter of 2021.

Meanwhile, adjusted EBITDA for the quarter decreased $30.1 million or 43.5% to $39.1 million compared to the same period in 2020. This decrease was primarily driven by the revenue decline I just discussed, partially offset by a decline in operating expenses.

The impact that COVID-19 has had across this segment is clear, but as already Mark mentioned, we are optimistic about the recovery and reopening rates we are seeing globally.

Moving on to our Representation segment, which includes all of our client representation business such as WME, our experiential marketing agency 160over90, IMG Licensing and Endeavor Content. Revenue declined by $43.8 million or 15% in the quarter. This was driven primarily by the impact of COVID-19 on advertising spending, negatively impacting our marketing and experiential activation businesses and Endeavor Content's ability to deliver projects in the quarter due to COVID-19-related delays.

Adjusted EBITDA for the quarter decreased $7.1 million or 10.4% to $61.5 million driven by the revenue declines I just mentioned, partially offset by reduced operating expenses. Similar to our outlook for events, we remain encouraged by signs of production and concerts ramping up along with increased marketing and experiential spending.

Finally, corporate adjusted EBITDA for the quarter improved $7.9 million or 14.5%. The decrease in expenses was due primarily to reduced cost of personnel, travel and professional fees.

With Q1 as a backdrop, I want to take a few minutes now to address our guidance for the full year 2021, predicated on the momentum you've heard from both Ari and Mark.

As we've discussed, the ongoing pandemic has had a significant impact on our business. Even though activity has resumed across a number of our businesses and some restrictions have eased or been lifted, there still remain restrictions impacting some of our businesses in certain geographies. There is also a lack from when restrictions are lifted to when we're able to generate revenue and resume our normalized business cadence. That said, while we were always expecting a recovery, we are witnessing that recovery happening slightly faster than we had anticipated.

With that, I do want to remind you that our financial results will vary from quarter-to-quarter, depending on the timing of events across our portfolio, timing of business transaction on behalf of our clients and timing of content delivery. As a result, we evaluate our financial performance on an annual basis, and therefore, we'll be giving you annual guidance today.

For 2021, we expect to generate revenue between $4.76 billion and $4.83 billion and adjusted EBITDA in the range of $735 million to $745 million. And we intend to repay $600 million of our outstanding debt in Q3 2021.

With that, I turn it back over to Ari.

Thanks, Jason. Before we open up for questions, I want to briefly frame how we're thinking about our future. When it comes down to it, there isn't a trend positively impacting the sports and entertainment landscape that we are currently benefiting from. To that end, we'll continue leveraging the entire Endeavor portfolio to capitalize on each of the trends and extract maximum value out of every deal for our clients and owned properties.

We also remain committed to strengthening our balance sheet and deleveraging. And we'll continue to look across a changing global landscape to unlock opportunities that drive long-term growth and value for our shareholders.

With that, I'll hand it over to the operator.

(Operator Instructions) Your first question comes from the line of Ben Swinburne from Morgan Stanley.

Two questions. I'm wondering if you could talk a little bit about the growth drivers that you see and are most excited about at the UFC specifically. Everyone is very focused on that business. Obviously, the ESPN deal is up several years out. But between now and then, what do you think are the areas we should be focused on that can drive that business from a top line point of view?

And then I just had a clarification question, probably for Jason, on the guidance. We're seeing reopening happening as you said quicker, but it certainly varies geographically and by event. So anything you can tell us in terms of what the assumptions are around returning to live events in their full form that's baked in the guidance, just so we have a sense for sort of what the underlying assumption is there?

Thanks, Ben. So in the next 24 months, I'll hit all the points that you're asking. So first one is international, right? In the next 24 months, we have several international deals coming up, about 20% to 30% of our deals come up every year on the international side. I can go into more details, but Brazil, Australia, Canada, U.K., Philippines, South Korea, Germany and Russia. China, you just heard from Mark, we made last year, but I'll come back to China. Also new territories that just got sanctioned are France and where there's possibilities in Africa.

Sponsorship is another big area. And remember, in our sponsorship number, we've added more products to put sponsorship on, pay-per-view, Fight Night, Contender Series, Ultimate Fighter, which we just sold to ESPN, FIGHT PASS. And also in China, there's a local contender here also. I'll come back to China.

I did also want to remind you, our fan base is 90% international and 10% domestic. International pay-per-views are outside our ESPN deal. They go to the Endeavor directly.

We've expanded our EA Deal which we did in the middle of the year. We have better split, also micro transaction -- also the China portion of that deal, whether it be on PC or mobile is outside the deal. Again, I'll come back to China as a whole entity.

Gambling, IMG Arena is handling a big aspect of our growth. NFT, as Mark talked about our Gap and the last deal. We will be the second sport up. And if our deal with our playing cards, our Panini deal, we've outperformed that situation in a significant way, which is a good indicator that our NFT business will be significant.

Mark talked about a little bit On Location on our pay-per-view events. That will be a very big driver and has been a big driver.

In China, I just want to say the following. We have our Performance Institute in China. We have 50 new fighters. Our Migu deal is a very big deal, a big increase from where we were. And we now, as I said to you, we have our mobile business is available. We're out into the marketplace with that sponsorship on the Contender Series what Migu wants us to do. So China, as we look at it, is going to be one of our significant drivers inside this business. Those are the key drivers. We can go into more detail on anything. I'll turn it over to Mark to maybe fill in some more stuff, if you want, and then we'll turn it over to Jason to clarify the opening.

So Ben, just -- and for everybody else on the call, at the risk of being repetitive, I do want to underscore some of those buckets that Ari already talked about, obviously, because OSP is such an important -- not only growth driver, but just overall segments of the business.

I think, first, it's important to just take a step back, if you will, and look at what we've done with UFC since we purchased it in 2016. To your point, we did the 7-year deal with ESPN. We've grown FIGHT PASS, which is our over-the-top platform subscription, obviously, a lot of live events that extend beyond the UFC, MMA. And that's a big growth driver going forward, as Ari mentioned. We've grown sponsorship significantly, and this has been a banner year for us, shockingly with COVID.

Our monster got renewed as we talked about DraftKings, which we mentioned, Modelo, but we also did a multiyear deal with Bet365, and we did a terrific deal with Guaranteed Rate Mortgage, and we're actually in negotiations on a renewal for that. We've been introduced in new markets, as Ari mentioned, and we're just champing at the bit to get introduced in France, which is soon.

We've increased our international rights fees, really leveraging the Endeavor platform. All of the IMG Media work that Adam Kelly and Sam Zussman, their teams do, gives us huge leverage, and it's allowed us to get some good ups, as Ari mentioned, on the international rights fee side.

We've begun to introduce site fees, and it's something we've been asked about a lot given the competitors or other leagues like F1 get site fees. This is really gravy to our model going forward. We don't see it as significant or material. But frankly, we saw some site fees Abu Dhabi during COVID, and we expect to some more in bunches as time goes on. We've gotten big time into licensing products.

Ari mentioned betting. That's the way of the world. I mean half the states right now in the U.S. are licensed, and that's only going to grow.

And then on the ancillary side, we opened a Performance Institute in China. That's important because we're going to be getting behind. As Ari mentioned, China is a huge priority. We need more Chinese fighters coming out of it. We closed our first kit deal. We did a sizable EA deal that Ari mentioned, a renewal there and NFT is something that we're going to follow the NBA Top Shot, although we did our deal before the NBA with Dapper Labs, we're going to follow their lead and really score in that area. And then all of this gets replicated China, China, China. I mean that's kind of where we're going. But if you look at it at the end, and we're not going to talk about specific numbers, we've doubled the EBITDA since we took over the UFC.

And when you put all of this into context, all this in perspective, we are simply in the early stages. We have a young demo. We have a strong female fan base. We are global. On Location is going to be a big driver here. In fact, we're 75% sold out for experiences for the Glendale, Arizona match-up that's coming up this month. And then the Conor McGregor, huge fight, which is going to be July 10, back in Vegas to a sold-out show at T-Mobile.

WME is driving all kinds of content opportunities, digital opportunities, influencer opportunities, podcast opportunities, all the same equation of making more stars out of our great fighters once they win in the Octagon because you do have to win in the Octagon first.

And then you've got the Walt Disney company behind all of this. I mean we are the big driver on ESPN+. They recognize that. They're turning on all of their assets to get behind the UFC and the partnership couldn't be better.

And I would just say in closing on the UFC, a lot of this is done, notwithstanding COVID, which, by the way, we're still in the middle of. So that just shows you that Dana White, that truck, that locomotive, it just keeps powering through, and it's really been accelerated. It's accelerated to sport into the mainstream. My son, he's 20 years old comes home from college, all he did during COVID on Saturday Night was line up 7 friends outside watching the fights, fight after fight, card after card, and I would add betting small amounts, of course, because you don't allow them to big amounts. But betting nonetheless on fight after flight, which, of course, goes to IMG Arena. So that's a lot on the UFC side, but we're -- I think you can tell, we're pretty bullish.

On your second question, Jason, will give you the financial. We would just remind you that we're still in a COVID state of mind here, right? I mean we are a global company. And the U.S., although we're seeing a lot of doors opening, and we're seeing a lot of bright lights, as I mentioned, it's not indicative of the rest of the planet. And music is probably the best example, right? We're going to get a few things in the third quarter. Festivals, things popping up, some bookings. In fourth quarter, that will heat up a lot more in the U.S., but you're not talking until 2022 until it normalizes for Europe, for Pac Rim, for South America. I mean way behind here. And of course, the variants that's now tracing through U.K. right now, the Indian variant, that also is going to slow us down. So I would just say our guidance today is based on the visibility of the business, and it contemplates a fourth quarter where we assume a high degree of delivery, both in Endeavor Content and some of those projects could get pushed to Q1 and international events. Jason?

Yes, the only thing I would add to what Mark said, from a guidance perspective for the UFC, we have forecasted for the pay-per-view events having live audiences throughout Q3 into Q4, not for the Fight Night events. And on the client side, having music really end of Q3 going into Q4.

Your next question comes from the line of Meghan Durkin from Crédit Suisse.

I think this is for Ari, but maybe Mark has comments, too. You touched on it in your prepared remarks, but I wanted to see if you could give us a little more detail on the media consolidation that's happening and how it might impact Endeavor. Maybe some examples on how fast deals like Disney buying Fox impacted the business. And the ways which Warner and Discovery might be different from that or similar. And or similar? And how aggressive do you expect Amazon to become with MGM in the portfolio?

And then a follow-up. Film we're doing has changed so dramatically in the past year. Can you talk about the protections you're getting in place for your clients if the studio changes distribution strategies on their films last minutes in some cases?

Well, I think -- this is Ari. Thanks for the question. I think the Warner, Discovery and the Amazon, MGM is just further proof point that content is high demand and short supply both on the scripted, nonscripted side, movie side and also on the sports side because I think Warner, Discovery is also going to be in the sports side as Paramount Plus has bid on a bunch of sports rights, too. And our position in the ecosystem -- the ecosystem favors long-term growth and investments will continue.

The technical leaders and the incumbents, in my opinion, who have powered SVOD and AVOD services still on the -- we also have to protect their linear channels. So demand is increasing. It's one of the early premises that we started the company out with. There's a finite number of creators and intellectual properties and IP to meet that demand. Therefore, increasing the value of talent we represent and the content we own. So all in all, prices are going up in every situation.

And that's why I think -- and as it relates to the release schedule and the windowing and the issues surrounding that, I think that was your second question, if I'm correct. Listen, we saw this happen with Warner Bros. We've seen this happen with Disney. We're going to find the floor as they figure out. And if we just look at this past weekend, Disney had a dual window both on Disney+ and theatrically, Paramount had just a theatrical release. They're going to have some that go on the Paramount side just directly to streaming. We have navigated that whole situation. There's no clear answer right now with how this is going to happen. But we're the big -- one of the big players in that ecosystem, and we are negotiating on behalf of our clients and our own properties to make sure that we get the proper economics as we go forward. And that's the way we're going to operate until we find the proper floor, which is going to take a little bit of time as COVID kind of moves on.

Meghan, just working backwards from there. I mean I think your second question, to Ari's point, we're flexible with the studios, right? I mean we're having these conversations upfront, and they are paying for that flexibility. So that moves right to the benefit of all of our clients. That's all I'll say on the second question.

On the first question, I would just add, I mean, Ari talked about just further proof points that, believe it or not, content is in short supply. If you think about it. It's just growing. But that content has a different definition these days. It's all forms. It's audio. It's betting. It's video gaming, right? It's live sports. It's TV. It's films. It's book to films. It's audio, not just podcast. So this isn't just about representation, and you can bet that Amazon didn't buy MGM just to leverage the library. There's going to be a lot of buying. There's going to be a lot of original programming, and there's going to be a lot of spending. And I think what underscores the entire consolidation question and equation is that truthfully, it powers all of our secular tailwinds, if you think about it. Reopening, content, OSP segment, Owned Sports Properties, I mean Zavala already said, and everybody knows the Eurosport. He's a major fan of sport, and he's going to be a big buyer there. The reliance on influence these days to move product, to sell ticket, to sell movie tickets, to sell books, sports rights overall and betting. So all the wins, all the trends that power the Endeavor enterprise, if you will, are really going to be fueled by this consolidation.

Your next question comes from the line of Benjamin Black from Evercore.

Great. Great. I have two. The first question is on live events. I know it's been over a year since the acquisition, but it would be great to hear how you thought about integrating On Location and how that potentially kick start the live events business when the economy is fully reopened? And also relatedly, like how should we be thinking about the contribution of the Olympics longer term? And the second question is on capital allocation and M&A, and I'd really just be curious to hear if the pandemic has potentially locked any new M&A opportunities that are previously sort of not available? And looking ahead, sort of the next 12 to 18 months, how will you weigh paying down debt versus potential acquisitions?

All right, Ben. I love 4 questions. So Ben, by my count, we've got On Location integration. We've got Olympics and kind of financial impact. And we will have some expenses we're going to incur in the first 2 years. So Jason will get into that M&A, which Ari will cover and debt, which obviously, Jason and Ari can both cover because Ari's commitment to that debt reduction.

First of all, On Location. Look, I would just say, it's already fully integrated. We've got a tremendous leadership team in Paul Caine and John Lavalle there. And the Olympics deal right out of the gate, winning these first 3 Olympics, huge ones, too. I mean you can't get a better lineup, Paris, Milan, Los Angeles. Very, very excited about it. But it's not just the Olympics and that opportunity. I mean we're a provider for a lot of major sports owned events. Once we own like UFC, like New York Fashion Week, like the Sydney Fashion Week, which is playing today sold out in Sydney, Australia, despite some shutdowns, by the way. Miami Open, Professional Bull Riding. But beyond that, we do work with the Masters. We do work with the PGA Championship, which was huge for us 2 weeks ago with Phil Mickelson and that upset win. And then, of course, concerts. And as they come back fourth quarter, first quarter, it's going to play right into the fastball of On Location. So it's fully integrated, a lot more opportunity to take our events and blow it out to build more experiences around the events with our clients and partners. That's the differentiator for Endeavor, and that architecture is working.

Super Bowl advanced sales, you heard in my comments at the top, really tremendous. The fact they were beating Miami, which is the best place to have a Super Bowl is a home run and we feel good. I'll let Jason kind of talk about the financial where it is because revenue recognition will be later. But you should know, in the first couple of years here, we'll be ramping up, adding on, we're integrated but we now need more firepower to do the Olympics, and we'll incur some of those expenses in the next couple of years, Jason?

Yes. As Mark said, we're really excited about the revenue potential over the life of the deal, which in Paris, '24; Milan, '26 and L.A., 2028. I mean -- Mark mentioned, from a revenue perspective, we'll be starting to recognize our revenue. The majority of it in 2024. And we will certainly have some operating expenses leading up to the 2024 games, and that is inclusive of the guidance that we put out today.

Ben, as it relates to M&A, listen, we continue to look for strategic M&A and organic growth. There's been a lot of organic growth, whether it be Sport24 in the company. Gaming, with IMG Arena, Endeavor Content, and we're opportunistic.

M&A has 2 buckets for us. One is that it's bolt-on to our existing portfolio, which kind of increases our moat around businesses. It was called Reigning Champs, it's really called NCSA which is for the IMG Academy business, it's like the LinkedIn of that business, which fits perfectly into our IMG Academy business. And then Mark mentioned also in his comments, FlightScope, which is a data capturing technology that fits into our IMG Arena business.

In addition to that, we're constantly looking for our next acquisition. That is not a bolt-on to our existing portfolio that we think we can utilize the platform to take out costs, drive international, use the whole platform to increase the value. We think there's a lot of opportunity out there, but we're also very diligent and have to go through a rigorous process as we look at them. So that's how we look at it. We're positively inclined. As you know, we built the company on a lot of M&A, and we look at the marketplace, and we're feeling very good about it.

What I would say in the deleveraging side, we're committed to deleveraging. That could come in the form of cash flow paydowns, using cash flow to pay down debt as well as we'll leverage M&A. Now we're a public company. We also have a public currency to execute on M&A. But in my remarks, we also highlighted that we expect a $600 million reduction of our outstanding debt in Q3. So we're very committed to our the deleveraging profile as well and balancing that with M&A.

Your next question comes from the line of Alexia Quadrani from JPMorgan.

My question really is on the content side and the comments you made earlier about the robust demand for content which we read about obviously all the time. I'm curious if you can give us some color about how much is sort of catch-up given COVID? And how much is just really the sustainable growth in demand given the proliferation of streaming outlets and distribution outlets in general? And I guess secondly, just sort of staying on that topic, if you can elaborate how you think your share is trending versus others or your peers? Or is that really irrelevant right now because there's just so much growth or demand for content right now for everybody?

So I'm assuming you're really mainly talking about, even though Mark mentioned, there's a lot of different content. When you think about it, there's podcast, there's audio, there's gaming, there's a lot of different forms of content. There's gamers that are going into the services. But I think you're thinking about mainly movie television on this...

Yes. Yes. On the -- exactly on the sort of entertainment content. Yes.

Yes. When we started this process last time, everybody said it's got to stop at one point in time. It's only increased. You now have 7 big players that have committed financially to huge economics. You now have Netflix. I think it was in their last earning calls, $17 billion. They're going to do 16 movies because a lot of their libraries are going to the other services, and they've got to build that library. Disney is committed. You now have Paramount Plus coming into the marketplace, committed to their services. As you just saw a little bit of a consolidation in Amazon buying. This is not -- And the linear players that also had SVOD services have got to actually still service their linear channels. They have huge investments.

I would tell you there's players that you don't even know. All these companies are making large overall deals for writer, director, actors throughout the system. And this is not slowing down. I said it before, I do not believe this is slowing down for 5 years because they've all committed strategically to this, plus they have -- the linear players have to defend their old services also in this mix. So I don't believe it's slowing down at any capacity.

Your next question comes from the line of David Joyce from Barclays.

Could you help us think about the cadence of margins granted you gave us some guidance for the year? But based on the expense a little lighter than we thought in the first quarter. What are the -- some normalized margins for these businesses? And again, how we think that will play out through the course of the year? And then secondly, kind of related to the margins, what are the normalized business activities versus -- meaning, how should we think about the organic versus inorganic contributions here? And how would the Endeavor Content be changing once the WGA settlement is factored in?

Yes. I'll take that first question on the margin profile. So I think if you look at the midpoint of our range, we're projecting, I think it's roughly a 15.4% margin for the year. Obviously, Q1 was higher than that. And obviously, this is a COVID-impacted year. So this is a transition year, and that is not indicative of the margin we see for this business long term. So that's just what we're projecting for the business to be this year.

And then, David, just as it relates to Endeavor Content, which is in full swing right now, as I mentioned, that big deliverables in the fourth quarter. Our 2021 guidance assumes Endeavor Content is status quo for the balance of the year. That's our plan. We will have this in its entirety, in its current form through the end of the year.

And then just anything on the inorganic contributions in the quarter or for the year?

I don't know.

Specifically, David, I'm sorry.

Just what your -- an acquisition activity is doing and contributing into the revenue and EBITDA for the year. If we can get a sense of what that strategy is doing for your growth.

Yes. All I would say is that we're closing on a couple of transactions, which is FlightScope and NCSA, but we're not going to break out the split between organic and inorganic growth.

Same goes for Endeavor Content. Here -- on an ending note, here's what I would say to you. As Mark said in his statement and as I've stated, when you think about content, when you think about gaming, when you think about sports, we're in every sector of music, whether it be WME or On Location, we're in every growth sector. When you look at Ticketmaster, we're a huge supplier of them. We also, On Location, had our own gaming, we're one of the big players. Sports ownership, sports representation, we're in that space. You have to come through our doors as it relates to how you want to do content throughout the ecosystem, whether they be podcast or whether that be movies and television, we're in every growth sector in the media space. So when you're thinking about your media analysis, you have to factor us in. Thanks, everybody.

Thanks for joining us.

This concludes today's conference call. Thank you for participating. You may now disconnect.