8-K: Agassi Sports Entertainment Acquires 'World Series of Pickleball' Trademark, Exits Shell Company Status to Drive Sports Entertainment Growth
Current Report
Agassi Sports Entertainment Corp. has announced the acquisition of the 'World Series of Pickleball' trademark, marking its transition from a shell company to an operating entity focused on the rapidly growing pickleball and padel industries.
Summary
- Agassi Sports Entertainment Corp. (AASP) acquired the 'World Series of Pickleball' trademark from Patrick J. Rolfes and Ted Angelo on May 31, 2025.
- The consideration for the trademark acquisition included $25,000 in cash and warrants to purchase an aggregate of 50,000 shares of the Company's common stock, with an exercise price of $5.75 per share and a three-year term.
- As additional consideration, the sellers, Patrick J. Rolfes and Ted Angelo, will receive an aggregate of six VIP tickets to all 'World Series of Pickleball' events produced by or on behalf of the Company for their lifetimes.
- Effective May 31, 2025, the Company ceased being a 'shell company' and transitioned to a start-up/development stage company, focusing on becoming a leader in the global sports entertainment and media industry, particularly in pickleball and padel.
- The Company plans to create and manage unique content, build sports communities around entertainment, media, wellness, education, commerce, and charitable efforts, and develop trusted brands through co-branding, partnering, and acquisitions.
- Future plans include acquiring/building physical facilities, leagues, tournaments, events, and merchandisers; developing strategic relationships; launching an 'ACE Program' for certification; creating and distributing proprietary content; IP development; and a 'Pickleball for All' charitable initiative.
- As of May 31, 2025, Agassi Sports Entertainment Corp. had 9,785,056 shares of common stock issued and outstanding, held by approximately 619 record holders.
- The Company's common stock is quoted on the OTC Pink Market under the symbol 'AASP', with significant price volatility and limited trading volume noted in historical data.
- The Company has not paid dividends and does not expect to in the foreseeable future, with a policy to retain earnings for growth.
Sentiment
Score: 6
Explanation: The sentiment is moderately positive due to the clear strategic shift and acquisition of a key asset in a growing industry. However, significant risks related to funding, operating history, and market competition temper the overall outlook, indicating a high-risk, high-reward investment profile typical of a development-stage company.
Positives
- Acquisition of the 'World Series of Pickleball' trademark provides a strong brand asset for future event development in a rapidly growing sport.
- The Company's transition from a shell company to an operating entity with a defined business plan signals a clear strategic direction and intent to generate revenue.
- Focus on high-growth court sports like pickleball and padel aligns with current market trends and increasing participation.
- Plans for comprehensive ecosystem development, including content, communities, events, and charitable initiatives, suggest a holistic approach to market penetration.
- The involvement of notable figures like Andre K. Agassi (indirectly through Investments AKA, LLC) and the appointment of experienced consultants (Justin Gimblestob, Darren Cahill) could lend credibility and expertise to the Company's initiatives.
Negatives
- The Company has a lack of significant operating history in its new strategic focus.
- Current negative operating cash flows indicate a reliance on future funding to finance operational plans.
- The terms of future financing may be highly dilutive and potentially onerous for existing shareholders.
- The common stock trades on the OTC Pink Market with extremely sporadic and limited trading volume, making it difficult to rely on reported prices for valuation.
- The Company's ability to generate revenues and complete its operational plan is contingent on securing additional funding.
Risks
- Lack of a significant operating history.
- Ability to raise funding to support operational plans, the terms of such financing, and potential dilution caused thereby.
- Ability to complete the steps necessary to continue the current operational plan, associated costs, timing, and ability to generate revenues.
- Concentration of ownership of the Company's securities.
- Market for the Company's planned services, including the market for pickleball and padel.
- Competition in the Company's industry.
- Current negative operating cash flows and a need for additional funding to finance operating plans.
- Terms of any further financing, which may be highly dilutive and may include onerous terms.
- Increases in interest rates which may make borrowing more expensive and increased inflation which may negatively affect costs, expenses and returns.
- Geopolitical events and regulatory changes.
- Loss of key personnel or failure to attract, integrate and retain additional personnel.
- Corporate governance risks.
- Ability to respond to changes in the industry.
- Ability to protect intellectual property and not infringe on others' intellectual property.
- Ability to scale the business.
- Changes in laws and regulations.
- Market for the common stock, characterized by sporadic trading and limited volume.
- Ability to effectively manage growth.
- Dilution to existing stockholders.
- Costs and expenses associated with being a public company.
- Risks of economic slowdowns and recessions.
- Changes in inflation and interest rates, supply constraints, and possible recessions caused thereby.
- Economic downturns both in the United States and globally.
- Risk of increased regulation of operations.
Future Outlook
Agassi Sports Entertainment Corp. expects to become a significant leader in the global sports entertainment and media industry, initially focusing on branding and growing the pickleball and padel industries. The Company plans to create and manage unique content, build sports communities, develop strategic relationships, launch an 'ACE Program' for certification, and implement a 'Pickleball for All' charitable initiative. These plans are contingent on future funding and successful execution.
Management Comments
- Ronald S. Boreta, CEO, stated: "This is an exciting step in our goal of AASP's becoming a significant leader in growing the sport of Pickleball worldwide, through events, competition, media content, technology, wellness and facilities."
- Ronald S. Boreta, CEO, also commented: "We believe that by acquiring the name and trademark for The World Series of Pickleball, pickleball players from around the globe will recognize the fun, scale and tradition of what we expect to create in our home of Las Vegas."
- Ronald S. Boreta, CEO, added: "We continue to accelerate our discussions with potential partners and sponsors and look forward to sharing more details as this planned exciting global event continues to take shape."
Industry Context
This announcement positions Agassi Sports Entertainment Corp. to capitalize on the explosive growth of court sports, particularly pickleball and padel. The acquisition of a prominent trademark like 'World Series of Pickleball' suggests an ambition to establish a leading presence in event organization and media content within these burgeoning sports. The strategy aligns with a broader trend of professionalizing and commercializing niche sports, attracting investment and media attention. The company aims to build a comprehensive ecosystem around these sports, similar to established sports leagues and entertainment entities, by integrating events, media, wellness, and community engagement.
Comparison to Industry Standards
- The Company's transition from a shell company to an operating entity with a focus on a specific, high-growth industry (pickleball/padel) is a common strategy for special purpose acquisition companies (SPACs) or former shell companies seeking a viable business.
- The acquisition of a key trademark for a major event ('World Series of Pickleball') is a standard practice for sports entertainment companies aiming to establish proprietary content and event series, comparable to how entities like the ATP/WTA manage tennis tours or the PGA Tour manages golf.
- The business model, which includes content creation, community building, live events, e-commerce, and licensing, mirrors the diversified revenue streams pursued by larger sports media and entertainment conglomerates, albeit on a much smaller and nascent scale.
- The stated need for additional funding and current negative operating cash flows are typical for development-stage companies in capital-intensive industries like sports event production and media, similar to early-stage ventures in esports or other emerging sports leagues.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer (Principal Accounting/Financial Officer) | NA | Shawn Cable | March 6, 2025 | Appointment in connection with the Company's operational plans and grant of warrants for services. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Anti-Takeover Provisions | The Company is subject to Nevada Revised Statutes Sections 78.411 to 78.444 (business combinations) and Sections 78.378 to 78.3793 (control shares), as it has not opted out. Director removal requires 2/3rds of voting power. | Ongoing | These provisions may discourage, delay, or prevent a merger, acquisition, or other change in control, making it more difficult for stockholders to remove directors or effect hostile takeovers. |
| Board Vacancy Filling | Vacancies on the board of directors may be filled by a majority of the directors then in office, even if less than a quorum. | Ongoing | This provision allows the current board to maintain control over its composition, potentially limiting shareholder influence over board appointments. |
| Preferred Stock Authorization | Authorization of 5,000,000 shares of blank check preferred stock with a par value of $0.001, with no shares currently issued. | Ongoing | The Board can issue preferred stock with voting, liquidation, dividend, and other rights superior to common stock, which could be used as a defense against hostile takeovers or to raise capital with potentially dilutive effects on common shareholders. |
| Indemnification of Directors and Officers | The Company may indemnify officers and directors against expenses in legal proceedings, provided they acted in good faith and in the Company's best interests. Legal expenses are advanced, subject to repayment if not entitled to indemnification. Indemnification is not permitted for intentional misconduct, fraud, or knowing violations of law. | Ongoing | Provides protection for management against liabilities incurred in their roles, which can attract and retain qualified personnel, but the SEC views indemnification for Securities Act liabilities as against public policy. |
Legal Proceedings
- The Company knows of no existing or pending legal proceedings against it, nor is it involved as a plaintiff in any proceeding or pending litigation.
- There are no proceedings in which any directors, officers, affiliates, or shareholders are an adverse party or have a material interest adverse to the Company.
Related Party Transactions
- On July 3, 2024, the Company issued 1,495,390 shares of common stock to All American Golf Center, Inc. (owned and controlled by Ronald S. Boreta, CEO, and John Boreta, a director) in exchange for the release of $593,670 in expenses owed by the Company.
- On July 3, 2024, warrants to purchase 2,269,583 shares of common stock were issued to James Askew, who also entered into a consulting agreement with the Company.
- On July 3, 2024, warrants to purchase 705,417 shares of common stock were issued to Investments AKA, LLC, a limited liability company indirectly controlled by Andre K. Agassi.
Stakeholder Impact
- **Shareholders**: Potential for significant dilution from future capital raises and warrant exercises. The strategic shift and trademark acquisition could lead to long-term value creation if the business plan is successfully executed, but the company's development stage and negative cash flow present high risk.
- **Management/Employees**: The Company's new operating strategy provides a clear focus and growth opportunities. Key personnel like Shawn Cable (CFO) and consultants (Gimblestob, Cahill) are incentivized with warrants.
- **Customers/Users (Pickleball/Padel Community)**: The Company aims to create new events, content, and communities, potentially enhancing the experience and accessibility of pickleball and padel through initiatives like 'World Series of Pickleball' events and 'Pickleball for All' program.
- **Sellers of Trademark (Patrick J. Rolfes and Ted Angelo)**: Received cash and warrants, aligning their interests with the Company's future success, along with lifetime VIP tickets to events.
- **Creditors**: All American Golf Center, Inc. converted debt into equity, indicating a restructuring of obligations.
Next Steps
- Accelerate discussions with potential partners and sponsors for the 'World Series of Pickleball' event.
- Create and manage unique content, building sports communities around entertainment, media, wellness, education, commerce, and charitable efforts.
- Identify opportunities for co-branding, partnering, and acquisitions to develop trusted brands in sports entertainment.
- Acquire, build, and/or create physical facilities, leagues, tournaments, events, social communities, and merchandisers.
- Develop strategic relationships with 'Best of Class' operators and developers in key segments within the pickleball and padel communities.
- Develop the 'ACE Program' for certifying facilities, social media communities, content creators, coaches, third-party leagues, and events.
- Create and distribute proprietary and curated content through various media channels.
- Engage in IP development and collaboration.
- Launch the 'Pickleball for All' charitable initiative to introduce, grow, and develop pickleball in underserved communities.
Key Dates
| Date | Description |
|---|---|
| 2023-03-31 | End of Quarter 1, 2023, common stock price range: High $0.493, Low $0.130. |
| 2023-06-30 | End of Quarter 2, 2023, common stock price range: High $0.300, Low $0.130. |
| 2023-09-30 | End of Quarter 3, 2023, common stock price range: High $0.240, Low $0.144. |
| 2023-12-10 | Registration date for the 'WORLD SERIES OF PICKLEBALL' trademark (No. 7,599,932). |
| 2023-12-31 | End of Quarter 4, 2023, common stock price range: High $0.628, Low $0.112. |
| 2024-03-31 | End of Quarter 1, 2024, common stock price range: High $0.510, Low $0.211. |
| 2024-06-30 | End of Quarter 2, 2024, common stock price range: High $0.405, Low $0.172. |
| 2024-07-03 | Company entered into a share purchase agreement with All American Golf Center, Inc. and issued warrants to James Askew and Investments AKA, LLC. |
| 2024-09-30 | End of Quarter 3, 2024, common stock price range: High $1.820, Low $0.173. |
| 2024-11-04 | Start date of the period (through November 7, 2024) during which the Company sold 2,631,543 restricted common stock shares to 23 accredited investors. |
| 2024-11-07 | End date of the period (from November 4, 2024) during which the Company sold 2,631,543 restricted common stock shares to 23 accredited investors. |
| 2024-11 | Company's management determined to cease seeking business opportunities/M&A and launch an operating strategy in global sports entertainment and media. |
| 2024-12-31 | End of Quarter 4, 2024, common stock price range: High $4.000, Low $0.720. Also, fiscal year end for the Annual Report on Form 10-K. |
| 2025-02-11 | Date Nathan Low filed Schedule 13G with the SEC. |
| 2025-03-06 | Board of Directors granted warrants to Justin Gimblestob and Darren Cahill, and appointed Shawn Cable as Chief Financial Officer. |
| 2025-03-31 | End of Quarter 1, 2025, common stock price range: High $4.000, Low $1.670. |
| 2025-05-14 | Date of filing of the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025. |
| 2025-05-21 | Date Andre K. Agassi, Agassi Ventures, LLC, The Andre Agassi Trust and AKA filed Schedule 13D/A with the SEC. |
| 2025-05-31 | Effective date of the Trademark Acquisition Agreement, issuance of warrants to Patrick J. Rolfes and Ted Angelo, and the date the Company ceased being a 'shell company'. |
| 2025-06-04 | Date the Company issued a press release announcing the acquisition of the Trademark and the filing date of this Current Report on Form 8-K. |
| 2025-06-30 | End of Quarter 2, 2025 (through May 31, 2025), common stock price range: High $7.500, Low $3.500. |
| 2028-05-31 | Expiration Date for the common stock purchase warrants issued to Patrick J. Rolfes and Ted Angelo. |
| 2029-07-03 | Expiration date for warrants issued to James Askew and Investments AKA, LLC. |
| 2030-03-06 | Expiration date for warrants issued to Shawn Cable, Justin Gimblestob, and Darren Cahill. |
Recommendation
holdKeywords
Agassi Sports Entertainment Corp., AASP, World Series of Pickleball, Pickleball, Padel, Sports Entertainment, Trademark Acquisition, SEC Filing, Form 8-K, Shell Company, Startup Company, Sports Media, Event Management, Intellectual Property, Warrants, Equity Securities, OTC Pink Market
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