SCHEDULE: Agassi Sports Entertainment: CEO Consolidates Control
Beneficial Ownership Amendment
Ronald S. Boreta, CEO of Agassi Sports Entertainment Corp., has significantly increased his beneficial ownership and control through a private transaction and the termination of a joint filing agreement.
Summary
- Ronald S. Boreta, All-American Golf Center, Inc. (AAGC), and Boreta Enterprises, Ltd. (Enterprises) filed Amendment No. 1 to Schedule 13D.
- The amendment reports a change in beneficial ownership and removes Mr. John Boreta as a reporting person, who will now file his own Schedule 13G.
- Effective June 30, 2025, Mr. John Boreta assigned all ownership of AAGC to his brother, Mr. Ronald Boreta, in a private transaction.
- As of June 30, 2025, Mr. John Boreta no longer has voting or dispositive control over shares held by Enterprises, where he serves only as a director.
- Ronald S. Boreta's aggregate beneficial ownership is 2,458,403 shares, representing 25.1% of the common stock.
- All-American Golf Center, Inc. beneficially owns 1,495,390 shares, representing 15.3% of the class.
- Boreta Enterprises, Ltd. beneficially owns 360,784 shares, representing 3.7% of the class.
- The percentage ownership is based on 9,785,056 shares of common stock outstanding as of August 13, 2025.
- The prior joint filing agreement dated July 3, 2024, between the Reporting Persons and Mr. John Boreta has been terminated.
Sentiment
Score: 7
Explanation: The consolidation of control by the CEO/President is generally viewed as a positive for corporate stability and clear strategic direction, although the filing does not provide information on operational performance or financial health.
Positives
- Consolidation of control by Ronald S. Boreta, who serves as the President and Chief Executive Officer of the Issuer, potentially leading to more streamlined decision-making and strategic alignment.
- Clarification of the ownership structure with Mr. John Boreta now filing separately, enhancing transparency regarding individual beneficial ownership.
Risks
- Reporting Persons retain the right to change their investment intent and may, from time to time, acquire additional securities or dispose of some or all of their current holdings.
- Ronald Boreta, in his capacity as Director and CEO, may initiate or be involved in discussions regarding extraordinary corporate transactions, asset sales, management changes, capitalization changes, or other material business or corporate structure changes, which could impact the company.
Future Outlook
The Reporting Persons may purchase or acquire additional securities of the Issuer or dispose of some or all of the securities they currently own from time to time. Ronald Boreta, as Director and Chief Executive Officer, retains the right to modify his plans and formulate proposals that could result in extraordinary corporate transactions, asset sales, management changes, capitalization changes, or other material changes to the Issuer's business or corporate structure.
Management Comments
- Ronald Boreta is a member of the Board of Directors of, and President of, AAGC and managing member of, and Chief Executive Officer of, Enterprises and controls the investment decisions of AAGC and Enterprises.
- Ronald Boreta is the President and Chief Executive Officer of the Issuer as well as a significant stockholder of, President of, and a director of, AAGC and significant stockholder of, and managing member of, and Chief Executive Officer of, Enterprises.
- The Reporting Persons retain the right to change their investment intent, and may, from time to time, acquire additional shares of Common Stock or other securities of the Issuer, or sell or otherwise dispose of (or enter into a plan or arrangements to sell or otherwise dispose of), all or part of the shares of Common Stock or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law.
- Mr. Boreta, in his capacity as Director and Chief Executive Officer, may from time to time, become aware of, initiate, and/or be involved in discussions that relate to the transactions described in this Item 4 and thus retains his right to modify his plans with respect to the transactions described in this Item 4 and to formulate plans and proposals that could result in the occurrence of any such events, subject to applicable laws and regulations.
Industry Context
This filing primarily details changes in beneficial ownership and control within Agassi Sports Entertainment Corp. and does not provide information directly related to broader industry trends or competitive landscape.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Reporting Person | John Boreta (as part of a group) | N/A (John Boreta removed from group filing) | 06/30/2025 | Assignment of AAGC ownership to Ronald Boreta and determination of no voting/dispositive control over Enterprises shares; John Boreta will file separately. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Joint Filing Agreement Termination | The prior joint filing agreement dated July 3, 2024, between the Reporting Persons and Mr. John Boreta has been terminated. | N/A (termination disclosed in this filing) | Simplifies the reporting structure for beneficial ownership and clarifies individual responsibilities. |
| Control Shift | Mr. John Boreta is no longer deemed to beneficially own or control All-American Golf Center, Inc., nor beneficially own the shares of common stock held by AAGC. He also no longer has voting or dispositive control over shares held by Boreta Enterprises, Ltd. | 06/30/2025 | Consolidates control of AAGC and Enterprises, and by extension, a significant portion of the Issuer's shares, under Ronald S. Boreta. |
Related Party Transactions
- Effective June 30, 2025, Mr. John Boreta assigned all ownership of All-American Golf Center, Inc. to his brother, Mr. Ronald Boreta, in a private transaction.
Stakeholder Impact
- Shareholders: The consolidation of significant beneficial ownership and control by Ronald S. Boreta, who is also the CEO, may lead to more centralized decision-making and potentially greater stability in leadership. However, it also means less dispersed influence among major shareholders.
Next Steps
- Mr. John Boreta will be filing his own Schedule 13G moving forward.
- The Reporting Persons may purchase or acquire additional securities of the Issuer or dispose of some or all of their currently owned securities.
- Ronald Boreta, as CEO, may initiate or be involved in discussions regarding extraordinary corporate transactions, asset sales, management changes, capitalization changes, or other material business/corporate structure changes.
Key Dates
| Date | Description |
|---|---|
| 07/03/2024 | Date of prior joint filing agreement between Reporting Persons and Mr. John Boreta (now terminated). |
| 07/05/2024 | Original Schedule 13D filed with the SEC. |
| 06/30/2025 | Date of event requiring this statement; Mr. John Boreta assigned all ownership of All-American Golf Center, Inc. to Mr. Ronald Boreta; Mr. John Boreta determined he no longer had voting or dispositive control over shares held by Boreta Enterprises, Ltd. |
| 08/13/2025 | Date as of which 9,785,056 shares of common stock of the Issuer were outstanding, as reported in the Issuer's Quarterly Report on Form 10-Q. |
| 09/08/2025 | Date of execution of Amendment No. 1 to Schedule 13D and the Joint Filing Agreement. |
Recommendation
holdThe filing details a significant consolidation of beneficial ownership and control by the company's CEO, Ronald S. Boreta. While this can be a positive for corporate governance and strategic alignment by centralizing decision-making, the filing does not provide new information regarding the company's operational performance, financial health, or future business prospects. Therefore, without additional fundamental data, a 'hold' recommendation is appropriate, acknowledging the structural change without implying an immediate impact on the company's intrinsic value or operational trajectory.
Keywords
Agassi Sports Entertainment Corp, ASE, Schedule 13D, beneficial ownership, Ronald S. Boreta, All-American Golf Center, Boreta Enterprises, corporate control, SEC filing, stock ownership
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