Agassi Sports (AASP) enters multi-year IBM cloud deal with $3.8M spend

Rhea-AI Filing Summary

Agassi Sports Entertainment Corp. entered into an Embedded Solution Agreement with International Business Machines Corporation for cloud services to support an AI-powered self-improvement app for tennis and pickleball players. The Company committed to a non-refundable minimum of $500,000 for cloud services from February 1, 2026 to January 31, 2027.

It also committed to an additional $3,300,000 for the period from February 1, 2027 to January 31, 2031, which becomes non-refundable unless terminated by written notice on or before December 31, 2026. The agreement runs one year initially and automatically renews for four years on these terms unless the Company opts out by that date. A related attachment provides up to $250,000 in cloud credits for development and testing, subject to conditions and possible termination.

Insights

Technology and capital commitments analyst

Agassi commits up to $3.8M for IBM cloud with conditional exit.

Agassi Sports Entertainment Corp. has locked in substantial minimum spending on IBM cloud services to power an AI-based training app. The structure combines a non-refundable $500,000 first-year commitment with a larger $3,300,000 multi-year commitment tied to the app’s development and operation.

The second-period commitment and a four-year automatic renewal both hinge on the Company not sending a termination notice by December 31, 2026, concentrating decision risk around that date. This creates a direct financial obligation over several years, regardless of how quickly user adoption or monetization develops.

The Cloud Credits Attachment partially offsets early costs with up to $250,000 of credits for development and testing, but IBM can terminate those credits at its discretion, including for eligibility or compliance issues. Subsequent filings may clarify how much of the committed capacity the Company actually uses and how the obligation aligns with its cash resources.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 2, 2026

AGASSI SPORTS ENTERTAINMENT CORP.

(Exact Name of Registrant as Specified in its Charter)

Nevada		000-24970		88-0203976
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1120 N. Town Center Dr #160 Las Vegas, NV		89144
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (702) 400-4005

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Securities registered pursuant to Section 12(b) of the Act: None.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. [ ] 

Item 1.01               Entry into a Material Definitive Agreement 

IBM Embedded Solution Agreement

On February 2, 2026, Agassi Sports Entertainment Corp. (the “Company,” “us,” “we,” or “our”) and International Business Machines Corporation (“IBM”) entered into an Embedded Solution Agreement – IBM Cloud Enterprise Savings PLAN ESA Transaction Document (the “Embedded Solution Agreement”) and an Embedded Solution Agreement Attachment for Build Fund Cloud Credits (the “Cloud Credits Attachment”).  

Pursuant to the Embedded Solution Agreement, the Company plans to order and for IBM to integrate certain IBM cloud services in an AI-powered self-improvement mobile application for active tennis and pickleball players to be developed by the Company (the “App”), in exchange for a minimum payment commitment of $500,000 for the period between February 1, 2026 and January 31, 2027 (the “First Commitment Period”) and $3,300,000 for the period between February 1, 2027 and January 31, 2031 (the “Second Commitment Period”).  The initial $500,000 commitment is non-refundable and the subsequent $3,300,000 commitment will become non-refundable unless the Company terminates such commitment by written notice to IBM on or before December 31, 2026. The Embedded Solution Agreement has an initial term of one year and will automatically renew for an additional four years (unless the parties agree to a different renewal term), unless the Company terminates it by written notice to IBM on or before December 31, 2026. If IBM and the Company do not execute a renewal for the continued purchase of IBM cloud services after the initial renewal term, the Embedded Solution Agreement will continue on a month-to-month basis until terminated by either the Company or IBM upon 30 days’ prior written notice. IBM will also provide technical support for its cloud services during the term.

Pursuant to the Cloud Credits Attachment, IBM will grant the Company up to $250,000 in cloud credits in three installments over the First Commitment Period, with each set of cloud credit expiring six months from the date the credits are applied.  Cloud credits are to be used for development and testing of the Company’s embedded solution as part of IBM’s Build Fund Program.  IBM may terminate the Company’s cloud credits for any reason, in IBM’s discretion, including if it determines that any information supporting the Company’s eligibility for participation was untrue or if the Company breaches the terms of the Cloud Credits Attachment or the Embedded Solution Agreement.           

The foregoing description of the Embedded Solution Agreement and Cloud Credits Attachment does not purport to be complete and is qualified in its entirety by reference to the full text of the Embedded Solution Agreement and Cloud Credits Attachment filed with this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information and disclosures in Item 1.01, above, are incorporated by reference into this Item 2.03 in their entirety by reference, to the extent required by Item 2.03 of Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Exhibit Description
10.1#♦*		Embedded Solution Agreement – IBM Cloud Enterprise Savings PLAN ESA Transaction Document dated February 2, 2026, by and between Agassi Sports Entertainment Corp. and International Business Machines Corporation
10.2#*		Embedded Solution Agreement Attachment for Build Fund Cloud Credits dated February 2, 2026, by and between Agassi Sports Entertainment Corp. and International Business Machines Corporation
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

# Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“[***]”) because the identified confidential portions (i) are not material and (ii) the Company customarily and actually treats that information as private or confidential. 

♦ Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of such schedules and exhibits, or any section thereof, to the SEC upon request; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any exhibits or schedules so furnished.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 

	Agassi Sports Entertainment Corp.
	By:	/s/ Ronald S. Boreta
Date: February 3, 2026	Name:	Ronald S. Boreta
	Title:	Chief Executive Officer

FAQ

What agreement did Agassi Sports Entertainment Corp. (AASP) sign with IBM?

Agassi Sports Entertainment Corp. signed an Embedded Solution Agreement with International Business Machines Corporation for cloud services supporting an AI-powered tennis and pickleball training app. The deal establishes multi-year minimum spending commitments and includes technical support for IBM’s cloud services during the agreement term.

How much is Agassi Sports Entertainment Corp. (AASP) required to spend under the IBM cloud agreement?

Agassi committed to a non-refundable minimum of $500,000 for cloud services from February 1, 2026 to January 31, 2027. It also agreed to a further $3,300,000 commitment for 2027–2031, which becomes non-refundable unless terminated in writing by December 31, 2026.

What are the key termination rights in Agassi Sports Entertainment Corp.’s (AASP) IBM agreement?

Agassi can terminate the $3,300,000 second-period commitment and avoid automatic four-year renewal by giving IBM written notice on or before December 31, 2026. After the renewal term, the agreement can continue month-to-month and be ended by either party with 30 days’ written notice.

What cloud credits does Agassi Sports Entertainment Corp. (AASP) receive from IBM?

Under the Cloud Credits Attachment, IBM may grant Agassi up to $250,000 in cloud credits in three installments over the first commitment period. Each installment expires six months after being applied and must be used for developing and testing the embedded solution within IBM’s Build Fund Program.

Can IBM revoke the cloud credits granted to Agassi Sports Entertainment Corp. (AASP)?

IBM may terminate Agassi’s cloud credits at its discretion, including if eligibility information is found untrue or if Agassi breaches the Cloud Credits Attachment or Embedded Solution Agreement. This means access to the up to $250,000 in credits is conditional on ongoing compliance.

How long does Agassi Sports Entertainment Corp.’s (AASP) cloud agreement with IBM last?

The Embedded Solution Agreement initially runs for one year and will automatically renew for an additional four years unless Agassi terminates by written notice on or before December 31, 2026. After that renewal term, the arrangement can continue month-to-month until ended on 30 days’ notice.