Darren Cahill joins Agassi Sports (OTC: AASP) in 15-year name and likeness pact
Rhea-AI Filing Summary
Agassi Sports Entertainment Corp. entered into a long-term name and likeness license agreement with renowned tennis coach Darren Cahill. The deal gives the company worldwide rights to use his name, image, and other personality attributes in its racket-sports media and technology business, including an exclusive right to use the “Darren AI” platform name.
Instead of royalties, Cahill received warrants to purchase 250,000 shares of common stock with a five-year term, cashless exercise rights, and a $5.00 per-share exercise price, issued in a private transaction under Securities Act exemptions. The license runs for 15 years with automatic five-year renewals, includes mutual termination rights for cause, and requires the company to stop using Cahill-related intellectual property after expiration, subject to a limited sell-off period for existing inventory. A related press release highlights Cahill’s role in supporting the Agassi Intelligence AI coaching platform and broader content and growth initiatives.
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Insights
Strategic branding deal adds a top coach but with modest dilution.
Agassi Sports Entertainment secured long-term rights to Darren Cahill’s name and likeness, including exclusive use for its “Darren AI” platform. This strengthens the company’s positioning around elite coaching within its racket-sports media and technology strategy.
Economic terms rely on equity rather than cash: Cahill receives warrants for 250,000 common shares at $5.00 per share with a five-year term and cashless exercise. The issuance is exempt under Section 4(a)(2) and Rule 506 of Regulation D and carries no cash royalties.
The license lasts 15 years with automatic five-year renewals and detailed termination triggers for both parties. The actual impact depends on execution of the Agassi Intelligence platform and future adoption of Cahill-branded content, which the filing describes only at a conceptual stage.
8-K Event Classification
Key Figures
Key Terms
Name and Likeness License Agreement regulatory
cashless exercise rights financial
Regulation D regulatory
accredited investor regulatory
forward-looking statements regulatory
AI-powered digital platform technical
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Item 1.01. Entry into a Material Definitive Agreement.
On June 4, 2026, the Company entered into a Name and Likeness License Agreement (the “License Agreement”), effective the same date, with Darren Cahill, an individual (“Cahill”). Cahill is a former professional tennis player and former coach of Andre K. Agassi.
Pursuant to the License Agreement, Cahill granted the Company a non-exclusive (except as set forth in the License Agreement), worldwide right and license to use his name (the “Name”), together with renderings of his voice, image, and likeness, and all attributes of his personality and appearance (collectively, the “Likeness”), including any right of publicity, in connection with creation, development, manufacturing, operation, promotion, distribution, and sales of services and products in connection with the Company’s Business (defined below); including, but not limited to, in connection with the Company’s “Darren AI” platform (the “Platform Name”), which right of use for the Platform Name is exclusive to the Company. The Company currently plans to create and manage unique content, building sports communities around entertainment, media, wellness, education, commerce, and charitable efforts, with the goal of becoming a leading media and entertainment company in the world of racket sports (the “Business”).
Nothing in the License Agreement prohibits Cahill from using the Name and Likeness for any purposes whatsoever, except that Cahill shall not provide his name or likeness to any platform, application, website, or similar service, during the term of the License Agreement in a manner that competes with the Company’s platform, as currently in effect and as may be modified, expanded, or changed, from time to time during the term.
During the term of the agreement, if, and to the extent, Cahill provides the Company with any content created exclusively by Cahill (“Cahill Content”), then, upon the terms and subject to the conditions of the License Agreement, Cahill granted to the Company a non-exclusive right and license to use, copy, reproduce, compile, distribute, transmit, broadcast, display, exhibit, project, and otherwise exploit the Cahill Content, or in composite and/or conjunction with other materials, including without limitation, audio, video, animation, text, and graphics, by any means, methods, and technologies now known or hereafter to become known, solely in connection with the creation, development, manufacturing, operation, promotion, distribution, and sales of products under the Business.
The Company must obtain prior written approval from Cahill to create and exploit derivative works based solely on Cahill Content, unless such Cahill Content is provided to the Company specifically for use in the Business.
Pursuant to the License Agreement, the Company agreed to provide all materials featuring use of any of the Name and Likeness and/or the Cahill Content (collectively, the “Licensed IP”) to Cahill for written approval before the Company begins making use of such materials; provided that: (A) the Company is not required to submit for approval the use of the Name and Likeness already in use as of the effective date as reflected on the Company’s current products or services or the Company’s website or platform; (B) the Company is not required to submit revised versions of such materials to Cahill for approval, provided that such materials are substantially similar to materials that have already been approved by Cahill; and (C) Cahill will not unreasonably withhold or delay his approval.
The Parties also agreed to cooperate with each other in good faith to develop and promote the Business for the term of the License Agreement.
Pursuant to the License Agreement, there are no royalty fees due for the Name and Likeness for the term of the agreement and instead, in lieu of any royalty fees, in consideration for entering into the License Agreement and agreeing to the terms thereof, the Company granted Cahill, as a one-time fee, warrants to purchase 250,000 shares of the Company’s common stock with a term of five years, cashless exercise rights, and an exercise price of $5.00 per share (the “Warrants”).
The License Agreement also included indemnification obligations of the parties, limitation of liability language and confidentiality obligations.
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Unless otherwise terminated in accordance with the provisions of the License Agreement, the License Agreement continues for a period of fifteen (15) years, provided that the License Agreement automatically extends for additional five (5) year periods after the initial term, unless either party provides the other with written notice of their intent not to automatically extend the term at least sixty (60) days prior to the end of the initial term or any automatic renewal term.
Cahill has the right to terminate the License Agreement for cause in the event of any of the following: (i) the Company conducts itself in a manner that brings the Company, or Cahill into material disrepute and degradation in the eyes of the public and/or the media, as determined by Cahill in his reasonable good faith determination; (ii) the Company becomes subject to court-filed charges by any governmental or administrative entity for fraud, mismanagement, criminal activity, or other similar bad acts; (iii) the Company enters into, or publicly announces its intention to enter into or support, any agreement, binding letter of intent, memorandum of understanding or other contract related to: (a) the sale of all or substantially all of the Company’s assets to a third-party(ies); (b) any merger, consolidation, plan of arrangement, share exchange, tender offer or other acquisition of the Company whereby the voting shareholders of the Company would have less than 50% of the voting power of the resulting entity; or (c) any change in the ownership of more than 50% of the voting capital stock of the Company in one or more related transactions, in each case without the written approval of Cahill; or (iv) upon a material breach of the Company’s obligations under the License Agreement, which beach is not cured within thirty (30) days’ written notice thereof by Cahill to the Company, to the extent such breach can be cured.
The Company has the right to terminate the License Agreement for cause if: (i) Cahill is found guilty, whether by conviction or plea agreement, of a Class A or B federal felony crime or similar class felony crime under state or local laws; or (ii) upon material breach of Cahill’s obligations under the License Agreement, which beach is not cured within thirty (30) days’ written notice thereof by the Company to Cahill, to the extent such breach can be cured.
The Company is required, within one hundred twenty (120) days of expiration or termination of the License Agreement, to cease all use of the Licensed IP subject to having one hundred eighty (180) days after termination to sell off any existing merchandise or inventory bearing the Name or Likeness.
The description of the License Agreement and Warrants above is only a summary and is qualified in its entirety by the full text of the License Agreement and Warrant to Purchase Common Stock evidencing the Warrants (the “Warrant Agreement”), copies of which are attached hereto as Exhibits 4.1 and 10.1, respectively, and are incorporated by reference into this Item 1.01 in their entirety.
Item 3.02. Unregistered Sales of Equity Securities.
The information set forth in Item 1.01 above is incorporated by reference into this Item 3.02 in its entirety.
The Company claims an exemption from registration for the grant of the Warrants, pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the offer and sale of such securities did not involve a public offering and the recipient was an “accredited investor” and had access to similar information as would be included in a registration statement under the Securities Act. The securities were offered without any general solicitation by us or our representatives. The securities offered have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act. No sales commissions were paid in connection with the sales of these securities.
Item 7.01 Regulation FD Disclosure.
On June 10, 2026, the Company released a press release announcing the entry into the License Agreement, a copy of which press release is furnished herewith as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
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The information contained in Item 7.01 of this Current Report (and including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The press release furnished as Exhibit 99.1 to this Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. These statements are based on the Company’s current expectations and involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. Factors that could cause actual results to differ materially are described in the press release and in the Company’s filings with the Securities and Exchange Commission, including under the headings “Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s periodic and current reports, including its most recent Forms 10-K and 10-Q, filed with the SEC and available at http://www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statements, except as required by law.
Item 9.01 Financial Statements and Exhibits.
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Exhibits. |
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Exhibit Description |
4.1* |
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Warrant to Purchase Common Stock granted by Agassi Sports Entertainment Corp. to Darren Cahill dated June 4, 2026 |
10.1* |
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Name and Likeness License Agreement dated June 4, 2026, by and between Darren Cahill |
99.1** |
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Press Release dated June 10, 2026 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Filed herewith.
** Furnished herewith.
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.
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Agassi Sports Entertainment Corp. |
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By: |
/s/ Ronald S. Boreta |
Date: June 10, 2026 |
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Ronald S. Boreta |
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Chief Executive Officer |
Agassi Sports Entertainment Signs Tennis Coaching Icon Darren Cahill to Expand Global Coaching, Content and Technology Initiatives
Former coach to Andre Agassi joins ASE to support the Company's Agassi Intelligence platform, premium content initiatives and global growth strategy
LAS VEGAS, June 10, 2026 — Agassi Sports Entertainment Corp. (OTC: AASP) (“ASE” or the “Company”), a sports, media, and technology platform focused on the global racket sports ecosystem and built around the iconic brands of Andre Agassi and Stefanie Graf, today announced that it has entered into a name and likeness license agreement with renowned tennis coach Darren Cahill. As a member of the team, Cahill will collaborate with ASE across a range of strategic initiatives, including the Company's previously announced Agassi Intelligence technology platform being developed in partnership with IBM, original content creation, media opportunities and other global growth initiatives designed to expand access to world-class coaching and deepen fan engagement across racket sports.
Cahill, a former professional player and one of the most accomplished coaches in tennis history, has guided multiple Grand Slam champions and former world No. 1 players, including Andre Agassi, Jannik Sinner, Simona Halep, and Lleyton Hewitt. His addition further strengthens ASE's growing network of elite athletes, coaches and industry leaders working together to build a next-generation sports media and technology platform.
“For decades, Darren has been recognized as one of the most respected and innovative coaches in the sport," commented Ronald Boreta, Chief Executive Officer of Agassi Sports Entertainment. “His experience developing champions, his credibility throughout the tennis community and his passion for growing the game make him an ideal partner as we continue building our technology, content and media platforms on a global scale.”
"Darren has had a profound impact on my career and on the sport of tennis," said Andre Agassi, Co-Founder of Agassi Sports Entertainment. "What makes Darren special isn't just his knowledge of the game—it's his ability to connect with people, communicate complex ideas simply and help athletes unlock their potential. Bringing Darren into the Agassi Sports Entertainment family is a natural extension of a relationship built on trust, innovation and a shared belief that great coaching should be more accessible to players everywhere."
“I've been fortunate to work with some incredible athletes throughout my career, and I've always believed that great coaching can change lives,” said Darren Cahill. “Agassi Sports
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Entertainment is bringing together technology, media and some of the most recognizable names in sports to create something unique. I'm excited to work alongside Andre, Stefanie and the entire ASE team as we explore new ways to educate, inspire and connect with players and fans around the world.”
ASE previously announced a multi-year collaboration with IBM to develop Agassi Intelligence, an AI-powered digital platform designed to bring advanced coaching insights, premium content, commerce, and community experiences together in a single destination for racket sports enthusiasts worldwide. Cahill is expected to contribute coaching expertise and strategic insights that will help shape future platform experiences and content offerings.
Additional announcements regarding Agassi Intelligence, platform features, and other initiatives involving Darren Cahill are expected in the coming months.
About Agassi Sports Entertainment Corp.
Agassi Sports Entertainment Corp. (OTC: AASP) is a sports entertainment, content, media, and technology company focused on developing products, platforms, and experiences across racket sports. The Company seeks to collaborate with leading global brands and iconic athletes to grow participation, engagement, and long-term shareholder value. For more information about Agassi Sports Entertainment, visit www.agassisports.com.
Forward-Looking Statements
This press release includes "forward-looking statements", including information about Agassi Sports Entertainment's future expectations, plans, and prospects. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue" and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results and, consequently, you should not rely on these forward-looking statements as predictions of future events. Factors that could cause actual results to differ materially include, without limitation: (a) the timing, cost, funding availability, anticipated benefits and successful implementation of the Company’s planned digital platform, mobile application and world series of pickleball events; (b) the Company’s ability to raise sufficient capital to fund operations, satisfy obligations to third-party service providers, support growth initiatives and continue as a going concern, the terms on which such financing may be available, and potential dilution resulting therefrom; (c) intense competition in the court sports, digital platform and live event industries and the Company’s ability to compete effectively and achieve market acceptance for its products and services; (d) the Company’s limited operating history, lack of significant revenues, history of losses, unproven business model and lack of experience in the court sports industry, and the risk that it may not achieve profitability or successfully execute its business plan; (e) the Company’s dependence on its management team and key personnel, the absence of employment agreements with certain personnel, and its ability to manage future growth and operational complexity; (f) the Company’s reliance on the continued involvement, reputation and brand recognition of Andre Agassi, Darren Cahill, Stefanie Graf, and related strategic relationships; (g) the Company’s planned concentration in the pickleball and padel industries
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and its ability to capitalize on anticipated industry growth trends; (h) adverse economic conditions, including inflation, reduced consumer and corporate discretionary spending and capital markets conditions, which could negatively affect demand, operating results, financial condition, cash flows and the Company’s ability to raise capital; (i) risks related to the Company’s planned use of artificial intelligence, cybersecurity incidents, disruptions to information systems, evolving privacy and data protection laws, and unauthorized access to customer data; (j) the Company’s ability to secure suitable venues, sponsorships, participants, permits and approvals and to successfully execute and scale planned events and operations; (k) claims, liabilities, injuries, accidents or other risks arising from the construction or operation of potential facilities, live events, or the use of future premises, equipment or services, and the adequacy of insurance coverage; and (l) the Company’s ability to satisfy Nasdaq’s quantitative listing standards, Nasdaq’s discretionary approval of the listing of the Company’s common stock based on qualitative factors, and the timing associated therewith. Additional risks are described in the Company's filings with the Securities and Exchange Commission, including its periodic reports, which are available at www.sec.gov. Forward-looking statements speak only as of the date made, and the Company undertakes no obligation to publicly update or revise any forward-looking statement, except as required by law.
Investor Contact:
FNK IR – Matt Chesler, CFA / Rob Fink
investors@agassisports.com
Media Contact:
MKTG – Stephanie Rudnick / Emmanuel Cavaleri
stephanie.rudnick@mktg.com / emmanuel.cavaleri@mktg.com
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