The Las Vegas company paired the raise with a resale-registration commitment and a warrant grant to its outside legal counsel.

June 8, 2026

Agassi Sports Entertainment Corp., a Nevada-incorporated company based in Las Vegas, has completed a private placement that brought in $1.175 million from a group of accredited investors.

Terms of the placement

The company sold an aggregate of 235,000 shares of restricted common stock at $5.00 per share. The sales were carried out across four dates in late May and early June 2026 — May 22, June 1, June 2 and June 4 — under subscription agreements that included the customary representations and warranties from both the investors and the company.

A commitment to register the shares

Alongside the placement, Agassi entered into a registration rights agreement dated June 1, 2026, in favor of the participating investors. The company committed to file a registration statement covering the resale of the shares by the first business day after the 45th day following the initial sale, which took place on May 22. Agassi also agreed to use commercially reasonable efforts to have the registration declared effective promptly and to keep it effective until the shares can be freely sold — specifically, the earliest of when:

• all covered shares have been sold, either under the registration statement or pursuant to Rule 144;
• the shares qualify for unrestricted resale under Rule 144; or
• three years have passed since the agreement was signed.

The agreement carries consequences if the company misses its filing deadline. In that case, each affected investor would receive additional shares equal to 5 percent of their holdings, with another 5 percent added for every 30-day period the delay continues. The total make-whole issuance is capped at 15 percent of the shares originally tied to the missed deadline.

Warrants and the registration exemption

The company also disclosed that on May 29, 2026, it granted warrants covering 100,000 shares of common stock to its outside legal counsel as compensation for services. Those warrants carry a $5.00 exercise price, a five-year term, cashless exercise rights, and vested immediately.

Agassi is treating both the stock sales and the warrant grant as exempt from registration, relying on Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D. The company noted that the offering involved no general solicitation, that recipients qualified as accredited investors with access to the kind of information a registration statement would provide, and that no sales commissions were paid.