UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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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. [ ]
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Item 1.01. Entry into a Material Definitive Agreement.
As previously reported by Agassi Sports Entertainment Corp. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission (the “SEC”) on June 5, 2026, on June 1, 2026, in connection with certain subscription agreements entered into with investors in the Company’s private offering pursuant to Rule 506(b) of the Securities Act of 1933, as amended, the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with the investors. Pursuant to the Registration Rights Agreement, the Company agreed to file a registration statement to register the resale of the shares of common stock sold to the investors in the private offering, on or before the first business day following 45 days after the first sale of shares in the offering (i.e., May 22, 2026, which required filing date was July 6, 2026)(the “Required Filing Date”), and to use commercially reasonable efforts to cause such registration statement to be declared effective as promptly as possible thereafter.
On and effective on June 29, 2026, the Company entered into a First Amendment to Registration Rights Agreement (the “First Amendment”) with investors holding a majority in interest of the shares sold in the offering, pursuant to which the parties amended the Registration Rights Agreement to extend the Required Filing Date to July 31, 2026.
The foregoing summary of the Registration Rights Agreement and First Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Registration Rights Agreement and First Amendment, included herewith as Exhibits 10.1 and 10.2 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) |
Exhibits. |
Exhibit No. |
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Exhibit Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Filed 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: July 2, 2026 |
Name: |
Ronald S. Boreta |
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Title: |
Chief Executive Officer |