We are a blank check company incorporated on July 2, 2024, as a Cayman Islands exempted company and formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. We have not selected any business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any business combination target. We may pursue an initial business combination in any business or industry. We intend to focus on identifying a business combination target within the experiential entertainment industry across both location-based (in-person) and mobile channels. Select sectors that we intend to target span live events, integrated resorts, family entertainment, casinos, destination hospitality, amusement parks, dining, sports performance venues (e.g., training and recreation facilities), and mobile gaming. We intend to pursue both consumer-facing operators as well as the business-to-business platforms that support them. We intend to predominantly focus on targets within the U.S.; however, our search may expand to international markets. Experiential entertainment has become a prime pursuit of American consumers. Companies able to create unique or memorable experiences that foster communal connections through shared values have captured an increasing share of consumers’ entertainment time and budgets. In turn, the industry has become one of the most important drivers of the U.S. economy, led to the dynamic creation of new concepts, companies, and distribution channels, and attracted significant private growth capital. According to the Bureau of Economic Analysis, it is estimated that in excess of $1 trillion was spent on entertainment in the United States in 2023, approximately five times that which was spent in 1990. Such entertainment expenditures are defined by the Bureau of Economic Analysis as amounts spent on Recreation and Accommodation Services and includes gambling, sports, parks and theaters, amongst other similar expenditure types. Consumers’ entertainment expenditures grew almost 20% faster during this period than U.S. GDP, as consumers dedicated an increasing portion of their expenditures to entertainment. We believe that businesses in the experiential entertainment industry generally exhibit what we believe to be highly attractive investment fundamentals, notably the potential for (i) business model durability that reaches, with long-lasting appeal, highly diverse demographics; (ii) low secular threat, offering experiences not replicable at home, work or digitally; (iii) low cyclicality relative to other consumer discretionary sectors, driven by advanced CRM (customer relationship management) systems that foster loyalty and repeat visitation; and (iv) a favorable balance of supply, with over-supply constrained by available desirable land, investment cost, or regulation. The sector’s post-COVID-19 performance demonstrates these elements, wherein consumer behavioral patterns recovered rapidly such that by 2023 expenditures on experiential entertainment had grown 20% above 2019 pre-pandemic levels; in a survey by MGM Resorts (“The Truth About Entertainment” whitepaper) 92% of Americans responded that entertainment is a “fundamental human need”; and in a survey by Everbrite/Harris 75% of millennials prefer spending money on experiences than goods. Our expertise strongly positions us to identify and capitalize on what we believe to be newly created and actionable acquisition opportunities across this ecosystem. Our executive officers and the members of our Board of Directors provide: (i) extensive 25 year plus direct experiential entertainment domain expertise as investors, advisors and operators through which to identify and diligence a transaction (including diligence across customers, suppliers and other commercial partners); (ii) an expansive network of industry relationships across corporate boards, executive management teams and shareholders through which to source and to be their trusted partner on a transaction; (iii) vast, best-in-class experience structuring and executing large scale M&A transactions to align incentives and generate collective shareholder value; (iv) a breadth of institutional equity, strategic equity, and private credit relationships through which to attract permanent capital and position our business combination target for growth; (v) Investor Relations experience to position the public story with new public institutional investors; and (vi) a long-term commitment to assist post-merger with strategic and M&A driven growth. Our executive offices are located at 1219 Morningside Drive, Suite 110, Manhattan Beach, California.
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