Agassi Sports Entertainment Corp.
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 12, 2025
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001472375-25-000101
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001472375-25-000132
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 69 previous paragraphs and 84 current paragraphs.
56 unchanged; 13 reworded; 15 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (15)
Current report
On October 31, 2025, the Company entered into a Partnership Agreement for Consulting Services (the “Services Agreement”) and a Commitment Agreement (the “Commitment Agreement”) with IBM Norge AS (“IBM”). Pursuant to the Services Agreement, IBM will provide us certain consulting services to be described in one or more statements of work. The first statement of work, entered into simultaneously with the Services Agreement (“SoW 1”), provides for IBM to create a website, mobile application, e-commerce, and A.I.-powered video analysis model for the Company (the “A.I. Model”) designed to serve
Current report
the racquet sports community and create multiple revenue streams between November 1, 2025 and June 30, 2026, in exchange for a total payment of $2,134,716, payable in monthly installments in accordance with the terms of SoW 1, including $100,000 within 15 days after invoice from IBM, for each of November and December 2025, and January and February 2026, with $204,387 due before February 28, 2026 and $613,161 before March 20, 2026, and $229,292 due for each of March through June 2026. We are also required to reimburse certain travel expenses, living expenses, and reasonable expenses incurred by IBM in connection with the services provided under SoW 1. The agreements with IBM are discussed in greater detail in “Note 9. Subsequent Events” in Part I, Item 1 of this Form 10-Q.
Current report
We believe the partnership with IBM supports and will facilitate the acceleration of our mission to build a global commercial digital ecosystem around wellness, learning and entertainment. We expect the partnership, and the A.I. Model, to create strong and recurring revenue streams, while also fostering a fun, thriving and informative racquet sports community on a global scale under our iconic Agassi brand.
Current report
The unaudited condensed financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.
Current report
Off-Balance Sheet Arrangements
Current report
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Current report
Critical Accounting Policies and Estimates
Current report
The preparation of financial statements and related disclosures in conformity with U.S. generally accepted accounting principles and the Company’s discussion and analysis of its financial condition and operating results require the Company’s management to make judgments, assumptions and estimates that affect the amounts reported. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates, and such differences may be material.
Current report
“Note 2. Summary of Significant Accounting Policies” in Part I, Item 1 of this Form 10-Q and “Note 2. Summary of Significant Accounting Policies” in the Notes to Financial Statements in Part II, Item 8, of the 2024 Annual Report, describe the significant accounting policies and methods used in the preparation of the Company’s consolidated financial statements.
Current report
Related party transactions
Current report
Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.******
Current report
Stock-Based Compensation
Current report
The Company accounts for stock-based compensation to employees in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 718, “Compensation-Stock Compensation”. ASC 718 requires companies to measure the cost of employee services received in exchange for an award of equity instruments, including stock options, based on the grant date fair value of the award and to recognize it as compensation expense over the period the employee is required to provide service in exchange for the award, usually the vesting period. Stock option forfeitures are recognized at the date of employee termination.******
Current report
Recent Accounting Developments
Current report
The Company believes there are no new accounting standards adopted but not yet effective that are relevant to the readers of our financial statements.
Reworded paragraphs (13)
Previous wording
We had a working capital surplus of $1,689,692 as of June 30, 2025; because, as discussed above, we raised $2.5 million in a private offering in November 2024. However, we expect to require funding in the future. We plan to raise additional required funding through the sale of debt or equity, which may not be available on favorable terms, if at all, and may, if sold, cause significant dilution to existing stockholders. If we are unable to access additional capital moving forward, it may hurt our ability to grow and to generate revenues.
Current wording
We had a working capital surplus of $1,249,330 as of September 30, 2025; because, as discussed above, we raised $2.5 million in a private offering in November 2024. . However, we expect to require funding in the future, including to complete payments due under our agreements with IBM, which require us to make payments to IBM under the Services Agreement and SoW 1 totaling approximately $2.1 million, payable in monthly installments in accordance with the terms of SoW 1, including $100,000 within 15 days after invoice from IBM, for each of November and December 2025, and January and February 2026, with $204,387 due before February 28, 2026 and $613,161 before March 20, 2026, and $229,292 due for each of March through June 2026, as discussed above. We plan to raise additional required funding through the sale of debt or equity, which may not be available on favorable terms, if at all, and may, if sold, cause significant dilution to existing stockholders. If we are unable to access additional capital moving forward, it may hurt our ability to grow and to generate revenues.
Previous wording
For the three months ended June 30, 2025 and 2024, we had general and administrative expenses, consisting of stock-based compensation, audit fees and miscellaneous administrative costs that totaled $335,914 and $20,212, respectively, an increase of $315,702 from the prior period. The increase was the result of an increase in expenses related to payroll costs and legal and consulting fees.
Current wording
For the three months ended September 30, 2025 and 2024, we had general and administrative expenses, consisting of stock-based compensation, audit fees and miscellaneous administrative costs that totaled $755,899 and $637,013, respectively, an increase of $118,886 from the prior period. The increase was due to the $309,893 fair value of warrants issued in July 2025.
Previous wording
We had a net loss of $335,914 and $20,212, for the three months ended June 30, 2025, and 2024, respectively, which net loss increased for the reasons described above.
Current wording
We had a net loss of $755,899 and $637,013, for the three months ended September 30, 2025, and 2024, respectively, which net loss increased for the reasons described above.
Previous wording
Results of Operations for the Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024.**
Current wording
Results of Operations for the Nine Months Ended September 30, 2025 Compared to the Nine Months Ended September 30, 2024.**
Previous wording
We generated no revenues for the six months ended June 30, 2025 or 2024.
Current wording
We generated no revenues for the nine months ended September 30, 2025 or 2024.
Previous wording
For the six months ended June 30, 2025 and 2024, we had general and administrative expenses, consisting of stock-based compensation, audit fees and miscellaneous administrative costs that totaled $2,001,160 and $33,122, respectively, an increase of $1,968,038 from the prior period. The increase was the result of an increase in stock-based compensation totaling $1,440,777 in connection with warrants issued to Darren Cahill, Shawn Cable, and Justin Gimblestob, in consideration for consulting services agreed to be provided.. The remaining increase is related to payroll costs and legal and consulting fees.
Current wording
For the nine months ended September 30, 2025 and 2024, we had general and administrative expenses, consisting of stock-based compensation, audit fees and miscellaneous administrative costs that totaled $2,757,059 and $670,135, respectively, an increase of $2,086,924 from the prior period. The increase is related to payroll costs, stock-based compensation, and legal and consulting fees associated with our change in business focus as discussed above.
Previous wording
We had a net loss of $2,001,161 and $33,122, for the six months ended June 30, 2025, and 2024, respectively, which net loss increased for the reasons described above.
Current wording
We had a net loss of $2,757,059 and $670,135, for the nine months ended September 30, 2025, and 2024, respectively, which net loss increased for the reasons described above.
Previous wording
The decrease of $582,673 in working capital was mainly due to a decrease in cash as of June 30, 2025, compared to December 31, 2024, related to payroll and legal expenses paid during the period and operating expenses.
Current wording
The decrease of $1,023,035 in working capital was mainly due to a decrease in cash as of September 30, 2025, compared to December 31, 2024, related to payroll and legal expenses paid during the period and operating expenses.
Previous wording
We had $589,364 of net cash used in operating activities for the six months ended June 30, 2025, which was mainly due to $2,001,160 of net loss, offset by $1,440,777 of stock-based compensation expense and $2,709 of depreciation and amortization expense.
Current wording
We had $1,778,618 of net cash used in operating activities for the nine months ended September 30, 2025, which was mainly due to $2,757,059 of net loss, offset by $1,750,670 of stock-based compensation expense and $8,354 of depreciation and amortization expense.
Previous wording
We had $24,368 of net cash used in operating activities for the six months ended June 30, 2024, which was due to $33,122 of net loss and $75 of prepaid expenses and other current assets, offset by $1,023 of accounts payable and accrued expenses and $7,806 due from related party.
Current wording
We had $89,442 of net cash used in operating activities for the nine months ended September 30, 2024, which was mainly due to $670,135 of net loss and $38,671 of due from related party, offset by $619,867 of stock based compensation.
Previous wording
We had $25,000 of net cash used in investing activities for the six months ended June 30, 2025, which was mainly due to acquisition of intangible asset of $25,000.
Current wording
We had $25,000 of net cash used in investing activities for the nine months ended September 30, 2025, which was mainly due to acquisition of intangible asset of $25,000.
Previous wording
We had $24,368 of net cash provided by financing activities for the six months ended June 30, 2024, which was solely due to proceeds from related parties.
Current wording
We had $89,442 of net cash provided by financing activities for the nine months ended September 30, 2024, which was solely due to proceeds from related parties.
Previous wording
The accompanying unaudited condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of June 30, 2025, we had an accumulated deficit of $32,139,728. In addition, the Company’s current assets exceed its current liabilities by $1,689,692 as of June 30, 2025.
Current wording
The accompanying unaudited condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of September 30, 2025, we had an accumulated deficit of $32,895,627. In addition, the Company’s current assets exceed its current liabilities by $1,249,330 as of September 30, 2025.