Rise Display At Center Of SPAC’s Plans To Market LED Ticker Solutions In Growing Sports Betting Market
April 5, 2022 by Dave Haynes
Long-time LED ticker display provider Rise Display has a letter of intent to go into an “arm’s length business combination transaction” that would take it public and brand products as the Skybox Sports Network, selling hardware and software sold into gaming and sports betting markets in the U.S.A. and Canada.
A special purpose acquisition company (SPAC) based in British Columbia, called Genesis Acquisition Corp., would use the transaction to create a public, TSX Venture Exchange-listed company based around “Skybox’s proprietary manufactured products, firmware, intellectual property, management team and business model.”
PR on the transaction says:
The working capital of the combined entity (the “Resulting Issuer”), upon completion of the Proposed Transaction and assuming the MinimumConcurrent Financing (as defined herein) will be approximately CDN$4,350,000, sufficient to support Skybox’s current 12 month expansion strategy, and the ongoing evaluation of new opportunities. The working capital of the Resulting Issuer upon completion of the Proposed Transaction and assuming the Maximum Concurrent Financing (as defined herein) will be approximately CDN $5,850,000.
Genesis intends that the Proposed Transaction will constitute its Qualifying Transaction, as such term is defined in the policies of the TSX Venture Exchange (the “Exchange”). Upon completion of the Proposed Transaction, the Company expects that the Resulting Issuer will be named Skybox Sports Network Inc. and will be listed as a Tier 2 Issuer on the Exchange.
The LOI contemplates Genesis and Skybox undertaking an arm’s length business combination transaction, currently proposed to be completed by way of a “reverse triangular merger”. The intention is that Genesis, incorporated under the laws of British Columbia, will incorporate a wholly owned Nevada subsidiary (“Subco”). Genesis, Skybox and Subco will enter into a definitive agreement (the “Merger Agreement”) outlining a transaction that will qualify as a “plan of reorganization” under US tax legislation. Upon completion of the Proposed Transaction, the current shareholders of Skybox will own a majority of the issued and outstanding shares of the Resulting Issuer.
The announcement goes on and on in language only securities lawyers could possibly understand and enjoy. It’s an LOI, not a closed deal, and is subject to approval by shareholders sometime this quarter, with a goal of being done by the end of October.
Because the name Skybox is unfamiliar, and these kinds of jargon-filled missives leave me in rapid eye-blink mode, I am not entirely sure what this all means. I wasn’t convinced it was the same Rise Display, but scrolled down enough to find Ryan Cahoy’s name. Cahoy has run and driven sales for Rise forever, and is one of the more experienced and respected folks in North American digital signage circles.
Rise has ties to the software firm Rise Vision, but they are separate entities. Rise Display’s main business for years now has been indoor LED tickers for things like the finance labs in business schools, and sports tickers in bars and restaurants. It was acquired (missed this) in May 2021 by Skybox Sports Network and the head office has shifted to Las Vegas, near the Orleans casino and pretty much next door to LED sign-maker/installer Yesco’s Vegas plant.
Here’s how Rise/Skybox is now described:
Skybox (dba Rise Display) has pioneered digital products as “Intelligent Signage Solutions.“ As a factory direct manufacturer, Skybox is a client-specific custom provider for both commercial and consumer products. Revenue is generated through hardware and recurring data subscriptions for the lifetime of the hardware. Skybox Sports Network Canada dba Ticker Communications is a wholly-owned Canadian subsidiary of Skybox.
Skybox is the “Picks and Shovels “provider to the $220 billion dollar global sports betting industry, which has expanded due to legislative changes in over 29 USA states and in Canadian provinces. Skybox has recently launched new products for the emerging Fancave consumer market and its new iGamingTV for sports retail locations.
Skybox was incorporated on June 15, 2020 as a Nevada corporation. Skybox manufactures and distributes Digital Signage and live data solutions to sports and financial tickers with sales throughout the U.S.A. and Canada. The Canadian head office of Skybox is located at 208 – 2800 Bryn Maur Rd. Victoria, BC V9B 3T4 and its USA office is located at 5075 Cameron St, Ste G, Las Vegas, NV. 89118.