Criteria and Guidelines

We have identified the following general criteria and guidelines that we believe are important in evaluating prospective target businesses. We use these criteria and guidelines in evaluating acquisition opportunities, but we may decide to enter into our initial business combination with a target business that does not meet these criteria and guidelines.

  • Businesses with Market and/or Cost Leadership Positions.  We seek to acquire one or more businesses with market and/or cost leadership positions in their respective niches. We believe that businesses with differentiated market or cost-leadership strategies provide the greatest number of opportunities for generating consistent investment returns. Moreover, operating these types of businesses is the most consistent with our management team’s previous investment and leadership history.
  • Businesses that Will Benefit from our Management Expertise.  We seek to acquire one or more businesses with assets that are fundamentally sound yet are underperforming their potential. Specifically, we seek to acquire one or more businesses that are at an inflection point, such as those requiring additional management expertise, where we believe we can drive improved financial performance and where an acquisition may help facilitate growth. Given our management team’s extensive networks and insights within the leisure sector as well as their general track record as corporate leaders, we seek to add value by improving the productivity of any underperforming assets and/or growing operations beyond existing capabilities.
  • Experienced Management Team.  We seek to acquire one or more businesses with an experienced management team that provides a platform for us to further develop the management capabilities of the acquired business. We seek to partner with established management teams or business owners to achieve long-term strategic and operational excellence. Given our management team’s professional experience and leisure sector expertise, we expect that the operating and financial abilities of our executive team and board will complement the capabilities of existing management teams.
  • Businesses with Untapped Potential.  We seek to acquire one or more businesses that have significant embedded and/or underexploited expansion opportunities, have been underinvested in by current owners, and/or exhibited unrecognized value or other characteristics. Our management team has significant experience in identifying businesses with opportunities to accelerate organic growth and/or add on attractive acquisition targets. Examples include the acquisitions of WMS Industries, IGT Online Entertainment Systems and MDI Corp. by Scientific Games Corp., while Mr. Weil was serving as either Chief Executive Officer or Chairman, as well as the blank check business combinations of Inspired Gaming Group, for which Mr. Weil was a sponsor and also Chairman and Chief Executive Officer of Hydra Industries Acquisition Corp., Tecnoglass S.A., for which Mr. Weil was the Non-Executive Chairman of the board of the Andina Acquisition Corp., and Service1st Bank of Nevada, for which Mr. Silvers served as the President of Global Consumer Acquisition Corp. Moreover, we believe our management team’s depth and breadth of transaction experience affords them an advantage in identifying undervalued targets with liquidity limitations that would benefit from a capital infusion and renewed management focus. We believe our management team’s assistance would create value for these types of targets by more effectively raising and allocating capital to achieve the company’s growth strategy. Our operating expertise comes from our management team’s professional leisure sector experience at Scientific Games, Inspired Entertainment and investment banking, management consulting and board service roles focused on the gaming sector. We believe that our management team’s operating expertise is highly transferable.
  • Businesses that Will Benefit from Being a Public Company.  We intend to acquire one or more businesses that will benefit from being publicly traded. Once becoming a publicly traded company, the acquired business(es) can effectively utilize the broader access to capital and the public profile that are associated with being a publicly traded company.

We believe that potential target companies will find the opportunity to enter into a business combination with us attractive for the following reasons:

  • Acquisition Experience.  Our management team has extensive experience in identifying and executing acquisitions, particularly for blank check companies, including Hydra Industries Acquisition Corp. (acquired Inspired Gaming Group in 2016), Andina Acquisition Corp. (acquired Tecnoglass S.A. And C.I. Energia Solar S.A. E.S. Windows in 2013) and Global Consumer Acquisition Corp. (acquired Service1st Bank of Nevada in 2010). Moreover, Mr. Weil and Mr. Silvers have led and overseen numerous successful transactions in their various professional capacities.
  • Deep Relationships.  Owing to their professional experience as corporate executives, investment bankers, management consultants and corporate development leaders, each of our management team and board of directors possesses a vast quantity of distinguished relationships across the public capital markets and the leisure-related business sector. Potential merger candidates will likely view such experience as a positive factor in deciding whether to enter into a business combination with us.
  • Management Expertise.  Our management team has unique expertise as investors in and operators of companies in the leisure-based sector. Our operating expertise comes from our management team’s professional leisure sector experience at Scientific Games, Inspired Entertainment and investment banking, management consulting and board service roles focused on the gaming sector.