General
We are a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, 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 potential business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any potential business combination target.
While we may pursue an initial business combination target in any industry, we currently intend to concentrate our efforts in identifying businesses in the media and entertainment industries, with a focus on differentiated product and service offerings. In particular, we expect to seek assets that target three broad themes: (1) innovative platforms that support evolving consumer trends; (2) next-generation technology that may unlock new markets and strong growth; and (3) traditional media and entertainment businesses requiring an injection of capital due to exogenous shocks from the current environment. We will seek to capitalize on the multiple decades of combined investment experience of Todd Boehly, our Chairman, Chief Executive Officer and Chief Financial Officer, and the members of our board of directors. Mr. Boehly has spent his career building, operating and investing in businesses, both in private and public companies in a variety of market sectors. Mr. Boehly has managed several multi-billion-dollar platforms from both an operating and investment perspective. Mr. Boehly is also currently Chief Executive Officer and Chief Financial Officer of HAC and a director on HAC’s board of directors. Mr. Asif Satchu and Mr. Mordecai (Modi) Wiczyk have significant experience in the entertainment business. Mr. Jason Robins has deep experience building and growing a leading gaming platform, and has prior experience with a special purpose acquisition company’s business combination. Business combination opportunities will be sourced from our management team’s proprietary network of operating executives, investors and advisors. Our management team will employ a disciplined and highly selective process and expect to add value to a target business through add-on acquisitions, capital structure optimization and operational improvements.
We believe that our management team’s distinguished and long-term track record of sourcing, acquiring and building next-generation media and entertainment platforms, along with other investments and operational experience in consumer facing industries, will provide us with differentiated consumer insights and sourcing opportunities. Each of these attributes will be further supported by the expertise of our board of directors and will position us to identify, evaluate, acquire and transform a target business. Mr. Boehly is the co-founder, Chairman and Chief Executive Officer of Eldridge Industries (“Eldridge”), a holding company with a unique network of businesses across finance, technology, real estate and entertainment. Founded in 2015 and headquartered in Greenwich, CT, with additional offices in New York, London and Beverly Hills, Eldridge and its affiliated companies employed more than 2,500 people globally as of December 31, 2019. Eldridge owns and operates companies as well as utilizes its network and insights to make minority investments in businesses with attractive growth potential. Mr. Boehly has spent his career seeking to identify growth opportunities and create value. Under his leadership, Eldridge has achieved strong success across multiple media and entertainment and consumer-oriented businesses through a consistent focus on aligning people, capital and technology, managing in excess of $40 billion in assets as of December 31, 2019. Certain investments and industry experience of Eldridge are highlighted below. We believe that these investments, among others, provide Mr. Boehly with unique access and insights into emerging trends, participants and competitive dynamics to identify new opportunities across media, entertainment and consumer engagement.
Sports & Media: Eldridge maintains investments in a diverse portfolio of various sports and media assets, including: (1) MRC, a diversified global entertainment company, as described further below, (2) eSports and gaming companies, Cloud9 and Epic Games; (3) Major League Baseball (“MLB”) team, the Los Angeles Dodgers, winner of six MLB Championships; and (4) DraftKings Inc. (“DraftKings,” NYSE: DKNG).
Technology / Financial Technology: Eldridge has made several investments into technology companies that create efficiencies and provide consumer value. PayActiv, for example, provides liquidity to over three million low-income and hourly workers by providing instant access to earned but unpaid wages and tips between payrolls, while providing employers with a powerful employee benefit to retain and motivate employees without impacting the company’s cash flows. Eldridge has also invested in Truebill, a personal finance application designed to help consumers manage their comprehensive financial profile, and Fevo, a social buying distribution platform that allows individuals to invite their friends to join them at their favorite life events. When appropriate, Eldridge seeks opportunities for partnership and collaboration between technology solutions and existing core operating businesses to create beneficial outcomes.
Insurance: Eldridge owns Security Benefit, a 128-year old life insurance company which has grown to more than $40 billion in assets under Eldridge’s ownership and offers a variety of annuity and mutual fund products. Eldridge has also invested in two insurance technology platforms: SE2, which provides third party administrative support to 1.6 million accounts and $134 billion of assets and Life.io, an innovative customer engagement technology platform focused on the life and annuity insurance industry.
Real Estate: Eldridge helped found Cain International, a majority owned real estate investment firm, in 2014. Cain International has deployed nearly $6.0 billion in capital specializing in transformational projects across the U.S. and Europe. Representative investments include facilitating the development of Aman New York in the Crown Building in Manhattan, several landmark Beverly Hills hotels, including The Beverly Hilton and Waldorf Astoria, and The Stage in London. In 2019, Eldridge led a $300 million strategic investment in Kennedy-Wilson (NYSE: KW), a global real estate investment company. Eldridge has also invested in two real estate technology platforms: Prescient, an AI-driven technology company that standardizes the entire building development process, and Domio, a short-term rental operator that leases, designs and furnishes multi-family units.
Credit: Eldridge has created and grown several differentiated credit platforms, including CBAM, which manages CLOs on behalf of institutional clients, Stonebriar Commercial Finance, a large-ticket commercial finance and leasing company, Maranon Capital, a middle-market investment manager, and Essential Properties Realty Trust, Inc. (“Essential Properties,” NYSE: EPRT), a portfolio of triple-net leases that completed its $455 million initial public offering in 2018. Eldridge subsequently exited its investment in Essential Properties as part of an underwritten secondary offering completed in July 2019.
In addition to his role as Chairman and Chief Executive Officer of Eldridge, Mr. Boehly is an owner of the Los Angeles Dodgers and the Los Angeles Sparks. Prior to founding Eldridge, Mr. Boehly was President of Guggenheim Partners, a global investment and advisory financial services firm. During his time at Guggenheim, assets under management grew from approximately $14 billion in 2002 to approximately $150 billion in 2015. Mr. Boehly’s career and network have spanned multiple industries and ecosystems and we believe that his long-standing track record in identifying differentiated ideas and unlocking value will deliver access to a broad spectrum of potential acquisition opportunities.
Mr. Satchu is co-founder and co-Chief Executive Officer of MRC (formerly known as Valence Media) along with Mr. Wiczyk, beginning in 2018. Prior to the formation of MRC, Mr. Satchu co-founded the film and television studio, MRC Studios, with Mr. Wiczyk in 2006. Previously, Mr. Satchu built StorageNow, which became one of Canada’s largest self-storage companies prior to being sold to InStorage REIT. He also founded and led SupplierMarket, a supply chain software company which was sold to Ariba Inc. Mr. Satchu was an investment professional at hedge fund Tiger Management Company, private equity fund Westbrook Partners, and Morgan Stanley. He is a graduate of McGill University and Harvard Business School.
Mr. Wiczyk is co-founder and co-Chief Executive Officer of MRC along with Mr. Satchu, beginning in 2018. Prior to the formation of MRC, Mr. Wiczyk co-founded the film and television studio, MRC Studios with Mr. Satchu in 2006. Previously, Mr. Wiczyk was a Partner at the Endeavor Agency and headed production at Summit Entertainment. He is a graduate of Harvard College and Harvard Business School.
MRC is a diversified global entertainment company with businesses spanning film, television, media and data and brands including dick clark productions, The Hollywood Reporter, Billboard and Vibe. MRC is headquartered in Beverly Hills, CA with additional offices in New York, NY, Kansas City, MO, and Tampa, FL. MRC’s operating divisions include the following:
- MRC Television, one of the largest independent TV studios, its projects have been nominated for 93 Emmy® Awards and 11 Golden Globe ® Awards. Current Emmy award-winning and nominated series include: “Ozark,” starring Jason Bateman, Laura Linney and Julia Garner, which is consistently a top performer on Netflix, “The Outsider,” an adaptation of the Stephen King novel, starring Ben Mendelsohn and Cynthia Erivo, and for which Jason Bateman directs and executive produces on HBO, and most recently “The Great,” starring Elle Fanning and Nicholas Hoult, on Hulu. The studio’s upcoming projects include new limited series “The Shrink Next Door,” starring Will Ferrell and Paul Rudd for Apple TV+; “The Terminal List,” starring Chris Pratt for Amazon; and “Shining Girls,” starring Elisabeth Moss, for Apple TV+. MRC Television pioneered a two-season upfront order for “House of Cards,” the first original series for Netflix.
- MRC Live & Alternative, one of the largest global producers of live televised event programming, which includes the brand dick clark productions (“dcp”). dcp’s annual shows have reached more than 100 million unique viewers and have received 100 Emmy nominations since the company was established in the late 1950s. Tentpole live event series include the “Golden Globe Awards,” “Academy of Country Music Awards,” the “American Music Awards,” the “Billboard Music Awards,” “Dick Clark’s New Year’s Rockin’ Eve with Ryan Seacrest,” “Streamy Awards,” and 16-time Emmy Award-winning series “So You Think You Can Dance.” The division houses unique archives which are one of the most extensive entertainment libraries in the world featuring award-winning shows, historic programs, specials and performances.
- MRC Film, known for championing singular filmmakers and emerging directors to make high-quality distinctive films, which have earned approximately $6 billion in worldwide box office and received accolades including 12 Academy Award nominations and 11 Golden Globe Award nominations. MRC Film projects include one of the highest grossing original comedies of all-time, “Ted,” last year’s Oscar and Golden Globe nominated “Knives Out,” written and directed by Rian Johnson and produced by Johnson and Ram Bergman, starring an ensemble cast including Daniel Craig, Chris Evans, Ana de Armas and Jamie Lee Curtis, the Oscar nominated “Baby Driver,” Oscar winning “Babel,” and the comedy “The Lovebirds,” directed by Michael Showalter and starring Kumail Nanjiani and Issa Rae, currently on Netflix. MRC Film has selectively invested in major studio films including “The Spongebob Movie: Sponge on the Run,” the “Peter Rabbit” franchise, the second and third installments of “Hotel Transylvania,” “Furious 7,” “22 Jump Street,” and “Think Like a Man Too.”
- MRC Data, the leading global provider of data and analytics to the music and entertainment industries and consumers. Established in 2019 following the acquisition of Nielsen Music’s data and insights product suite, MRC Data is home to the comprehensive Billboard Charts and services all digital service providers, labels, airplay, and music retailers.
- MRC Media & Info, which aims to educate, inform and convene the global music and entertainment industry and consumer audiences through authoritative editorial, awards coverage, premium events and membership. MRC Media & Info’s prestigious brands include The Hollywood Reporter, Billboard, and Vibe. The brands routinely bring together top artists and industry heavyweights in roundtables, conversations, summits and high profile events including Women in Entertainment, Women in Music, Empowerment in Entertainment, Billboard’s annual Power 100, Latin Music Week and joint summits including Pride and Hip Hop & R&B.
- The recently established MRC Non-Fiction, which works with a diverse group of artists to develop, finance and produce feature documentaries and docuseries for global audiences. Projects includes Edgar Wright’s debut documentary feature “Sparks Brothers” about the legendary American rock/pop duo as well as “The Last Rider,” which chronicles the story of cyclist Greg LeMond, from acclaimed director Alex Holmes. MRC has investments in A-Major Media, a film and television production company focused on Asian American content; A24, producer and distributor of specialty films and television, including “Moonlight,” the 2017 Academy Award winner for Best Picture, the 2019 Golden Globe nominated “The Farewell” and Emmy-nominated television series “Ramy,” for Hulu and “Euphoria” for HBO; British production company Fulwell 73, producer of the Emmy-nominated “Carpool Karaoke”; T-Street, led by director-producer duo Rian Johnson and Ram Bergman; and Sugar23, a management and production company led by industry veteran Michael Sugar.
Mr. Jason Robins is the co-Founder, Chairman and Chief Executive Officer of DraftKings. Mr. Robins co-founded DraftKings in December 2011 and has been DraftKings’ Chief Executive Officer since inception. Mr. Robins oversees the company’s strategy and operations, while also driving funding and partnerships. He has built a reputation for expanding DraftKings’ reach across numerous platforms through wide-ranging, forward-thinking partnerships. Under his leadership, DraftKings became the first daily fantasy sports (“DFS”) company to partner with Major League Baseball in 2013. Mr. Robins led efforts at DraftKings to work with policy makers and regulators to pass fantasy sports, sports betting and iGaming legislation. In April 2020, DraftKings consummated a merger with Diamond Eagle Acquisition Corp., a $400 million special purpose acquisition company that completed its initial public offering in May 2019. As of September 28, 2020, DraftKings has generated a 5.5 times return to investors in Diamond Eagle Acquisition Corp.’s initial public offering (which return assumes that the warrants included in the units issued in the initial public offering were exercised for cash on July 1, 2020, the day prior to which the warrants were redeemed for $0.01 per warrant). Mr. Robins attended Duke University, where he received his B.S. in Economics and Computer Science.