GGRAsia – Okada Manila, 26 Capital in SPAC merger agreement

Okada Manila, 26 Capital in SPAC merger agreement

Oct 18, 2021 Newsdesk Latest News, Philippines, Top of the deck, World

The promoter of Philippine casino resort Okada Manila announced on Friday a merger agreement with 26 Capital Acquisition Corp, which will result in Okada Manila becoming a publicly traded company listed on Nasdaq. The 26 Capital entity is a special purpose acquisition company (SPAC) listed on the Nasdaq stock market in the United States.

Tiger Resort, Leisure and Entertainment Inc, operator of the Okada Manila (pictured), is a subsidiary of Japanese conglomerate Universal Entertainment Corp.

Universal Entertainment is expected to own approximately 88 percent of the combined company at closing, assuming no redemptions by shareholders of 26 Capital. That is subject to dilution if further capital is raised as part of the transaction prior to closing of the merger, according to Friday’s announcement.

Under the deal, 26 Capital is to provide Okada Manila with up to US$275 million in cash. The resort operator intends to use 26 Capital’s cash “for growth opportunities and general corporate purposes,” it said.

The statement highlighted that the transaction implied an enterprise value for Okada Manila of US$2.6 billion.

The 26 Capital entity is led by Jason Ader, founder of investment management firm SpringOwl Asset Management LLC. Mr Ader is described in the release as having more than 26 years of experience as an institutional investor and asset manager, “with particular expertise in the gaming and hospitality industries”.

Mr Ader served between 2009 and 2016 as an independent director at U.S.-based casino operator Las Vegas Sands Corp.

Following the merger, Okada Manila will continue to be led by president Byron Yip, and chief financial officer Hans Van Der Sande.

The release quoted Mr Yip as saying: “We are … excited to realise the full potential of this state-of-the-art facility for gaming, entertainment, and hospitality as a public company and in partnership with Jason Ader of 26 Capital.”

Also quoted in the statement, Mr Ader said Okada Manila was “poised for tremendous growth,” adding that the property was “an extremely compelling investment,” given its “potential for industry-leading margins and cash flow conversion.”

Prior to the merger, Tiger Resort, Leisure and Entertainment is to become a unit of Okada Manila International Inc, which will be the listed entity in Nasdaq.

The Japanese entertainment conglomerate said in a separate filing that the closing of the merger and the listing are expected “to be completed no later than the end of June 2022.”

Separately on Friday, Universal Entertainment Corp said gross gaming revenue (GGR) at Okada Manila rose circa 59.6 percent quarter-on-quarter, to PHP4.17 billion (US$82.2 million).