The blank check business was formed by Hollywood financier Paul Conway and one-time Tampa Bay Rays executive Michael Kalt. Rays owner Randy Frankel, Los Angeles Dodgers president of baseball operations Andrew Friedman and Angel City Football Club co-founder Julie Uhrman are also part of the SPAC’s management.
Counter Press is seeking to acquire a sports team, such as a European soccer club, or related business in media or data analytics, according to its prospectus. The company says it believes there has been a number of financial hardships generated by the pandemic among its target businesses.
“We believe the totality of these circumstances presents a unique opportunity to acquire special situation sports and media assets that would not otherwise be for sale and/or to acquire these businesses at opportunistic prices,“ the prospectus reads in part.
Based on disclosures in the prospectus, Conway, the SPAC’s CEO, and Kalt, its CFO, appear to be the sponsors of the SPAC, meaning they have put up the money—usually about 3% of the IPO level—to pay to bring the SPAC public. Conway is the founder of Pacific Media Group, which produced the Brad Pitt space movie Ad Astra and financed numerous films, including The Greatest Showman and The Martian. Conway also is an active investor in European soccer, having been a part of the group that purchased France’s OCG Nice in 2016 and sold it in 2019. Among other European teams, Conway owns Barnsley F.C., an English soccer team. Conway’s qualifications as cited by the prospectus note his ownership took the team into the playoff to reach the English Premier League in the 2020-21 season. The squad is now last in the Championship, the country’s second division.
Rays owner Frankel is chairman of Counter Press. He’s best known for being majority owner of the Tampa Bay nine, a low-payroll MLB team that has made the playoffs the past three seasons. Frankel also has interests in European soccer, as part of the ownership with Conway and Kalt that own Belgium’s K.V Oostende, as well as teams in the Netherlands, France and Denmark.
The final prospectus is largely unchanged from the original filed in December, with the business selling 7.5 million units, consisting of one share and half a warrant, for $10. The SPAC has a year, extendable to 18 months, to find a merger target or it must by rule return the IPO money to shareholders.
Counter Press is now the fifth active special purpose acquisition company that has a stated goal of finding a sports franchise to buy. The effort joins SPACs from Arctos, Harvey Schiller and David Falk, Milwaukee Bucks co-owner Jamie Dinan and former Astros GM Jeff Luhnow. As a group , they have nearly $1.2 billion in capital in their pursuit. There are at least four other SPACs that have filed IPOs and include sports teams as their targets.