Item 1. Description of Business
We were
originally incorporated on June 30, 2006 in Nevada. Our original plan of
operations was to complete manufacture of several alternative prototypes of the
Purse Hook, which is a proprietary clamp/hook device that attaches to the edge
of a table or other surface to provide a safe and elevated place to store a
purse. We had planned to secure U.S. and non-U.S. patent protection
of its design, and to begin marketing of the product to manufacturers and
wholesalers worldwide.
Subsequent
to the end of the reporting period on January 31, 2008, we entered into an
Agreement and Plan of Merger (the “Merger Agreement”) with World Series of Golf,
Inc., a privately held Nevada corporation (“World Series”), and WSG Acquisition,
Inc. (“Acquisition Sub”), a newly formed wholly-owned Nevada subsidiary. In
connection with the closing of this merger transaction, World Series merged with
and into Acquisition Sub (the “Merger”) on January 31, 2008, with the filing of
articles of merger with the Nevada Secretary of State. Subsequently,
on February 1, 2008, we merged with our Acquisition Sub in a short-form merger
transaction under Nevada law and, in connection with this short form merger,
changed our name to World Series of Golf, Inc. effective February 1,
2008.
Following
the Merger, we will no longer pursue development of the Purse hook product and
have assigned all intellectual property related to the product back to its
inventor, who has agreed to indemnify us against any related
liabilities. The Merger was accounted for as a “reverse merger”
because the stockholders of World Series owned a majority of the outstanding
shares of our common stock immediately following the Merger and now control our
board of directors. World Series was deemed to be the accounting acquirer in the
reverse merger. The financial statements presented in this Annual
Report are those of the combined entity.
Prior to
the Merger, our fiscal year end was January 31, and the fiscal year end of World
Series was December 31. Following the interpretive guidelines of the
Commission, we elected to formally change our fiscal year end to match our
accounting predecessor’s fiscal year end. Our fiscal year end is now
December 31.
More
complete information regarding the Merger can be found in our Current Report on
Form 8-K and the exhibits thereto filed with the Securities and Exchange
Commission on February 1, 2008.
As result
of the Merger, we are now in the sports and entertainment industry and operate
as World Series of Golf, Inc. We conduct golf tournament events under
a patent pending method of play format similar to Texas Hold ‘Em
poker. We produce our own content for television, broadband and
online applications. We conduct our operations from our headquarters
located at 5340 S. Procyon St., Las Vegas, Nevada, 89118.
The
Company
We are in
the sports and entertainment business. Our premiere event is a golf
tournament played under a patent pending format similar to Texas Hold ‘Em
poker. The Inaugural World Series of Golf was played May 13-16, 2007
in Las Vegas, Nevada and aired on NBC Sports. The event was hosted by the MGM
Mirage - the official casino and hotel of the World Series of Golf. The event
featured two Las Vegas style wrap-around parties - opening night and closing
night. The three day event with single day elimination was played at Primm
Valley Golf Club with 60 players participating. The event was viewed
in over 2 million households on NBC Sports and had over 96 million internet
impressions. It aired on
SKY
Sports in Europe and was featured in local, national and regional coverage
including the AP wire service.
The 2008
World Series of Golf will be played the week of May 12-15. There are more
applicants than playing positions and the event is expected to double in
size. Our objective is to build a global brand with the finals
bringing players from all over the world to Las Vegas and creating the largest
payout of any golf tournament in the world. The World Series of Golf is also
preparing to launch the World Series of Golf Europe and The World Series of Golf
Online.
We also
own the rights to a number of other event titles, including the “World Series of
Men’s Professional Golf
ä
”, “World Series of
Women’s’ Professional Golf
ä
”, “World Series of Amateur
Golf
ä
”, and the “World
Series of Club Championship Golf™”. An application for the mark “World Series of
Golf®” was filed in Canada on December 6, 2004 and was approved by the Canadian
authority on September 27, 2005. We filed an international application for the
World Series of Golf® game format in any of the countries which are members of
the Patent Cooperation Treaty. A United States patent application was
filed for the World Series of Golf® game format with the United States Patent
Trademark Office on October 5, 2004. The application is now patent
pending.
Principal
Products and Services
The
Game – WORLD SERIES OF GOLF TOURNAMENT PLAY
The World
Series of Golf® is a new golf tournament format incorporating the great game of
golf with the
popular
game of poker. The World Series of Golf® is the Texas Hold ‘Em of golf and
features a hole-by-hole hit and bet, no limit amateur prize
tournament. Players may bet, raise, check or fold after each round of
shots with no limit. Players may go “all in” even if they cannot
match the bet. Ties will split the pot. In the event
everyone ties a hole, antes will carry over to the next hole. Players
are eliminated when they cannot ante on a hole and may not buy back
in. In the event of an “all-in” tie that results in the combined ante
carried over, a contestant will not be eliminated for being unable to meet the
minimum new ante. He will play that hole as “all-in”. A
dealer will be with each group to keep track of all wagers.
A draw
will be made on the first hole to determine the order of play. Player
“one” will control the bet (button) on the first hole; player “two” will control
the bet (button) on the second hole; player “three” will control the bet
(button) on the third hole; player “four” will control the bet (button) on the
fourth hole. On the fifth hole, the rotation starts again, until the
end. All par three’s have an ante and the first wager is made prior
to any player hitting a shot. The player who has the button makes the first
wager prior to hitting the first shot.
The
following is an illustration of the order events for a day World Series of Golf
tournament. This illustration is based upon the plans for our second
annual tournament in Las Vegas. Our second annual World Series of
Golf is planned for May of 2008 and is expected to feature 125 players who will
buy-in to the tournament with $10,000 each.
Round One
For the
first round of the tournament, the 125 players will be randomly drawn and placed
into 25 fivesomes. As a result of the $10,000 per-player buy-in, each
player’s bank will be $10,000.00 at the
beginning
of the World Series of Golf. Play will commence with preset tee
times. The winner of each group will advance to play the other
winners in the second day of competition.
On the
first three holes of competition, players will ante $100.00 and double every
three holes until the round is completed (holes 1-3 = $100; holes 4-6 = $200;
holes 7-9 = $400; holes 10-12 = $800; holes 13-15 = $1,600; holes 16-18 =
$3,200). The minimum bet starts at $100.00 and players can go “all
in” at any time. Any increases must be in $100.00 increments. The
match continues until only one player in each foursome remains to play Round
Two. If necessary, a playoff would continue the formula of doubling
the ante, i.e., the first through third playoff holes would be $6,400 ante and
the fourth hole would increase to a $12,800 ante, etc.
Round Two
The 25
players who advance to Round Two will be placed into five fivesomes. Each
player’s bank at the beginning of Round Two will be set at $50,000.00 in World
Series of Golf player’s cash. The winners of each of the five fivesome will
advance to the final round of competition.
On the
first three holes, the ante will be $500.00 and will double every three holes
until the round is completed (holes 1-3 = $500; holes 4-6 = $1,000; holes 7-9 =
$2,000; holes 10-12 = $4,000; holes 13-15 = $8,000; holes 16-18 =
$16,000). The minimum bet starts at $500.00 and players can go “all
in” at any time. Any increases must be in $500.00 increments. The
match continues until only one player remains in each of the five
groups. The five group winners from Round Two will advance to play in
the Finals. If necessary, a playoff would continue the formula with
the antes doubling on each playoff hole.
Round Three – the Finals
Five
players will play in one fivesome in the final round. Each player’s
bank at the beginning of Round Two will be set at $250,000.00 in World Series of
Golf® player’s cash.
On the
first three holes, the ante will be $2,500.00 and will double every three holes
until the round is completed (holes 1-3 = $2,500; holes 4-6 = $5,000; holes 7-9
= $10,000; holes 10-12 = $20,000; holes 13-15 = $40,000; holes 16-18 =
$80,000). The minimum bet starts at $2,500.00 and players can go “all
in” at any time. Any increases must be in $2,500.00 increments. The
match continues until a winner is determined as the grand champion of the World
Series of Golf. If necessary, a playoff would continue the formula of
doubling the ante on every hole.
As an
illustration of player payouts at the end of a tournament, we plan to pay the
following prizes to the top twenty-five finishers:
Winner
|
$
|
250,000.00
|
2
nd
Place
|
|
60,000.00
|
3
rd
Place
|
|
50,000.00
|
4
th
Place
|
|
40,000.00
|
5
th
Place
|
|
30,000.00
|
6
th
Place-25
th
Place
|
|
10,000.00
|
Recap of
Inaugural
World Series of Golf Tournament
The
Inaugural World Series of Golf was played May 13-16, 2007 in Las Vegas, Nevada.
The event was hosted by the MGM Mirage and featured Las Vegas style wrap-around
parties held on opening night and closing night. The single day elimination
tournament was played at Primm Valley Golf Club with 60 players
participating. The players competed in 15 foursomes on day
one. Fifteen players advanced to day two, where they competed in
three fivesomes. Five players competed in one fivesome played in the finals on
day three. The players’ handicaps in the field ranged from a 2 to a
30. Three women played in the event. In the first two rounds,
the players were placed into pre-flighted groups based on accredited handicaps
in an attempt to insure that all players played against those with similar skill
sets in the early rounds. The first round was very competitive, with
eight of the fifteen matches going on to extra holes. On day two, three of the
five matches went to extra holes. Depending on the flight that the player
advanced through, the final day was played with staggered tees. We
believe this format proved be fair and led to a more compelling competition. The
winner of the inaugural event was an 11 handicap.
The
inaugural event of the World Series of Golf attracted dozens of golf and
gambling enthusiasts that had skill levels ranging from a 2-handicap to a
40+. The players came from all walks of life and included one
of the top money winners on the professional poker tour, a 60-year old retired
railroad conductor from Colorado, a milkman from Chicago, a professional
blackjack player, and a chef from one of Las Vegas’ five-star
restaurants. The field of competition featured three female golfers,
including the CEO of a large construction company, a former Miss Nevada, and a
former Bond Girl.
D.R., a
Las Vegas-based professional gambler, took part in the tournament in between
conducting his duties as an official judge for the Hawaiian Tropic Beauty
Pageant which was held concurrently at the Mirage Hotel & Casino, the host
hotel for the World Series of Golf. Other notable personalities
playing in the inaugural tournament included three top-five finishers from
recent World Series of Poker events, a former NFL quarterback, and a former
major league baseball player.
The
champion of the inaugural World Series of Golf was a day trader once named “most
eligible bachelor” in his hometown of Newport Beach, CA who had recently quit
his job to “take some chances in life.” The 2007 champion sealed his
victory by betting “all-in” on his approach shot on the 373-yard par-4 16th hole
at Primm Valley Golf Club.
As part
of the inaugural World Series of Golf telecast, the producers weaved the
real-life stories and varied backgrounds of the players into the fabric of the
golf tournament telecast, providing viewers at home the opportunity to get to
know these players and start to care about them. We believe the first
World Series of Golf broadcast featured people that were engaging and
interesting to watch, a key factor that we believe is often lost in televised
golf today.
We
accumulated over 275 beta tapes in the coverage of our inaugural event. The
event was aired on NBC Sports on June 23rd and 24th and was seen in almost 2
million households. Additionally, it aired in the U.K. on SKY
Sports.
Television
Strategy
We
anticipate that television will be one of the primary revenue generators for our
business. We hope to continue to structure our broadcasts in the
manner of reality shows where viewers can follow the background stories and
play-by-play struggles of relatable and interesting ‘common person’
golfers. We believe this type of presentation and approach to our
tournaments will lead to more watchable and compelling television than the
professional golf tournaments that are commonly broadcast on television
today.
Through our player application process, we will attempt to select a varied
playing field for the World Series of Golf that will provide viewers with a
number of memorable characters and interesting story lines. We
are currently working with Van Wagner Sports Group, an organization which
provides customized media sales and consulting services, to further develop of
our television strategy.
The
initial programming for the first World Series of Golf tournament was televised
on NBC. As a lead-in to the tournament coverage for our 2008 event,
we plan broadcast a number of encore presentations of footage from the 2007
event. We expect that our television programs will primarily be
postproduction events. In the future, we hope to expand our
programming content with coverage of additional satellite qualifying tournaments
which may be held both U.S. and internationally. Our focus for each broadcast
will be to create compelling storylines through the use of a reality-type
production format.
Tournament
Operations and Management
For
on-course management of our World Series of Golf events, we utilize the services
of Octagon, a global sports and entertainment marketing firm. Through
the event management company, we provide training of tournament personnel,
hardware, software, signage, training and maintenance support. The
event management company is also responsible for maintaining the accuracy of the
rules of the tournaments.
To insure
a well-rounded field of players who are more likely to present compelling
television footage, potential players in the World Series of Golf submit to an
application process. We are currently accepting applications for our 2008 annual
tournament and we expect to cap the event at 125 players. Players for
the 2008 World Series of Golf will arrive in Las Vegas on Monday, May
12. An opening night draw party will be held on Monday evening.
Twenty-five groups will play the Day One single-day elimination
round. The players advancing out of Round One will get paid. On Day
Two, twenty-five players will compete in five fivesomes. Five players will
advance to the finals played on Day Three, Thursday, May 16. The five
finalists will play for $430,000 in prize money. The winner will receive
$250,000.00. We will conclude the event with a closing night Las Vegas
extravaganza party at the host hotel, The Mirage.
The
Mirage hotel and casino is the official hotel and casino host for our Las Vegas
event. The Mirage is located in the heart of the strip in Las Vegas
and has over 3,000 rooms and over 100,000 square feet of gaming area. The Mirage
will provide a command center and the gathering point for our Las Vegas
tournaments and will be the location for our wrap-around social events related
to the tournament.
In the
future, we plan to attract player registration for our events in two fashions.
The first method would be through sponsor-paid exemptions. These playing spots
would be paid for by our event sponsors to be utilized by the sponsors in their
course of business. The second method would be through an awareness campaign
designed to push potential players to our Internet site.
Internet
Video Games – Joint Venture With World Golf Tour
We are
currently working with the World Golf Tour (WGT) to develop our patent-pending
method of conducting golf tournaments play for online play. WGT (website:
www.worldgolftour.com) designs and develops video games to be played on the
Internet. We believe that the Internet has proven to be a superior medium for
the modern day lifestyle, with the on-demand nature of the media combined with
instant communications bringing people together quickly and
affordably. Taking our example from the emergence of online poker
from the traditional live game of poker, we hope to expand our business
model to
the Internet by attracting golfers and golf enthusiasts who play computer games
to an online version of the World Series of Golf.
WGT is
currently offering is a patent-pending broadcast-quality virtual golf game that
connects people online, enabling them to compete in golf tournaments and golf
contests. The WGT’s current online golf game enables a player to interact with a
community and start playing online immediately, with no need to install or
download the game.
In
cooperation with the highly qualified key personnel at WGT, we hope build upon
WGT’s progress in developing virtual golf games for the Internet to build an
on-line version of the World Series of Golf which can be played by multiple
players together online and in a real-time tournament format.
Marketing
We will
directly market our tournaments to the general public. We plan to work with the
marketing department of the Mirage to tailor a marketing plan for our annual Las
Vegas event. We anticipate that a portion of the sponsorship fees will be used
to promote the tournament. Advertising within The Mirage property may
include in-house television channels, plasma boards, outside marquee signs,
table tents, flyers, slot toppers and show cards to stimulate curiosity and
tournament play. The Company will also seek to align itself with high-end
publications that talk directly to our marketplace.
Internet
The
Internet is our primary communication tool and provides our primary registration
process. Our website has been developed in cooperation with OMS Online, a
national website and ecommerce operators. Our website went live in
June of 2006 and started taking player applications from the public in July of
2006. Through the website, we are now taking player
applications for the 2008 event. On our website, we have been able to develop a
series of links which include the Las Vegas Convention and Visitors Authority,
our casino host, sponsors, golf publications, and search engines.
OMS
online has also developed an online e-commerce store for the World Series of
Golf® which integrates into the OMS e-commerce
solution. Through our online store, we offer a variety of World
Series of Golf logo and branded merchandise.
Although
our primary Internet domain is
worldseriesofgolf.com
, we own
a number of domain names including:
theworldseriesofgolf.com
|
theworldseriesofgolffinals.com
|
theworldseriesofgolflasvegas.com
|
worldseriesofgolf.info
|
worldseriesofgolf.tv
|
worldseriesofgolffinals.com
|
worldseriesofgolflasvegas.com
|
worldseriesofgolftournament.com
|
wsglasvegas.com
|
wsglv.com
|
britishworldseriesofgolf.com
|
canadianworldseriesofgolf.com
|
worldseriesofgolf.net
|
europeanworldseriesofgolf.com
|
worldseriesofgolf.org
|
|
Publications
We have
agreed that GolfWorld, a Conde Nast publication and a part of the Golf Digest
family of magazines, will be our exclusive golf
publication. GolfWorld is a weekly subscriber based publication with
almost 300,000 subscribers. Locally, Vegas Golfer magazine provides a
special annual issue covering the World Series of Golf.
Intellectual
Property
Mr.
Kenneth L. Maul, our former Secretary/ Treasurer and a former director, is the
inventor of the World Series of Golf game. On October 5, 2004, Mr. Maul
submitted a U.S. utility patent application (Application No. 10/958,933) for the
invention, entitled “Method for Conducting Sports Tournaments With Wagering.”
The patent application is currently pending with no action having been taken by
the Patent Office as of this date. Mr. Maul has assigned all right,
title and interest in the patent application to WSG. M & S
Investments LLC, a limited liability company owned 50/50 by Mr. Maul and Mr.
John Slitz, our Chairman and a director, has obtained U.S. Trademarks for World
Series of Golf®; World Series of Professional Men’s Golf
ä
, World Series of
Professional Women’s Golf
ä
, and World Series of
Amateur Golf
ä
. M&S
Investments has also applied for U.S. trademark protection for “World Series of
Golf Club Championship.” M&S Investments has assigned all rights to these
marks to WSG. The Company intends to protect any future products it develops
through a combination of patents, trademarks and copyrights.
Research
and Development Expenditure
We have
not incurred any research or development expenditures since our
incorporation.
Employees
As of
January 31, 2008, the Company had five employees, including the three officers
of the Company. The Company does plan on hiring additional employees in the
future.