Deep Medicine Acquisition Corp. (DMAC), a publicly traded special purpose acquisition company based in New York, and TruGolf, Inc., a golf simulator manufacturer and distributor with headquarters in Salt Lake City, have announced a merger agreement.
Under the agreement, TruGolf will absorb a wholly owned subsidiary of DMAC and TruGolf will become a wholly owned subsidiary of DMAC. The combined public company will be renamed “TruGolf Inc.” TruGolf stockholders will receive consideration in the form of newly issued shares of common stock DMAC, valued on an aggregate enterprise value of TruGolf of $125 million, including up to approximately $45 million of contingent consideration, subject to customary adjustments for TruGolf’s closing working capital, cash and debt and any unpaid transaction expenses.
Christopher Jones, CEO and chairman of TruGolf, and the existing management team will lead the merged company.
TruGolf manufactures and sells a full line of golf simulator equipment, including software and hardware, and is currently developing a new line of next-generation golf simulator products that aims to revolutionize the virtual golf experience. The company expects to use the transaction proceeds to fund the development and production of its software and hardware business, with sales expected to increase as its new generation software and hardware is launched. The company also plans to use a portion of the proceeds to expand its manufacturing capabilities in Salt Lake City.
“We are very grateful to the team at DMAC for not only grasping our long-term vision and stepping in with significant resources to position the company for continued growth, but also leveraging an impressive global network to help with expansion on a global scale,” said Jones. “We have been building this industry with some great partners for so long that we couldn’t be happier to see the adoption of exclusive indoor rounds of golf now exceeding the exclusive outdoor rounds of golf. The future of golf is indoors and we are uniquely positioned to convert this industry-wide momentum into a movement that will capture the hearts and minds of new and experienced golfers around the world.”
“We are delighted to have entered into a definitive agreement with TruGolf and its impressive management team,” said Humphrey Polanen, CEO of DMAC. “While there are an estimated 40 million golf players in the U.S., not everyone has the time or financial resources to be able to play golf regularly. In addition to the high cost of playing, difficulty of the courses and an incompatibility with a modern lifestyle are also factors that keep golf players from regularly enjoying the game. TruGolf’s suite of products offers a solution to all of these challenges and delivers an absolutely amazing virtual golf experience.”
The boards of directors of DMAC and TruGolf both unanimously approved the proposed transaction. The closing of the transaction is currently anticipated by the end of the third quarter of 2023.