PHOENIX & NEW YORK & LOS ANGELES–Alpine Acquisition Corporation (Nasdaq: REVEU, REVE, REVEW) (“Alpine”), a special purpose acquisition company, and Two Bit Circus, Inc., creators of the world’s first Micro-Amusement Parks and an experiential entertainment leader jointly announced today that they have entered into definitive agreements for a business combination. Alpine also entered into a definitive agreement with affiliates of Atrium Hospitality, LP, to acquire two full-service conference hotels with 739 rooms and 135,000 square feet of conference facilities located in Denver, CO and Stamford, CT. Upon the closing of the transactions, Alpine will acquire Two Bit Circus and the hotels and commence transformational renovations of both properties. The properties will be rebranded to Revelers Resorts, using Two Bit Circus’s proprietary technology and entertainment experiences. The combined company is expected to be renamed “Two Bit Entertainment Corp.” and continue to be listed on NASDAQ under the symbol REVE. The transactions are expected to close in the 3rd quarter of 2022.
Alpine Acquisition Corporation was created with a thesis to develop new drive-to-destination resorts. Alpine’s executive team has extensive experience in developing, managing and building custom branded family entertainment from 20 years previously with Great Wolf Resorts. Two Bit Circus, Inc., named by Fast Company as one of the most innovative game companies of 2020, brings substantial talent of innovation and strategy in social play experiences.
“Two Bit Circus, Inc, is an industry leader in experiential technology entertainment, and we look forward to joining with their talented team of innovators and their extensive portfolio of social experiences to create a new one of a kind world-class family entertainment brand,” said Elan Blutinger, Chairman of Alpine, “and purchasing two well located conference center hotels aligns with our team’s background in hospitality entertainment.”
The new entertainment brand, Revelers Resorts, will provide inclusive activities along with an immersive story experience woven throughout the entire resort; Circus adventures, STEAM games and workshop activities bring to life the Reveler’s world. Full food and beverage offerings are expected to include Plate Spinner Pizza and a Cannonball Candy Shop along with carnival carts with signature treats. Revelers Resort will also have one of a kind social play attractions and other games, such as a reimagined arcade and midway for upleveled play throughout Reveler’s Circus Grounds area.
Purchasing existing conference center hotels in strong demographic locations at deep discounts to their replacement costs is expected to allow the new brand to quickly enter new markets, provide affordable entertainment and lodging accommodations, and grow quickly and profitably. These hotels already have the full-service amenities needed to adapt and renovate to the new brand along with leveraging the Two Bit Circus’ immersive-fueled experiential entertainment technology to create Revelers Resorts.
Two Bit Circus shareholders will contribute 100% of their equity into the combined company. Alpine will issue an aggregate of 4,980,000 shares of common stock to the Two Bit Circus shareholders and 1,950,000 shares of common stock to the sellers of the hotels being acquired. The boards of directors of Alpine and Two Bit Circus have approved the proposed business combination. Completion of the proposed business combination is subject to approval by Alpine’s stockholders and the satisfaction or waiver of other customary closing conditions.
Additional information about the proposed transactions will be provided in a Current Report on Form 8-K filed by Alpine with the Securities and Exchange Commission and available on www.sec.gov.
Maxim Group LLC acted as sole financial advisor to Alpine Acquisition Corporation.
Hodges Ward Elliott, LLC acted as the buyer representative on the hotel transaction.
