Investing in fanatics— What You Need to Know in 2026

IMPORTANT DISCLAIMER FOR INVESTORS CONSIDERING INVESTING IN FANATICS

The following material is provided by TSG Invest and its affiliates (collectively “TSG Invest”) for informational and educational purposes only. This material does not constitute an offer to sell securities or a solicitation to participate in any trading strategy. Investing inherently involves risk, including the potential loss of principal. Past performance does not guarantee future results, and market conditions can change rapidly. Different investments carry varying levels of risk. While content is compiled from sources believed reliable, TSG Invest cannot guarantee complete accuracy or completeness of information presented. All opinions, forecasts, and projections reflect our views as of the publication date. This material may contain preliminary information and forward-looking statements. Due to various factors, actual events may differ substantially from those presented. TSG Invest assumes no obligation to update forward-looking statements or opinions. TSG Invest, its officers, directors, employees, or clients may hold positions in mentioned securities or investments. Such positions may change at any time without notice. All opinions and market views are subject to change without notice. TSG Invest and its financial advisors do not provide legal, tax, or accounting advice. You should consult with legal and tax advisors before making any financial decisions. This material does not consider individual investment objectives, financial situations, or needs. Furthermore, TSG Invest does not monitor ongoing suitability, provide personalized recommendations without a formal agreement, or determine if content suits individual readers. Receipt of this material does not create an advisory relationship. Professional financial advice is recommended for your specific situation. Investors should carefully review all risks and consider their investment objectives, resources, and risk tolerance before making investment decisions. No assurance can be given that any specific investment or strategy will be profitable or suitable for any specific investor’s portfolio. Asset allocation, rebalancing, and diversification strategies do not guarantee against risk in broadly declining markets. This material is not intended as a recommendation, offer, or solicitation for the purchase or sale of any security or investment strategy. TSG Invest (d/b/a of The Spaventa Group LLC) is not a registered broker-dealer nor investment advisor. TSG Invest refers certain financial services to its affiliated broker-dealer, TSG Capital Advisors LLC (“TSGCA”) (Member FINRA/SIPC), its wholly owned registered investment advisor subsidiary, TSG Alpha Partners LLC (“TSGA”), and its wholly owned insurance agency subsidiary, TSG Insurance Services LLC (“TSGIS”). Financial Planning and Investment Advisory Services offered through TSG Alpha Partners LLC (CRD #319493). Private placements offered through TSG Capital Advisors (CRD #147509), member FINRA, SIPC. Insurance products offered through TSG Insurance Services LLC. TSG Alpha Partners, TSG Capital Advisors, and TSG Insurance Services are affiliated due to common ownership. These affiliates may take positions contrary to those discussed in this material. Private placements discussed herein are especially high-risk and illiquid investments typically only available to accredited investors under Regulation D. These securities are subject to holding period requirements, and not all private companies will succeed or go public. Independent due diligence is essential, and investors should be prepared for the possibility of total loss of investment.

RISK FACTORS RELATED TO SPORTS COMMERCE, COLLECTIBLES, AND BETTING INVESTMENTS 

Investments in sports commerce, collectibles, and betting companies, including Fanatics, carry significant risks that could result in partial or total loss of capital. These businesses operate in highly competitive, licensing-dependent, and regulated markets where performance may be affected by factors that are difficult or impossible to predict. Fanatics’ competitive position depends heavily on exclusive licensing agreements with major sports leagues and players associations that are subject to renewal, renegotiation, and competition from other bidders. Sports betting and iGaming operations face a complex, evolving patchwork of state-level regulations governing licensing, advertising, taxation, and consumer protection, while expansion into prediction markets and financial services introduces additional regulatory exposure. Each division faces intense competition — from Amazon, Nike, and Adidas in merchandise, Panini and Upper Deck in collectibles, and the entrenched FanDuel-DraftKings duopoly in betting — which may compress pricing and increase marketing costs. As a large private company, Fanatics’ valuation has declined from a $31 billion peak and may not reflect pricing that public markets would assign, with secondary market liquidity limited and no guarantee of a favorable exit. Demand across all divisions is sensitive to consumer discretionary spending and macroeconomic conditions, while the operational complexity of simultaneously managing a vertically integrated merchandise business, global trading card company, multi-state sportsbook, credit card, prediction markets, and 2,000+ retail locations creates meaningful execution risk. International expansion adds further uncertainty across different sports cultures, licensing frameworks, and regulatory environments. These risk factors are not exhaustive, and investors should conduct independent due diligence, review all available offering documents, and consult qualified professional advisors before making any investment decision.