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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of
earliest event reported): October 18, 2024
FALCON’S BEYOND
GLOBAL, INC.
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-41833 |
|
92-0261853 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
1768 Park Center Drive
Orlando, FL 32835
(Address of principal executive offices, including zip code)
Registrant’s telephone
number, including area code: (407) 909-9350
N/A
(Former name or former
address, if changed since last report)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered
pursuant to Section 12(b) of the Act
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A common stock, par value $0.0001 per share |
|
FBYD |
|
The Nasdaq Stock Market LLC |
Warrants to purchase 1.034999 shares of Class A common stock, at an exercise price of $11.50 per share |
|
FBYDW |
|
The Nasdaq Stock Market LLC |
Indicate by check mark
whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☒
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01 Entry Into a Material Definitive
Agreement
The information in this Current Report on Form
8-K (this “Report”) set forth under Item 2.03 is incorporated herein by reference.
Item 1.02 Termination of a Material Definitive
Agreement
The information in this Report with respect to
the termination of the Prior Katmandu Loans set forth under Item 2.03 is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation
or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant
Amended and Restated Credit Agreement
On October 18, 2024, Falcon’s Beyond Global,
Inc. (the “Company”), through its wholly-owned subsidiary, Falcon’s Beyond Global, LLC (“Falcon’s OpCo”)
entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”), effective as of September
30, 2024, between Falcon’s OpCo and Infinite Acquisitions Partners LLC (“Infinite”), a greater than 10% shareholder
of the Company. The Amended and Restated Credit Agreement amends and restates the credit agreement, dated December 30, 2021, entered into
by and between Katmandu Collections LLLP, as predecessor in interest to Infinite, and Falcon’s OpCo (the “Prior Credit Agreement”).
Under the Amended and Restated Credit Agreement,
Infinite provided a ten-year revolving line of credit in the amount of up to $15 million (the “Revolving Line of Credit”).
An aggregate principal amount of approximately $8 million has been borrowed and is outstanding under the Revolving Line of Credit, representing
the amount of principal and unpaid accrued interest outstanding under the Prior Credit Agreement. The Revolving Line of Credit is unsecured,
bears simple interest on the unpaid principal balance at the rate equal to the three-month Secured Overnight Financing Rate (SOFR) on
the first day of the applicable quarter plus 2.75% per year, payable quarterly, and will mature on September 30, 2034. Falcon’s
OpCo may, at its option, prepay any amounts due under the Amended and Restated Credit Agreement in whole or in part without penalty or
premium.
Katmandu Loan Agreement
On October 18, 2024, the Company, through its
indirect subsidiary, Katmandu Group, LLC (“Katmandu Group”), entered into a loan agreement (the “Katmandu Loan Agreement”),
dated as of September 30, 2024, between Katmandu Group and Infinite. The Katmandu Loan Agreement terminates and replaces certain existing
loans between Katmandu Group and Infinite (the “Prior Katmandu Loans”). The aggregate principal amount borrowed under the
Katmandu Loan Agreement is $14,764,768.81, representing the amount of principal and unpaid accrued interest outstanding under such terminated
agreements.
The Katmandu Loan Agreement is unsecured, bears
interest at a rate of 8% per annum, payable quarterly in arrears, and will mature on September 30, 2034. The Katmandu Loan Agreement contains
affirmative covenants relating to compliance by Katmandu Group with applicable anti-corruption and anti-money laundering laws and the
preservation of Katmandu Group’s legal existence, and a negative covenant which restricts the ability of Falcon’s OpCo to
consolidate with or merge with any other entity or convey, transfer or lease substantially all of its assets in a single transaction or
series of transactions to any person, subject to certain exceptions.
The foregoing descriptions of the Amended and
Restated Credit Agreement and Katmandu Loan Agreement do not purport to be complete and are qualified in their entirety by reference to
the respective agreements, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Report and are incorporated herein
by reference.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
| * | Schedules to this Exhibit have been omitted in accordance with
Regulation S-K Item 601(a)(5). The Company agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: October 24, 2024 |
FALCON’S BEYOND GLOBAL, INC. |
|
|
|
By: |
/s/ Bruce A. Brown |
|
Name: |
Bruce A. Brown |
|
Title: |
Chief Legal Officer & Corporate Secretary |
3
Exhibit 10.1
AMENDED AND RESTATED CREDIT AGREEMENT
This Amended and
Restated Credit Agreement (this “Agreement”) is made effective as of September 30, 2024 (the “Effective Date”),
between Falcons Beyond Global, LLC, a Florida limited liability company (“Borrower”), and Infinite Acquisitions Partners
LLC, a Delaware limited liability company (“Lender”), to provide a revolving line of credit loan in the amount of Fifteen
Million US Dollars ($15,000,000.00).
Recitals
WHEREAS, Katmandu
Collections, LLLP, as predecessor in interest to Lender, and Borrower previously entered into that certain Credit Agreement, dated December
30, 2021 (the “Prior Agreement”); and
WHEREAS, Borrower
and Lender desire to amend and restate the Prior Agreement in its entirety and to accept the rights created pursuant to this Agreement
in lieu of the rights granted to them under the Prior Agreement.
NOW, THEREFORE,
in consideration of the mutual promises herein contained, and other good and valuable consideration, the receipt and adequacy of which
is acknowledged, Borrower and Lender each hereby agree that the Prior Agreement is hereby amended and restated in its entirety by this
Agreement, and all parties hereto hereby further agree as follows:
Agreement
1. Revolving
Line of Credit. This Agreement evidences a revolving line of credit. Proceeds may be disbursed by Lender to Borrower under this Agreement,
repaid by Borrower and reborrowed by Borrower under this Agreement until the Maturity Date, but the maximum total principal amount outstanding
under this Agreement at any one time shall never exceed FIFTEEN MILLION AND NO/100 US DOLLARS ($15,000,000.00). As of the date hereof,
the total principal amount outstanding under this Agreement is EIGHT MILLION FIFTY-SEVEN THOUSAND ONE HUNDRED NINE US DOLLARS AND SIXTEEN
CENTS ($8,057,109.16). Amounts outstanding hereunder shall be reflected on Schedule A hereto, as the same may be updated from time to
time.
0. Interest.
All amounts borrowed hereunder from and after the date hereof shall bear simple interest at the rate equal to the three-month Secured
Overnight Financing Rate (SOFR) on the first day of the applicable quarter (January 1, April 1, July 1, and October 1) plus 2.75% per
year. Interest shall be calculated daily based on a 365-day year.
1. Payments.
Payments of all accrued interest on all outstanding principal amounts are due quarterly in cash on March 31, June 30, September 30,
and December 31. Whenever any payment to made hereunder shall be stated to be due on a day other than a business day, such payment shall
be made on the next succeeding business day and such extension of time shall be included in computing interest, if any, due in connection
with such payment.
2. Maturity
Date. This is a ten (10) year agreement maturing on September 30, 2034 (the “Maturity Date”). Outstanding principal
and interest is payable in full on the Maturity Date.
3. Event
of Default. In the event Borrower fails to make any payment due in accordance with the terms of this Agreement, interest shall accrue
at a rate up to the maximum rate allowable by law, until such event of default is cured.
4. Allocation
of Payments. Payments shall first be credited to interest due, and any remainder will be credited to principal.
5. Prepayment.
Borrower may, at its option, prepay any amounts due under this Agreement in whole or in part without penalty or premium.
6. Attorney's
Fees and Costs. Borrower shall pay all reasonable costs incurred by Lender in collecting sums due under this Agreement after a default,
including reasonable attorney's fees. If Lender or Borrower sues to enforce this Agreement or obtain a declaration of its rights hereunder,
the prevailing party in any such proceeding shall be entitled to recover its reasonable attorney's fees and costs incurred in the proceeding
(including those incurred in any bankruptcy proceeding or appeal) from the non-prevailing party.
7. Non-Waiver.
No failure or delay by Lender in exercising Lender's rights under this Agreement shall be considered a waiver of such rights.
8. Severability.
In the event that any provision herein is determined to be void or unenforceable for any reason, such determination shall not affect
the validity or enforceability of any other provision, all of which shall remain in full force and effect.
9. Integration.
There are no verbal or other agreements which modify or affect the terms of this Agreement. This Agreement may not be modified or
amended except by written agreement signed by Borrower and Lender.
10. Conflicting
Terms. The terms of this Agreement shall control over any conflicting terms in any referenced agreement or document.
11. Notice.
Any notices required or permitted to be given hereunder shall be given in writing and shall be delivered (a) in person, (b) by certified
mail, postage prepaid, return receipt requested, (c) by email, or (d) by a commercial overnight courier that guarantees next day delivery
and provides a receipt, and such notices shall be made to the parties.
12. Execution.
The Borrower executes this Agreement as a principal and not as surety.
13. Governing
Law. This Agreement shall be governed under the laws in the State of Florida.
(See Signature Block on Next Page)
IN WITNESS WHEREOF, the parties hereto
have signed this Amended and Restated Credit Agreement effective as of the Effective Date.
|
BORROWER: |
|
|
|
FALCONS BEYOND GLOBAL, LLC |
|
|
|
/s/ Jo Merrill |
|
Name: |
Jo Merrill |
|
Title: |
Authorized Signatory |
|
|
|
LENDER: |
|
|
|
INFINITE ACQUISITIONS PARTNERS LLC |
|
|
|
/s/ Lucas Demerau |
|
Name: |
Lucas Demerau |
|
Title: |
President and Chief Executive Officer |
3
Exhibit 10.2
LOAN AGREEMENT
This LOAN AGREEMENT,
dated as of September 30, 2024 (this “Agreement”), is entered into by and between Katmandu Group, LLC, a Florida limited
liability company (the “Borrower”), and Infinite Acquisitions Partners LLC, a Delaware series limited liability company
(the “Lender”).
RECITALS
WHEREAS, (a) Katmandu
Collections LLLP, as predecessor in interest to the Lender, and Fun Stuff S.L. (“Fun Stuff”) entered into that certain
Loan Agreement, dated as of December 29, 2021 and (b) Infinite Acquisitions LLLP, as predecessor in interest to the Lender, and Fun Stuff
entered into that certain Loan Agreement, dated as of December 30, 2022 (together, the “Prior Loan Agreements”);
WHEREAS, Fun Stuff
assigned all of its rights and obligations under the Prior Loan Agreements to the Borrower;
WHEREAS, pursuant
to the Prior Loan Agreements, the Borrower currently owes Fourteen Million Seven Hundred Sixty-Four Thousand Seven Hundred Sixty-Eight
United States Dollars and Eighty-One Cents ($14,764,768.81) to the Lender; and
WHEREAS, the parties
hereto desire to terminate the Prior Loan Agreements and enter into this Agreement to replace the Prior Loan Agreements in their entirety.
AGREEMENT
NOW, THEREFORE,
in consideration of the foregoing, and the conditions set forth below, the parties hereto, intending to be legally bound, hereby agree
as follows:
1. The Loan.
(a)
Prior Loan Agreements. The parties hereto hereby terminate the Prior Loan Agreements and agree that (i) the total loan amount
outstanding under the Prior Loan Agreements is $14,764,768.81 and (ii) such loan shall be repaid by the Borrower to the Lender
pursuant to the terms and conditions of this Agreement. For the purposes of this Agreement, “Loan” means the loan
made by the Lender to the Borrower described in this clause (a).
(b)
Repayment. The Borrower shall repay the outstanding balance of the Loan according to Schedule A attached hereto, and the
Loan shall become due and payable, on September 30, 2034 (the “Maturity Date”).
(c)
Interest. The interest on the Loan shall accrue at 8% per annum from and after the date hereof and shall be calculated on
the basis of the actual number of days elapsed and a year of 360 days. The interest shall be due and payable (i) quarterly in arrears
until the Maturity Date and (ii) after the Maturity Date, on demand.
(d)
Voluntary Prepayment. The Borrower may voluntarily prepay the Loan in whole or in part without premium or penalty. Prior
to effecting any prepayment of the Loan, the Borrower shall give the Lender at least five Business Days’ prior written notice of
the Borrower’s intent to prepay all or any part of the Loan, which notice shall specify the amount of such prepayment. As used herein,
“Business Day” means a day (other than a Saturday or Sunday) on which banks are open for general business in New York.
(e)
Withholding for Taxes. Any and all payments by or on account of any obligation of the Borrower under this Agreement shall
be made without deduction or withholding for any taxes, except as required by applicable law. If any applicable law (as determined in
the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any tax from any such payment by
a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay
the full amount deducted or withheld to the relevant governmental authority in accordance with applicable law. Any amount so deducted
and paid to the relevant governmental authority shall be treated as paid to the Lender.
(f) Security and Ranking. The Loan shall at all times constitute a direct, unconditional, unsecured, and general obligation
of the Borrower.
2. Representations and Warranties. The
Borrower represents and warrants to the Lender that:
(a)
Organization; Powers. The Borrower is duly organized or formed, validly existing and in good standing under the laws of
the jurisdiction of its organization, has all requisite power and authority to carry on its business as now conducted and, except where
the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a material adverse effect, is qualified
to do business in, and is in good standing in, every jurisdiction where such qualification is required.
(b)
Authorization; Enforceability. The execution, delivery and performance by the Borrower of this Agreement, the borrowing
of the Loan and the use of the proceeds thereof are within the Borrower’s corporate or other organizational powers and have been
duly authorized by all necessary corporate or other organizational and, if required, stockholder action. This Agreement has been duly
executed and delivered by the Borrower and constitutes a legal, valid and binding obligation of the Borrower, enforceable in accordance
with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights
generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law.
3.Affirmative
Covenants. The Borrower covenants that so long as the Loan is outstanding:
(a) Compliance
with Law. The Borrower will comply with all laws, ordinances or governmental rules or regulations (including those administered by
the Office of Foreign Assets Control) to which it is subject, including, without limitation, the USA PATRIOT Act and The Foreign Corrupt
Practices Act of 1977 and will obtain and maintain in effect all licenses, certificates, permits, franchises
and other governmental authorizations necessary to the ownership of its properties or to the conduct of its business, in each case to
the extent necessary to ensure that non-compliance with such laws, ordinances or governmental rules or regulations or failures to obtain
or maintain in effect such licenses, certificates, permits, franchises and other governmental authorizations could not individually or
in the aggregate reasonably be expected to have a material adverse effect.
(b) Existence.
The Borrower will at all times preserve and keep in full force and effect its legal existence under the laws of the jurisdiction of its
organization. Subject to Section 4, the Borrower will at all times preserve and keep in full force and effect all rights and franchises
of the Borrower unless, in the good faith judgment of the Borrower, the termination of or failure to preserve and keep in full force and
effect such right or franchise could not, individually or in the aggregate, reasonably be expected to have a material adverse effect.
4.Negative Covenants. The Borrower covenants
that so long as the Loan is outstanding:
(a) The
Borrower shall not consolidate with or merge with any other entity or convey, transfer or lease substantially all of its assets in a single
transaction or series of transactions to any person unless:
(i)
the successor formed by such consolidation or the survivor of such merger or the person that acquires by conveyance, transfer or
lease substantially all of the assets of the Borrower as an entirety, as the case may be, shall be a solvent corporation or other entity
organized and existing under the laws of the United States or any State thereof (including the District of Columbia) with a net worth
in excess of the Borrower immediately prior to the consummation of such transaction, and such entity shall have executed and delivered
to the Lenders its assumption of the due and punctual performance and observance of each covenant and condition of this Agreement; and
(ii)
immediately after giving effect to such transaction, no Event of Default (as defined below) shall have occurred and be continuing.
No such conveyance,
transfer or lease of substantially all of the assets of the Borrower shall have the effect of releasing the Borrower or any successor
entity that shall theretofore have become such in the manner prescribed in this Section 4 from its liability under this Agreement.
5.Events of Default.
If any of the events or circumstances set out below (each, an “Event of Default”) occurs:
(a)
the Borrower fails to repay the outstanding balance of the Loan when it becomes due and payable;
(b)
the Borrower defaults in the performance of or compliance with any term contained herein (other than those referred to in paragraph
(a) of this Section 5) and such default is not remedied within thirty (30) days after the Borrower receiving written notice of
such default from the Lender;
(c)
any representation or warranty made in writing by or on behalf of the Borrower in this Agreement or in any writing furnished in
connection with the transactions contemplated hereby proves to have been false or incorrect in any material respect on the date as of
which made;
(d)
the Borrower (i) is generally not paying, or admits in writing its inability to pay, its debts as they become due, (ii) files,
or consents by answer or otherwise to the filing against it of, a petition for relief or reorganization or arrangement or any other petition
in bankruptcy, for liquidation or to take advantage of any bankruptcy, insolvency, reorganization, moratorium or other similar law of
any jurisdiction, (iii) makes an assignment for the benefit of its creditors, (iv) consents to the appointment of a custodian, receiver,
trustee or other officer with similar powers with respect to it or with respect to any substantial part of its property, (v) is adjudicated
as insolvent or to be liquidated, or (vi) takes corporate action for the purpose of any of the foregoing; or
(e)
with respect to the Borrower, a court or governmental authority of competent jurisdiction enters an order appointing, without consent
by the Borrower, a custodian, receiver, trustee or other officer with similar powers with respect to it or with respect to any substantial
part of its property, or constituting an order for relief or approving a petition for relief or reorganization or any other petition in
bankruptcy or for liquidation or to take advantage of any bankruptcy or insolvency law of any jurisdiction, or ordering the dissolution,
winding-up or liquidation of the Borrower, or any such petition shall be filed against the Borrower and such petition shall not be dismissed
within ninety (90) days; or
(f)
the Borrower is dissolved or wound up.
then, and in each
such event (other than an event with respect to the Borrower described in clause (d) or (e) of this Section 5) and at any time
thereafter, the Lender may, by notice to the Borrower, take any or all of the following actions, at the same or different times: (i) declare
the outstanding balance of the Loan and all other amounts outstanding under this Agreement to be immediately due and payable, whereupon
such amounts shall become immediately due and payable and (ii) exercise any other remedies available at law or in equity; and in case
of any event with respect to the Borrower described in clause (d) or (e) of this Section 5, the principal of the Loan then outstanding,
together with accrued interest thereon and all fees and other obligations of the Borrower accrued hereunder, shall automatically become
due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Borrower.
6. Default
Rate. If any Event of Default has occurred and is continuing, then upon written notice by the Lender to the Borrower, the outstanding
principal balance of the Loan, any overdue installment of interest (to the extent permitted by applicable law), including interest accruing
after the commencement of any proceeding under any bankruptcy or insolvency law, will bear additional interest from the due date of such
payment, or from and after an Event of Default, at the rate of interest set forth in Section 1(c) plus 1%, until the payment is
received or the Event of Default is cured, if permitted, or waived in writing in accordance with the terms hereof.
7.
Survival of Representations and Warranties; Entire Agreement. All representations and warranties contained herein shall
survive the execution and delivery of this Agreement. All statements contained in any certificate or other instrument delivered by or
on behalf of the Borrower pursuant to this Agreement shall be deemed representations and warranties of the Borrower under this Agreement.
8. Treatment
of the Loan. The parties hereto agree to treat the Loan as debt for U.S. federal income tax, accounting and financial purposes
(and for other similar state and local tax purposes).
9. Miscellaneous.
(a)
Waivers and Amendments. Any provision of this Agreement may be amended, waived or modified upon the written consent of
each of the Borrower and the Lender.
(b)
Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors and
permitted assigns, provided, however, that no party may assign or transfer its rights or obligations hereunder without the express written
consent of the other party. If the Lender transfers or assigns any of its rights hereunder, any reference to the Lender shall thereafter
refer to the transferor and transferee to the extent of their respective interests.
(c)
Governing Law; Consent to Jurisdiction. THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER (INCLUDING,
BUT NOT LIMITED TO, THE VALIDITY, INTERPRETATION, CONSTRUCTION, ENFORCEMENT OR TERMINATION HEREOF OR THEREOF, AND WHETHER ARISING IN
CONTRACT OR TORT OR OTHERWISE) SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. EACH OF THE PARTIES
HERETO HEREBY IRREVOCABLY CONSENTS AND SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY LOCAL, STATE OR FEDERAL COURT LOCATED WITHIN
THE CITY OF NEW YORK, AND WAIVES ANY DEFENSE OF IMPROPER VENUE OR FORUM NON CONVENIENS TO THE CONDUCT OF ANY PROCEEDING IN ANY SUCH COURT.
(d)
Waiver of Jury Trial. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY
WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY CONTROVERSY, LEGAL ACTION, PROCEEDING OR COUNTERCLAIM BASED HEREON OR
ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR ANY COURSE OF CONDUCT, COURSE OF
DEALING, STATEMENT (WHETHER ORAL OR WRITTEN) OR ACTIONS OF THE BORROWER OR THE LENDER.
(e) Notices.
Except as otherwise specified herein, all notices, requests, demands, or other communications to or upon the Borrower or the Lender
shall be in writing by mail or by e-mail, and shall be deemed to have
been duly given or made when delivered to such party at its address as set forth on the signature page hereto.
(f) Validity.
If any provision of this Agreement shall be judicially determined to be invalid, illegal or unenforceable, the validity, legality and
enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
(g)
Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all
of which together shall be deemed to constitute one instrument.
(h)
Headings. Section headings used herein are for convenience of reference only, are not part of this Agreement and are not
to affect the construction of, or to be taken into consideration in interpreting, this Agreement.
(i) Register.
The Borrower shall keep at its principal executive office a register for the registration and registration of transfers of the Loan.
The name and address of each holder of the Loan, each transfer thereof and the name and address of each transferee of the Loan each
repayment and prepayment in respect of the principal amount of the Loan, and the principal (and stated interest) owing from time to
time to each holder, shall be registered in such register. Prior to due presentment for registration of transfer, the person in
whose name the Loan shall be registered shall be deemed and treated as the owner and holder thereof for all purposes hereof, and the
Borrower shall not be affected by any notice or knowledge to the contrary.
[THE REST OF THIS PAGE IS INTENTIONALLY LEFT
BLANK]
IN WITNESS WHEREOF, the parties
have caused this Agreement to be duly executed and delivered as of the date and year first written above.
|
KATMANDU GROUP, LLC,
as the Borrower |
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By: |
/s/ Jo Merrill |
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Name: |
Jo Merrill |
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Title: |
Authorized Signatory |
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Address: |
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Email: |
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[SIGNATURE PAGE TO LOAN AGREEMENT]
|
INFINITE ACQUISITIONS PARTNERS LLC,
as the Lender |
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By: |
/s/ Lucas Demerau |
|
Name: |
Lucas Demerau |
|
Title: |
President and Chief Executive Officer |
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Address: |
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Email: |
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[SIGNATURE PAGE TO LOAN AGREEMENT]
v3.24.3
Cover
|
Oct. 18, 2024 |
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Oct. 18, 2024
|
Entity File Number |
001-41833
|
Entity Registrant Name |
FALCON’S BEYOND
GLOBAL, INC.
|
Entity Central Index Key |
0001937987
|
Entity Tax Identification Number |
92-0261853
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
1768 Park Center Drive
|
Entity Address, City or Town |
Orlando
|
Entity Address, State or Province |
FL
|
Entity Address, Postal Zip Code |
32835
|
City Area Code |
407
|
Local Phone Number |
909-9350
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Entity Emerging Growth Company |
true
|
Elected Not To Use the Extended Transition Period |
false
|
Class A common stock, par value $0.0001 per share |
|
Title of 12(b) Security |
Class A common stock, par value $0.0001 per share
|
Trading Symbol |
FBYD
|
Security Exchange Name |
NASDAQ
|
Warrants to purchase 1.034999 shares of Class A common stock, at an exercise price of $11.50 per share |
|
Title of 12(b) Security |
Warrants to purchase 1.034999 shares of Class A common stock, at an exercise price of $11.50 per share
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Trading Symbol |
FBYDW
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NASDAQ
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X |
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