4/A//SEC Filing
Infinite Acquisitions Partners LLC 4/A
Accession 0000950170-25-093133
CIK 0001937987other
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 4:54 PM ET
Size
10.1 KB
Accession
0000950170-25-093133
Insider Transaction Report
Form 4/AAmended
Infinite Acquisitions Partners LLC
10% Owner
Transactions
- Conversion
Class A Common Stock
2025-01-08−1,300,000→ 24,686,868 total
Erudite Cria, Inc.
10% Owner
Transactions
- Conversion
Class A Common Stock
2025-01-08−1,300,000→ 24,686,868 total
Footnotes (4)
- [F1]On January 8, 2025, Infinite Acquisitions Partners LLC ("Infinite Acquisitions") initiated the delivery of shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of Falcon's Beyond Global, Inc. (the "Issuer") to satisfy an obligation of Infinite Acquisitions to deliver shares of Class A Common Stock pursuant to obligations underlying certain redemption agreements entered into with former equityholders of Infinite Acquisitions prior to the Business Combination described in the Registration Statement on Form S-4 (File No. 333-269778) (the "Registration Statement").
- [F2]Includes 400,000 shares of Class A Common Stock that are subject to earnout (the "Class A Earnout Shares") that are being held in an escrow account for the benefit of Infinite Acquisitions. The Class A Earnout Shares will be released to Infinite Acquisitions, if at all, upon the satisfaction of certain milestones described in the Registration Statement. Infinite Acquisitions's right to receive the Class A Earnout Shares upon satisfaction of the earnout conditions became fixed and irrevocable effective as of October 6, 2023. Once the Class A Earnout Shares are earned, released and delivered from escrow to Infinite Acquisitions, such shares shall be subject to an additional 1-year lock-up pursuant to an agreement between Infinite Acquisitions and the Issuer.
- [F3]Due to an administrative error, Table I, Column 5 of the Form 4 originally filed by Infinite Acquisitions on January 10, 2025 (the "Original Form 4") understated, by a total of 1,043,766 shares, the number of shares of Class A Common Stock beneficially owned by Infinite Acquisitions. That understatement was comprised of (i) 779,288 shares of Class A Common Stock inadvertently omitted due to miscalculation, and (ii) 264,478 shares of Class A Common Stock issued to Infinite Acquisitions on December 17, 2024 in payment of a 20% stock dividend on 1,322,390 shares of Class A Common Stock (the "Stock Dividend Shares"), which Stock Dividend Shares were not separately reportable pursuant to Section 16. Table I, Column 5 of the Original Form 4 thus should have reflected 24,686,868 as the number of shares of Class A Common Stock beneficially owned by Infinite Acquisitions following the transaction reported therein.
- [F4]Represents securities held by Infinite Acquisitions. Infinite Acquisitions is controlled by its manager, Erudite Cria, Inc. ("Infinite Manager"). Investment and voting decisions at Infinite Manager with respect to the securities held by Infinite Acquisitions are made by the board of directors of Infinite Manager. Each director has one vote on all matters presented to the board of Infinite Manager, except that the chairman of the board of directors, Lucas Demerau, has two votes on all matters presented to the board of Infinite Manager. Therefore, no individual director of Infinite Manager is the beneficial owner, for purposes of Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), of the securities held by Infinite Acquisitions. Each of Infinite Manager and the directors of Infinite Manager disclaim beneficial ownership over such securities except to the extent of their individual pecuniary interest therein.
Documents
Issuer
Falcon's Beyond Global, Inc.
CIK 0001937987
Entity typeother
IncorporatedNV
Related Parties
1- filerCIK 0001995580
Filing Metadata
- Form type
- 4/A
- Filed
- Jul 1, 8:00 PM ET
- Accepted
- Jul 2, 4:54 PM ET
- Size
- 10.1 KB