WAIVER OF CLOSING CONDITION October 4, 2023Merger Agreement • October 11th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
Contract Type FiledOctober 11th, 2023 Company IndustryUnder Section 9.01(g) of the Amended and Restated Agreement and Plan of Merger, dated as of January 31, 2023, as amended by Amendment No. 1 dated June 25, 2023, Amendment No. 2 dated July 7, 2023, and Amendment No. 3 dated September 1, 2023 (the “Merger Agreement”), by and among FAST Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company that has since redomesticated as a Delaware limited liability company (the “Company”), Falcon’s Beyond Global, Inc., a Delaware corporation and a wholly owned subsidiary of the Company, which was formerly known as Palm Holdco, Inc. (“Pubco”), and Palm Merger Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of Pubco, it is a condition to the closing of the transactions contemplated by the Merger Agreement that the Company Requisite Approval, defined as the affirmative vote of a majority of the managers of the Company and all of the members of the Company, shall