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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): March 7, 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

OrlandoFL 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 8.01. Other Events.

 

On March 7, 2024, the Katmandu Park in Punta Cana, Dominican Republic (“Katmandu Park”) was closed to visitors. The closure follows financial, operational, and infrastructure challenges at the Katmandu Park and a recent shift in the strategic focus of Falcon’s Beyond Global, Inc. (the “Company”), as further described below. Katmandu Park, which is part of the Company’s unconsolidated Sierra Parima reporting segment and the Falcon’s Beyond Destinations business, was one of two entertainment destinations developed, owned and operated through three joint venture entities between the Company and Meliá Hotels International, S.A. (“Meliá”), and the closure of Katmandu Park does not immediately affect the operations of the other two joint venture entities. The Company believes that the closure of the park is in the best interest of the joint venture at this time because the closure eliminates potential ongoing operational losses.

 

Prior to the park’s closure, the Company experienced losses as a result of the financial, operational, and infrastructure challenges encountered at Katmandu Park, including as a result of visitor levels at Katmandu Park that were below management’s expectations. As part of the preparation of its financial statements to be included in the Company’s Annual Report on Form 10-K (the “Annual Report”), the Company has determined that it expects to record an impairment charge with respect to the Company’s investment in the Sierra Parima joint venture in the audited financial statements for the year ended December 31, 2023, to be filed with the Securities and Exchange Commission. A full description of such impairment charge will be included in the Annual Report.

 

As referenced above, the closure of Katmandu Park also aligns with the Company’s recent shift in business strategy, including its intention to employ an asset-efficient approach to its Falcon’s Beyond Destinations business and center its strategic focus and growth plans on the Falcon’s Creative Group (“FCG”) business. The Company expects growth and expansion of FCG to be bolstered by the previously announced strategic investment by Qiddiya and projects launched following this investment, including as part of the previously reported Consultancy Services Agreement with a total contract value of up to approximately $83.1 million, as further described in the Company’s Current Report on Form 8-K filed on January 26, 2024.

 

Cautionary Note Regarding Forward-Looking Statements

 

This Current Report on Form 8-K (the “Form 8-K”) contains statements that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this in this Form 8-K, words such as “believe,” “expect,” “intention,” “may,” “might,” “plans,” “will,” “growth,” “expansion,” and similar expressions identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Such statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond the Company’s control, that could cause actual results to differ materially from those expressed in, or implied by, the forward-looking statements. Factors that might cause future results to differ from those expressed by these forward-looking statements include, but are not limited to, the Company’s ability to successfully employ an asset-efficient strategy and to successfully center its strategic focus and growth plans on the FCG business, risks related to the Company’s joint ventures, uncertainties regarding the Katmandu Park, the Company’s financial results and expected impairment charge with respect to Sierra Parima, and the other risk factors included in the Company’s Registration Statement on Form S-1, as amended (File No. 333-275243), filed with the U.S. Securities and Exchange Commission on November 30, 2023, and the risk factors to be discussed in the Company’s Annual Report and elsewhere in the Company’s other reports and filings made with the U.S. Securities and Exchange Commission from time to time. Accordingly, you should not place undue reliance on forward-looking statements. The forward-looking statements speak only as of the date of this Form 8-K or as of the date such statements were made. The Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

 

 

 

 

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: March 12, 2024 FALCON’S BEYOND GLOBAL, INC.
   
  By: /s/ Bruce A. Brown
  Name: Bruce A. Brown
  Title: Executive Vice President of Legal, General Counsel and Corporate Secretary