Falcon's Beyond Global, Inc. Debt Disclosure

10.

Long-term debt and borrowing arrangements

 

The Company’s indebtedness as of December 31, 2023 and 2022 consisted of the following:

 

		2023								2022
		Amount				Interest Rate				Amount				Interest Rate
€2.5 million revolving credit arrangement (due December 2023, fully converted to Predecessor Financing Units in October 2023)		$	—				—			$	2,090				3.00	%
$10 million revolving credit arrangement (due December 2026) ($6,828 and $629 outstanding with related party as of December 31, 2023 and December 31, 2022, respectively)			6,828				2.75	%			629				2.75	%
€1.5 million term loan (due April 2026)			980				1.70	%			1,344				1.70	%
$12.785 million term loan – related party (due December 2026)			9,697				2.75	%			12,786				2.75	%
€7 million term loan (due April 2027)			4,861				6.00	%			5,972				2.88	%
$7.25 million term loan – related party (due December 2027)			7,250				3.75	%			7,250				3.75	%
$1.975 million term loan – related party (due December 2029, fully converted to Predecessor Financing Units in October 2023)			—				—				1,975				3.00	%
Finance leases			—				—				1,099				6.39	%
			29,616								33,145
Less: Current portion of long-term debt			6,651								7,408
		$	22,965							$	25,737

  

The Company’s outstanding debt as of December 31, 2023 matures as follows:

 

Within 1 year		$	6,651
Between 1 and 2 years			6,895
Between 2 and 3 years			13,592
Between 3 and 4 years			2,478
Total		$	29,616

 

As of December 31, 2023, the remaining commitment available under the Company’s related party revolving credit arrangements was the following:

 

		Available Capacity
$10 million revolving credit arrangement (due December 2026)		$	3,172
		$	3,172

 

€2.5 million revolving credit arrangement

 

In December 2019, the Company entered into a €2.5 million revolving credit arrangement with Collections. This facility is subject to an annual fixed interest rate of 3.00% and matured in December 2023. On October 4, 2023, the remaining amount of the credit arrangement was converted as part of the debt-to-equity conversion discussed below.

 

$10 million revolving credit arrangement

 

In December 2021, the Company entered into a $10.0 million revolving credit arrangement with Collections. This arrangement, which is subject to an annual fixed interest rate of 2.75%, matures in December 2026. On October 6, 2022, $7.6 million of the outstanding balance was converted as part of the debt-to-equity conversion discussed below. On October 4, 2023, the amount outstanding as of October 4, 2023 on the credit arrangement was converted as part of the debt-to-equity conversion discussed below. As of December 31, 2023 Infinite Acquisitions loaned an additional $6.8 million to the Company through its existing line of credit.

 

€1.5 million term loan

 

In April 2020, the Company entered into a six-year €1.5 million Institute of Official Credit (ICO) term loan with a Spanish bank, with a fixed interest rate of 1.70%. The loan was interest only for the first twelve months, thereafter principal and interest is payable monthly in arrears.

 

$12.785 million term loan

 

In December 2021, the Company entered into a five-year $12.785 million term loan with Collections. The loan bears interest at 2.75% per annum. The loan is interest only for the first twelve months, thereafter principal and interest is payable quarterly in arrears.

 

€7 million term loan

 

In March 2019, the Company entered into a seven-year €7 million term loan with a Spanish bank, which was interest only for the first eighteen months, thereafter principal and interest was payable monthly in arrears. In January 2021, the loan was modified and bears interest at six-month Euribor plus 2.00%. Loan is collateralized by the Company’s investment in PDP.

 

$1.975 million term loan

 

In June 2019, the Company entered into a ten-year $1.975 million term loan with Collections. The loan bears interest at 3.00% per annum. The loan was interest only for the first 24 months, thereafter principal and interest is payable quarterly in arrears. On October 4, 2023, the remaining amount of the term loan was converted as part of the debt-to-equity conversion discussed below.

 

$7.25 million Term Loan

 

In December 2022, the Company entered into a five-year $7.25 million term loan with Infinite Acquisitions. The loan bears interest at 3.75% per annum. The loan is interest only for the first twelve months, thereafter principal and interest is payable quarterly in arrears.

 

Conversion of debt to equity with Infinite Acquisitions

 

On October 6, 2022, the Company entered into a Conversion Agreement with Infinite Acquisitions pursuant to which $20.0 million of the debt owed to Infinite Acquisitions was converted to 2,000,000 membership units in Falcon’s Beyond Global, LLC (“Predecessor Financing Units”). The Company converted the following debt instruments: $8.5 million outstanding balance on the $8.7 million term loan, $3.9 million outstanding balance on the $5 million revolving credit facility, and $7.6 million of the outstanding balance on the $10 million revolving credit facility.

 

On October 4, 2023, the Company entered into a Conversion Agreement with Infinite Acquisitions pursuant to which $7.3 million of the debt owed to Infinite Acquisitions was converted to 727,500 Predecessor Financing Units. The Company converted the following debt instruments: $3.4 million outstanding balance on the $10.0 million revolving credit arrangement, $2.1 million outstanding balance on the 2.5 million euro revolving credit arrangement, and $1.8 million of the outstanding balance on the $1.975 million term loan.

 

During the period between December 31, 2022 and December 31, 2023, there was no new debt issued. See Note 11 – Related party transactions for discussion related to the $10 million revolving credit arrangement with Infinite Acquisitions.

 

Finance leases

 

The Company’s finance leases consisted primarily of leases of the Company’s headquarters which were leased by FCG from a related party, Penut. See Note 6 – Leases. As of July 27, 2023, FCG was deconsolidated and accounted for as an equity method investment in the Company’s consolidated financial statements. The consolidated balance sheets therefore do not include any finance leases as of December 31, 2023, given that FCG was the lessee for all leases prior to deconsolidation.