Mga Batayang Estadistika
| CIK | 1839824 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to FAST Acquisition Corp. II Redeemable warrants, each whole warrant exercisable for one share of Class
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 14, 2024 |
FZT / FAST Acquisition Corp II - Class A / FIR TREE CAPITAL MANAGEMENT LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 8, 2024 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* FAST Acquisition Corp. II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check t |
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| October 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-40214 FAST Acquisition Corp. II (Exact name of registrant as specified |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-40214 FAST Acquisition Corp. II† New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 109 |
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| September 26, 2023 |
Submission of Matters to a Vote of Security Holders 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): September 26, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commi |
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| September 25, 2023 |
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): September 25, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commi |
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| September 25, 2023 |
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): September 25, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commi |
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| September 25, 2023 |
Exhibit 99.1 FAST Acquisition Corp. II Reminds Stockholders to Vote “FOR” the Business Combination with Falcon’s Beyond Global LLC at Special Meeting of Stockholders RIDGEFIELD, Conn., September 25, 2023 – FAST Acquisition Corp. II (the “Company” or “FAST II”), a special purpose acquisition company, today reminded stockholders to vote “FOR” the business combination with Falcon’s Beyond Global, LLC |
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| September 25, 2023 |
Exhibit 99.1 FAST Acquisition Corp. II Reminds Stockholders to Vote “FOR” the Business Combination with Falcon’s Beyond Global LLC at Special Meeting of Stockholders RIDGEFIELD, Conn., September 25, 2023 – FAST Acquisition Corp. II (the “Company” or “FAST II”), a special purpose acquisition company, today reminded stockholders to vote “FOR” the business combination with Falcon’s Beyond Global, LLC |
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| September 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| September 15, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Global Entertainment Enterprise Falcon’s Beyond and Hong Kong-Based Cultural Commerce Giant K11 Group Plan to Launch New Entertainment Franchises and Attrac |
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| September 15, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Falcon’s Beyond and FAST Acquisition Corp. II Announce Effectiveness of Form S-4 Registration Statement Special Meeting of FAST II Stockholders to Approve B |
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| September 14, 2023 |
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): September 13, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commi |
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| September 6, 2023 |
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): September 1, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| September 6, 2023 |
AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER Exhibit 2.1 Execution Version AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of September 1, 2023, by and among FAST Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company (the “Company”), Fal |
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| September 6, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 1, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| September 6, 2023 |
AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER Exhibit 2.1 Execution Version AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of September 1, 2023, by and among FAST Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company (the “Company”), Fal |
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| September 5, 2023 |
Filed by FAST Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: FAST Acquisition Corp. II (File No. 001-40214) Commission File No. for the Related Registration Statement: 333-269778 On September 5, 2023, FAST Acquisition Corp. II, a Delaware corporation (“FAST II”), mailed a |
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| August 23, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: August 23, 2023 Global Entertainment Enterprise Falcon’s Beyond Names Toni Caracciolo As Executive Vice President of Marketing and Branding Former Sea |
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| August 15, 2023 |
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): August 15, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commissi |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registrant as |
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| July 13, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 12, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE S |
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| July 12, 2023 |
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): July 7, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| July 12, 2023 |
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): July 7, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| July 12, 2023 |
Exhibit 2.1 Execution Version AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of July 7, 2023, by and among FAST Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company (the “Company”), Falcon’s |
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| July 12, 2023 |
Exhibit 10.1 Execution Version AMENDMENT TO PROMISSORY NOTE This AMENDMENT TO PROMISSORY NOTE (this “Amendment”) is made and entered into as of July 7, 2023, by and between FAST Acquisition Corp. II, a Delaware corporation (“Maker”), and Infinite Acquisitions LLLP (“Payee”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Promissory Note (as defined be |
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| July 12, 2023 |
Exhibit 10.1 Execution Version AMENDMENT TO PROMISSORY NOTE This AMENDMENT TO PROMISSORY NOTE (this “Amendment”) is made and entered into as of July 7, 2023, by and between FAST Acquisition Corp. II, a Delaware corporation (“Maker”), and Infinite Acquisitions LLLP (“Payee”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Promissory Note (as defined be |
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| July 12, 2023 |
AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER Exhibit 2.1 Execution Version AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of July 7, 2023, by and among FAST Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company (the “Company”), Falcon’s |
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| June 29, 2023 |
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): June 25, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| June 29, 2023 |
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): June 25, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| June 14, 2023 |
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): June 9, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registrant as |
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| May 9, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: May 9, 2023 Falcon’s Beyond Announces Robust Fan Engagement with Recently Launched Roblox Experience, BEYONDLAND Described as “the ultimate theme park |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40 |
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| May 2, 2023 |
Gibson, Dunn & Crutcher LLP 1050 Connecticut Avenue, N.W. Washington, D.C. 20036 Tel 202.955.8500 gibsondunn.com VIA EDGAR Ms. Ta Tanisha Meadows and Ms. Linda Cvrkel Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 May 2, 2023 Re: FAST Acquisition Corp. II Form 10-K for the Fiscal Year ended December 31, 2022 File |
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| April 19, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: April 18, 2023 Falcon’s Beyond Launches First Mobile Game – Katmandu: EtherMerge Available now for download, new mobile game immerses players into the |
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| April 12, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: April 12, 2023 Falcon’s Beyond Expands its Katmandu Franchise with a Yeti-focused Animated Preschool Series The series will bring to life characters f |
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| April 6, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: April 5, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE S |
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| April 5, 2023 |
Exhibit 99.1 Investor Presentation Turning imagined worlds into reality April 2023 © 2023 Falcon’s Beyond Global, LLC. All Rights Reserved. Scan to visit Falcon's Beyond Investor Relations Webpage falconsbeyond. com This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a |
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| April 5, 2023 |
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): April 5, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| April 5, 2023 |
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): April 5, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| April 5, 2023 |
Exhibit 99.1 Investor Presentation Turning imagined worlds into reality April 2023 © 2023 Falcon’s Beyond Global, LLC. All Rights Reserved. Scan to visit Falcon's Beyond Investor Relations Webpage falconsbeyond. com This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a |
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| April 5, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: April 5, 2023 Falcon’s Beyond Launches E-commerce Shop and Original Trading Card Game Debuting today, Shop Falcon’s Beyond offers a range of apparel, |
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| March 29, 2023 |
DESCRIPTION OF REGISTRANT’S SECURITIES Exhibit 4.5 DESCRIPTION OF REGISTRANT’S SECURITIES As of March 28, 2023, FAST Acquisition Corp. II has three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) our units; (2) our Class A common stock; and (3) our warrants. The following description of our units, Class A common stock and warrants is a summary and does not p |
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| March 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40214 FAST ACQUISITI |
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| March 14, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: March 14, 2023 Simon Philips Joins Global Entertainment Powerhouse Falcon’s Beyond as President Former Disney, Marvel and Moonbug Executive Assumes Le |
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| March 13, 2023 |
FAST Acquisition Corp. II Announces Extension of Deadline to Complete Initial Business Combination Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: March 13, 2023 FAST Acquisition Corp. II Announces Extension of Deadline to Complete Initial Business Combination RIDGEFIELD, Conn. - (March 10, 2023) |
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| March 10, 2023 |
Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II FAST Acquisition Corp. II (the “Corporation”), a corporation organized and existing under the under the laws of the State of Delaware of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the Corporation is FAST Acquisition C |
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| March 10, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II FAST Acquisition Corp. II (the “Corporation”), a corporation organized and existing under the under the laws of the State of Delaware of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the Corporation is FAST Acquisition C |
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| March 10, 2023 |
FAST Acquisition Corp. II Announces Extension of Deadline to Complete Initial Business Combination Exhibit 99.1 FAST Acquisition Corp. II Announces Extension of Deadline to Complete Initial Business Combination RIDGEFIELD, Conn. - (March 10, 2023) - Fast Acquisition Corp. II (“FAST II” or the “Company”) (NYSE: FZT), a publicly traded special purchase acquisition company, announced today that it filed with the state of Delaware an amendment to its charter to extend the date by which the Company |
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| March 10, 2023 |
Exhibit 3.3 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II FAST Acquisition Corp. II (the “Corporation”), a corporation organized and existing under the under the laws of the State of Delaware of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the Corporation is FAST Acquisition C |
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| March 10, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II FAST Acquisition Corp. II (the “Corporation”), a corporation organized and existing under the under the laws of the State of Delaware of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the Corporation is FAST Acquisition C |
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| March 10, 2023 |
Exhibit 3.3 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II FAST Acquisition Corp. II (the “Corporation”), a corporation organized and existing under the under the laws of the State of Delaware of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the Corporation is FAST Acquisition C |
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| March 10, 2023 |
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 10, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commissio |
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| March 10, 2023 |
Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II FAST Acquisition Corp. II (the “Corporation”), a corporation organized and existing under the under the laws of the State of Delaware of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the Corporation is FAST Acquisition C |
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| March 10, 2023 |
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 10, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commissio |
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| March 10, 2023 |
FAST Acquisition Corp. II Announces Extension of Deadline to Complete Initial Business Combination Exhibit 99.1 FAST Acquisition Corp. II Announces Extension of Deadline to Complete Initial Business Combination RIDGEFIELD, Conn. - (March 10, 2023) - Fast Acquisition Corp. II (“FAST II” or the “Company”) (NYSE: FZT), a publicly traded special purchase acquisition company, announced today that it filed with the state of Delaware an amendment to its charter to extend the date by which the Company |
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| March 3, 2023 |
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 3, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| February 23, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: February 23, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF T |
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| February 23, 2023 |
Exhibit 99.1 Investor Presentation Turning imagined worlds into reality February 2023 © 2023 Falcon’s Beyond Global, LLC. All Rights Reserved. Scan to visit Falcon's Beyond Investor Relations Webpage falconsbeyond. com This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to |
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| February 23, 2023 |
Exhibit 99.1 Investor Presentation Turning imagined worlds into reality February 2023 © 2023 Falcon’s Beyond Global, LLC. All Rights Reserved. Scan to visit Falcon's Beyond Investor Relations Webpage falconsbeyond. com This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to |
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| February 23, 2023 |
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): February 23, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| February 23, 2023 |
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): February 23, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| February 16, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: February 15, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF T |
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| February 15, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): February 14, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| February 15, 2023 |
Exhibit 99.1 FAST Acquisition Corp. II Issues Letter to Shareholders Regarding Proposed Business Combination with Falcon’s Beyond, S-4 Filing, and Extension of Termination Date Falcon’s Beyond continues to execute with $350 million Falcon’s Beyond Destinations entertainment venue, which includes recently debuted Falcon’s Resorts by Meliá; poised to fully open Katmandu Park in Punta Cana on March 1 |
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| February 15, 2023 |
Exhibit 99.1 FAST Acquisition Corp. II Issues Letter to Shareholders Regarding Proposed Business Combination with Falcon’s Beyond, S-4 Filing, and Extension of Termination Date Falcon’s Beyond continues to execute with $350 million Falcon’s Beyond Destinations entertainment venue, which includes recently debuted Falcon’s Resorts by Meliá; poised to fully open Katmandu Park in Punta Cana on March 1 |
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| February 15, 2023 |
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): February 14, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| February 14, 2023 |
FZT / FAST Acquisition Corp. II / Sculptor Capital LP - SC 13G/A Passive Investment SC 13G/A 1 d422473dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* FAST ACQUISITION CORP. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Sta |
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| February 14, 2023 |
FZT / FAST Acquisition Corp. II / FIR TREE CAPITAL MANAGEMENT LP Passive Investment SC 13G 1 firtree-fzt123122.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Fast Acquisition Corp. II (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Che |
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| February 14, 2023 |
FZT / FAST Acquisition Corp. II / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* FAST Acquisition Corp. II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check t |
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| February 14, 2023 |
FZT / FAST Acquisition Corp. II / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm234574-10sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* FAST Acquisition Corp. II (Name of Issuer) Class A Common Stock, $0.0001 par value per share (the |
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| February 13, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: February 13, 2023 Falcon’s Beyond Announces March 15 Opening of Caribbean’s First World-Class Theme Park, Katmandu Park | Punta Cana On sale now are t |
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| February 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| February 3, 2023 |
Exhibit 10.2 Execution Version Amended and Restated Company Members SUPPORT AGREEMENT This Amended and Restated Company Member Support Agreement (this “Agreement”), dated as of January 31, 2023, is entered into by and among Fast Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, Inc., a Delaware corporation which was formerly known as Palm Holdco, Inc. (“Pubco”), Falcon |
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| February 3, 2023 |
Exhibit 99.1 Falcon’s Beyond and FAST Acquisition Corp. II Amend Terms of Merger Agreement Amended transaction terms align company and shareholder interest with capital raised, financial performance, and share price targets Outside date of transaction extended to September 2023 ORLANDO, Fla. and RIDGEFIELD, Conn. (February 3, 2023) - Falcon’s Beyond Global LLC, (“Falcon’s Beyond” or the “Company”) |
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| February 3, 2023 |
Exhibit 10.3 Execution Version AMENDED AND RESTATED SPONSOR LOCKUP AGREEMENT This Amended and Restated Sponsor Lockup Agreement is dated as of January 31, 2023 and is between FAST Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), Fast Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company (“Falcon’s Beyond”), Falc |
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| February 3, 2023 |
Exhibit 99.2 PG. 1 PG. 1 DISCLAIMER This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Falcon’s Beyond Global LLC (together with its subsidiaries, “Falcon’s”) and FAST Acquisition Corp . II (“FAST II”) and related transactions ( |
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| February 3, 2023 |
FAST Acquisition Corp. II 109 Old Branchville Road Ridgefield, CT 06877 FAST Acquisition Corp. II 109 Old Branchville Road Ridgefield, CT 06877 VIA EDGAR February 3, 2023 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attention: Ronald E. Alper and Maryse Mills-Apenteng Re: FAST Acquisition Corp. II Preliminary Proxy Statement on Schedule 14A Filed January 30, 2023 Fi |
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| February 3, 2023 |
Exhibit 99.1 Falcon’s Beyond and FAST Acquisition Corp. II Amend Terms of Merger Agreement Amended transaction terms align company and shareholder interest with capital raised, financial performance, and share price targets Outside date of transaction extended to September 2023 ORLANDO, Fla. and RIDGEFIELD, Conn. (February 3, 2023) - Falcon’s Beyond Global LLC, (“Falcon’s Beyond” or the “Company”) |
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| February 3, 2023 |
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): January 31, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commiss |
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| February 3, 2023 |
Exhibit 2.1 Amended and Restated Agreement and Plan of Merger between FAST ACQUISITION CORP. II, FALCON’S BEYOND GLOBAL LLC, FALCON’S BEYOND GLOBAL, INC. and PALM MERGER SUB, LLC TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 3 Section 1.01 Definitions 3 Section 1.02 Other Definitions 14 Section 1.03 Construction 17 Section 1.04 Knowledge 17 Article II THE MERGERS; CLOSINGS 17 Section 2.01 T |
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| February 3, 2023 |
Exhibit 10.4 Promissory Note Execution Version THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THIS NOTE IS SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS PERMITTED U |
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| February 3, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: February 3, 2023 The following is a Form 8-K filed by Fast Acquisition Corp. II on February 3, 2023. UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
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| February 3, 2023 |
Exhibit 10.1 Execution Version AMENDED & RESTATED SPONSOR SUPPORT AGREEMENT This Amended and Restated Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of January 31, 2023, by and among FAST Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), Fast Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, Inc., a Delaware corporation which was f |
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| February 3, 2023 |
EX-10.3 5 ea172679ex10-3fastacq2.htm AMENDED AND RESTATED SPONSOR LOCKUP AGREEMENT, DATED JANUARY 31, 2023, BY AND AMONG FAST ACQUISITION CORP. II, A DELAWARE CORPORATION, FALCON'S BEYOND GLOBAL, LLC, A FLORIDA LIMITED LIABILITY COMPANY, FALCON'S BEYOND GLOBAL, INC Exhibit 10.3 Execution Version AMENDED AND RESTATED SPONSOR LOCKUP AGREEMENT This Amended and Restated Sponsor Lockup Agreement is dat |
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| February 3, 2023 |
Exhibit 10.4 Promissory Note Execution Version THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THIS NOTE IS SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS PERMITTED U |
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| February 3, 2023 |
Exhibit 2.1 Amended and Restated Agreement and Plan of Merger between FAST ACQUISITION CORP. II, FALCON’S BEYOND GLOBAL LLC, FALCON’S BEYOND GLOBAL, INC. and PALM MERGER SUB, LLC TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 3 Section 1.01 Definitions 3 Section 1.02 Other Definitions 14 Section 1.03 Construction 17 Section 1.04 Knowledge 17 Article II THE MERGERS; CLOSINGS 17 Section 2.01 T |
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| February 3, 2023 |
Exhibit 99.2 PG. 1 PG. 1 DISCLAIMER This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Falcon’s Beyond Global LLC (together with its subsidiaries, “Falcon’s”) and FAST Acquisition Corp . II (“FAST II”) and related transactions ( |
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| February 3, 2023 |
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): January 31, 2023 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commiss |
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| February 3, 2023 |
Exhibit 10.1 Execution Version AMENDED & RESTATED SPONSOR SUPPORT AGREEMENT This Amended and Restated Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of January 31, 2023, by and among FAST Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), Fast Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, Inc., a Delaware corporation which was f |
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| February 3, 2023 |
Exhibit 10.2 Execution Version Amended and Restated Company Members SUPPORT AGREEMENT This Amended and Restated Company Member Support Agreement (this “Agreement”), dated as of January 31, 2023, is entered into by and among Fast Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, Inc., a Delaware corporation which was formerly known as Palm Holdco, Inc. (“Pubco”), Falcon |
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| January 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| January 25, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* FAST Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the |
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| January 17, 2023 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: January 17, 2023 Meliá Hotels International and Falcon’s Beyond Debut Falcon’s Resort by Meliá | All Suites Punta Cana The new property brings “resort |
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| December 15, 2022 |
Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: December 14, 2022 Falcon’s Beyond Announces International Expansion with New Philippines Office Falcon’s Creative Philippines, Inc. expected to open i |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registran |
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| October 12, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: October 12, 2022 Falcon?s Beyond Announces Details of the Caribbean?s First World-Class Theme Park, Katmandu Park | Punta Cana New theme park to featu |
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| September 30, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: September 30, 2022 Falcon?s Beyond Announces BeyondME? Platform to Bring Digital and Real-world Experiences into Metaverse Powered by proprietary and |
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| September 16, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 13, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commi |
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| September 16, 2022 |
Exhibit 2.2 Amendment No. 1 to agreement and plan of merger This Amendment No. 1 TO AGREEMENT AND PLAN OF MERGER (this ?Amendment?) is made and entered into as of September 13, 2022, by and among Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Falcon?s Beyond Global, LLC, a Florida limited liability company (the ?Company?), Falcon?s Beyond Global, Inc., a Delaware corporation and a who |
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| September 16, 2022 |
Exhibit 2.2 Amendment No. 1 to agreement and plan of merger This Amendment No. 1 TO AGREEMENT AND PLAN OF MERGER (this ?Amendment?) is made and entered into as of September 13, 2022, by and among Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Falcon?s Beyond Global, LLC, a Florida limited liability company (the ?Company?), Falcon?s Beyond Global, Inc., a Delaware corporation and a who |
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| September 16, 2022 |
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): September 13, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commi |
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| September 15, 2022 |
Orlando-Based Unicorn Falcon’s Beyond to Power Synapse Orlando Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: September 15, 2022 Orlando-Based Unicorn Falcon?s Beyond to Power Synapse Orlando By: Orlando Economic Partnership Contributor September 13, 2022 The |
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| August 17, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: August 16, 2022 Meli? Hotels International and Falcon?s Beyond Announce Falcon?s Resorts by Meli? New global leisure entertainment resort brand will e |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registrant as |
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| August 8, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: August 8, 2022 Business Overview Turning imagined worlds into reality August 2022 ? 2022 Falcon?s Beyond Global, LLC. All Rights Reserved. Scan to vis |
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| July 26, 2022 |
Filed by Falcon’s Beyond Global, Inc. Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 26, 2022 The following posts were made available by Falcon?s Beyond Global, Inc. on July 26, 2022 on its Facebook, Instagram, LinkedIn and Twitte |
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| July 26, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 26, 2022 Falcon?s Beyond and BRON Studios Announce Partnership to Co-Develop & Produce Projects Collaboration accelerates IP expansion across tra |
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| July 21, 2022 |
Exhibit 10.1 THIS CONVERTIBLE PROMISSORY NOTE (THIS ?NOTE?) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFER |
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| July 21, 2022 |
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): July 20, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| July 19, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 18, 2022 The following posts were made by Falcon?s Beyond Global, Inc. on July 18, 2022 on its Facebook, Instagram, LinkedIn and Twitter. 2 3 Add |
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| July 14, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 14, 2022 The following is a communication made by Falcon?s Beyond Global, Inc. to employees on July 12, 2022. MASTER FAQ What is being announced? |
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| July 14, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 14, 2022 The following is a communication made by Falcon?s Beyond Global, Inc. to its employees on July 12, 2022. EMPLOYEE COMMUNICATION TO: Team |
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| July 14, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 14, 2022 The following posts were made available by Falcon?s Beyond Global, Inc. on July 12, 2022 on its Instagram, Twitter, LinkedIn and Faceboo |
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| July 14, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 14, 2022 The following is a Form 8-K filed by Fast Acquisition Corp. II on July 12, 2022. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washin |
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| July 14, 2022 |
Filed by Falcon?s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 14, 2022 The following is a communication by Falcon?s Beyond Global, Inc. to its vendors, suppliers and partners on July 12, 2022. VENDOR / SUPPL |
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| July 14, 2022 |
425 1 ea162838-425falcons.htm 425 Filed by Falcon’s Beyond Global, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to 14a-12 under the Securities Exchange Act of 1934 Subject Company: Fast Acquisition Corp. II Commission File No.: 001-40214 Date: July 14, 2022 Fast SPAC Agrees to Merge with Entertainment Firm Falcon’s Beyond Combined firm is set to trade on Nas |
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| July 12, 2022 |
Form of Company Member Lock-Up Agreement. Exhibit 10.5 Execution Version COMPANY LOCKUP AGREEMENT This Lockup Agreement is dated as of July 11, 2022 and is between Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Falcon?s Beyond Global, LLC, a Florida limited liability company (?Falcon?s Beyond?), Palm Holdco, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (the ?Company?, and together with SPAC and Fa |
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| July 12, 2022 |
Project Wonder – Announcement Call Transcript July 12, 2022 Exhibit 99.4 Project Wonder ? Announcement Call Transcript July 12, 2022 Doug Jacob: Thank you for joining us today. I?m Doug Jacob, Founder of FAST Acquisition Corp. II. Before we begin, I?d like to remind everyone that our remarks contain some forward-looking statements, a detailed discussion of which can be found in our accompanying investor presentation. With me on the call today is Garrett Sc |
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| July 12, 2022 |
EX-99.2 9 ea162701ex99-2fastacq2.htm INVESTOR PRESENTATION, DATED JULY 12, 2022 Exhibit 99.2 Investor Presentation Turning imagined worlds into reality July 2022 © 2022 Falcon’s Beyond Global, LLC. All Rights Reserved. Scan to visit Falcon's Beyond Investor Relations Webpage falconsbeyond. com This Presentation and any oral statements made in connection with this Presentation do not constitute an |
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| July 12, 2022 |
EX-10.3 5 ea162701ex10-3fastacq2.htm SUBSCRIPTION AGREEMENT, DATED AS OF JULY 11, 2022, BY AND AMONG FALCON'S BEYOND GLOBAL, LLC, FAST ACQUISITION CORP., II AND KATMANDU COLLECTIONS, LLLP Exhibit 10.3 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on July 11, 2022, between Falcon’s Beyond Global LLC, a Florida limited liability company (the “Comp |
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| July 12, 2022 |
Exhibit 10.2 Execution Version SPONSOR LOCKUP AGREEMENT This Lockup Agreement is dated as of July 11, 2022 and is between FAST Sponsor II LLC, a Delaware limited liability company (the ?Sponsor?), Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Falcon?s Beyond Global, LLC, a Florida limited liability company (?Falcon?s Beyond?), Palm Holdco, Inc., a Delaware corporation and wholly owne |
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| July 12, 2022 |
Form of Company Member Lock-Up Agreement. Exhibit 10.5 Execution Version COMPANY LOCKUP AGREEMENT This Lockup Agreement is dated as of July 11, 2022 and is between Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Falcon?s Beyond Global, LLC, a Florida limited liability company (?Falcon?s Beyond?), Palm Holdco, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (the ?Company?, and together with SPAC and Fa |
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| July 12, 2022 |
Exhibit 2.1 Agreement and Plan of Merger between FAST ACQUISITION CORP. II, FALCON?S BEYOND GLOBAL LLC, PALM HOLDCO, INC. and PALM MERGER SUB, LLC Table of Contents Page Article I CERTAIN DEFINITIONS 3 Section 1.01 Definitions 3 Section 1.02 Other Definitions 15 Section 1.03 Construction 20 Section 1.04 Knowledge 20 Article II THE MERGERS; CLOSINGS 21 Section 2.01 The Mergers 21 Section 2.02 Closi |
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| July 12, 2022 |
Exhibit 99.1 Falcon?s Beyond, a Leading Global Entertainment Development Company, to Become a Public Company Through a Business Combination with FAST Acquisition Corp. II ? Falcon?s Beyond has entered into a definitive merger agreement with FAST Acquisition Corp. II (?FAST II?) (NYSE: FZT). ? Falcon?s Beyond Global, LLC (?Falcon?s Beyond? or the ?Company?) is a leading global entertainment company |
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| July 12, 2022 |
Exhibit 2.1 Agreement and Plan of Merger between FAST ACQUISITION CORP. II, FALCON?S BEYOND GLOBAL LLC, PALM HOLDCO, INC. and PALM MERGER SUB, LLC Table of Contents Page Article I CERTAIN DEFINITIONS 3 Section 1.01 Definitions 3 Section 1.02 Other Definitions 15 Section 1.03 Construction 20 Section 1.04 Knowledge 20 Article II THE MERGERS; CLOSINGS 21 Section 2.01 The Mergers 21 Section 2.02 Closi |
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| July 12, 2022 |
Exhibit 99.2 Investor Presentation Turning imagined worlds into reality July 2022 ? 2022 Falcon?s Beyond Global, LLC. All Rights Reserved. Scan to visit Falcon's Beyond Investor Relations Webpage falconsbeyond. com This Presentation and any oral statements made in connection with this Presentation do not constitute an offer to sell, or a solicitation of an offer to buy, or a recommendation to purc |
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| July 12, 2022 |
Exhibit 10.1 Execution Version SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this ?Sponsor Agreement?) is dated as of July, 11, 2022, by and among FAST Sponsor II LLC, a Delaware limited liability company (the ?Sponsor?), Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Palm Holdco, Inc., a Delaware corporation (?Pubco?), Falcon?s Beyond Global, LLC, a Florida limited liabil |
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| July 12, 2022 |
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): July 11, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| July 12, 2022 |
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): July 11, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| July 12, 2022 |
Project Wonder – Announcement Call Transcript July 12, 2022 Exhibit 99.4 Project Wonder ? Announcement Call Transcript July 12, 2022 Doug Jacob: Thank you for joining us today. I?m Doug Jacob, Founder of FAST Acquisition Corp. II. Before we begin, I?d like to remind everyone that our remarks contain some forward-looking statements, a detailed discussion of which can be found in our accompanying investor presentation. With me on the call today is Garrett Sc |
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| July 12, 2022 |
Project Wonder – Investor Presentation Transcript (July 12, 2022) Exhibit 99.3 Project Wonder ? Investor Presentation Transcript (July 12, 2022) SLIDE 05 OVERVIEW: FAST II (DOUG) I?m Doug Jacob, founder of &vest, which is an investment platform comprised of operators and entrepreneurs who have successfully built, scaled, and sold businesses with experience both in private and public exits. I have a 20-year history in successfully building, scaling, and exiting b |
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| July 12, 2022 |
Exhibit 10.1 Execution Version SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this ?Sponsor Agreement?) is dated as of July, 11, 2022, by and among FAST Sponsor II LLC, a Delaware limited liability company (the ?Sponsor?), Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Palm Holdco, Inc., a Delaware corporation (?Pubco?), Falcon?s Beyond Global, LLC, a Florida limited liabil |
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| July 12, 2022 |
Exhibit 10.3 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into on July 11, 2022, between Falcon?s Beyond Global LLC, a Florida limited liability company (the ?Company?), and Katmandu Collections, LLLP (?Subscriber?). WHEREAS, concurrently with the execution of this Subscription Agreement, the Company is entering into a definitive agreement with FAST |
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| July 12, 2022 |
Exhibit 99.1 Falcon?s Beyond, a Leading Global Entertainment Development Company, to Become a Public Company Through a Business Combination with FAST Acquisition Corp. II ? Falcon?s Beyond has entered into a definitive merger agreement with FAST Acquisition Corp. II (?FAST II?) (NYSE: FZT). ? Falcon?s Beyond Global, LLC (?Falcon?s Beyond? or the ?Company?) is a leading global entertainment company |
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| July 12, 2022 |
Form of Company Member Support Agreement. Exhibit 10.4 Execution Version Company Members SUPPORT AGREEMENT This Support Agreement (this ?Agreement?), dated as of July, 11, 2022, is entered into by and among Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Palm Holdco, Inc., a Delaware corporation (?Pubco?), Falcon?s Beyond Global, LLC, a Florida limited liability company (the ?Company?) and certain of the unitholders of the Com |
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| July 12, 2022 |
Project Wonder – Investor Presentation Transcript (July 12, 2022) Exhibit 99.3 Project Wonder ? Investor Presentation Transcript (July 12, 2022) SLIDE 05 OVERVIEW: FAST II (DOUG) I?m Doug Jacob, founder of &vest, which is an investment platform comprised of operators and entrepreneurs who have successfully built, scaled, and sold businesses with experience both in private and public exits. I have a 20-year history in successfully building, scaling, and exiting b |
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| July 12, 2022 |
Form of Company Member Support Agreement. Exhibit 10.4 Execution Version Company Members SUPPORT AGREEMENT This Support Agreement (this ?Agreement?), dated as of July, 11, 2022, is entered into by and among Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Palm Holdco, Inc., a Delaware corporation (?Pubco?), Falcon?s Beyond Global, LLC, a Florida limited liability company (the ?Company?) and certain of the unitholders of the Com |
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| July 12, 2022 |
Exhibit 10.2 Execution Version SPONSOR LOCKUP AGREEMENT This Lockup Agreement is dated as of July 11, 2022 and is between FAST Sponsor II LLC, a Delaware limited liability company (the ?Sponsor?), Fast Acquisition Corp. II, a Delaware corporation (?SPAC?), Falcon?s Beyond Global, LLC, a Florida limited liability company (?Falcon?s Beyond?), Palm Holdco, Inc., a Delaware corporation and wholly owne |
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| June 30, 2022 |
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): June 29, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registrant as |
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| May 5, 2022 |
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): May 4, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission F |
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| May 5, 2022 |
Exhibit 10.1 THIS CONVERTIBLE PROMISSORY NOTE (THIS ?NOTE?) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFER |
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| March 29, 2022 |
Description of Registrant’s Securities. Exhibit 4.5 DESCRIPTION OF REGISTRANT?S SECURITIES As of March 29, 2022, FAST Acquisition Corp. II has three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) our units; (2) our Class A common stock; and (3) our warrants. The following description of our units, Class A common stock and warrants is a summary and does not p |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40214 FAST ACQUISITI |
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| March 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact |
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| March 7, 2022 |
FZT / FAST Acquisition Corp. II / Sculptor Capital LP - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* FAST ACQUISITION CORP. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) January 25, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi |
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| February 23, 2022 |
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): February 21, 2022 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commis |
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| February 14, 2022 |
FZT / FAST Acquisition Corp. II / Sculptor Capital LP - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* FAST ACQUISITION CORP. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* Fast Acquisition Corp II (Name of Issuer) Class A common stock, $0.0001 par value per share (the ?Shares?) (Title of Class of Securities) 3 |
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| February 9, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* FAST Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the |
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| February 4, 2022 |
FZT / FAST Acquisition Corp. II / Saba Capital Management, L.P. - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* FAST Acquisition Corp. II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 311874101 (CUSIP Number) January 26, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registran |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registrant as |
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| June 14, 2021 |
HIGHBRIDGE CAPITAL MANAGEMENT LLC - FAST ACQUISITION CORP. II SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* FAST Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101 (CUSIP Number) June 1, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pur |
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| June 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to FAST ACQUISITION CORP. II (Exact name of registrant as |
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| May 26, 2021 |
Exhibit 99.1 FAST Acquisition Corp. II Announces Receipt of Notice of Delisting or Failure to Satisfy a Continued Listing Rule from NYSE NEW YORK, May 26, 2021?FAST Acquisition Corp. II (the ?Company?) announced today it that received a notice from the New York Stock Exchange (the ?NYSE?) indicating that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a r |
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| May 26, 2021 |
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): May 25, 2021 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-40214 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10- |
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| May 13, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* FAST ACQUISITION CORP. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 311874101** (CUSIP Number) May 6, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| May 3, 2021 |
Other Events, Financial Statements and Exhibits 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): May 3, 2021 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorporation) (Commission F |
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| May 3, 2021 |
EX-99.1 2 ea140250ex99-1fastacq2.htm PRESS RELEASE, DATED MAY 3, 2021 Exhibit 99.1 FAST Acquisition Corp. II Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing on or about May 6, 2021 NEW YORK, May 3, 2021 — FAST Acquisition Corp. II (the “Company”) announced today that holders of the units sold in the Company’s initial public offering of 20,000,000 units completed |
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| March 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) FAST Acquisition Corp. II (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 311874200** (CUSIP Number) March 18, 2021 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to which this Schedule |
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| March 29, 2021 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of FAST Acquisition Corp. II, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of eac |
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| March 24, 2021 |
Financial Statements and Exhibits, Other Events 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 24, 2021 (March 18, 2021) FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorpor |
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| March 24, 2021 |
EX-99.1 2 ea138111ex99-1fastacqu2.htm AUDITED BALANCE SHEET AS OF MARCH 18, 2021 Exhibit 99.1 FAST ACQUISITION CORP. II Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 18, 2021 F-3 Notes to Financial Statement F-4 F-1 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of FAST Acquisition Corp. II Opinion on t |
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| March 19, 2021 |
EX-10.1 5 ea138042ex10-1fastacqu2.htm LETTER AGREEMENT, DATED MARCH 15, 2021, BY AND AMONG THE COMPANY, ITS EXECUTIVE OFFICERS, ITS DIRECTORS AND FAST SPONSOR II LLC Exhibit 10.1 March 15, 2021 FAST Acquisition Corp. II 109 Old Branchville Road Ridgefield, CT 06877 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with t |
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| March 19, 2021 |
FAST Acquisition Corp. II Announces Closing of $200 Million Initial Public Offering EX-99.2 10 ea138042ex99-2fastacqu2.htm PRESS RELEASE, DATED MARCH 18, 2021 Exhibit 99.2 FAST Acquisition Corp. II Announces Closing of $200 Million Initial Public Offering NEW YORK, March 18, 2021—FAST Acquisition Corp. II (the “Company”) today announced that it had closed its initial public offering of 20,000,000 units at a price of $10.00 per unit. The units are listed on the New York Stock Exch |
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| March 19, 2021 |
EX-4.1 4 ea138042ex4-1fastacqu2.htm WARRANT AGREEMENT, DATED MARCH 15, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, AS WARRANT AGENT Exhibit 4.1 WARRANT AGREEMENT FAST ACQUISITION CORP. II and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 15, 2021, is by and between FAST Acquisition Corp. II, a Delaware c |
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| March 19, 2021 |
EX-1.1 2 ea138042ex1-1fastacqu2.htm UNDERWRITING AGREEMENT, DATED MARCH 15, 2021, BY AND BETWEEN THE COMPANY AND JEFFERIES LLC, AS THE REPRESENTATIVE OF THE UNDERWRITERS Exhibit 1.1 20,000,000 Units FAST ACQUISITION CORP. II UNDERWRITING AGREEMENT March 15, 2021 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gent |
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| March 19, 2021 |
EX-10.3 7 ea138042ex10-3fastacqu2.htm REGISTRATION RIGHTS AGREEMENT, DATED MARCH 15, 2021, BY AND BETWEEN THE COMPANY AND FAST SPONSOR II LLC Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 15, 2021, is made and entered into by and among FAST Acquisition Corp. II, a Delaware corporation (the “Company”), FAST Sponsor II LLC, a Dela |
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| March 19, 2021 |
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 19, 2021 (March 15, 2021) FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 001-40214 86-1258014 (State or other jurisdiction of incorpor |
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| March 19, 2021 |
EX-10.4 8 ea138042ex10-4fastacqu2.htm PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, DATED MARCH 15, 2021, BY AND BETWEEN THE COMPANY AND FAST SPONSOR II LLC Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of March 15, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), |
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| March 19, 2021 |
EX-10.2 6 ea138042ex10-2fastacqu2.htm INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED MARCH 15, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, AS TRUSTEE Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 15, 2021 by and between FAST Acquisition Corp. II, a Delaware corporatio |
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| March 19, 2021 |
FAST Acquisition Corp. II Announces Pricing of $200 Million Initial Public Offering EX-99.1 9 ea138042ex99-1fastacqu2.htm PRESS RELEASE, DATED MARCH 15, 2021 Exhibit 99.1 FAST Acquisition Corp. II Announces Pricing of $200 Million Initial Public Offering NEW YORK, March 15, 2021–FAST Acquisition Corp. II (the “Company”) today announced the pricing of its initial public offering of 20,000,000 units at a price of $10.00 per unit. The units will be listed on the New York Stock Excha |
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| March 19, 2021 |
Amended and Restated Certificate of Incorporation. Exhibit 3.1 Amended AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II March 15, 2021 FAST Acquisition Corp. II, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?FAST Acquisition Corp. II? The original certificate of incorporation was filed with the Secretary of S |
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| March 16, 2021 |
$200,000,000 FAST Acquisition Corp. II 20,000,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No.: 333-253661 $200,000,000 FAST Acquisition Corp. II 20,000,000 Units FAST Acquisition Corp. II is a newly incorporated blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to th |
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| March 12, 2021 |
- FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 FAST Acquisition Corp. II (Exact name of registrant as specified in its charter) Delaware 86-1258014 (State of incorporation or organization) (I.R.S. Employer Identification No.) 109 Old Branchvi |
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| March 11, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 20,000,000 Units FAST ACQUISITION CORP. II UNDERWRITING AGREEMENT [ ], 2021 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), proposes, upon the terms and conditions set forth in this agreement (this ?Agreement?), |
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| March 11, 2021 |
As filed with the U.S. Securities and Exchange Commission on March 11, 2021. Registration No. 333-253661 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FAST ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Delaware 6770 86-1258014 (State or other jurisdiction of i |
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| February 26, 2021 |
Exhibit 3.3 BYLAWS OF FAST ACQUISITION CORP. II (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registered agent in Delawa |
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| February 26, 2021 |
Exhibit 99.11 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of directors of FAST Acq |
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| February 26, 2021 |
Form of Audit Committee Charter.** EX-99.1 20 fs12021ex99-1fastacq2.htm FORM OF AUDIT COMMITTEE CHARTER Exhibit 99.1 FAST ACQUISITION CORP. II AUDIT COMMITTEE CHARTER Effective [ ], 2021 I. Purposes The Audit Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of FAST Acquisition Corp. II (the “Company”) to assist the Board in its oversight of the accounting and financial reporting processes of the Comp |
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| February 26, 2021 |
Securities Subscription Agreement between FAST Sponsor II LLC and FAST Acquisition Corp. II.** Exhibit 10.7 FAST Acquisition Corp. II 109 Old Branchville Road Ridgefield, CT 06877 January 6, 2021 FAST Sponsor II LLC 109 Old Branchville Road Ridgefield, CT 06877 RE: Securities Subscription Agreement Ladies and Gentlemen: This letter agreement (the ?Agreement?) is entered into on January 6, 2021 by and between FAST Acquisition Corp. II, a Delaware corporation (the ?Company,? ?we? or ?us?) and |
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| February 26, 2021 |
Promissory Note issued to FAST Sponsor II LLC.** EX-10.6 15 fs12021ex10-6fastacq2.htm PROMISSORY NOTE Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATI |
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| February 26, 2021 |
Registration Statement - REGISTRATION STATEMENT As filed with the U.S. Securities and Exchange Commission on February 26, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FAST ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Delaware 6770 86-1258014 (State or other jurisdiction of incorporation or organi |
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| February 26, 2021 |
Form of Compensation Committee Charter.** EX-99.2 21 fs12021ex99-2fastacq2.htm FORM OF COMPENSATION COMMITTEE CHARTER Exhibit 99.2 FAST ACQUISITION CORP. II COMPENSATION COMMITTEE CHARTER Effective [ ], 2021 I. Purposes The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of FAST Acquisition Corp. II (the “Company”) to: (A) assist the Board in overseeing the Company’s employee compensation poli |
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| February 26, 2021 |
Specimen Class A Common Stock Certificate.** Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP FAST ACQUISITION CORP. II INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of fully paid and non-assessable shares of Class A common stock, par value $0.0001 per share (the ?Common Stock?), of FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), transferabl |
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| February 26, 2021 |
Form of Indemnity Agreement.** Exhibit 10.5 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?], 2021, by and between FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), and [?] (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate p |
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| February 26, 2021 |
Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [?], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and among FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), and FAST Sponsor II LLC, a Delaware limited liability company (the |
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| February 26, 2021 |
Exhibit 99.8 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of directors of FAST Acqu |
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| February 26, 2021 |
Exhibit 99.12 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of directors of FAST Acq |
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| February 26, 2021 |
EX-4.1 5 fs12021ex4-1fastacq2.htm SPECIMEN UNIT CERTIFICATE Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP FAST ACQUISITION CORP. II UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-QUARTER OF ONE REDEEMABLE WARRANT TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one share of Class A common |
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| February 26, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.** Exhibit 4.4 WARRANT AGREEMENT FAST ACQUISITION CORP. II and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021, is by and between FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the ?Warrant Agent?). WHEREAS, it is p |
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| February 26, 2021 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of directors of FAST Acqu |
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| February 26, 2021 |
EX-99.7 26 fs12021ex99-7fastacq2.htm CONSENT OF ALICE ELLIOT Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 under the Securities Act, to be |
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| February 26, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021 by and between FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 333-[?] (the ?R |
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| February 26, 2021 |
EX-10.1 10 fs12021ex10-1fastacq2.htm FORM OF LETTER AGREEMENT Exhibit 10.1 [●], 2021 FAST Acquisition Corp. II 109 Old Branchville Road Ridgefield, CT 06877 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among FAST Acquisition Corp. II, |
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| February 26, 2021 |
Certificate of Incorporation.** EX-3.1 2 fs12021ex3-1fastacq2.htm CERTIFICATE OF INCORPORATION Exhibit 3.1 CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II December 30, 2020 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the |
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| February 26, 2021 |
Specimen Warrant Certificate.** EX-4.3 7 fs12021ex4-3fastacq2.htm SPECIMEN WARRANT CERTIFICATE Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW FAST ACQUISITION CORP. II Incorporated Under the Laws of the State of Delaware CUSIP Warrant Certificate This Warrant Certificate |
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| February 26, 2021 |
Form of Nominating and Corporate Governance Committee Charter.** Exhibit 99.3 FAST ACQUISITION CORP. II NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER Effective [ ], 2021 I. PURPOSES The Nominating and Corporate Governance Committee (the ?Committee?) of the Board of Directors of FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), shall: (a) identify individuals qualified to become members of the Board of Directors of the Company (the ?Boar |
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| February 26, 2021 |
Form of Code of Business Conduct and Ethics.** EX-14 18 fs12021ex14fastacq2.htm FORM OF CODE OF ETHICS Exhibit 14 FORM OF CODE OF ETHICS OF FAST ACQUISITION CORP. II 1. Introduction The Board of Directors (the “Board”) of FAST Acquisition Corp. II, a Delaware corporation, has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the directors, officers and employees (to the exten |
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| February 26, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among FAST Acquisition Corp. II, a Delaware corporation (the ?Company?), FAST Sponsor II LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed on the signature page hereto under ?Holders? (each such party, to |
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| February 26, 2021 |
EX-10.8 17 fs12021ex10-8fastacq2.htm ADMINISTRATIVE SERVICES AGREEMENT Exhibit 10.8 FAST Acquisition Corp. II 109 Old Branchville Road Ridgefield, CT 06877 January 6, 2021 FAST Sponsor II LLC 109 Old Branchville Road Ridgefield, CT 06877 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and among FAST Acquisition Corp. II (the “Company”) and FA |
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| February 26, 2021 |
Form of Amended and Restated Certificate of Incorporation.** Exhibit 3.2 Amended AND RESTATED CERTIFICATE OF INCORPORATION OF FAST ACQUISITION CORP. II [], 2021 FAST Acquisition Corp. II, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?FAST Acquisition Corp. II? The original certificate of incorporation was filed with the Secretary of State o |
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| February 26, 2021 |
Exhibit 99.9 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of directors of FAST Acqu |
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| February 26, 2021 |
Consent of Michael Lastoria.** Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of directors of FAST Acqu |
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| February 26, 2021 |
Consent of Kevin Michael Reddy.** EX-99.4 23 fs12021ex99-4fastacq2.htm CONSENT OF KEVIN MICHAEL REDDY Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 under the Securities Act |
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| February 26, 2021 |
EX-99.10 29 fs12021ex99-10fastacq2.htm CONSENT OF STEVE KASSIN Exhibit 99.10 Consent to be Named as a Director Nominee In connection with the filing by FAST Acquisition Corp. II of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 under the Securities Act, to |
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| January 19, 2021 |
As confidentially submitted to the U.S. Securities and Exchange Commission on January 19, 2021. This draft registration statement has not been filed, publicly or otherwise, with the U.S. Securities and Exchange Commission and all information contained herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTR |
