Landcadia IV : Material Agreement - Form 8-K

Item 1.01. Entry into a Material Definitive Agreement.

On September 27, 2023, Landcadia Holdings IV, Inc. (the "Company" or "we") amended and restated the previously issued unsecured second amended and restated convertible promissory notes (the "Convertible Promissory Notes") to each of TJF, LLC ("TJF") and Jefferies US Holdings LLC ("JUSH" and, together with TJF, the "Sponsors"), to extend the Maturity Date (as defined below) thereunder from the earlier of (i) September 29, 2023 and (ii) the effective date of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, involving the Company and one or more businesses (the "Business Combination") (such earlier date, the "Maturity Date") to the earlier of (i) March 24, 2024 and (ii) the effective date of a Business Combination. The Company may borrow under the Convertible Promissory Notes for ongoing expenses reasonably related to the business of the Company and the consummation of the Business Combination. The Sponsors will have the option, at any time on or prior to the Maturity Date, to convert up to $1,500,000 outstanding under the Convertible Promissory Notes into warrants to purchase shares of the Company's Class A common stock, par value $0.0001 per share ("Class A common stock" or "public shares"), at a conversion price of $1.50 per warrant, with each warrant entitling the holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to the same adjustments applicable to the private placement warrants sold concurrently with the Company's initial public offering.

The foregoing descriptions of the amended and restated Convertible Promissory Notes do not purport to be complete and are qualified in their entirety by the provisions of the amended and restated Convertible Promissory Notes, which are attached hereto as Exhibit 10.1 and Exhibit 10.2 and are incorporated by reference herein.