Exhibit 10.5
This Revolving Credit Agreement (this “Agreement”) is made effective as of November 10, 2025 (the “Effective Date”), between Falcon’s Attractions, LLC, a Florida limited liability company (“Borrower”), and Infinite Acquisitions Partners LLC, a Delaware limited liability company (“Lender”), to provide a revolving line of credit loan in the amount of up to Fifteen Million US Dollars ($15,000,000.00).
Recitals
WHEREAS, the Borrower has requested that Lender provide a revolving credit facility for the purpose
of funding Borrower’s general operations including the assembly of amusement rides; and
WHEREAS, Lender has agreed to make the requested credit facility available to Borrower on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the mutual promises herein contained, and other good and valuable consideration, the receipt and adequacy of which is acknowledged, Borrower and Lender each hereby agree as follows:
Agreement
1.Revolving Line of Credit. This Agreement evidences a revolving line of credit. Proceeds may be disbursed by Lender to Borrower under this Agreement, repaid by Borrower and reborrowed by Borrower under this Agreement until the Maturity Date, but the maximum total principal amount outstanding under this Agreement (including under any Notes issued pursuant hereto) at any one time shall never exceed FIFTEEN MILLION AND NO/100 US DOLLARS ($15,000,000.00). Each loan disbursed under this Agreement (an “Disbursement”) shall be issued pursuant to a promissory note in the form attached hereto as Exhibit A (a “Note”).
2.Procedures for Revolving Credit Borrowing. The Borrower may borrow subject to the Promissory Note on any business day until the Maturity Date; provided that, the Borrower shall deliver to the Lender an irrevocable borrowing notice signed by each of ▇▇ ▇▇▇▇▇▇▇, in her capacity as Chief Financial Officer of Falcon’s Beyond Global, Inc. (“FBG”) and ▇▇▇▇▇ ▇▇▇▇▇▇▇, in his capacity as Chief Executive Officer of FBG (“Borrowing Notice”) (which Borrowing Notice must be received by the Lender at least ten (10) Business Days before the requested Borrowing Date).
3.Interest. All amounts borrowed hereunder from and after the date hereof shall bear simple interest at the rate equal to the three-month Secured Overnight Financing Rate (SOFR) on the first day of the applicable quarter (January 1, April 1, July 1, and October 1) plus 2.75% per year. Interest shall be calculated daily based on a 365-day year.
4.Payments. Payments of all accrued interest on all outstanding principal amounts are due quarterly in cash on March 31, June 30, September 30, and December 31. Whenever any payment to made hereunder shall be stated to be due on a day other than a business day, such payment shall be made on the next succeeding business day and such extension of time shall be included in computing interest, if any, due in connection with such payment.
5.Maturity Date. This is a five (5) year agreement maturing on September 30, 2030, (the
“Maturity Date”). Outstanding principal and interest is payable in full on the Maturity Date.
6.Event of Default. In the event Borrower fails to make any payment due in accordance with the terms of this Agreement, interest shall accrue at the maximum rate allowable by law, until such event of default is cured.
7.Allocation of Payments. Payments shall first be credited to interest due, and any remainder will be credited to principal.
8.Prepayment. Borrower may, at its option, prepay any amounts due under this Agreement in whole or in part without penalty or premium.
9.Attorney's Fees and Costs. Borrower shall pay all reasonable costs incurred by Lender in collecting sums due under this Agreement after a default, including reasonable attorney's fees. If Lender or Borrower sues to enforce this Agreement or obtain a declaration of its rights hereunder, the prevailing party in any such proceeding shall be entitled to recover its reasonable attorney's fees and costs incurred in the proceeding (including those incurred in any bankruptcy proceeding or appeal) from the non-prevailing party.
10.Non-Waiver. No failure or delay by Lender in exercising Lender's rights under this Agreement shall be considered a waiver of such rights.
11.Severability. In the event that any provision herein is determined to be void or unenforceable for any reason, such determination shall not affect the validity or enforceability of any other provision, all of which shall remain in full force and effect.
12.Integration. There are no verbal or other agreements which modify or affect the terms of this Agreement. This Agreement may not be modified or amended except by written agreement signed by ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇.
13.Conflicting Terms. The terms of this Agreement shall control over any conflicting terms in any referenced agreement or document.
14.Notice. Any notices required or permitted to be given hereunder shall be given in writing and shall be delivered ( a) in person, (b) by certified mail, postage prepaid, return receipt requested, (c) by email, or (d) by a commercial overnight courier that guarantees next day delivery and provides a receipt, and such notices shall be made to the parties.
15.Execution. The Borrower executes this Agreement as a principal and not as surety.
16.Governing Law. This Agreement shall be governed under the laws in the State of Florida.
(See Signature Block on Next Page)
IN WITNESS WHEREOF, the parties hereto have signed this Amended and Restated Credit Agreement effective as of the Effective Date.
BORROWER:
FALCON’S ATTTRACTIONS, LLC
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Executive Officer
LENDER:
INFINITE ACQUISITIONS PARTNERS LLC
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: President
EXHIBIT A
FORM OF PROMISSORY NOTE
$[•] Date: [•]
FOR VALUE RECEIVED, Falcon’s Attractions, LLC, a Florida limited liability company (“Borrower”), promises to pay to Infinite Acquisitions Partners LLC, a Delaware limited liability company (“Lender”), or its permitted assigns, in lawful money of the United States of America the principal sum of $[•] or such lesser amount as shall equal the outstanding principal amount hereof together with interest from the date of this Note (the “Issuance Date”) on the unpaid principal amount calculated in accordance with Section
1. This promissory note (this “Note”) is made and delivered pursuant to that certain Amended and Restated Credit Agreement, effective as of November 10, 2025, between Borrower and Lender (the “Credit Agreement”).
1.Interest. The unpaid principal of the line of credit shall bear simple interest est at the rate equal to the three-month Secured Overnight Financing Rate (SOFR) on the first day of the applicable quarter (January 1, April 1, July 1, and October 1) plus 2.75% per year. Interest shall be calculated daily based on a 365-day year.
2.Payments. Payments of all accrued interest on all outstanding principal amounts are due quarterly in cash on March 31, June 30, September 30, and December 31. Whenever any payment to made hereunder shall be stated to be due on a day other than a business day, such payment shall be made on the next succeeding business day and such extension of time shall be included in computing interest, if any, due in connection with such payment.
3.Maturity Date. This Note matures on September 30, 2030 (the “Maturity Date”). Outstanding principal and interest is payable in full on the Maturity Date.
4.Event of Default. In the event Borrower fails to make any payment due in accordance with the terms of this Note, interest shall accrue at the maximum rate allowable by law, until such event of default is cured.
5.Allocation of Payments. Payments shall first be credited to interest due, and any remainder will be credited to principal.
6.Prepayment. Borrower may, at its option, prepay any amounts due under this Note in whole or in part without penalty or premium.
7.Attorney's Fees and Costs. Borrower shall pay all reasonable costs incurred by Lender in collecting sums due under this Note after a default, including reasonable attorney's fees. If ▇▇▇▇▇▇ or Borrower sues to enforce this Note or obtain a declaration of its rights hereunder, the prevailing party in any such proceeding shall be entitled to recover its reasonable attorney's fees and costs incurred in the proceeding (including those incurred in any bankruptcy proceeding or appeal) from the non-prevailing party.
8.Non-Waiver. No failure or delay by Lender in exercising Lender's rights under this Note shall be considered a waiver of such rights.
9.Severability. In the event that any provision herein is determined to be void or unenforceable for any reason, such determination shall not affect the validity or enforceability or any other provision, all of which shall remain in full force and effect.
10.Integration. There are no verbal or other agreements which modify or affect the terms of the Note except for the Credit Agreement. This Note may not be modified or amended except by written agreement signed by ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇.
11.Conflicting Terms. The terms of this Note shall control over any conflicting terms in any referenced agreement or document.
12.Notice. Any notices required or permitted to be given hereunder shall be given in writing and shall be delivered (a) in person, (b) by certified mail, postage prepaid, return receipt requested, (c) by email, or (d) by a commercial overnight courier that guarantees next day delivery and provides a receipt, and such notices shall be made to the parties.
13.Execution. The Borrower executes this Note as a principal and not as surety.
14.Governing Law. This Note shall be governed under the laws in the State of Florida.
IN WITNESS WHEREOF, the parties hereto have signed this Promissory Note as of the Issuance
Date.
BORROWER:
FALCON’S ATTRACTIONS, LLC
Name: Title:
Acknowledged and Agreed:
LENDER:
INFINITE ACQUISITIONS PARTNERS LLC
Name: Title:
