SEC Filing Summary: Leisure Acquisition Corp. (LACQ)
Business Context and Reporting Period
This Form 8-K Current Report, dated February 23, 2021, pertains to Leisure Acquisition Corp., a special purpose acquisition company (SPAC) incorporated in Delaware. The filing details the entry into a material definitive agreement regarding working capital financing. Note: The input metadata referenced "Ensysce Biosciences, Inc.," but the filing text explicitly identifies the registrant as Leisure Acquisition Corp.
Key Financial Metrics and Obligations
The filing does not report revenue, profit, cash flow, or operating margins as the company is in the pre-business combination phase. The primary financial activity reported is an increase in available working capital advances.
- Total Advances Available: Increased to $1,460,000 (from $1,300,000).
- New Promissory Notes (A&R Promissory Notes): Aggregate maximum amount of $460,000 (increased from $300,000).
- Interest Rate: 0% (Notes do not bear interest).
- Conversion Terms: Convertible into warrants at $1.00 per warrant at the option of the Funding Parties.
- Maximum Potential Warrants: 460,000 warrants if fully converted.
Material Changes Versus Prior Period
The company executed a Fourth Expense Advancement Amendment to its existing agreement with Hydra Management, LLC, MLCP GLL Funding LLC, and HG Vora Special Opportunities Master Fund, Ltd. This amendment increased the total available advances by $160,000. Consequently, the November 2020 Promissory Notes were amended and restated on February 24, 2021, to reflect the new maximum principal amount of $460,000.
Outlook, Risks, and Contingencies
Repayment Terms: Outstanding amounts are to be repaid upon the completion of an initial business combination. If no combination is completed, the company may use working capital held outside its trust account for repayment; proceeds from the trust account will not be used.
Equity Dilution Risk: The notes are convertible into private placement warrants. If converted, this would result in the issuance of 460,000 additional warrants, potentially diluting existing shareholders.
Regulatory Status: The issuance of the notes relied on Section 4(a)(2) of the Securities Act of 1933 as an unregistered sale to sophisticated investors.
Key Facts for Investor Verification
- Verify the total outstanding balance currently drawn against the $460,000 A&R Promissory Notes limit.
- Confirm the specific breakdown of the $460,000 allocation among the three Funding Parties (Hydra: $118,166.38; MLCP: $111,833.62; HG Vora: $230,000.00).
- Monitor the company's progress toward an initial business combination, as this triggers the repayment obligation.
- Review the full text of the Fourth Expense Advancement Amendment (Exhibit 10.1) for any covenants or conditions not summarized in the 8-K.