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Filing Details

Accession Number:: 0001653247-22-000174
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-11-28 17:15:08
Reporting Period:: 2022-11-23

Accepted Time:: 2022-11-28 17:15:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1653247	Waitr Holdings Inc.	ASAP	Services-Business Services, Nec (7389)	263828008

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1758916	Jonathan Green	C/O Waitr Holdings Inc. 214 Jefferson Street, Suite 200 Lafayette LA 70501		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2022-11-23	3,990	$1.44	670,128	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2022-11-25	1,796	$1.24	668,332	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2022-11-28	139,068	$1.48	529,264	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Convertible Promissory Notes	$156.78	2018-11-15	2024-05-15	142,110	142,110	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2024-05-15	142,110	142,110	Indirect

Footnotes

On November 22, 2022, the Issuer effected a one-for-twenty reverse stock split (the "Reverse Stock Split") of all of its issued and outstanding shares of common stock, which resulted in the Reporting Person's indirect beneficial ownership of issued and outstanding common stock being reduced from 13,482,369 shares of common stock to 674,118 shares of common stock.
Mr. Green is a managing member and controlling person of Lugard Road Capital GP, LLC, the general partner of Lugard Road Capital Master Fund, LP ("Lugard Road Master"), which is an investment fund affiliated with Luxor Capital Group, LP ("Luxor Capital"). Mr. Green disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
On November 15, 2018, $60,000,000 in aggregate principal amount of convertible promissory notes (the "Notes") were issued to Luxor Capital, $31,574,000 of which was issued to Lugard Road Master. The Notes currently bear interest at a rate of 4.5% per annum, paid quarterly (up to 33.3% as payment-in-kind if elected by Waitr Holdings), and will mature on May 15, 2024. As of November 28, 2022, the outstanding aggregate principal amount of the Notes totaled $42,338,530, of which $22,279,945 was issued to Lugard Road Master. Upon maturity, the Notes (and any accrued but unpaid interest) will be repaid in cash or converted into shares of common stock, at the holder's election. At any time, at the holder's election, each Note may be converted in whole or in part into shares of common stock at a rate of $156.78 per share.
As a result of the Reverse Stock Split, the conversion price for the Notes was increased from $7.84 (the price as of November 21, 2022) to $156.78, and the number of shares underlying the Notes was reduced from 2,802,509 shares to 142,110 shares.
Securities are held directly by Lugard Road Master. Mr. Green disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.