Jonathan Green - May 13, 2022 Form 4 Insider Report for Waitr Holdings Inc. (ASAP)

Role: Director
Signature: /s/Annette L. Finch, as Attorney-in-Fact
Stock symbol: ASAP
Transactions as of: May 13, 2022
Transactions value $: -$16,934
Form type: 4
Date filed: 5/18/2022, 05:35 PM
Previous filing: Sep 17, 2021
Next filing: May 23, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ASAP	Common Stock	Conversion of derivative security	$395K	+2.32M		$0.17	2.32M	May 13, 2022	See Footnote	F1
transaction	ASAP	Common Stock	Sale	-$1.91K	-8.83K	-0.38%	$0.22	2.31M	May 17, 2022	See Footnote	F1
transaction	ASAP	Common Stock	Sale	-$15K	-71.4K	-3.09%	$0.21	2.24M	May 18, 2022	See Footnote	F1
holding	ASAP	Common Stock						19.8K	May 13, 2022	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ASAP	Convertible Promissory Notes	Conversion of derivative security	-$395K				3.01M	May 13, 2022	Common Stock	2.32M	$8.52	See Footnote	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	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 6% per annum, paid quarterly (half payable in cash and half as payment-in-kind if elected), and will mature on May 15, 2024. As of May 12, 2022, the outstanding aggregate principal amount of the Notes totaled $49,504,123, of which $26,050,719 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 issuer'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 $8.52 per share. Pursuant to the Conversion Agreement dated May 13, 2022, the noteholders are permitted to convert up to $750,000 of principal into stock at a share price equal to $0.17.
F3	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.