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- S-1 IPO registration
- 1.1 Underwriting Agreement
- 3.1 Second Amended and Restated Certificate of Incorporation
- 3.2 Form of Third Amended and Restated Certificate of Incorporation
- 3.3 by Laws
- 4.1 Specimen Unit Certificate
- 4.2 Specimen Class a Common Stock Certificate
- 4.3 Specimen Warrant Certificate
- 4.4 Form of Warrant Agreement
- 5.1 Opinion of Winston & Strawn LLP
- 10.1 Form of Letter Agreement
- 10.2 Promissory Note, Dated February 14, 2019, Issued to Fertitta Entertainment, Inc.
- 10.3 Promissory Note, Dated February 14, 2019, Issued to Jefferies Financial Group Inc.
- 10.4 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company, LLC
- 10.5 Form of Registration Rights Agreement Between the Registrant and Certain Security Holders
- 10.6 Securities Subscription Agreement, Dated February 14, 2019, Between the Registrant and Fertitta
- 10.7 Private Placement Warrants Purchase Agreement Between the Registrant, Fertitta Entertainment, Inc. and
- 10.8 Form of Indemnity Agreement
- 10.9 Form of Administrative Support Agreement by and Between the Registrant and Fertitta Entertainment, Inc.
- 14 Form of Code of Ethics
- 23.1 Independent Registered Public Accounting Firm's Consent
- 99.1 Audit Committee Charter
- 99.2 Compensation Committee Charter
- 99.3 Consent of Michael Chadwick
- 99.4 Consent of G. Michael Stevens
Exhibit 23.1
Independent Registered Public Accounting Firm’s Consent
We consent to the inclusion in this Registration Statement of Landcadia Holdings II, Inc. (the “Company”) on Form S-1 of our report dated March 15, 2019, which includes an explanatory paragraph as to the Company’s ability to continue as a going concern, with respect to our audits of the financial statements of Landcadia Holdings II, Inc. as of February 28, 2019, December 31, 2018 and 2017 and for the period from January 1, 2019 through February 28, 2019 and for each of the two years in the period ended December 31, 2018, which report appears in the Prospectus, which is part of this Registration Statement. We also consent to the reference to our Firm under the heading “Experts” in such Prospectus.
/s/ Marcumllp
Marcumllp
New York, NY
April 18, 2019