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Filing tables
Filing exhibits
- S-1 IPO registration
- 3.1 Memorandum and Articles of Association
- 3.2 Form of Amended and Restated Memorandum and Articles of Association
- 4.1 Specimen Unit Certificate
- 4.2 Specimen Ordinary Share Certificate
- 4.4 Form of Warrant Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 5.1 Opinion of Ellenoff Grossman & Schole LLP
- 5.2 Opinion of Ogier (Cayman) LLP, Cayman Islands Counsel to the Registrant
- 10.1 Form of Letter Agreement Among the Registrant, Lionheart Sponsor, LLC and Each of the Officers and Directors of the Registrant
- 10.2 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 10.3 Form of Registration Rights Agreement Among the Registrant, Lionheart Sponsor, LLC and the Holders Signatory Thereto
- 10.4 Form of Private Placement Warrants Purchase Agreement Between the Registrant and Lionheart Sponsor, LLC
- 10.5 Form of Private Placement Warrants Purchase Agreement Between the Registrant and Cantor Fitzgerald & Co
- 10.6 Form of Indemnity Agreement
- 10.7 Promissory Note Dated March 8, 2024, Issued to Lionheart Sponsor, LLC
- 10.8 Securities Subscription Agreement Dated March 8, 2024, Between Lionheart Sponsor, LLC and the Registrant
- 10.9 Form of Administrative Services Agreement
- 14.1 Form of Code of Ethics
- 23.1 Consent of Withum Smith+brown, PC
- 99.1 Audit Committee Charter
- 99.2 Compensation Committee Charter
- 99.3 Consent of Thomas Hawkins to Be Named As Director Nominee
- 99.4 Consent of Roger Meltzer, Esq. to Be Named As Director Nominee
- 99.5 Consent of Antony Sheriff to Be Named As Director Nominee
- 99.6 Consent of Gila Cohen to Be Named As Director Nominee
- EX-FILING FEES Filing Fee Table
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Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We hereby consent to the use in the Prospectus constituting a part of this Registration Statement on Form S-1 of our report dated April 8, 2024, relating to the financial statements of Lionheart Holdings, which is included in that Prospectus. We also consent to the reference to us under the caption “Experts” in the Prospectus.
/s/ WithumSmith+Brown, PC
New York, New York
May 28, 2024