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FERING - (continued) The Company expects to pay an underwriting discount of 3% of the per Unit offering price to the underwriters at the closing of the Proposed Offering, with an additional fee (the "Deferral Discount") of 3% of the gross offering proceeds payable upon the Company's completion of a Business Combinati
n or liquidation. However. if the Company does not complete its initial Business Combination on or prior to the 24-month period allotted to complete the Business Combination, the Warrants will expire at the end of such period. If the Company is unable to deliver registered shares of common stock to the holder upon exerc
s combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash from the proceeds derived from the Proposed Offering. The Company has selected December 31" as its year end. All dollar amounts are rounded to the nearest thousand dollars. Sponsor and Proposed Financ
than the withdrawal of interest to pay taxes, if any. none of the funds held in trust will be released until the earlier of: (i) the completion of the Business Combination; or (ii) the redemption of 100% of the shares of common stock included in the Units being sold in the Proposed Offering if the Company is unable to
f $5,800,000 or $6,407,500 if the over-allotment option is exercised), in a private placement that will occur simultaneously with the completion of the Proposed Offering (the "Private Placement Warrants"). Each Private Placement Warrant entitles the holder to purchase one-half of one share of common stock at $5.75 pe
rized common stock of the Company is 45.000.000 shares. Upon completion of the Proposed Offering, the Company will likely (depending on the terms of the Business Combination) be required to increase the number of shares of common stock which it is authorized to issue at the same time as its stockholders vote on the Busi
Entities connected to both the Proposed Offering and the Business Combination