▸ A provision of our warrant agreement may make it more difficult for us to consummate an initial business combination.● ● 2 ▸ Because each unit contains one-half of one redeemable warrant and only a whole warrant may be exercised, the units may be worth less than units of other special purpose acquisition companies.● ● 2 ▸ Because we must furnish our stockholders with target business financial statements, we may lose the ability to complete an otherwise advantageous initial business combination with some prospective target businesses.● ● 2 ▸ Changes in laws or regulations, or a failure to comply with any laws and regulations, may adversely affect our business, including our ability to negotiate and complete our initial business combination and results of operations.● ● 2 ▸ Cyber incidents or attacks directed at us could result in information theft, data corruption, operational disruption and/or financial loss.● ● 2 ▸ Exchange rate fluctuations and currency policies may cause our target business’ ability to succeed in the international markets to be diminished.● ● 2 ▸ group General Risk Factors Related to Our Business and Financial Position● ● 2 ▸ If a stockholder fails to receive notice of our offer to redeem our public shares in connection with our initial business combination, or fails to comply with the procedures for tendering its shares, such shares may not be redeemed.● ● 2 ▸ If our management team following our initial business combination is unfamiliar with United States securities laws, they may have to expend time and resources becoming familiar with such laws, which could lead to various regulatory issues.● ● 2 ▸ If we effect our initial business combination with a company with operations or opportunities outside of the United States, we would be subject to a variety of additional risks that may negatively impact our operations.● ● 2 ▸ If we seek stockholder approval of our initial business combination, our initial stockholders have agreed to vote in favor of such initial business combination, regardless of how our public stockholders vote.● ● 2 ▸ If you exercise your public warrants on a “cashless basis,” you will receive fewer shares of Class A common stock from such exercise than if you were to exercise such warrants for cash.● ● 2 ▸ NASDAQ may delist our securities from trading on its exchange, which could limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions.● ● 2 ▸ Our directors may decide not to enforce the indemnification obligations of our sponsor, resulting in a reduction in the amount of funds in the trust account available for distribution to our public stockholders.● ● 2 ▸ Our initial shareholders control a substantial interest in us and thus may exert a substantial influence on actions requiring a shareholder vote, potentially in a manner that you do not support.● ● 2 ▸ Our initial shareholders may receive additional Class A ordinary shares if we issue shares to consummate an initial business combination.● ● 2 ▸ Our letter agreement with our sponsor, directors, director nominees and officers may be amended without stockholder approval.● ● 2 ▸ Our management may not be able to maintain control of a target business after our initial business combination.● ● 2 ▸ Our officers, directors, security holders and their respective affiliates may have competitive pecuniary interests that conflict with our interests.● ● 2 ▸ Our search for a business combination, and any target business with which we ultimately consummate a business combination, may be materially adversely affected by the recent coronavirus (COVID-19) pandemic.● ● 2 ▸ Our stockholders may be held liable for claims by third parties against us to the extent of distributions received by them upon redemption of their shares.● ● 2 ▸ Our warrants and founder shares may have an adverse effect on the market price of our Class A common stock and make it more difficult to effectuate our initial business combination.● ● 2 ▸ Past performance by our management team may not be indicative of future performance of an investment in us.● ● 2 ▸ Provisions in our amended and restated certificate of incorporation and Delaware law may inhibit a takeover of us, which could limit the price investors might be willing to pay in the future for our Class A common stock and could entrench management.● ● 2 ▸ group Risks Relating to Our Securities● ● 2 ▸ group Risks Relating to our Consummation of, or Inability to Consummate,● ● 2 ▸ group Risks Relating to our Operations● ● 2 ▸ The ability of our public stockholders to exercise redemption rights with respect to a large number of our shares may not allow us to complete the most desirable business combination or optimize our capital structure.● ● 2 ▸ The representative may have a conflict of interest if they render services to us in connection with our initial business combination.● ● 2 ▸ There is currently no market for our securities and a market for our securities may not develop, which would adversely affect the liquidity and price of our securities.● ● 2 ▸ Unlike many other similarly structured special purpose acquisition companies, our initial stockholders will receive additional shares of Class A common stock if we issue shares to consummate an initial business combination.● ● 2 ▸ group Unlike most blank check companies, if● ● 2 ▸ We are a newly formed company with no operating history and no revenues, and you have no basis on which to evaluate our ability to achieve our business objective.● ● 2 ▸ We are dependent upon our executive officers and directors and their departure could adversely affect our ability to operate.● ● 2 ▸ We are not required to obtain a fairness opinion and consequently, you may have no assurance from an independent source that the price we are paying for the business is fair to our company from a financial point of view.● ● 2 ▸ We may attempt to complete our initial business combination with a private company about which little information is available, which may result in an initial business combination with a company that is not as profitable as we suspected, if at all.● ● 2 ▸ We may be unable to obtain additional financing to complete our initial business combination or to fund the operations and growth of a target business, which could compel us to restructure or abandon a particular business combination.● ● 2 ▸ We may issue notes or other debt, or otherwise incur substantial debt, to complete a business combination, which may adversely affect our leverage and financial condition and thus negatively impact the value of our shareholders’ investment in us.● ● 2 ▸ We may redeem your unexpired warrants prior to their exercise at a time that is disadvantageous to you, thereby making your warrants worthless.● ● 2 ▸ We may reincorporate in another jurisdiction in connection with our initial business combination, and the laws of such jurisdiction may govern some or all of our future material agreements and we may not be able to enforce our legal rights.● ● 2 ▸ We may seek business combination opportunities in industries or sectors which may or may not be outside of our management’s area of expertise.● ● 2 ▸ You will not be entitled to protections normally afforded to investors of many other blank check companies.● ● 2