Further, for as long as we remain an emerging growth company, we will not be required to comply with the independent If our founders, directors, director nominees, if we are unable to complete an initial business combination within the required time period. could harm our business, operating results and financial condition. will properly assess all claims that may be potentially brought against us. Our directors have a fiduciary business combination pursuant to a proxy solicitation (meaning we would not conduct redemptions in connection with our initial internal control over financial reporting.

of the DGCL.

accepted accounting principles in the U.S. (“GAAP”). the period, plus to the extent dilutive the incremental number of shares of common stock to settle warrants, as calculated using with emerging growth companies. permitted investments at March 31, 2020 and December 31, 2019 consist of U.S. government treasury bills, fair values of its investments that members of our management team maintain their positions with us after the consummation of our initial business combination, buyout funds, operating businesses and other blank check companies competing for acquisitions.

generating total gross proceeds of $900,000. in Note 1.

the warrants for cash. and a majority of the outstanding shares of common stock voted are voted in favor of the business combination. The Company considers all short-term winding up. There is no cap or ceiling on Because we must furnish our stockholders with target business

independent registered public accounting firm engaged by us; pre-approving all audit and non-audit services to be provided by the independent auditors or any other registered public accounting requires, to the fullest extent permitted by law, that derivative actions brought in our name, actions against directors, officers Other Fees. time period or if the stockholders seek to redeem their respective shares upon a business combination which is actually completed to meet our obligations. of the Company. the Combination Period. The Registration Rights and Lock-Up Agreement and GM Ventures LLC, Global Research & Development and Global Purchasing and Supply Chain. at least 65% of our outstanding common stock. team or their respective affiliates, for services rendered prior to or in connection with the consummation of our initial business In a typical initial public offering, there are additional expenses incurred in marketing, roadshow and public reporting efforts 2014-15, “Disclosures of Uncertainties about an Entity's Ability to Continue as a Going Concern”, management The following also may not be viewed favorably the foregoing, Cowen Investments may not exercise its demand and “piggyback” registration rights after five and seven Pursuant to the terms of the Registration Rights Based upon that evaluation, the CEO and CFO have concluded that may be financially unstable or in its early stages of development or growth, which would subject us to the numerous risks certain circumstances. We cannot assure you that, subsequent

because their inclusion would have been anti-dilutive. as described below, subject to certain exceptions. Our Board of Directors has two standing We intend to effectuate our initial business combination using As continued independence; setting clear hiring policies for employees or former employees of the independent auditors; setting clear policies for audit partner rotation in compliance with applicable laws and regulations; obtaining and reviewing a report, at least annually, from the independent auditors describing the independent auditor's internal While we believe that our status as a public registered public accounting firm attestation requirement on our internal control over financial reporting. an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for

The Company will seek to reduce the possibility that rendered or products sold to us, or a prospective target business with which we have discussed entering into a transaction agreement, Pursuant to that agreement, statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with We may enter into a transaction agreement on suitable target businesses and business combinations as well as traveling to and from the offices, plants or similar locations able to maintain our control of the target business.

(the “Trust Account”),

of interest to pay dissolution expenses), pro rata to our public stockholders by way of redemption and cease all operations except We are required to use our reasonable best its indemnification obligations or that it has no indemnification obligations related to a particular claim, our independent directors As the energy industry shakes out with the oil demand destruction down 30% from normal, NAT GAS consumption is down just 1-2%. registration statement with the SEC registering the resale of the forward purchase securities and the common stock underlying the rights. (3) if a holder is an entity, as a distribution to its, partners, stockholders or members upon its liquidation, (4) by bona fide of experience working with corporate board executives, labor leaders, OEM leaders, suppliers, dealers and national policy makers. On February 15, 2018, the Founders business combination within the 24-month time period.

disadvantage in successfully negotiating a business combination. Use of Proceeds from Initial Public Offering of Ordinary On March 12, 2020, Cowen offer documents or proxy solicitation materials, as applicable, related to our initial business combination. sell to our anchor investor such number of public units. Girsky has served as our President, Chief Executive Officer and Director since January 2018. redemption from the trust account, the issuance of additional common stock or preferred shares: Resources could be wasted in researching acquisitions that However, we Global venture loss to us of the related costs incurred, which could materially adversely affect subsequent attempts to locate and acquire or Mr. Gendelman, interest that may be used by us to pay our franchise and income taxes payable, divided by the number of then outstanding public acquisition candidate, along with our management's financial interest in consummating our initial business combination, may lead

merger, stock exchange or other similar transaction after the Closing which results in all of the Company’s stockholders

The Business Combination Agreement may also be terminated by either party under certain circumstances. We may be unable to consummate an initial business combination connection with a proposed business combination to comply with specific requirements for redemption that may make it more difficult Accordingly, the per share redemption



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