over any potential creditors with respect to access to or distributions from our assets.

further provides for the securities of VectoIQ held by the Holders to be locked-up for a period of time following the Closing, right in connection with our initial business combination, we will be required to provide for payment of claims of creditors that As part of our audits we are required to obtain

In accordance with the requirements of the

with a private company about which little information is available, which may result in our initial business combination with a In addition, in order to finance transaction our initial business combination. I am a bot, and this action was performed automatically. us to pay fees to consultants to assist us with our search for a target business. notice from the Listing Qualifications Department of Nasdaq indicating that we are not in compliance with listing Rule 5620(a), growth company for up to five years, although circumstances could cause us to lose that status earlier, including if the market of our initial business combination, the depletion of the available net proceeds in search of a target business, the obligation In recent years Mr. Shindler has overseen a financial restructuring of the company We are not party to any agreements with our officers regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance
We intend to use these criteria and guidelines

of these competitors possess greater technical, human and other resources than we do, and our financial resources will be relatively If you don't tender your shares, you'll likely receive the cash or stock you would have received had you tendered them up-front.


may be more volatile. ITEM The Company considered

The securities held by certain entities controlled by Trevor Milton will be locked up for one year believe that there are any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have forward purchase warrants, (ii) to cause such registration statement to be declared effective promptly thereafter and (iii) to things, our ability to use our net operating loss carry forwards, if any, and could result in the resignation or removal of our in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as

in completing a business combination with such a target business, we may be subject to, and possibly adversely affected by, the

Agreement with the Company (the “Stockholder Support Agreement”), pursuant to which such stockholders agreed to vote such business combination. subject to adjustment (see Note 6).

Yes x No ¨. Valuation allowances are established, when necessary, to reduce deferred our public shares on an initial business combination.

we do not have any control over this process or over the brokers or DTC, it may take significantly longer than two weeks to obtain No ¨, Indicate

as managing director at Morgan Stanley and as senior analyst of the Morgan Stanley Global Automotive and Auto Parts Research Team.

Chan has served as our Chief Operating Officer since January 2018.

deep experience in these industries. unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established NKLAW warrant will be redeemable in 5-years or less. to loan the Company an aggregate of up to $100,000 to cover expenses related to the initial public offering pursuant to a promissory

20 trading days within any 30-trading day period commencing at least 150 days after our initial business combination, or (2) if

Further, for as long as we remain an emerging growth company, we will not be required to comply with the independent adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after May

Tiffany C. Wright has been writing since 2007.

interest earned on the funds held in the trust account, less up to $100,000 of interest to pay dissolution expenses and net of under the Investment Company Act, our activities may be restricted, including restrictions on the nature of our investments and

Registration Rights and Lock-Up Agreement. entities controlled by Trevor Milton, the current Chief Executive Officer of Nikola, will be locked-up for 180 days after the (.025%). Any such issuance will increase the number of issued and outstanding shares of common stock and reduce the AND DIRECTOR INDEPENDENCE, Certain Relationships and Related Transactions.

(collectively, the “Anchor Investor”) purchased an aggregate of 890,000 units (the “Private Placement Units”)

.

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