Common use of Detachability of Warrants Clause in Contracts

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment option.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Xxxxxxx & Co. LLC but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overUnderwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Deutsche Bank Securities Inc., Xxxxxxx Xxxxx & Co. LLC and X.X. Xxxxxx Securities LLC (the “RepresentativeRepresentatives”), but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Barclays Capital Inc. and Credit Suisse Securities (the “Representative”)USA) LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx EarlyBirdCapital, Inc. or Sxxxxxxx Inc., the representatives of the underwriters of the Public Offering (each a “Representative” and collectively, the “RepresentativeRepresentatives”), but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Credit Suisse Securities (the “Representative”), USA) LLC but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public Offering, Option”) if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the underwriter’s Over-allotment Option, if the Over-allotment Option is exercised following the initial filing of such current report on Form 8-K, and (B) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable or tradeable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Xxxxxx, division of Benchmark Investments, LLC, as the representative of the several underwriters for the Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising of the Public Units until (i) the Company has filed a Current Report on Form 8-K with the Commission which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”); provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. If the overOver-allotment option Option is exercised following the filing of a current report on Form 8-K pursuant to (iA) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overOver-allotment optionOption.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable or tradeable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx JonesTrading Institutional Services LLC, as the representative of the several underwriters for the Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising of the Public Units until (i) the Company has filed a Current Report on Form 8-K with the Commission which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”); provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. If the overOver-allotment option Option is exercised following the filing of a current report on Form 8-K pursuant to (iA) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overOver-allotment optionOption.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx BofA Securities, Inc. and Rxxx Capital Partners, LLC, as representative of the underwriters (the “RepresentativeRepresentatives”), but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Chardan Capital Markets, LLC, as representative of the several underwriters (the “Representative”), but in no event will the Representative allow separate trading of shall the securities comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes (or other applicable form) with the SEC containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-KK (or other applicable form), and (iiB) the Company has issued issues a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (files with the “Detachment Date”). If the over-allotment option is exercised following the filing of SEC a current report on Form 8-K pursuant (or other applicable form) announcing when such separate trading shall begin. In furtherance of the foregoing, the Company agrees to (i) above, a second or amended current report on promptly prepare and file such Form 8-K will be filed to provide updated financial information to reflect (or other report) and issue such press release and file the exercise related Form 8-K (or other report) promptly following receipt by the Company of the over-allotment optiongross proceeds of the Offering.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Credit Suisse Securities (USA) LLC, Xxxxxx (the “Representative”)Xxxxxxx & Co. and Bof A Securities, Inc., but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a (i) Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Credit Suisse Securities (USA) LLC and UBS Securities LLC, as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public Offering, Option”) if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the underwriters’ Over-allotment Option, if the Over-allotment Option is exercised following the initial filing of such current report on Form 8-K, and (B) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Cxxxxx Fxxxxxxxxx & Co., as the representative of the several underwriters for the Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising of the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Xxxxxx, division of Benchmark Investments, LLC (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxxxx & Co. LLC, Deutsche Bank Securities Inc. and Evercore Group L.L.C. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)underwriter(s) or representative(s) of the underwriters identified in the Prospectus with the respect to such consent, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of such Form 8-K, and a second or amended Current Report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such Current Report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Credit Suisse Securities (the “Representative”), USA) LLC but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised or waived prior to the filing of the Current Report on Form 8-K, and a second or amended Current Report on Form 8-K to provide updated financial information to reflect the exercise of the underwriters’ Over-allotment Option, if the Over-allotment Option is exercised or waived following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Deutsche Bank Securities Inc., as representative of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx A.G.P./Alliance Global Partners (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Citigroup Global Markets Inc. and Barclays Capital Inc. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Ordinary Shares and the Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Barclays Capital Inc. (the “RepresentativeUnderwriter”), but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the Underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) a second or amended Current Report on Form 8-K to provide updated financial information to reflect the Underwriter’s exercise of the Over-allotment Option, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx A.G.P./Alliance Global Partners, as the representative of the several underwriters for the Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising of the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd business day following the date of the Prospectus or, if such 52nd business day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Tiger Brokers and XX Xxxxxx, division of Benchmark Investments, LLC (the “RepresentativeRepresentatives”), but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Evercore Group L.L.C., as sole book-running manager of the “Representative”)Offering, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and the Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)RBC Capital Markets, LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionAllotment Option, if the Over-Allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Santander US Capital Markets LLC but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised or waived prior to the filing of the Current Report on Form 8-K, and a second or amended Current Report on Form 8-K to provide updated financial information to reflect the exercise of the underwriters’ Over-allotment Option, if the Over-allotment Option is exercised or waived following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Citibank Global Markets Inc. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Citigroup Global Markets Inc. and Cantor Xxxxxxxxxx & Co. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxxxx Xxxxx & Co. LLC and PJT Partners LP, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriters’ exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Barclays Capital Inc. (the “RepresentativeUnderwriter”), but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the Underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriters’ exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Jxxxxxxxx LLC, as representative of the “Representative”)underwriters, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Common Stock and the Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Xxxxxx, division of Benchmark Investments, LLC, formerly known as Kingswood Capital Markets, division of Benchmark Investments, LLC (the “RepresentativeEX Xxxxxx”), as the representative of the several underwriters for the Offering, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Public Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”)begin. If the overOver-allotment option Option is exercised following the filing of a current report on Form 8-K pursuant to (iA) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overOver-allotment optionOption.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxx and Company, LLC. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Mxxxxx Sxxxxxx & Co. LLC, Deutsche Bank Securities Inc. and Evercore Group L.L.C. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Cantor , as representative of the several underwriters (the “Representative”), but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriter’s exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX X.X. Xxxxxx (the “Representative”), Securities LLC but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities subunits and Class A Warrants comprising the Public Units units will not be separately transferable until begin separate trading (the 52nd “Detachment Date”) on the 10th business day following the date earlier to occur of: (i) the expiration of the Prospectus or, if such 52nd day underwriters’ over-allotment option (which is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business 45 days from the Effective Date) (a the “Business DayOver-allotment Option”), then on (ii) the immediately succeeding Business Day following such date, exercise in full of the Over-allotment Option or earlier with (iii) the consent announcement of EX Xxxxxx (the “Representative”), but in underwriters’ intention not to exercise all or any remaining portion of the Over-allotment Option. In no event will the Representative allow separate trading of the securities comprising the Public Units commence until (ix) the Company has filed files with the SEC a Current Report on Form 86-K K, which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the sale of the Private Placement Warrants and the Public Offering Offering, including the proceeds received by the Company from the exercise of the underwriters’ overOver-allotment option in the Public OfferingOption, if the overOver-allotment option Option is exercised prior to and closes on the filing of date the Form 8-K, Public Offering is consummated and (iiy) the Company has issued issues a press release and has filed files with the SEC a Current Report on Form 86-K announcing when such separate trading shall begin (will begin. The Class B Warrants will not trade separately, and will trade as a subunit with the “Detachment Date”). If Ordinary Shares until the over-allotment option is exercised following tenth business day after the filing consummation of a current report on Form 8-K pursuant to Business Combination (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionas defined below).

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Cantor Xxxxxxxxxx & Co. but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Class A Ordinary Shares, Rights and Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Credit Suisse Securities (USA) LLC and Barclays Capital Inc., as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading shares of Class A Ordinary Shares, Rights and the securities Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised or waived prior to the filing the current report on Form 8-K and (ii) a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the underwriter’s Over-allotment Option, if the Over-allotment Option is exercised following the initial filing of the such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx BTIG, LLC, the representative of the underwriters of the Public Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, date or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)BofA Securities, Inc., but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (iiB) the Company has issued issues a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin begin. The Company will file the Form 8-K referred to in clause (A) of the “Detachment Date”). If preceding sentence promptly after the overclosing of the Offering and, if the Over-allotment option Option is exercised following the filing of a current report on the initial Form 8-K pursuant to (i) aboveK, the Company will promptly file a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect reflecting the exercise of the overOver-allotment optionOption. Additionally, the Units will automatically separate into their component parts and will not be traded after completion of the initial Business Combination.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)CCM and Seaport, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriter of its right to purchase additional Public Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (begin. The Private Placement Units and the “Working Capital Units shall be eligible to be separated into their component Ordinary Shares and Warrants on the Detachment Date”). If ; holders of Private Placement Units and Working Capital Units shall contact the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant Transfer Agent in order to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optioneffect such separation.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxx Fargo Securities, LLC, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriters’ exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxxxx Xxxxx & Co. LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)BofA Securities, Inc. and Xxxxxx, Xxxxxxxx & Company, Incorporated, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriters’ exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Citigroup Global Markets Inc. and BofA Securities Inc. (the “RepresentativeRepresentatives”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxxxx Xxxxx & Co. LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Maxim Group LLC, the representative of the underwriters of the Public Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Citigroup Global Markets Inc., as representative of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The Common Stock and Public Warrants comprising the Units will begin separate trading (the “Detachment Date”) on the 10th Business Day (as defined below) following the earlier to occur of (i) the expiration of the underwriters’ over-allotment option (which is 45 days from the effective date of the Registration Statement) (the “Over-allotment Option”), (ii) the exercise in full of the Over-allotment Option or (iii) the announcement of the underwriters’ intention not to exercise all or any remaining portion of the Over-allotment Option. In no event will separate trading of the securities comprising the Units commence until (x) the Company files with the Commission a Current Report on Form 6-K, which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Units will not be separately transferable until Offering, including the 52nd day following proceeds received by the Company from the exercise of the Over-allotment Option, if the Over-allotment Option is exercised and closes on the date of the Prospectus or, if Public Offering is consummated and (y) the Company issues a press release and files with the Commission a Current Report on Form 6-K announcing when such 52nd separate trading will begin. If such 10th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with . At the consent of EX Xxxxxx (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If , the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K Units will be filed to provide updated financial information to reflect the exercise of the over-allotment optioncease trading.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Citigroup Global Markets Inc. and Barclays Capital Inc. , as representatives of the several underwriters (the “RepresentativeRepresentatives”), but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriter’s exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx I-Bankers Securities, Inc. (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Mexxxxx Xynch, Pierce, Fexxxx & Smxxx Xncorporated, Moxxxx Xtxxxxx & Co. LLC and Macquarie Capital (USA) Inc., as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company Corporation has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet of the Corporation reflecting the receipt by the Company Corporation of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company Corporation from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the such Form 8-K, and (iiB) the Company Corporation has issued a press release and has filed with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), Xxxxxxx & Co. LLC but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overUnderwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx B. Xxxxx Securities, Inc., as the representative of the several underwriters (the “Representative”), but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the current report on Form 8-K, and (ii) a second or amended current report on Form 8-K to provide updated financial information to reflect the underwriters’ exercise of the Over-allotment Option, if the Over-allotment Option is exercised following the filing of the Form 8-K pursuant to clause (i) above, and (B) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)UBS Securities LLC and Xxxxxxxxx LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Xxxxxxx & Co. LLC, Cantor Xxxxxxxxxx & Co. and Mizuho Securities USA LLC, as representatives of the several underwriters (the “RepresentativeRepresentatives”), but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriter’s exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)BofA Securities, Inc., but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin begin. The Company will file the Form 8-K referred to in clause (A) of the “Detachment Date”). If preceding sentence promptly after the overclosing of the Offering and, if the Over-allotment option Option is exercised following the filing of a current report on the initial Form 8-K pursuant to (i) aboveK, the Company will promptly file a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect reflecting the exercise of the overOver-allotment optionOption.

Detachability of Warrants. The securities Ordinary Shares and the Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (RBC Capital Markets, LLC and Nomura Securities International, Inc., as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised or waived prior to the filing of the Current Report on Form 8-K and (ii) a second or amended Current Report on Form 8-K to provide updated financial information to reflect the exercise of the underwriters’ Over-Allotment Option, if the Over-Allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Class A Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), B. Xxxxx Securities but in no event will shall the Representative allow separate trading shares of Class A Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Units, inclusive of the Public Units Warrants, will not be separately transferable until the 52nd 90th day following the date of the Prospectus prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks banking institutions in New York City City, New York are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx (the “Representative”)I-Bankers Securities, Inc., but in no event will the Representative I-Bankers Securities, Inc. allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)representatives of the several underwriters, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriters’ exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Offering Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifth (5th) day following the date earlier to occur of (i) expiration of the Prospectus orunderwriters’ Over-allotment Option (as defined below), (ii) exercise in full of the underwriters’ Over-allotment Option or (iii) announcement by the underwriters of their intention not to exercise all or any remaining portion of the Over-allotment Option, provided that, if such 52nd fifth (5th) day is not on a day, other than a Saturday, Sunday or federal holiday, day on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Xxxxxx LLC (the “RepresentativeMJ”), as representative of the several underwriters, but in no event will shall the Representative allow separate trading of Common Stock and the securities Offering Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional shares of the underwriters’ overCommon Stock in the Offering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Deutsche Bank Securities Inc., but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to and (iii) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such current report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Credit Suisse Securities (the “Representative”)USA) LLC and Xxxxxxx Xxxxx & Co. LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the current report on Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the proceeds from the Over-allotment Option are not reflected in the initial filing of such current report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Deutsche Bank Securities Inc. and PJT Partners LP, as the representatives of the several underwriters (the “RepresentativeRepresentatives”), but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Wxxxx Fargo Securities, LLC, as representative of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-KK (and, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If if the over-allotment option is exercised following the initial filing of a current report on such Form 8-K pursuant to (i) aboveK, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment option), and (B) the Company issues a press release and files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)representatives of the several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriters’ exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx XX Xxxxxx, division of Benchmark Investments, LLC, as the representative of the several underwriters for the Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”)begin. If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (iA) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment option.

Detachability of Warrants. The securities comprising of the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Xxxxxx, division of Benchmark Investments, LLC, as the representative of the several underwriters for the Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising of the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Barclays Capital Inc. and Credit Suisse Securities (the “Representative”)USA) LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-8- K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Cantor Fxxxxxxxxx & Co., the representative of the underwriters of the Public Offering (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such earlier separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Public Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Public Warrants will trade.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus Prospectus, unless Citigroup Global Markets Inc. and X.X. Xxxxxx Securities LLC inform the Company of their decision to allow earlier separate trading, subject to the Company’s satisfaction of certain conditions, or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Citigroup Global Markets Inc. and X.X. Xxxxxx (Securities LLC, as the “Representative”)representatives of the several underwriters, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Cantor Fxxxxxxxxx & Co., as representative of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd ___ day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Xxxxxx, division of Benchmark Investments, LLC (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities shares of Class A Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), X. Xxxxx Securities but in no event will shall the Representative allow separate trading shares of Class A Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Xxxxxx, Xxxxxxxx & Company, Incorporated (the “RepresentativeStifel”), but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriter’s exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable begin separate trading until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Moelis & Company, LLC, as representative for the several underwriters (the “Representative”), but in no event will the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be traded separately until (i) the Company has filed a Current Report on Form 8-K which includes with the SEC containing an audited balance sheet reflecting the Company’s receipt by the Company of the gross proceeds at the closing of the Public Offering (including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the such Form 8-K), and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall will begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx LifeSci Capital LLC and Ladenburg Xxxxxxxx & Co. Inc. (the “RepresentativeRepresentatives”), as representatives of the several underwriters, but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX J.X. Xxxxxx (the “Representative”)Securities LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX X.X. Xxxxxx (the “Representative”)Securities LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx ([_____], as representative of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Common Stock and Offering Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifth (5th) day following the date earlier to occur of (i) expiration of the Prospectus orunderwriters’ Over-allotment Option (as defined below), (ii) exercise in full of the underwriters’ Over-allotment Option or (iii) announcement by the underwriters of their intention not to exercise all or any remaining portion of the Over-allotment Option, provided that, if such 52nd fifth (5th) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Xxxxxx LLC (the “RepresentativeMJ”), as representative of the several underwriters, but in no event will shall the Representative allow separate trading of Common Stock and the securities Offering Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional shares of the underwriters’ overCommon Stock in the Offering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)JonesTrading Institutional Services LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionAllotment Option, if the Over-Allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the earlier of such dates, the “Detachment Date”) with the consent of EX Xxxxxx (Cantor, acting as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the Offering (the “Over-allotment Option”), if the closing of the Over-allotment Option occurs on the initial closing of the Offering, and (B) the Company issues a press release announcing when such separate trading shall begin. If the closing of the underwriters’ overOver-allotment option in Allotment Option occurs after the Public initial closing of the Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued shall file a press release and has filed a second Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX J.X. Xxxxxx (the “Representative”), Securities LLC but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (Cantor Fxxxxxxxxx & Co. and Moelis & Company LLC, as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Mxxxxxx Lynch, Pierce, Fxxxxx & Sxxxx Incorporated, Mxxxxx Sxxxxxx & Co. LLC and Macquarie Capital (USA) Inc., as representatives of the “Representative”)several underwriters, but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company Corporation has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet of the Corporation reflecting the receipt by the Company Corporation of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company Corporation from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the such Form 8-K, and (iiB) the Company Corporation has issued a press release and has filed with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)X. Xxxxx Securities, Inc., but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriter of its right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Current Report on Form 8-K, and (ii) the Company has issued a press release and has filed a second or amended Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the underwriter’s exercise of the overOver-allotment optionOption, if the Over-allotment Option is exercised following the filing of the Current Report on Form 8-K pursuant to clause (i) above, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx Barclays Capital Inc. and Gxxxxxx Sxxxx & Co. LLC (the “RepresentativeRepresentatives”), but in no event will the Representative Representatives allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 40th day following the date of the Prospectus this Agreement or, if such 52nd 40th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City and Toronto are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx (the “Representative”)EarlyBirdCapital, but in no event will the Representative EarlyBirdCapital allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ overunderwriters’over-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release release, has provided written notice to the Warrant Agent and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities comprising the Public Units will not be separately transferable until the 52nd 90th day following the date of the Prospectus or, if such 52nd 90th day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier with the consent of EX Xxxxxx X. Xxxxx Securities, Inc. (the “Representative”), but in no event will the Representative allow separate trading of the securities comprising the Public Units until (i) the Company has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering including the proceeds received by the Company from the exercise of the underwriters’ over-allotment option in the Public OfferingOffering (the “Over-allotment Option”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K ; provided that no fractional Warrants will be filed to provide updated financial information to reflect the exercise issued upon separation of the over-allotment optionUnits and only whole Warrants will trade.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd fifty-second (52nd) day following the date of the Prospectus or, if such 52nd fifty-second (52nd) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxxxxxx LLC, but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of the underwriters’ over-allotment option their right to purchase additional Units in the Public OfferingOffering (the “Over-Allotment Option”), if the overOver-allotment option Allotment Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionAllotment Option, if the Over-Allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Ordinary Shares and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”)Xxxxxxx & Co. LLC and BofA Securities, Inc., but in no event will shall the Representative allow separate trading of Ordinary Shares and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed (i) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds then received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (ii) the Company has issued a press release and has filed a Current Report on Form 8-K announcing when such separate trading shall begin and (the “Detachment Date”). If the over-allotment option is exercised following the filing of ii) a current report second or amended Current Report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overunderwriters’ Over-allotment optionOption, if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, and (B) the Company issues a press release announcing when such separate trading shall begin.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd ninetieth (90th) day following the date of the Prospectus or, if such 52nd ninetieth (90th) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (EBC and Xxxxxxxx Inc., as representatives of the “Representative”)underwriters in the Offering, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (i) the Company has filed (A) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the Offering (the “Over-allotment Option”) if the Over-allotment Option is exercised or waived prior to the filing of the Current Report on Form 8-K, and (B) if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, a second or amended Current Report on Form 8-K containing the audited balance sheet reflecting the receipt by the company of the gross proceeds of the offering, including the proceeds received by the Company from the exercise of the underwriters’ overOver-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-KOption, and (ii) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (the “Representative”), [●] but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities shares of Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, day other than a Saturday, Sunday or federal holiday, holiday on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx Credit Suisse Securities (the “Representative”), USA) LLC but in no event will shall the Representative allow separate trading shares of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and a second or amended current report on Form 8-K to provide updated financial information to reflect the exercise of the Underwriters’ Over-allotment option, if the Over-allotment option is exercised following the initial filing of such current report on Form 8-K and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.

Detachability of Warrants. The securities Common Stock and the Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd day following the date of the Prospectus or, if such 52nd day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx XX Xxxxxx, division of Benchmark Investments, LLC, formerly known as Kingswood Capital Markets, division of Benchmark Investments, LLC (the “RepresentativeXX Xxxxxx”), as the representative of the several underwriters for the Offering, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (iA) the Company has filed a Current Report current report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Public Units in the underwriters’ overOffering (the “Over-allotment option in the Public OfferingOption”), if the overOver-allotment option Option is exercised prior to the filing of the Form 8-K, and (iiB) the Company has issued issues a press release and has filed files with the Commission a Current Report current report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”)begin. If the overOver-allotment option Option is exercised following the filing of a current report on Form 8-K pursuant to (iA) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the overOver-allotment optionOption.

Detachability of Warrants. The securities Common Stock and Public Warrants comprising the Public Units will not be separately transferable until shall begin separate trading on the 52nd ninetieth (90th) day following the date of the Prospectus or, if such 52nd ninetieth (90th) day is not on a day, other than a Saturday, Sunday or federal holiday, on which banks in New York City are generally open for normal business (a “Business Day”), then on the immediately succeeding Business Day following such date, or earlier (the “Detachment Date”) with the consent of EX Xxxxxx (EarlyBirdCapital, Inc. and Xxxxxxxx Inc., as representatives of the “Representative”)underwriters in the Offering, but in no event will shall the Representative allow separate trading of Common Stock and the securities Public Warrants comprising the Public Units be separately traded until (i) the Company has filed (A) a Current Report on Form 8-K which includes with the Commission containing an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Public Offering, including the proceeds received by the Company from the exercise by the underwriters of their right to purchase additional Units in the Offering (the “Over-allotment Option”) if the Over-allotment Option is exercised or waived prior to the filing of the Current Report on Form 8-K, and (B) if the Over-allotment Option is exercised following the initial filing of such Current Report on Form 8-K, a second or amended Current Report on Form 8-K containing the audited balance sheet reflecting the receipt by the company of the gross proceeds of the offering, including the proceeds received by the Company from the exercise of the underwriters’ overOver-allotment option in the Public Offering, if the over-allotment option is exercised prior to the filing of the Form 8-KOption, and (ii) the Company has issued issues a press release and has filed files with the Commission a Current Report on Form 8-K announcing when such separate trading shall begin (the “Detachment Date”). If the over-allotment option is exercised following the filing of a current report on Form 8-K pursuant to (i) above, a second or amended current report on Form 8-K will be filed to provide updated financial information to reflect the exercise of the over-allotment optionbegin.