Item 1A. Risk Factors
Item 1A. Risk Factors
As of the date of this Quarterly Report on Form 10-Q, there have been
no material changes to the risk factors disclosed in our Annual Report as amended on Form 10-K/A for the year ended December 31, 2020
filed with the SEC on May 24, 2021, except for the below risk factor. We may disclose changes to such factors or disclose additional factors
from time to time in our future filings with the SEC.
The securities in which we invest the funds held in the
trust account could bear a negative rate of interest, which could reduce the value of the assets held in trust such that the per-share
redemption amount received by public shareholders may be less than $10.00 per share.
The proceeds held in the trust account will be
invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions
under Rule 2a-7 under the Investment Company Act, which invest only in direct U.S. government treasury obligations. While short-term U.S.
government treasury obligations currently yield a positive rate of interest, they have briefly yielded negative interest rates in recent
years. Central banks in Europe and Japan pursued interest rates below zero in recent years, and the Open Market Committee of the Federal
Reserve has not ruled out the possibility that it may in the future adopt similar policies in the United States. In the event that we
are unable to complete our initial business combination or make certain amendments to our amended and restated memorandum and articles
of association, our public shareholders are entitled to receive their pro-rata share of the proceeds held in the trust account, plus any
interest income, net of income taxes paid or payable (less, in the case we are unable to complete our initial business combination, $100,000
of interest to pay dissolution expenses). Negative interest rates could reduce the value of the assets held in trust such that the per-share
redemption amount received by public shareholders may be less than $10.00 per share.
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