Risk Factors Update Summary

• If deemed an investment company, compliance requirements may increase, affecting completion of the initial business combination.
• Added disclosure on potential liquidation consequences if initial business combination is not completed within the applicable time period.
• Proposed SPAC rules may increase costs and time for completing an initial business combination.
• Increased the disclosure on ineffective disclosure controls and procedures affecting financial reporting accuracy.
• Failure to complete an initial business combination by specified dates may result in public stockholders receiving only approximately $10.20 per share.
• Added information on the control of election of directors by initial stockholders until completion of business combination.
• Registration rights granted to founders may make completing the initial business combination more challenging.
• Flexibility in selecting an acquisition target may lead to a business combination with a fair market value below 80% of trust account funds.
• Funds in the trust account may be reduced below $10.20 per share, impacting the completion of an initial business combination.
• Nasdaq delisting could limit trading, reduce liquidity, and impact the ability to issue additional securities.