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Promissory Note
9 Months Ended
Sep. 30, 2019
Debt Disclosure [Abstract]  
Promissory Note

Note 6 — Promissory Note

 

On September 18, 2019, the Company issued an unsecured promissory Note in the aggregate principal amount of $1,148,800 to Global Nature. The Note was issued in connection with the LOI entered into by and between Global Nature and the Company on September 13, 2019, to consummate a potential business combination with Global Nature. The Note is non-interest bearing and is payable on the date on which the Company consummates its initial Business Combination with Global Nature or another qualified target company (a "Qualified Business Combination" and such date, the "Maturity Date"), subject to certain mandatory repayment arrangement set forth in the Note. The principal balance may be prepaid at any time without penalty. As of September 30, 2019, there was $1,148,800 outstanding under the Note.

 

Pursuant to the Note, in the event that Global Nature notifies the Company that it does not wish to proceed with the Qualified Business Combination (the "Withdrawal Request"), the Company shall only be obligated to repay the Note as follows: (i) 50% of the principal amount of the Note as soon as possible with best efforts but no later than 5 business days after a Business Combination with another target if the Withdrawal Request is given from after October 18, 2019; or (ii) the full principal amount of the Note as soon as possible with best efforts but no later than 5 business days after a Business Combination or the date of expiry of the term of the Company (whichever is earlier), if the parties have not entered into a definitive agreement with regard to the Qualified Business Combination within 45 days from the date of the Note as a result of the disagreement on the valuation of the Qualified Business Combination. The Company has not received any Withdrawal Request as of the date of these financial statements.

 

All amounts owed by the Company under the Note become immediately due and payable upon an event of default, which includes the Company's failure to pay the principal amount due within 5 business days of the Maturity Date and the Company's voluntary or involuntary bankruptcy.

 

Notwithstanding the issuance of the Note and the non-binding LOI, the Company has not entered into any definitive agreements, for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar Business Combination with one or more businesses or entities.