Note 5 - Related Party Transactions

9 Months Ended

Sep. 30, 2020

Notes to Financial Statements

Related Party Transactions Disclosure [Text Block]

Note

5

 — Related Party Transactions

Founder Shares

On

August 31, 2020,

the Sponsor purchased

5,750,000

shares (the “Founder Shares”) of the Company's Class B common stock, par value

$0.0001

per share (the “Class B common stock”), for an aggregate price of

$25,000.

On

October 9, 2020

and

October 21, 2020,

our Sponsor surrendered

1,437,500

and

718,750

Founder Shares, respectively, to the Company for

no

consideration, resulting in an aggregate of

3,593,750

Founder Shares outstanding. As a result of such surrender, the per-share purchase price increased to approximately

$0.0070

per share. The Founder Shares will automatically convert into Class A common stock on a

one

-for-

one

basis at the time of the Company's initial Business Combination and are subject to certain transfer restrictions. The initial stockholders have agreed to forfeit up to

468,750

Founder Shares to the extent that the over-allotment option is

not

exercised in full by the underwriters. The forfeiture will be adjusted to the extent that the over-allotment option is

not

exercised in full by the underwriters so that the Founder Shares will represent

20%

of the Company's issued and outstanding shares after the public offering.

Related Party Reimbursements and Loans

In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company's officers and directors

may,

but are

not

obligated to, loan the Company funds as

may

be required (“Working Capital Loans”). If the Sponsor makes any Working Capital Loans, such loans

may

be converted into warrants, at the price of

$1.50

per warrant at the option of the lender. Such warrants would be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise period. If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds held in the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination is

not

completed, the Company

may

use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but

no

proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have

not

been determined and

no

written agreements exist with respect to such loans.