TradeStation SPAC Presentation Deck
47
Risk Factors (Cont.)
NYSE or Nasdaq, as applicable, may delist our securities from trading on its exchange, which could limit investors' ability to make transactions in our securities and subject us to additional trading restrictions.
Having a minority ownership interest in our company will mean that you may not have meaningful influence on our management.
Risks Related to Our Relationship with Monex
Following the business combination, Monex will continue to control the direction of our business. Monex's concentrated ownership of our outstanding common shares may prevent you and other shareholders from influencing
significant decisions.
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If Monex sells a controlling interest in us to a third party in a private transaction, you may not realize any change-of-control premium on your common shares and we may become subject to the control of a presently unknown third
party, whose interest may be adverse to yours.
If Monex experiences a change in control, our current plans and strategies could be subject to change.
We have commercial relationships with Monex. Conflicts of interest and other disputes may arise between Monex and us that may be resolved in a manner unfavorable to us or our other shareholders.
After the business combination, certain of our officers and directors may have actual or potential conflicts of interest because of their equity interest in or relationships with Monex. Also, certain of Monex's current directors and officers
currently are, and are expected to continue as, our directors, which may create conflicts of interest or the appearance of conflicts of interest.
Risks Related to Being a Public Company
The audit opinion with respect to the audit, conducted in accordance with the Public Company Oversight Board ("PCAOB") standards, of the financial information included in this presentation has not been delivered yet. Therefore, we
cannot assure you that there will not be potentially material differences between the presentation of our financial information included in this presentation and that presented in the proxy statement/prospectus prepared in connection
with the proposed business combination.
The majority of our management team has no experience managing a public company.
We will incur increased costs as a result of operating as a public company, and our management will devote substantial time to new compliance initiatives.
If we fail to maintain an effective system of disclosure controls and internal controls over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulators could be impaired.
If our estimates or judgments relating to our critical accounting standards prove to be incorrect, or such standards change over time, our results of operations could be adversely affected.
We may be unable to maintain the listing of our securities in the future.
Risks Related to the Business Combination
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We will be a "controlled company" within the meaning of the rules of the NYSE and Nasdaq and, as a result, will qualify for, and may rely on, exemptions from certain corporate governance requirements. If we rely on such exemptions,
you will not have the same protections afforded to shareholders of companies that are subject to such requirements.
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Quantum may not have sufficient funds to consummate the business combination.
We have not yet entered into a definitive agreement for a business combination with Quantum and, even if we are able to come to an agreement, the completion of the business combination will be subject to the satisfaction of certain
closing conditions, including the approval of the business combination by Quantum's shareholders.View entire presentation