Safe Combination Agreement

05 Oct Safe Combination Agreement

In the past, most startups were financed either by offering equity or by loans in the form of convertible bonds. However, hybrid tools have recently been put in place to fund startups. The most remarkable and very popular today is the use of an instrument called SAFE. «SAFE» is an acronym for «simple agreement for future equity». A SAFE is a contract intended to obtain an amount of equity fixed in a future price cycle for which the investor pays the purchase price in advance. The SAFE was developed and published by Y Combinator at the end of 2013 and aims to offer a more efficient, clearer and simpler alternative to convertible bonds, especially in the absence of certain aspects (including a fixed maturity, an interest rate and a maturity date). Despite their name, FAS are not always as «simple» as expected and are not necessarily «for future equity» if the conversion never takes place. Below we discuss the pros and cons of SAFEs when it comes to businesses and investors. Jeffrey Schwarz, CEO and Chairman of HL, commented on the agreement: «In the two years since HL`s IPO, the issues of climate change and the transition to a fossil fuel economy have become increasingly important to governments, businesses, consumers and investors. As the world emerges from the COVID-19 pandemic, we expect concerns about environmental sustainability to intensify. In this context, we at HL have focused on how best to seize opportunities to play a leading role in the decarbonisation movement. For years, experts have been celebrating hydrogen as the fuel of tomorrow; a potential panacea against the ills of climate change.

However, there is virtually no natural elemental hydrogen on the planet; Almost all of the hydrogen consumed is «brown» hydrogen, produced from coal or natural gas by the reform of methane steam, an industrial process that generates significant greenhouse gas emissions. Until now, the «green» hydrogen produced by electrolysis of water with electricity produced from non-emitting energy sources has been prohibitive. Fusion Fuel`s proprietary technology and process will overcome this hurdle and New Fusion is expected to produce «green» hydrogen at competitive prices with brown hydrogen. I couldn`t be more excited about the opportunity for HL shareholders. HL`s capital will boost New Fusion`s efforts to become a leading player in the nascent «green» hydrogen industry and make hydrogen from the fuel of tomorrow to today. As part of the proposed business combination, Mountain Crest intends to submit relevant documents to the Securities and Exchange Commission (SEC), including a proxy statement pursuant to Schedule 14A, including a provisional proxy statement and a final power of attorney statement. Mountain Crest shareholders and other interested persons are advised to read the Proxy Preliminary Statement and the amendments thereto, as well as the Final Proxy Statement and the documents presented therein by reference about the planned business combination, as these documents will include important information about Playboy, Mountain Crest and the business combination project. Immediately following the submission of its final proxy statement regarding the proposed business combination to the SEC, Mountain Crest will send the final proxy statement and proxy card to any shareholder entitled to vote on the business combination and other proposals at the special meeting. . . .

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