Attached files

file filename
EX-99.2 - FORM OF COMPENSATION COMMITTEE CHARTER - Mountain Crest Acquisition Corp IIea132575ex99-2_mountaincres.htm
EX-99.1 - FORM OF AUDIT COMMITTEE CHARTER - Mountain Crest Acquisition Corp IIea132575ex99-1_mountaincres.htm
EX-14 - FORM OF CODE OF ETHICS - Mountain Crest Acquisition Corp IIea132575ex14_mountaincres.htm
EX-10.8 - FORM OF SUBSCRIPTION AGREEMENT BETWEEN REGISTRANT AND CHARDAN CAPITAL MARKETS, L - Mountain Crest Acquisition Corp IIea132575ex10-8_mountaincres.htm
EX-10.7 - FORM OF SUBSCRIPTION AGREEMENT BETWEEN REGISTRANT AND MOUNTAIN CREST CAPITAL LLC - Mountain Crest Acquisition Corp IIea132575ex10-7_mountaincres.htm
EX-10.6 - ADMINISTRATIVE SERVICES AGREEMENT BY AND BETWEEN THE REGISTRANT AND MOUNTAIN CRE - Mountain Crest Acquisition Corp IIea132575ex10-6_mountaincres.htm
EX-10.5 - FORM OF INDEMNITY AGREEMENT - Mountain Crest Acquisition Corp IIea132575ex10-5_mountaincres.htm
EX-10.4 - FORM OF REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN THE REGISTRANT AND INITIAL - Mountain Crest Acquisition Corp IIea132575ex10-4_mountaincres.htm
EX-10.3 - FORM OF STOCK ESCROW AGREEMENT AMONG THE REGISTRANT, CONTINENTAL STOCK TRANSFER - Mountain Crest Acquisition Corp IIea132575ex10-3_mountaincres.htm
EX-10.2 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BY AND BETWEEN CONTINENTAL STOCK T - Mountain Crest Acquisition Corp IIea132575ex10-2_mountaincres.htm
EX-10.1 - FORM OF INSIDER LETTER AGREEMENT AMONG THE REGISTRANT AND THE REGISTRANT'S OFFIC - Mountain Crest Acquisition Corp IIea132575ex10-1_mountaincres.htm
EX-5.1 - FORM OF OPINION OF LOEB & LOEB LLP - Mountain Crest Acquisition Corp IIea132575ex5-1_mountaincres.htm
EX-4.4 - FORM OF RIGHTS AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND - Mountain Crest Acquisition Corp IIea132575ex4-4_mountaincres.htm
EX-4.3 - SPECIMEN RIGHT CERTIFICATE - Mountain Crest Acquisition Corp IIea132575ex4-3_mountaincres.htm
EX-4.2 - SPECIMEN COMMON STOCK CERTIFICATE - Mountain Crest Acquisition Corp IIea132575ex4-2_mountaincres.htm
EX-4.1 - SPECIMEN UNIT CERTIFICATE - Mountain Crest Acquisition Corp IIea132575ex4-1_mountaincres.htm
EX-3.2 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Mountain Crest Acquisition Corp IIea132575ex3-2_mountaincres.htm
EX-1.1 - FORM OF UNDERWRITING AGREEMENT - Mountain Crest Acquisition Corp IIea132575ex1-1_mountaincres.htm
S-1/A - AMENDMENT NO. 1 TO FORM S-1 - Mountain Crest Acquisition Corp IIea132575-s1a1_mountaincrest2.htm

Exhibit 23.1

 

Independent Registered Public Accounting Firm’s Consent

 

We consent to the incorporation by reference in this Registration Statement of Mountain Crest Acquisition Corp. II (the “Company”) on Amendment No. 1 to Form S-1, File No. 333-251557, of our report dated November 17, 2020, which includes an explanatory paragraph as to the Company’s ability to continue as a going concern, with respect to our audit of the financial statements of Mountain Crest Acquisition Corp. II as of October 16, 2020 and for the period from July 31, 2020 (inception) through October 16, 2020 appearing in the Registration Statement on Form S-1 of Mountain Crest Acquisition Corp. II, filed on December 21, 2020.

 

/s/ Marcum llp

 
   
Marcum llp  

New York, NY

 

January 4, 2021