Item 2. Unregistered Sales of Equity Securities
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
In
March 2018, we issued 5,750,000 ordinary shares (“Founder Shares”) to our Sponsor for an aggregate purchase price
of $25,000. On August 15, 2018, we effectuated a 1.1-for-1 share dividend resulting in an aggregate of 6,325,000 Founder Shares
outstanding. The foregoing issuance was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities
Act of 1933, as amended (“Securities Act”).
On
August 20, 2018, we consummated the Initial Public Offering of 22,000,000 Units. On August 22, 2018, we consummated the sale of
an additional 3,000,000 Units subject to the underwriters’ partial over-allotment option. The Units sold in the Initial
Public Offering, including pursuant to the over-allotment option, were sold at an offering price of $10.00 per unit, generating
total gross proceeds of $250,000,000. EarlyBirdCapital acted as sole book-running manager of the Initial Public Offering and I-Bankers
Securities acted as co-manager of the Initial Public Offering. The securities in the offering were registered under the Securities
Act on registration statements on Form S-1 (No. 333-226423 and 333-226859). The SEC declared the registration statements effective
on August 15, 2018.
Simultaneous
with the consummation of the Initial Public Offering, we consummated the private placement of an aggregate of 11,800,000 Private
Placement Warrants to Symphony Holdings Limited at a price of $0.50 per Private Placement Warrant, generating total proceeds of
$5,900,000. Simultaneous with the consummation of the underwriters’ over-allotment option, we consummated the private placement
of an additional 1,200,000 Private Placement Warrants at a price of $0.50 per Private Placement Warrant, generating total proceeds
of $600,000. These issuances were made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities
Act.
The
Private Placement Warrants are identical to the warrants underlying the Units sold in the Initial Public Offering, except that
the Private Placement Warrants are not transferable, assignable or salable until after the completion of a Business Combination,
subject to certain limited exceptions. Additionally, the Private Warrants are exercisable on a cashless basis and are non-redeemable
so long as they are held by the initial purchasers or their permitted transferees.
In
addition, on August 20, 2018, the Company issued to EarlyBirdCapital an aggregate of 200,000 Representative Shares. Such securities
were issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.
Of
the gross proceeds received from the Initial Public Offering and the Private Placement Warrants, $250,000,000 was placed in a
Trust Account.
We
paid a total of $5,000,000 in underwriting discounts and commissions and $744,938 for other costs and expenses related to the
Initial Public Offering.
For
a description of the use of the proceeds generated in our Initial Public Offering, see Part I, Item 2 of this Form 10-Q.
ITEM
3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM
4. MINE SAFETY DISCLOSURES.
Not
applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.