[ ]
|
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
|
OR
|
|
[X]
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the fiscal year ended December 31, 2017
|
|
OR
|
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the transition period from _________________ to _________________
|
|
OR
|
|
[ ]
|
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Date of event requiring this shell company report _________________
|
HUNTER MARITIME ACQUISITION CORP.
|
(Exact name of Registrant as specified in its charter)
|
(Translation of Registrant's name into English)
|
The Republic of the Marshall Islands
|
(Jurisdiction of incorporation or organization)
|
c/o MI Management Company, Trust Company Complex, Suite 206, Ajeltake Road, P.O. Box 3055, Majuro, Marshall Islands, MH96960
|
(Address of principal executive offices)
|
Alexander Saverys, Chief Executive Officer, De Gerlachekaai 20, BE 2000, Antwerp, Belgium,
011-323-247-59-11
|
(Name, Telephone, E-mail and/or Facsimile, and address of Company Contact Person)
|
Title of each class
|
Name of each exchange on which registered
|
|
Class A Common Stock, par value $0.0001 per share
|
The Nasdaq Stock Market LLC
|
|
Warrants to purchase one share of Class A Common Stock
|
The Nasdaq Stock Market LLC
|
|
Units, each consisting of one share of Class A Common Stock and one-half of one Warrant
|
The Nasdaq Stock Market LLC
|
NONE
|
(Title of class)
|
NONE
|
(Title of class)
|
Yes
|
☐
|
No
|
☒
|
Yes
|
☐
|
No
|
☒
|
Yes
|
☒
|
No
|
☐
|
Yes
|
☒
|
No
|
☐
|
Large accelerated filer ☐
|
Accelerated filer ☐
|
||||
Non-accelerated filer
|
Emerging growth company ☒
|
||||
(Do not check if a smaller reporting company) ☐
|
☐
|
U.S. GAAP
|
|
☒
|
International Financial Reporting Standards as issued by the international Accounting Standards Board
|
|
☐
|
Other
|
Item 17
|
☐
|
Item 18 ☐
|
Yes
|
☒
|
No
|
☐
|
Exhibit
|
Description
|
|
101.INS
|
XBRL Instance Document
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
Hunter Maritime Acquisition Corp.
|
||
By:
|
/s/ Alexander Saverys
|
|
Name: Alexander Saverys
|
||
Title: Chief Executive Officer
|
Document and Entity Information |
12 Months Ended |
---|---|
Dec. 31, 2017
shares
| |
Entity Information [Line Items] | |
Entity Registrant Name | Hunter Maritime Acquisition Corp. |
Entity Central Index Key | 0001679450 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Document Fiscal Year Focus | 2017 |
Document Fiscal Period Focus | FY |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2017 |
Class A Common Shares [Member] | |
Entity Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 15,173,100 |
Class B Common Shares [Member] | |
Entity Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 3,793,275 |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
---|---|---|
ASSETS | ||
CURRENT ASSETS | $ 152,731,518 | $ 153,590,747 |
Trade and other receivables | 920 | 0 |
Prepaid expenses | 180,582 | 0 |
Cash and cash equivalents | 152,550,016 | 153,590,747 |
Cash | 447,616 | 1,823,321 |
Cash and cash equivalents (trust account) | 152,102,400 | 151,767,426 |
TOTAL ASSETS | 152,731,518 | 153,590,747 |
EQUITY and LIABILITIES | ||
EQUITY | 5,000,001 | 5,000,001 |
Equity attributable to owners of the Company | 5,000,001 | 5,000,001 |
Share capital | 422 | 470 |
Additional paid-in capital | 9,342,579 | 8,959,926 |
Retained earnings | (4,343,000) | (3,960,395) |
NON-CURRENT LIABILITIES | 0 | 147,830,224 |
Common stock subject to possible redemption | 0 | 147,830,224 |
CURRENT LIABILITIES | 147,731,517 | 760,522 |
Common stock subject to possible redemption | 147,447,619 | 0 |
Trade and other payables | 283,898 | 760,522 |
TOTAL EQUITY and LIABILITIES | $ 152,731,518 | $ 153,590,747 |
CONSOLIDATED INCOME STATEMENT - USD ($) |
6 Months Ended | 12 Months Ended |
---|---|---|
Dec. 31, 2016 |
Dec. 31, 2017 |
|
CONSOLIDATED INCOME STATEMENT [Abstract] | ||
General and administrative expenses | $ (397,367) | $ (1,324,088) |
Result from operating activities | (397,367) | (1,324,088) |
Finance income | 31,808 | 1,084,213 |
Finance expenses | (33,315) | (103,531) |
Net finance income/(expense) | (1,507) | 980,682 |
Profit/(Loss) before tax | (398,874) | (343,406) |
Income tax expense | 0 | (39,199) |
Profit/(Loss) for the period | (398,874) | (382,605) |
Attributable to: | ||
Owners of the Company | (398,874) | (382,605) |
Non-controlling interest | $ 0 | $ 0 |
Earnings per share | ||
Basic earnings per share (in dollars per share) | $ (0.1052) | $ (0.1009) |
Diluted earnings per share (in dollars per share) | $ (0.1052) | $ (0.1009) |
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME - USD ($) |
6 Months Ended | 12 Months Ended |
---|---|---|
Dec. 31, 2016 |
Dec. 31, 2017 |
|
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME [Abstract] | ||
Profit/(Loss) for the period | $ (398,874) | $ (382,605) |
Items that will not be reclassified to profit or loss: | ||
Other comprehensive income that will not be reclassified to profit or loss, before tax | 0 | 0 |
Items that are or may be reclassified subsequently to profit or loss: | ||
Other comprehensive income that will be reclassified to profit or loss, before tax | 0 | 0 |
Other comprehensive income, net of tax | 0 | 0 |
Total comprehensive income for the period | (398,874) | (382,605) |
Attributable to: | ||
Owners of the Company | (398,874) | (382,605) |
Non-controlling interest | $ 0 | $ 0 |
Organization and Business Operations |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Organization and Business Operations [Abstract] | |
Organization and Business Operations | 1. Organization and Business Operations Incorporation and Business Purpose Hunter Maritime Acquisition Corp. (the "Company") was incorporated in the Republic of the Marshall Islands on June 24, 2016. The Company's registered address is Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960. The Company was formed for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, debt acquisition, stock purchase, reorganization or other similar business combination, vessels, vessel contracts (including contracts for the purchase and charter-in by the Company of vessels) or one or more operating businesses in the international maritime shipping industry, or one or more different sectors that may be unrelated to the shipping industry, that it has not yet identified ("Initial Business Combination"). As of December 31, 2017, the Company had not commenced any operations. The Company will not generate any operating revenues until after completion of its Initial Business Combination, at the earliest. The Company has until November 23, 2018, the date which is 24 months following the completion of its Public Offering (discussed below), to complete its Initial Business Combination. Financing On July 11, 2016, Bocimar Hunter NV, the Company's sponsor (the "Sponsor") purchased 4,312,500 Class B Common Shares of the Company (the "Founder Shares") for $25,000, or $0.006 per share. On November 23, 2016 (the "Closing Date"), the Company closed its initial public offering of 15,000,000 units (the "Units") at $10.00 per Unit, each Unit consisting of one Class A common share of the Company, par value $0.0001 per share (the "Class A Common Shares") and one-half of one warrant (the "Warrants"), each whole Warrant entitling the holder thereof to purchase one Class A Common Share at $11.50 (the "Public Offering"). The Company also granted the underwriters of the Public Offering a 45-day option to purchase up to 2,250,000 additional Units to cover overallotments (the "Over-allotment Option"). The Class A Common Shares sold as part of the Units in the Public Offering are sometimes referred to herein as the "Public Shares." At the Closing Date, the Sponsor purchased an aggregate of 3,333,333 warrants (the "Private Placement Warrants") at a purchase price of $1.50 per warrant, or $5,000,000 in the aggregate, in a private placement (the "Private Placement"). The Private Placement Warrants are included under the heading Additional paid-in capital on the Consolidated Statement of Financial Position. As of the Closing Date, after paying an underwriting fee of $3,000,000 and retaining funds designated for Public Offering expenses and operational use of $2,000,000, the remaining net proceeds of $150,000,000 were deposited in a trust account with Continental Stock Transfer and Trust Company acting as trustee (the "Trust Account") as described below. On December 16, 2016, the Company completed the sale of an additional 173,100 units (the "Additional Units") of the Company to the underwriters of its Public Offering at the public offering price per unit pursuant to a partial exercise of the Over-allotment Option granted to the underwriters in connection with the Public Offering. Each unit consists of one Class A common share and one half of one warrant of the Company. Each whole warrant entitles the holder thereof to purchase one Class A common share for $11.50 per share. The Company received $1,696,380 in net proceeds from the sale, which included $60,585 in the aggregate payable to the underwriters for deferred underwriting commissions. In connection with the sale of the Additional Units, the Company completed the private sale of an additional 23,080 warrants (the "Additional Private Placement Warrants") to Sponsor at a purchase price of $1.50 per Additional Private Placement Warrant, generating gross proceeds to the Company of $34,620. The Additional Private Placement Warrants are included under the heading Additional paid-in capital on the Consolidated Statement of Financial Position. A total of $1,731,000, comprised of the net proceeds of the sale of the Additional Units and the proceeds of the sale of the Additional Private Placement Warrants, was placed in the Trust Account. On January 2, 2017, the over-allotment option on the Company's shares offered in the IPO expired. The Company's sponsor, Bocimar Hunter NV, forfeited 519,225 class B Common shares or Founder Shares. These shares were subsequently cancelled. The Company has neither engaged in any operations nor generated significant revenue to date. The Company's only activities between inception and the closing of its Public Offering were organizational activities and those necessary to prepare for and close the Public Offering. Since the consummation of the Public Offering, the Company's activity has been limited to evaluating candidates for its Initial Business Combination. Fiscal Year End The Company has selected December 31 as its fiscal year end. The Trust Account The Trust Account is a segregated account at KBC Bank located in Belgium into which the net proceeds from the Public Offering and the sale of the Private Placement Warrants were deposited in accordance with an Investment Management Trust Agreement by and among the Company, KBC Bank and Continental Stock Transfer & Trust Company ("Continental") and pursuant to which Continental is acting as trustee. The Trust Account will be invested only in permitted United States "government securities" within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the "Investment Company Act"), having a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act. At December 31, 2017, the Trust Account consisted of investments in US Treasury bills with maturity date January 10, 2018. The Company's amended and restated articles of incorporation provide that, other than the withdrawal of investment earnings earned on the Trust Account to pay taxes or to fund working capital requirements, none of the funds held in the trust account will be released until the earlier of (i) the completion of the Company's Initial Business Combination, (ii) the redemption of the Public Shares if the Company is unable to complete the Initial Business Combination within 24 months from the closing of the Public Offering, subject to applicable law, or (iii) the redemption of the Public Shares properly submitted in connection with a shareholder vote to approve an amendment to the Company's amended and restated articles of incorporation that would affect the substance or timing of its obligation to redeem 100% of the Public Shares if the Company has not consummated an Initial Business Combination within 24 months from the closing of the Public Offering. Business Combination The Company's management has broad discretion with respect to the specific application of the net proceeds of the Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be generally applied toward completing the Initial Business Combination. There is no assurance that the Company will be able to successfully complete the Initial Business Combination. The Company will provide its public shareholders with the opportunity to redeem all or a portion of their Public Shares, (i) if the Company is a foreign private issuer ("FPI"), upon the completion of the Initial Business Combination, by means of a tender offer in accordance with the U.S. tender offer rules or, (ii) if the Company is not an FPI, either, (A) in connection with a shareholder meeting called to approve the Initial Business Combination, in conjunction with a proxy solicitation for such meeting pursuant to the U.S. proxy rules or, (B) by means of a tender offer, in each case, for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the Initial Business Combination, less taxes payable and any amounts released to the Company to fund working capital requirements. However, in no event will the Company redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. In such case, the Company would not proceed with the redemption of its Public Shares and the related Initial Business Combination, and instead may search for an alternate business combination. The Company will only have 24 months from the closing of the Public Offering, being November 23, 2016, to consummate an Initial Business Combination. If the Company does not complete the Initial Business Combination within this period of time, it shall, (i) cease all operations except for the purposes of winding up, (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares for a per-share pro rata portion of the Trust Account, less taxes payable (less up to $100,000 of such net interest to pay dissolution expenses) and, (iii) as promptly as possible following such redemption, subject to the approval of the Company's remaining shareholders and Board of Directors, dissolve and liquidate the balance of the Company's net assets to its remaining shareholders, as part of its plan of dissolution and liquidation, subject to applicable law. The Sponsor entered into a letter agreement with the Company, pursuant to which it has waived its rights to participate in any redemption with respect to the Founder Shares (as defined below); however, if the Sponsor or any of the Company's officers, directors or affiliates acquire Class A Common Shares in or after the Public Offering, they will be entitled to a pro rata share of the Trust Account upon the Company's redemption or liquidation in the event the Company does not complete the Initial Business Combination within the required time period. |
Measurement and Basis of Presentation - Statement of Compliance - Accounting policies |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||
Measurement and Basis of Presentation - Statement of Compliance - Accounting policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||
Measurement and Basis of Presentation - Statement of Compliance - Accounting policies | 2. Measurement and Basis of Presentation - Statement of Compliance - Accounting policies These Consolidated Financial Statements have been prepared in accordance with IFRS. They were authorized for issue by the Company's board of directors on March 29, 2018. The Consolidated Financial Statements of the Company for the year ended December 31, 2017, comprise the Company and its wholly owned subsidiaries Hamburg Maritime NV (incorporated under Belgian law on May 15, 2017, with its registered address on De Gerlachekaai 20, 2000 Antwerpen) and Maritime Partner BVBA (incorporated under Belgian law on May 9, 2017, with it's registered address on De Gerlachekaai 20, 2000 Antwerpen). The accompanying Consolidated Financial Statements of the Company are presented in U.S. dollars (USD), which is the functional and presentation currency, in conformity with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board (the "IASB") and pursuant to the rules and regulations of the SEC. All financial data presented in USD has been rounded to the nearest unit except for per share data. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date such control ceases. Accounting policies with respect to the Consolidated Statement of Financial Position, the Consolidated Income Statement, the Consolidated Statement of Profit or Loss and Other Comprehensive Income and the Consolidated Statement of Cash Flows and any disclosures thereto have been disclosed in the notes to the Consolidated Financial Statements. Significant events that took place during 2017
|
Use of Estimates and Assumptions |
12 Months Ended | |||||||||
---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||
Use of Estimates and Assumptions [Abstract] | ||||||||||
Use of Estimates and Assumptions | 3. Use of Estimates and Assumptions The preparation of Consolidated Financial Statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Statement of Financial Position. Actual results could differ from those estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively. As of December 31, 2016, the Common stock subject to possible redemption has been classified as a non-current liability considering the following:
The Public Shares subject to possible redemption will only convert into equity following the completion of the Initial Business Combination for which the Company has a period of 24 months to complete. Taking into account that the 24 months period the Company has to complete an Initial Business Combination ends on November 23, 2018, the Common stock subject to possible redemption has been reclassified as a current liability as of December 31, 2017. Bearing in mind the fact that the Company has the intention and ability to complete an Initial Business Combination before November 23, 2018, the Consolidated Financial Statements of the Company as of December 31, 2017, have been prepared on a going concern basis. The funds available to us outside of the trust account are sufficient to allow us to operate at least until November 23, 2018 (the date which is 24 months following our IPO), assuming that our initial business combination is not completed during that time. We expect to continue to incur costs in pursuit of our acquisition plans. |
Cash and Cash Equivalents |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents | 4. Cash and cash equivalents Cash and cash equivalents includes an amount of $152,102,400 (2016: $151,767,426) that is being held in the Trust Account (see also Note 1) and can be detailed as follows:
The increase in cash held in the trust accounts is mainly explained by interest earned on the amount held in the trust account. The Held-to-maturity investments represent the fair value at December 31, 2017, of 151,903,000 units of US Treasury bills that will mature on January 10, 2018 and are recognized at amortized cost. Other cash balances amounting to $447,616 (2016: $1,823,321). The decrease compared to the preceding accounting year is mainly explained by the settlement in cash of offering expenses and general and administrative expenses. Including the amount being held in the Trust Account, Cash and cash equivalents amounts to $152,550,016 as of December 31, 2017, compared to $153,590,747 as of December 31, 2016. |
Equity and Non-current Liabilities |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||
Equity and Non-current Liabilities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Equity and Non-current Liabilities | 5. Equity and non-current liabilities Common Stock The Company is authorized to issue up to 500,000,000 shares of common stock, consisting of (i) 400,000,000 Class A Shares and (ii) 100,000,000 shares of Class B common stock, par value $0.0001 per share (the "Class B Shares"). At December 31, 2017, there were issued and outstanding 15,173,100 Class A Shares and 3,793,275 Class B Shares, compared to 15,173,100 Class A shares and 4,312,500 Class B Shares as of December 31, 2016 (see also Note 11). The Class B Shares will automatically convert into Class A Shares on the first business day following the consummation of the Initial Business Combination on a one-for-one basis, subject to adjustment pursuant to the Company's Amended and Restated Articles of Incorporation. At December 31, 2017, 14,744,762 shares were subject to redemption in connection with the Initial Business Combination (at an anticipated redemption value of $10.00 per share). A total amount of $147,447,619 has been accounted for as a current liability (see also Note 3). Our articles of incorporation do not provide a specified maximum redemption threshold, except that in no event will we redeem our public shares in an amount that would cause our net tangible assets to be less than $5,000,001 (such that we are not subject to the SEC's "penny stock" rules) or any greater net tangible asset or cash requirement which may be contained in the agreement relating to our Initial Business Combination. As a result, Common stock subject to possible redemption decreased by $382,605 compared to December 31, 2016. Preferred Stock The Company is authorized to issue up to 50,000,000 shares of preferred stock, par value $0.0001 per share (the "Preferred Shares"), with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. At December 31, 2017 and December 31, 2016, there were no Preferred Shares issued and outstanding. Transaction Costs The following transaction costs were recorded as a deduction from retained earnings:
Offering expenses comprise all expenses related to the initial public offering of 15,000,000 shares in the Company and the sale of 173,100 shares following the partial exercise of the Over-allotment Option, and include amongst others $3,034,620 of upfront underwriting fees (see also Note 14). For the accounting year 2017, there were no transaction costs related to the issuance of shares. |
General and Administrative Expenses |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and Administrative Expenses [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and Administrative Expenses | 6. General and administrative expenses
Legal fees mainly relate to fees incurred in relation to the incorporation of Maritime Partner BVBA and Hamburg Maritime NV and fees for the legal work done in relation to the Tender Offer (see also Note 2). Other expenses include $119,516 (2016: $15,000) of expenses charged by Belgische Scheepvaartmaatschappij - Compagnie Maritime Belge ("CMB"), the Sponsor's ultimate parent, under the Administrative Services Agreement (see also Note 11) and an amount of $393,537 (2016: $49,694) of Directors and Officers Liability Insurance (D&O) and Securities Offering Liability Insurance. Prepaid expenses amounting to $180,582 (2016: $0) mainly consist of deferred charges related to the Directors and Officers Liability Insurance and Securities Offering Liability Insurance. |
Net Finance Income/(Expense) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Finance Income/(Expense) [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Finance Income/(Expense) | 7. Net finance income/(expense)
Other finance expenses mainly consist of bank charges related to held-to-maturity investments. |
Earnings Per Share |
12 Months Ended | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share | 8. Earnings per share Basic earnings per share The calculation of basic earnings per share has been based on the following Profit/(Loss) attributable to owners of the Company and weighted-average number of common shares outstanding during the period.
Diluted earnings per share The calculation of diluted earnings per share has been based on the following Profit/(Loss) attributable to owners of the Company shareholders and weighted-average number of common shares outstanding during the period after adjustment for the effects of dilutive potential common shares.
At December 31, 2017, 3,356,413 Private Placement Warrants were excluded from the calculation of the diluted weighted-average number of common shares, because their effect would have been anti-dilutive. The above calculations of Basic and Diluted Earnings per Share do not take into account the 15,000,000 Units sold in the Public Offering and the 173,100 Units sold pursuant to the partial exercise of the Over-allotment Option, these will only have an effect following the completion of the Initial Business Combination. |
Income Taxes |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 9. Income Taxes The Company is incorporated in the Republic of the Marshall Islands, and in accordance with the income tax laws of the Marshall Islands, is not subject to Marshall Islands' income tax. Dividends paid by the Company are not subject to any withholding tax under the laws of the Marshall Islands. As the Company proceeds with making investments in various jurisdictions, tax considerations outside the Marshall Islands may arise. Although the Company intends to pursue tax-efficient investments, it may be subject to income tax, withholding tax, capital gains tax, and other taxes imposed by tax authorities in other jurisdictions. The Company does not expect to be subject to direct taxation based on net income in the United States as long as it is not engaged in a trade or business in the United States for U.S. federal income tax purposes. However, if the Company operates one or more vessels that carry cargo or passengers to or from the United States, the Company may become subject to U.S. federal income tax on its gross U.S.-source shipping income at a rate of four percent unless it qualifies for an exemption from such tax. The Company does not expect to invest in any U.S. obligation that will be subject to U.S. withholding taxes. The Company recognizes uncertain tax positions, if any, in the Consolidated Financial Statements based on the guidance in IAS 12. Interest and penalties related to uncertain tax positions are recognized based on the guidance in IAS 12 as well. The amount of $39,199 (2016: $0) included as Income tax expense represents withholding taxes payable on interest received on the Trust Account investments. |
Concentration of Credit Risk |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Concentration of Credit Risk [Abstract] | |
Concentration of Credit Risk | 10. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk currently consist of cash accounts in a financial institution only. The Company has not experienced losses on these accounts and management is of the opinion that the Company is not exposed to significant risks on such accounts. The proceeds held in the Trust Account do not carry a significant credit risk as these proceeds can be invested only in permitted United States "government securities" within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended, having a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act (see also Note 1). |
Related Party Transactions |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions Founder Shares On July 11, 2016, the Sponsor purchased 4,312,500 Class B Common Shares of the Company (which are the Founder Shares) for $25,000, or $0.006 per share. The Founder Shares are identical to the Public Shares included in the Units sold in the Public Offering except that, (i) only holders of the Founder Shares will be entitled to vote on the election of directors prior to the Company's initial Business Combination and, (ii) the Founder Shares are subject to certain transfer restrictions, as described in more detail below. The Sponsor agreed to forfeit up to 562,500 Founder Shares to the extent that the Over-allotment Option was not exercised in full by the underwriters so that the Sponsor will own 20% of the Company's issued and outstanding common shares after the Public Offering. On January 3,2017, our Sponsor forfeited 519,225 Class B Common Shares pursuant to the partial exercise on December 16, 2016 of the underwriters' Over-allotment Option. Subsequently the number of outstanding Founder Shares amounts to 3,793,275. The Sponsor has agreed not to transfer, assign or sell any of their Founder Shares until the earlier of, (i) one year after the completion of the Company's Initial Business Combination, or earlier if, subsequent to the Company's Initial Business Combination, the last sale price of the Company's common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company's Initial Business Combination or, (ii) the Company consummates a liquidation, merger, stock exchange or other similar transaction that results in all of the Company's shareholders having the right to exchange their Class A Common Shares for cash, securities, or other property. Private Placement Warrants Upon the closing of the Public Offering on November 23, 2016, the Sponsor purchased from the Company an aggregate of 3,333,333 Private Placement Warrants at a price of $1.50 per Private Placement Warrant (an aggregate purchase price of $5,000,000). On December 16, 2016, following the partial exercise of the Over-allotment Option the Sponsor purchased a further 23,080 Additional Private Placement Warrants at a price of $1.50 per Private Placement Warrant (an aggregate purchase price of $34,620). A portion of the proceeds from the sale of the Private Placement Warrants and the full proceeds from the sale of the Additional Private Placement Warrants were placed into the Trust Account. The Private Placement Warrants (including the Class A Common Shares issuable upon exercise of the Private Placement Warrants) are not transferable, assignable or salable until 30 days after the completion of the Initial Business Combination and they are non-redeemable and exercisable on a cashless basis, provided that such cashless exercise is permitted under the laws of the Company's corporate jurisdiction, so long as they are held by the initial purchasers of the Private Placement Warrants or their permitted transferees, subject to certain exceptions. If the Private Placement Warrants are held by someone other than the initial purchasers of the Private Placement Warrants or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Warrants included in the Units sold in the Public Offering. Otherwise, the Private Placement Warrants have terms and provisions that are identical to those of the Warrants sold as part of the Units in the Public Offering and have no net cash settlement provisions. If the Company does not complete the Initial Business Combination, then the proceeds will be part of the liquidating distribution to the public shareholders and the Private Placement Warrants issued to the Sponsor will expire worthless. Units purchased in the Public Offering CMB purchased 200,000 Units in the Public Offering at the public offering price, for an aggregate purchase price of $2,000,000. Registration Rights The holders of the Founder Shares and Private Placement Warrants (and any Class A Common Shares issuable upon the exercise of the Private Placement Warrants) are entitled to registration rights pursuant to a registration rights agreement executed on November 18, 2016. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain "piggy-back" registration rights with respect to registration statements filed subsequent to the completion of the Company's Initial Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lock-up period, which occurs (i) in the case of the Founder Shares, one year after the date of the consummation of the Company's Initial Business Combination or earlier if, subsequent to the Company's Initial Business Combination, (a) the last sale price of the Company's Class A Common Shares equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company's Initial Business Combination or (b) the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of the Company's shareholders having the right to exchange their Class A Common Shares for cash, securities or other property and (ii) in the case of the Private Placement Warrants and the respective Class A Common Shares underlying such warrants, 30 days after the completion of the Company's Initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Related Party Loans Pursuant to an unsecured promissory note (the "Note") dated November 14, 2016, the Sponsor agreed to loan the Company up to an aggregate of $250,000 to cover expenses related to the Public Offering. The Company borrowed $150,000 under the Note in connection with the Public Offering. The Note was interest bearing at a rate per annum equal to LIBOR plus 0.60% and was repaid in full on November 25, 2016. A total of $139 was charged as interest on the Note. No promissory notes have been granted throughout the financial year 2017. Administrative Services Agreement The Company has agreed to pay $10,000 a month for office space, administrative services and secretarial support to CMB. Services commenced on November 18, 2016, and will terminate upon the earlier of the consummation by the Company of its Initial Business Combination or the liquidation of the Company. As of December 31, 2016, $15,000 was expensed by the Company for services rendered by CMB for the period from November 18 through December 31, 2016. For the period from January 1, 2017, through December 31, 2017, $119,516 was expensed for services rendered by CMB during that period. |
Measurement of Fair Values |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Measurement of Fair Values [Abstract] | |
Measurement of Fair Values | 12. Measurement of fair values A number of the Company's accounting policies and disclosures require the use of fair values. If third party information is used to measure fair values, the evidence obtained from third parties is assessed to support the conclusion that such valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which such valuations should be classified. When measuring the fair value of an asset or a liability, the Company uses market observable data as far as possible. Fair values are classified into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly. Level 3: techniques that use inputs which have a significant effect on the recorded fair value that are not based on observable market data. If the inputs used to measure the fair value of an asset or a liability might be categorized in different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Company measures transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. |
Fair Values of Cash and Cash Equivalents and Current and Non-current Receivables and Liabilities |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Fair Values of Cash and Cash Equivalents and Current and Non-current Receivables and Liabilities [Abstract] | |
Fair Values of Cash and Cash Equivalents and Current and Non-current Receivables and Liabilities | 13. Fair values of cash and cash equivalents and current and non-current receivables and liabilities The fair values of cash and cash equivalents and the current receivables and liabilities approximate their book values due to their short-term nature. The fair values of the non-current financial liabilities also approximate their book values due to the fact that their terms and conditions approximate current market conditions. |
Commitments and Contingencies |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies The Company paid an underwriting fee of $3,034,620, equal to a 2.00% underwriting fee on the per Unit offering price, to the underwriters based on a sale of 15,000,000 Units, at the closing of the Public Offering and 173,100 Units following the partial exercise of the Over-allotment Option. The Company will pay an additional fee of $5,310,585, equal to a 3.50% underwriting fee on the per Unit offering price, to underwriters upon the Company's completion of the Initial Business Combination (the "Deferred Fee"). The Deferred Fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event the Company completes the Initial Business Combination. If the Company fails to complete its Initial Business Combination within 24 months from the closing of the Public Offering, the underwriters have agreed to waive their right to the Deferred Fee. |
Recent Accounting Standards |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Recent Accounting Standards [Abstract] | |
Recent Accounting Standards | 15. Recent Accounting Standards Management has considered the impact of the following standards and amendments to standards: IFRS 15 Revenue from Contracts with Customers establishes a comprehensive framework for determining whether, how much and when revenue is recognized. IFRS 15 is effective for annual periods beginning on or after January 1, 2018, with early adoption permitted. IFRS 16 Leases is effective for annual periods beginning on or after January 1, 2019, with early adoption permitted. Taking into account that the Company did not have operations as of December 31, 2017, that the type of revenue will only be known once an Initial Business Combination has been completed and that the Company currently has no lease contracts, management is of the opinion that none of the aforementioned standards and amendments to standards, if currently adopted, would have had a material impact on the Company's Consolidated Financial Statements as of and for the year/period ended. IFRS 9 Financial Instruments published in July 2014 replaces the existing guidance in IAS 39 Financial Instruments: Recognition and Measurement. IFRS 9 is effective for annual periods beginning on or after January 1, 2018, with early adoption permitted. The first application of this method will not materially affect the Company's equity on January 1, 2018. The following amendments to standards, which are effective for annual periods beginning on or before January 1, 2017, have been applied by the Group for the first time in preparing these Consolidated Financial Statements: Amendments to IAS 12: Recognition of Deferred Tax Assets for Unrealized Losses effective as from January 1, 2017 and Amendments to IAS 7: Disclosure Initiative effective as from January 1, 2017. None of these amendments to standards and new or amended interpretations had a significant effect on the Consolidated Financial Statements of Hunter Maritime Acquisition Corp. |
Subsequent Events |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. Subsequent Events The Board of Directors approved the Consolidated Financial Statements on March 29, 2018. Management has performed an evaluation of subsequent events through that date. As at March 29, 2018, there are no relevant subsequent events. |
Organization and Business Operations (Policies) |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Organization and Business Operations [Abstract] | |
Incorporation and Business Purpose | Incorporation and Business Purpose Hunter Maritime Acquisition Corp. (the "Company") was incorporated in the Republic of the Marshall Islands on June 24, 2016. The Company's registered address is Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960. The Company was formed for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, debt acquisition, stock purchase, reorganization or other similar business combination, vessels, vessel contracts (including contracts for the purchase and charter-in by the Company of vessels) or one or more operating businesses in the international maritime shipping industry, or one or more different sectors that may be unrelated to the shipping industry, that it has not yet identified ("Initial Business Combination"). As of December 31, 2017, the Company had not commenced any operations. The Company will not generate any operating revenues until after completion of its Initial Business Combination, at the earliest. The Company has until November 23, 2018, the date which is 24 months following the completion of its Public Offering (discussed below), to complete its Initial Business Combination. |
Financing | Financing On July 11, 2016, Bocimar Hunter NV, the Company's sponsor (the "Sponsor") purchased 4,312,500 Class B Common Shares of the Company (the "Founder Shares") for $25,000, or $0.006 per share. On November 23, 2016 (the "Closing Date"), the Company closed its initial public offering of 15,000,000 units (the "Units") at $10.00 per Unit, each Unit consisting of one Class A common share of the Company, par value $0.0001 per share (the "Class A Common Shares") and one-half of one warrant (the "Warrants"), each whole Warrant entitling the holder thereof to purchase one Class A Common Share at $11.50 (the "Public Offering"). The Company also granted the underwriters of the Public Offering a 45-day option to purchase up to 2,250,000 additional Units to cover overallotments (the "Over-allotment Option"). The Class A Common Shares sold as part of the Units in the Public Offering are sometimes referred to herein as the "Public Shares." At the Closing Date, the Sponsor purchased an aggregate of 3,333,333 warrants (the "Private Placement Warrants") at a purchase price of $1.50 per warrant, or $5,000,000 in the aggregate, in a private placement (the "Private Placement"). The Private Placement Warrants are included under the heading Additional paid-in capital on the Consolidated Statement of Financial Position. As of the Closing Date, after paying an underwriting fee of $3,000,000 and retaining funds designated for Public Offering expenses and operational use of $2,000,000, the remaining net proceeds of $150,000,000 were deposited in a trust account with Continental Stock Transfer and Trust Company acting as trustee (the "Trust Account") as described below. On December 16, 2016, the Company completed the sale of an additional 173,100 units (the "Additional Units") of the Company to the underwriters of its Public Offering at the public offering price per unit pursuant to a partial exercise of the Over-allotment Option granted to the underwriters in connection with the Public Offering. Each unit consists of one Class A common share and one half of one warrant of the Company. Each whole warrant entitles the holder thereof to purchase one Class A common share for $11.50 per share. The Company received $1,696,380 in net proceeds from the sale, which included $60,585 in the aggregate payable to the underwriters for deferred underwriting commissions. In connection with the sale of the Additional Units, the Company completed the private sale of an additional 23,080 warrants (the "Additional Private Placement Warrants") to Sponsor at a purchase price of $1.50 per Additional Private Placement Warrant, generating gross proceeds to the Company of $34,620. The Additional Private Placement Warrants are included under the heading Additional paid-in capital on the Consolidated Statement of Financial Position. A total of $1,731,000, comprised of the net proceeds of the sale of the Additional Units and the proceeds of the sale of the Additional Private Placement Warrants, was placed in the Trust Account. On January 2, 2017, the over-allotment option on the Company's shares offered in the IPO expired. The Company's sponsor, Bocimar Hunter NV, forfeited 519,225 class B Common shares or Founder Shares. These shares were subsequently cancelled. The Company has neither engaged in any operations nor generated significant revenue to date. The Company's only activities between inception and the closing of its Public Offering were organizational activities and those necessary to prepare for and close the Public Offering. Since the consummation of the Public Offering, the Company's activity has been limited to evaluating candidates for its Initial Business Combination. |
The Trust Account | The Trust Account The Trust Account is a segregated account at KBC Bank located in Belgium into which the net proceeds from the Public Offering and the sale of the Private Placement Warrants were deposited in accordance with an Investment Management Trust Agreement by and among the Company, KBC Bank and Continental Stock Transfer & Trust Company ("Continental") and pursuant to which Continental is acting as trustee. The Trust Account will be invested only in permitted United States "government securities" within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the "Investment Company Act"), having a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act. At December 31, 2017, the Trust Account consisted of investments in US Treasury bills with maturity date January 10, 2018. The Company's amended and restated articles of incorporation provide that, other than the withdrawal of investment earnings earned on the Trust Account to pay taxes or to fund working capital requirements, none of the funds held in the trust account will be released until the earlier of (i) the completion of the Company's Initial Business Combination, (ii) the redemption of the Public Shares if the Company is unable to complete the Initial Business Combination within 24 months from the closing of the Public Offering, subject to applicable law, or (iii) the redemption of the Public Shares properly submitted in connection with a shareholder vote to approve an amendment to the Company's amended and restated articles of incorporation that would affect the substance or timing of its obligation to redeem 100% of the Public Shares if the Company has not consummated an Initial Business Combination within 24 months from the closing of the Public Offering. |
Business Combination | Business Combination The Company's management has broad discretion with respect to the specific application of the net proceeds of the Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be generally applied toward completing the Initial Business Combination. There is no assurance that the Company will be able to successfully complete the Initial Business Combination. The Company will provide its public shareholders with the opportunity to redeem all or a portion of their Public Shares, (i) if the Company is a foreign private issuer ("FPI"), upon the completion of the Initial Business Combination, by means of a tender offer in accordance with the U.S. tender offer rules or, (ii) if the Company is not an FPI, either, (A) in connection with a shareholder meeting called to approve the Initial Business Combination, in conjunction with a proxy solicitation for such meeting pursuant to the U.S. proxy rules or, (B) by means of a tender offer, in each case, for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the Initial Business Combination, less taxes payable and any amounts released to the Company to fund working capital requirements. However, in no event will the Company redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. In such case, the Company would not proceed with the redemption of its Public Shares and the related Initial Business Combination, and instead may search for an alternate business combination. The Company will only have 24 months from the closing of the Public Offering, being November 23, 2016, to consummate an Initial Business Combination. If the Company does not complete the Initial Business Combination within this period of time, it shall, (i) cease all operations except for the purposes of winding up, (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares for a per-share pro rata portion of the Trust Account, less taxes payable (less up to $100,000 of such net interest to pay dissolution expenses) and, (iii) as promptly as possible following such redemption, subject to the approval of the Company's remaining shareholders and Board of Directors, dissolve and liquidate the balance of the Company's net assets to its remaining shareholders, as part of its plan of dissolution and liquidation, subject to applicable law. The Sponsor entered into a letter agreement with the Company, pursuant to which it has waived its rights to participate in any redemption with respect to the Founder Shares (as defined below); however, if the Sponsor or any of the Company's officers, directors or affiliates acquire Class A Common Shares in or after the Public Offering, they will be entitled to a pro rata share of the Trust Account upon the Company's redemption or liquidation in the event the Company does not complete the Initial Business Combination within the required time period. |
Cash and Cash Equivalents (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Cash And Cash Equivalents | Cash and cash equivalents includes an amount of $152,102,400 (2016: $151,767,426) that is being held in the Trust Account (see also Note 1) and can be detailed as follows:
|
Equity and Non-current Liabilities (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||
Equity and Non-current Liabilities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Transaction Costs | The following transaction costs were recorded as a deduction from retained earnings:
|
General and Administrative Expenses (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and Administrative Expenses [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and Administrative Expenses |
|
Net Finance Income/(Expense) (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Finance Income/(Expense) [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Finance Income/(Expense) |
|
Earnings Per Share (Tables) |
12 Months Ended | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share Basic and Diluted | Basic earnings per share The calculation of basic earnings per share has been based on the following Profit/(Loss) attributable to owners of the Company and weighted-average number of common shares outstanding during the period.
Diluted earnings per share The calculation of diluted earnings per share has been based on the following Profit/(Loss) attributable to owners of the Company shareholders and weighted-average number of common shares outstanding during the period after adjustment for the effects of dilutive potential common shares.
|
Use of Estimates and Assumptions (Details) |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Use of Estimates and Assumptions [Abstract] | |
Period to redeem the public share to complete the initial business combination | 24 months |
Cash and Cash Equivalents (Details) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
---|---|---|
Cash Equivalents [Abstract] | ||
Total cash equivalents | $ 152,102,400 | $ 151,767,426 |
Cash [Member] | ||
Cash Equivalents [Abstract] | ||
Total cash equivalents | 246,045 | 4,933 |
Held-to-maturity Investments [Member] | ||
Cash Equivalents [Abstract] | ||
Total cash equivalents | $ 151,856,355 | $ 151,762,493 |
Cash and Cash Equivalents, Trust Account (Details) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
Jun. 23, 2016 |
---|---|---|---|
Cash and Cash Equivalents [Abstract] | |||
Number of US treasury bills units in held-to-maturity investments (in units) | 151,903,000 | ||
Cash | $ 447,616 | $ 1,823,321 | |
Cash and cash equivalents | $ 152,550,016 | $ 153,590,747 | $ 0 |
General and Administrative Expenses (Details) - USD ($) |
1 Months Ended | 6 Months Ended | 12 Months Ended | |
---|---|---|---|---|
Nov. 18, 2016 |
Dec. 31, 2016 |
Dec. 31, 2016 |
Dec. 31, 2017 |
|
General and Administrative Expenses [Abstract] | ||||
Audit fees | $ 225,000 | $ 50,000 | ||
Registration and listing fees | 88,364 | 10,000 | ||
Legal fees | 0 | 383,574 | ||
Other fees | 7,937 | 34,153 | ||
Other expenses | 76,066 | 846,361 | ||
Total general and administrative expenses | 397,367 | 1,324,088 | ||
Other Expenses [Abstract] | ||||
Prepaid expenses | $ 0 | 0 | 180,582 | |
Compagnie Maritime Belge [Member] | ||||
Other Expenses [Abstract] | ||||
Other expenses charged | $ 10,000 | 15,000 | 15,000 | 119,516 |
Directors and Officers Liability Insurance and Securities Offering Liability Insurance [Member] | ||||
Other Expenses [Abstract] | ||||
Other expenses charged | 49,694 | 393,537 | ||
Prepaid expenses | $ 0 | $ 0 | $ 180,582 |
Net Finance Income/(Expense) (Details) - USD ($) |
6 Months Ended | 12 Months Ended |
---|---|---|
Dec. 31, 2016 |
Dec. 31, 2017 |
|
Net Finance Income/(Expense) [Abstract] | ||
Interest income on held-to-maturity investments | $ 31,808 | $ 1,074,216 |
Foreign exchange gain | 0 | 9,997 |
Finance income | 31,808 | 1,084,213 |
Interest expense on financial liabilities | (139) | (16) |
Other finance expenses | (33,124) | (93,115) |
Foreign exchange loss | (52) | (10,400) |
Finance expenses | (33,315) | (103,531) |
Net finance income/(expense) | $ (1,507) | $ 980,682 |
Income Taxes (Details) - USD ($) |
6 Months Ended | 12 Months Ended |
---|---|---|
Dec. 31, 2016 |
Dec. 31, 2017 |
|
Income Taxes [Abstract] | ||
U.S. federal income tax rate | 4.00% | |
Income tax expenses | $ 0 | $ 39,199 |
Related Party Transactions, Private Placement Warrants (Details) - Private Placement Warrants [Member] - USD ($) |
12 Months Ended | ||
---|---|---|---|
Dec. 16, 2016 |
Nov. 23, 2016 |
Dec. 31, 2017 |
|
Private Placement Warrants [Abstract] | |||
Number of warrants issued (in shares) | 23,080 | 3,333,333 | |
Warrant price (in dollars per share) | $ 1.50 | $ 1.50 | |
Proceeds from warrants issued | $ 34,620 | $ 5,000,000 | |
Class A Common Shares [Member] | |||
Private Placement Warrants [Abstract] | |||
Minimum period for warrants to be transferable or salable | 30 days |
Related Party Transactions, Units purchased in the Public Offering (Details) - Initial Public Offering [Member] - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Nov. 23, 2016 |
|
Units Purchased in Public Offering [Abstract] | ||
Number of equity instruments issued | 15,000,000 | |
Compagnie Maritime Belge [Member] | ||
Units Purchased in Public Offering [Abstract] | ||
Number of equity instruments issued | 200,000 | |
Proceeds from units issued | $ 2,000,000 |
Related Party Transactions, Related Party Loans (Details) |
12 Months Ended | |
---|---|---|
Nov. 14, 2016
USD ($)
|
Dec. 31, 2017
PromissoryNote
|
|
Related Party Loans [Abstract] | ||
Number of notes granted | PromissoryNote | 0 | |
Unsecured Promissory Note [Member] | ||
Related Party Loans [Abstract] | ||
Sponsor agreed to loan upto aggregate expenses related to public offering | $ 250,000 | |
Borrowed loan amount in connection with public offering | 150,000 | |
Interest charged on note | $ 139 | |
Unsecured Promissory Note [Member] | LIBOR [Member] | ||
Related Party Loans [Abstract] | ||
Interest rate | 0.60% |
Related Party Transactions, Administrative Services Agreement (Details) - USD ($) |
1 Months Ended | 6 Months Ended | 12 Months Ended | |
---|---|---|---|---|
Nov. 18, 2016 |
Dec. 31, 2016 |
Dec. 31, 2016 |
Dec. 31, 2017 |
|
Compagnie Maritime Belge [Member] | ||||
Administrative Services Agreement [Abstract] | ||||
Expenses agreed to pay for office space, administrative and secretarial support | $ 10,000 | $ 15,000 | $ 15,000 | $ 119,516 |
Commitments and Contingencies (Details) - USD ($) |
6 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Nov. 23, 2016 |
Dec. 31, 2016 |
Dec. 31, 2017 |
Dec. 16, 2016 |
|
Commitments and Contingencies [Abstract] | ||||
Underwriting fees | $ 3,034,620 | $ 0 | ||
Additional underwriting fee payment | $ 5,310,585 | |||
Percentage of additional underwriting fee on per unit offering price | 3.50% | |||
Period to redeem the public share to complete the initial business combination | 24 months | |||
Initial Public Offering [Member] | ||||
Commitments and Contingencies [Abstract] | ||||
Underwriting fees | $ 3,000,000 | |||
Percentage of underwriting fee on per unit offering price | 2.00% | |||
Number of units issued (in shares) | 15,000,000 | |||
Over-Allotment [Member] | ||||
Commitments and Contingencies [Abstract] | ||||
Number of units issued (in shares) | 173,100 |
C& 30CY1YKH0\I9R/0*0&&J<
MS1@%GG%$[,$PSQ+Q!_<'%'+"4#+#!!KD'2:>?;&9^X=A_\/4KXJX5=&/5@4)
MKU4%>RKV396YIHI]M_2._9KD/0=LI3CQ=S>>R0!['_;-C[GF-VK2Z::A&XP2
MXM8S(T1S]QAV0.Q;(',M<-1\@&E&Z#%%D\:C%MW>]F@JV,AC8QO$R>RE#[PC
MMG%YDP]-Y(^BVY>-"IZD-NV/;5)V4FIA>-"-.;*#Z5LO@TKL=/^9FN]N:-Z&
M@9;MV)A&E^YX]0]02P,$% @ )8*83#*G&7YH @ <@@ !@ !X;"]W
M;W)K 8W=D(E2
MEMH!#@B8NZ>WWE]R,K&>Y5*
MWVG:F\=>2B5T372GW1_U=7>8Y&*OS##6X[J[\W43):O^/AL,E^K57U!+ P04
M " E@IA,X"#L<(8" !4" &0 'AL+W=O A%#.'D='HOIN,F\)K%'U8:< *YK/>Q8(XL_
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M5VU;6FI&CO6K&'VT0]0DFHP&A,:[X'8LQU+1^H6D761<-H+N--=J*&
M'^!^=B?C(S:KE%)#:R6VQ$"5T;OMX9@$? 0\21CL8D]")V?$EQ!\*S.Z"89
M0>&"@O#+!>Y!J2#D;?R:-.E<,A"7^W?U+[%WW\M96+A']2Q+UV3TEI(2*M$K
M]XC#5YCZN:9D:OX[7$!Y>'#B:Q2H;/R2HK<.]:3BK6CQ.JZRC>LP_DGV$VV=
MP"<"GPFWL0X;"T7GGX43>6IP(&8\^TZ$*]X>N#^;(B3C4<1_WKSUV4N^Y=K%G>1O_O#XGY=(%D52*) \M\>
MUS W?Q5ABT/58.HX3I84V+=QE!?9>6+O>+R4#_@X[@_"U+*UY(S.7VV\@ K1
M@;>RN?(SU/@7-@<**A>V-WYOQCD; X?=](38_([SWU!+ P04 " E@IA,
M0SNWR[4! #3 P &0 'AL+W=O
3+1U I\(?";L8QTV%HK.OP@O
M\M2:@=CQ[#L1KGA[X'@V14C&HXC_T+S#["7?[FY2=@E"$^8X8O@2,R,8JL\E
M^%J)(W]'YY_7^;M5B[O(W_UC<;\ND*P*)%$@^;#'-*75(/S1LTJ
M6(KBK],I=#S'6?]&VR:D,R%]0V!3HECY1^YYF5LS$CO-ON?ABG?'%&=3A6 <
M1?R'Q3N,7LM==I^S:Q":,:<)DZXQ"X*A^I(BW4IQ2O^AI_?;_/UFB?O(WZ_3
M'Y)M@6Q3((L"V7][W, /LZO"F@&JBZQ1-8[6_.SUH
MMM.\4QL@U.AE@8-PYETTD<4L&PSN8*(N9@5AXB[F"<(D7-[W2XD\P/MXM2'KO^
M--7GS?7KX?6B4V?S932Z?9[=_@M02P,$% @ )8*83#65=6[: @ 8 L
M !D !X;"]W;W)K:5-^)1YK^RG3HN_<3W
M=F+/3[EZEIYQ_2.,(3
ME<=@Q[K#9!2+H&1" NXD&&HE$[T(P[T$0\TD&;2\%M3/&%/D/A/!X#Z!QXV"
M3.X:W %P_(&4X3\M3OZ?\D,+ND@Y"?$HX:!W3)9<;MV=17DKL:_
@4XM)_M'B/>+59SQE[+
M >,K&Z&2V&%1\T] )$-F:;D9C(3,SS?PLLKJ%1"=.S@I<9Z:G9()2[.8\1Y;
MM]J44@.2=9ZZX=L'HO!TSM:?W#.;PRZ_Y#,.,$C%'@M_\]'B]+,J>V+.;%=K
MPU3P#T*CR%:1;F;/XOQ"JVQ)AY \E=7/3,188JC0+U'1A0(V6Y"UE/&&S\PX
ME.!)6U?2 1%S1?HW6P"ME;#"D;;SG8AMSR>\_9;'[5R&L$[A%D$7HT3N:S@Y
M8I46