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Note 3 - Public Offering and Private Placement
12 Months Ended
Dec. 31, 2019
Notes to Financial Statements  
Public Offering Disclosure [Text Block]
Note
3
- Public Offering and Private Placement
 
Public Offering
 
On the IPO Closing Date, the Company sold
41,400,000
Units in its initial Public Offering, including
5,400,000
Units sold to cover over-allotments, at a price of
$10.00
per Unit resulting in gross proceeds of
$414,000,000.
Each Unit consists of
one
share of the Company’s Class A common stock and
one
-half of
one
Warrant, each whole Warrant entitles the holder to purchase
one
share of Class A common stock at a price of
$11.50
per share, subject to adjustment.
No
fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Each Warrant will become exercisable on the later of (i)
30
days after the completion of the initial Business Combination and (ii)
12
months from the IPO Closing Date and will expire
five
(
5
) years after the completion of the initial Business Combination or earlier upon redemption or liquidation.
 
The Company
may
redeem the Warrants, in whole and
not
in part, at a price of
$0.0l
per Warrant upon
30
days’ notice (
“30
-day redemption period”), only in the event the last sales price of the Class A common stock equals or exceeds
$18.00
per share for any
20
trading days within a
30
-trading day period ending on the
third
trading day prior to the date on which notice of redemption is given, provided there is an effective registration statement with respect to the shares of Class A common stock underlying such Warrants and a current prospectus relating to those shares of Class A common stock is available throughout the
30
-day redemption period. If the Company calls the Warrants for redemption as described above, the Company’s management will have the option to require all holders that wish to exercise Warrants to do so on a cashless basis. In determining whether to require all holders to exercise their Warrants on a cashless basis, the management will consider, among other factors, the Company’s cash position, the number of Warrants outstanding and the dilutive effect on the Company’s stockholders of issuing the maximum number of shares of Class A common stock issuable upon the exercise of the Warrants.
 
The Sponsor has committed to offer or cause an affiliate to offer to purchase, at
$1.00
per Warrant (exclusive of commissions), the outstanding Warrants in a tender offer that would commence after the Company’s announcement of an initial Business Combination and occur in connection with such Business Combination. The warrant tender offer would
not
be conditioned upon any minimum number of Warrants being tendered. The Sponsor also committed to offer or cause an affiliate to offer to purchase, at
$1.00
per Warrant (exclusive of commissions), the outstanding Warrants in a tender offer that would commence after the Company’s filing of a proxy statement or information statement with respect to the Company’s Charter that would affect the substance of timing of the Company’s obligation to redeem
100%
of the Company’s Public Shares if the Company does
not
complete a Business Combination within
18
months from the IPO Closing Date. Any such purchases would occur in connection with the effectiveness of such amendment. In
November 
2019,
the Sponsor made said tender offer and acquired
248,000
warrants and subsequent to
December 
31,
2019
pursuant to a
second
tender offer related to an extension acquired an additional
17,293,805
warrants bringing the total public warrants owned by the sponsor to
17,541,805
as of the date these consolidated financial statements are issued.
 
There will be
no
redemption rights or liquidating distributions with respect to the Warrants, which will expire worthless if the Company’s fails to complete the Company’s Business Combination within the required time period.
 
The Company paid an underwriting discount of
2.0%
of the per Unit offering price to the underwriters at the closing of the Public Offering.
 
Private Placement
 
The Sponsor purchased from the Company an aggregate of
10,280,000
Private Placement Warrants at
$1.00
per Private Placement Warrant for a total purchase price of
$10,280,000
in a private placement that occurred simultaneously with the consummation of the Public Offering.