XML 95 R27.htm IDEA: XBRL DOCUMENT v3.21.2
Subsequent Events
6 Months Ended
Jun. 30, 2021
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Acquisitions

In July 2021, the Company acquired all outstanding stock of YoDerm, Inc. ("Apostrophe"), an entity located in the United States that offers health and wellness products and services, for potential total cash and stock consideration of up to approximately $200 million (as defined in the purchase agreement). The Company acquired Apostrophe to deepen its dermatology product and service offerings and expand its pharmacy fulfillment capabilities. The upfront consideration is approximately $150 million (as defined in the purchase agreement). The Company paid approximately $50 million in cash upon closing. A maximum additional $50 million in cash is payable upon the achievement of certain revenue targets.

The initial accounting for the transaction is incomplete at the date these financial statements are available to be issued, as the information necessary to complete such evaluation is in the process of being obtained and more thoroughly evaluated. The Company has not yet determined the accounting purchase price allocation of the purchase consideration described above, which
includes evaluating the fair value of the acquired assets and assumed liabilities, and the valuation of contingent consideration to be transferred.

Warrant Redemption

On July 9, 2021, the Company issued a redemption notice to warrant holders announcing that all Public Warrants and Parent Warrants outstanding on August 9, 2021 at 5:00 p.m. New York City time would be redeemed for $0.10 per warrant, if not earlier exercised on a cash or cashless basis. After July 9, 2021 and prior to redemption, warrant holders were entitled to exercise (i) in cash, at an exercise price of $11.50 per share of Class A common stock or (ii) on a cashless basis in which the exercising holder was entitled to receive 0.267 shares of Class A common stock per warrant. Any warrants not exercised by August 9, 2021 are automatically redeemed by the Company at a price of $0.10 per warrant. The information necessary to determine the total number of warrants exercised and thereby the total number of shares of Class A common stock issued, as well as the redemption payment, is in the process of being obtained and evaluated. The Company expects the total number of shares of Class A common stock issued as a result of the redemption to be approximately 2 million and to make an immaterial redemption payment before September 30, 2021.