10-QPeriod: Q2 FY2018

Vertiv Holdings Co Quarterly Report for Q2 Ended Jun 30, 2018

Filed August 7, 2018For Securities:VRT

Summary

GS Acquisition Holdings Corp. (now Vertiv Holdings Co. under a new corporate structure not fully detailed in this specific filing but implied by the prompt's framing) is presenting its quarterly report for the period ending June 30, 2018. As a "blank check company" or Special Purpose Acquisition Company (SPAC), its primary activity since its inception in April 2016 has been its formation and the completion of its Initial Public Offering (IPO) on June 12, 2018. The company's financial statements reflect its status as a shell company with no operating revenue; its income is derived solely from dividend income on its cash reserves held in a trust account. The report details the significant capital raised through the IPO, totaling $690 million, alongside a $15.8 million private placement of warrants. The vast majority of these funds are held in a trust account, intended to finance a future "Initial Business Combination." The company has 24 months from the IPO closing date to identify and complete this acquisition, failing which it will be obligated to redeem its public shares. The company has incurred substantial offering costs and a deferred underwriting commission, which are contingent upon the successful completion of an acquisition.

Financial Highlights

20 data points
Beta

Revenue

$0.00

Net Income

$386K

Total Assets

$692.42M

Cash & Equivalents

$1.81M

Free Cash Flow

$26K

Financial Statements
Beta
Revenue$0
Net Income$386K

Key Highlights

  • 1The company is a blank check company (SPAC) with no operating revenue, focused on completing an Initial Business Combination within 24 months of its IPO on June 12, 2018.
  • 2GS Acquisition Holdings Corp. raised $690 million through its IPO and an additional $15.8 million from a private placement of warrants.
  • 3The majority of the IPO proceeds ($690 million) are held in a trust account, which is primarily invested in money market funds.
  • 4The company has a significant deferred underwriting commission of $24.15 million, payable only upon the successful completion of an Initial Business Combination.
  • 5As of June 30, 2018, the company reported a net income of $385,786, primarily from dividend income on its trust account assets.
  • 6A substantial portion of Class A common stock (66,176,298 shares) is classified as redeemable outside of permanent equity due to its redemption feature.
  • 7The company had $1,811,153 in cash and cash equivalents held outside the trust account as of June 30, 2018, to cover operating expenses and formation costs.

Frequently Asked Questions

GS Acquisition Holdings Corp. is a blank check company (SPAC) formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. As of this reporting period, it has not yet completed an Initial Business Combination and has no operating revenues; its activities are focused on identifying and evaluating prospective acquisition targets.

The company raised approximately $690 million from its Initial Public Offering (IPO) and $15.8 million from a private placement of warrants. The vast majority of these funds, $690 million, were placed into a trust account. A smaller amount, approximately $1.8 million net of expenses, was held outside the trust account for operational and formation costs.

The Class A common stock sold in the IPO contains a redemption feature, meaning holders can redeem their shares for cash under certain conditions, particularly if the company fails to complete an Initial Business Combination within 24 months. According to accounting standards, these shares are classified outside of permanent equity at their redemption value, reflecting the significant possibility of their redemption.

The company's main expenses relate to offering costs, legal and administrative services, and salaries for its officers and directors. A significant liability noted is the deferred underwriting compensation of $24.15 million, which is contingent upon the completion of an Initial Business Combination. There are also accrued offering costs and other current liabilities.