10-QPeriod: Q3 FY2018

Vertiv Holdings Co Quarterly Report for Q3 Ended Sep 30, 2018

Filed November 6, 2018For Securities:VRT

Summary

Vertiv Holdings Co (VRT), formerly GS Acquisition Holdings Corp, is a blank check company focused on completing an initial business combination. As of the period ending September 30, 2018, the company had not yet identified or completed an acquisition, and its operations primarily consisted of formation activities and its initial public offering (IPO) on June 12, 2018. The company raised substantial capital through its IPO and a concurrent private placement of warrants, with the majority of these funds placed in a trust account. The financial statements reflect the significant capital raised and the structure of a special purpose acquisition company (SPAC). The company generated nominal income from interest and dividends on its trust account investments and incurred administrative and offering-related expenses. A key feature is the substantial amount of Class A common stock classified outside of permanent equity due to its redemption feature, which is standard for SPACs pending a business combination.

Financial Highlights

21 data points
Beta

Revenue

$0.00

Net Income

$2.30M

Total Assets

$695.16M

Cash & Equivalents

$985K

Free Cash Flow

$2.11M

Financial Statements
Beta
Revenue$0
Net Income$2.30M

Key Highlights

  • 1The company is a blank check company (SPAC) incorporated for the purpose of effecting a merger, acquisition, or similar business combination.
  • 2GS Acquisition Holdings Corp completed its Initial Public Offering (IPO) on June 12, 2018, raising $690 million.
  • 3A significant portion of the IPO proceeds ($690 million) was placed in a trust account, invested in money market funds.
  • 4As of September 30, 2018, the company had not yet identified or completed an initial business combination.
  • 5A large portion of Class A common stock (66,095,174 shares) is classified outside of permanent equity due to redemption rights, totaling $664,562,652.
  • 6The company incurred $2,296,093 in net income for the three months ended September 30, 2018, primarily from interest and dividend income on trust account assets.
  • 7Deferred underwriting compensation of $24,150,000 is a significant liability, payable upon completion of the initial business combination.

Frequently Asked Questions

Vertiv Holdings Co, operating as GS Acquisition Holdings Corp at the time of this filing, is a special purpose acquisition company (SPAC). Its primary objective is to find and complete an initial business combination with another company, rather than engaging in traditional operating business activities.

The company's main assets consist of cash and cash equivalents, with the vast majority ($692,697,154 as of September 30, 2018) held in a trust account. These funds are invested in money market funds, with only a small portion held outside the trust account for operational expenses.

A large number of Class A shares are classified outside of permanent equity because they carry a redemption feature. Holders of these shares have the right to redeem them for cash (equal to their pro rata share of the trust account) if the company does not complete an initial business combination within a specified timeframe or in connection with the business combination itself. This classification reflects the potential obligation to redeem these shares.

The deferred underwriting compensation of $24,150,000 represents a portion of the underwriters' fees that was not paid at the time of the IPO. This amount is contingent upon the successful completion of an initial business combination and will be paid from the trust account upon such event. It is recorded as a liability because management has deemed the completion of a business combination probable.