10-QPeriod: Q2 FY2019

Vertiv Holdings Co Quarterly Report for Q2 Ended Jun 30, 2019

Filed August 6, 2019For Securities:VRT

Summary

This 10-Q filing for Vertiv Holdings Co (VRT), operating as GS Acquisition Holdings Corp. at the time, pertains to the period ending June 30, 2019. As a special purpose acquisition company (SPAC), the Company's primary activities revolve around identifying and evaluating potential acquisition targets for an Initial Business Combination. The report highlights the Company's financial position, characterized by significant cash reserves held in a trust account, intended to fund a future business combination. Net income for the six months ended June 30, 2019, was primarily derived from dividends earned, reflecting the interim stage of its operations. Investor focus should be on the Company's progress towards its Initial Business Combination. The report details the significant cash raised from its June 2018 IPO and private placement, which is earmarked for this purpose. While the Company has incurred operating expenses, including administrative support and deferred underwriting fees, it anticipates having sufficient funds for its pre-acquisition activities. However, uncertainties remain regarding the successful completion of a business combination and potential future funding needs.

Financial Highlights

34 data points
Beta

Revenue

$1.13B

32.4% Gross Margin

Net Income

-$18.90M

-1.7% Net Margin

EPS (Diluted)

$-0.16

Total Assets

$702.72M

Cash & Equivalents

$225K

Free Cash Flow

-$60.20M

Financial Statements
Beta
Revenue$1.13B
Cost of Revenue$766.90M
Gross Profit$367.20M
SG&A Expenses$263.30M
Interest Expense$78.70M
Net Income-$18.90M
EPS (Basic)$-0.16
EPS (Diluted)$-0.16
Shares Outstanding (Basic)118.26M
Shares Outstanding (Diluted)118.26M

Key Highlights

  • 1The Company, operating as a SPAC, is actively seeking an Initial Business Combination and has not yet identified a target.
  • 2As of June 30, 2019, the Company held substantial cash and cash equivalents of $690,000,000 in a trust account and $225,175 outside the trust account.
  • 3Net income for the six months ended June 30, 2019, was $5,442,134, primarily consisting of dividends earned.
  • 4The Company has $24,150,000 in deferred underwriting fees payable upon the completion of its Initial Business Combination.
  • 5An administrative support agreement is in place, costing $10,000 per month, for office space and services.
  • 6No material market or interest rate risk was identified as of June 30, 2019, due to investments in money market funds.
  • 7Disclosure controls and procedures were evaluated and found to be effective as of June 30, 2019.

Frequently Asked Questions

At the time of this filing (period ending June 30, 2019), Vertiv Holdings Co, operating as GS Acquisition Holdings Corp., was a blank check company (SPAC) formed to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. Its primary activity was identifying and evaluating prospective acquisition targets for an Initial Business Combination.

As of June 30, 2019, the Company had $690,000,000 held in a trust account, primarily invested in a money market fund. Additionally, it held $225,175 in cash and cash equivalents outside the trust account.

For the six months ended June 30, 2019, the Company reported a net income of $5,442,134. This income was solely derived from dividends earned, as the Company's operational activities were focused on its formation and the pursuit of an Initial Business Combination.

A significant financial commitment is the deferred underwriting discount of $24,150,000, which will be paid to the underwriters upon the completion of the Initial Business Combination. Additionally, there is an administrative support agreement with an affiliate of the Sponsor for $10,000 per month for office space and services.