Attached files
| file | filename |
|---|---|
| EX-99.3 - PRESS RELEASE, DATED OCTOBER 26, 2018 - GRID DYNAMICS HOLDINGS, INC. | f8k102518ex99-3_chaserg.htm |
| EX-99.2 - PRESS RELEASE, DATED OCTOBER 25, 2018 - GRID DYNAMICS HOLDINGS, INC. | f8k102518ex99-2_chaserg.htm |
| 8-K - CURRENT REPORT - GRID DYNAMICS HOLDINGS, INC. | f8k102518_chasergtechnology.htm |
Exhibit 99.1
CHASERG TECHNOLOGY ACQUISITION CORP.
PRO FORMA BALANCE SHEET
| October 10, | Pro Forma | |||||||||||
| 2018 | Adjustments | As Adjusted | ||||||||||
| (unaudited) | (unaudited) | |||||||||||
| ASSETS | ||||||||||||
| Current Assets: | ||||||||||||
| Cash | $ | 1,354,817 | $ | — | $ | 1,354,817 | ||||||
| Prepaid expenses and other current assets | 28,200 | — | 28,200 | |||||||||
| Total Current Assets | 1,383,017 | — | 1,383,017 | |||||||||
| Cash held in Trust Account | 200,000,000 | 20,000,000 | (a) | 220,000,000 | ||||||||
| 400,000 | (b) | |||||||||||
| (400,000 | )(c) | |||||||||||
| Total Assets | $ | 201,383,017 | $ | 20,000,000 | $ | 221,383,017 | ||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||
| Current Liabilities | ||||||||||||
| Accounts payable and accrued expenses | $ | 754 | $ | — | $ | 754 | ||||||
| Accrued offering costs | 80,582 | — | 80,582 | |||||||||
| Total Current Liabilities | 81,336 | — | 81,336 | |||||||||
| Deferred underwriting fees | 7,000,000 | 700,000 | (d) | 7,700,000 | ||||||||
| Total Liabilities | 7,081,336 | 700,000 | 7,781,336 | |||||||||
| Commitments | ||||||||||||
| Common stock subject to possible redemption, 18,930,168 and 20,860,168 shares, respectively, at redemption value | 189,301,680 | 19,300,000 | (f) | 208,601,680 | ||||||||
| Stockholders’ Equity: | ||||||||||||
| Preferred stock, $0.0001 par value; 1,000,000 authorized; none issued and outstanding | — | — | — | |||||||||
| Class A Common stock, $0.0001 par value; 100,000,000 shares authorized; 1,669,832 and 1,779,832 shares, respectively, issued and outstanding (excluding 18, 930,168 and 20,860,168 shares, respectively, subject to possible redemption) | 167 | 200 | (a) | 178 | ||||||||
| 4 | (b) | |||||||||||
| (193 | )(f) | |||||||||||
| Class B Common stock, $0.0001 par value; 10,000,000 shares authorized; 5,750,000 and 5,500,000 shares, respectively, issued and outstanding | 575 | (25 | )(e) | 550 | ||||||||
| Additional paid-in capital | 5,001,267 | 19,999,800 | (a) | 5,001,281 | ||||||||
| 399,996 | (b) | |||||||||||
| (400,000 | )(c) | |||||||||||
| (700,000 | )(d) | |||||||||||
| 25 | (e) | |||||||||||
| (19,299,807 | )(f) | |||||||||||
| Accumulated deficit | (2,008 | ) | — | (2,008 | ) | |||||||
| Total Stockholders' Equity | 5,000,001 | — | 5,000,001 | |||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 201,383,017 | $ | 20,000,000 | $ | 221,383,017 | ||||||
See accompanying note to the pro forma balance sheet.
CHASERG TECHNOLOGY ACQUISITION CORP.
NOTE TO PRO FORMA BALANCE SHEET
(unaudited)
NOTE 1 - CLOSING OF OVER-ALLOTMENT OPTION AND ADDITIONAL PRIVATE PLACEMENT
The accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of ChaSerg Technology Acquisition Corp. (the “Company”) as of October 10, 2018, adjusted for the partial closing of the underwriters’ over-allotment option and related transactions which occurred on October 25, 2018, as described below.
On October 25, 2018, the Company consummated the closing of the sale of 2,000,000 additional units (the “Units”) at a price of $10.00 per unit upon receiving notice of the underwriters’ election to partially exercise their over-allotment option (“Overallotment Units”), generating additional gross proceeds of $20,000,000 and incurred additional offering costs of $400,000 in underwriting fees. Each Unit consists of one share of the Company’s Class A common stock and one-half of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one share of the Company’s Class A common stock at a price of $11.50 per share. Simultaneously with the exercise of the over-allotment, the Company consummated the private placement of an additional 40,000 units (the “Placement Units”), of which 30,000 Placement Units were sold to ChaSerg Technology Sponsor LLC (the “Sponsor”) and 10,000 Placement Units were sold to the underwriters, generating aggregate gross proceeds of $400,000. Additional underwriting fees of $700,000 have been deferred until the completion of the Company’s initial business combination. As a result of the underwriters’ election to partially exercise their over-allotment option, 250,000 shares of Class B common stock issued to the Sponsor (the “Founder Shares’) were forfeited and 500,000 Founder Shares are no longer subject to forfeiture, resulting in an aggregate of 5,500,000 Founder Shares issued and outstanding. Pro forma adjustments to reflect the exercise of the underwriters’ over-allotment option are as follows:
| Pro forma entries: | Debit | Credit | ||||||||
| a. | Cash held in Trust Account | 20,000,000 | ||||||||
| Class A Common stock | 200 | |||||||||
| Additional paid-in capital | 19,999,800 | |||||||||
| To record sale of 2,000,000 Overallotment Units at $10.00 per Unit. | ||||||||||
| b. | Cash held in Trust Account | 400,000 | ||||||||
| Class A Common stock | 4 | |||||||||
| Additional paid-in capital | 399,996 | |||||||||
| To record sale of 40,000 Placement Units at $10.00 per Private Unit. | ||||||||||
| c. | Additional paid-in capital | 400,000 | ||||||||
| Cash held in Trust Account | 400,000 | |||||||||
| To record payment of 2.0% of cash underwriting fee on over-allotment option. | ||||||||||
| d. | Additional paid-in capital | 700,000 | ||||||||
| Deferred underwriting fees | 700,000 | |||||||||
| To record the liability for deferred underwriting fees on over-allotment option. | ||||||||||
| e. | Class B Common stock | 25 | ||||||||
| Additional paid-in capital | 25 | |||||||||
| To record forfeiture of 250,000 Founder Shares. | ||||||||||
| f. | Class A Common stock | 193 | ||||||||
| Additional paid-in capital | 19,299,807 | |||||||||
| Common Stock Subject to Redemption | 19,300,000 | |||||||||
| To reclassify common stock out of permanent equity into mezzanine redeemable stock. | ||||||||||