Quarterly report pursuant to Section 13 or 15(d)

Description of Organization and Business Operations (Tables)

v3.19.1
Description of Organization and Business Operations (Tables)
6 Months Ended
Mar. 31, 2019
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Schedule of Aggregate Closing Consideration for Redemption Range The Aggregate Closing Consideration for each such Redemption Range, by component of the Aggregate Closing Consideration, is as follows:

 

Cash Consideration

 

Closing Share Consideration

(in shares of the Company’s

Common Stock)

 

Note Principal

Amount

Redemption Percentage is equal to or greater than 87.5%

$0

 

10,181,819

 

$15,000,000

Redemption Percentage is greater than 75.0% but less than 87.5%

$3,750,000

 

9,781,819

 

$11,250,000

Redemption Percentage is greater than 62.5% but less than or equal to 75.0%

$7,500,000

 

9,381,819

 

$7,500,000

Redemption Percentage is equal to or greater than 50.0% but less than or equal to 62.5%

$11,250,000

 

8,999,319

 

$3,750,000

Redemption Percentage is less than 50.0%

$15,000,000

 

8,616,819

 

$0

Aggregate 2019 Earnout Shares  
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Summary of Aggregate Number of Earnout Shares Based on Redemption Range If the pro forma revenue and pro forma adjusted EBITDA of the Company and its subsidiaries for the 2019 fiscal year exceeds the pro forma revenue and pro forma adjusted EBITDA of Kaleyra and its subsidiaries for the 2018 fiscal year by thirty percent (30%) and forty-five percent (45%) respectively, then the aggregate number of Earnout Shares which the Sellers will be entitled to receive (the “2019 Earnout Shares”) is as follows, determined based on the applicable Redemption Range:

 

 

 

 

 

 

 

 

 

 

 

 

Redemption Percentage

  

Less than 50.00%

  

Equal to or greater
than 50.00% but
less than or equal
to 62.50%

  

Greater than
62.50% but less
than or equal to
75.00%

  

Greater than
75.00% but less
than 87.50%

  

Equal to or greater
than 87.50%

Aggregate 2019 Earnout Shares

  

2,146,133

  

1,954,892

  

1,763,633

  

1,563,642

  

1,363,633

Aggregate 2020 Earnout Shares  
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Summary of Aggregate Number of Earnout Shares Based on Redemption Range If the revenue and adjusted EBITDA of the Company and its subsidiaries for the 2020 fiscal year exceeds the pro forma revenue and pro forma adjusted EBITDA of the Company and its subsidiaries for the 2019 fiscal year by thirty percent (30%) and forty-five percent (45%) respectively, then the number of Earnout Shares which the Sellers will be entitled to receive (the “2020 Earnout Shares”) is as follows, determined based on the applicable Redemption Range:

 

Redemption Percentage

  

Less than 50.00%

  

Equal to or greater
than 50.00% but
less than or equal
to 62.50%

  

Greater than
62.50% but less
than or equal to
75.00%

  

Greater than
75.00% but less
than 87.50%

  

Equal to or greater
than 87.50%

Aggregate 2020 Earnout Shares

  

2,146,139

  

1,954,881

  

1,763,639

  

1,563,631

  

1,363,639

Aggregate Sponsor Earnout Shares  
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Summary of Aggregate Number of Earnout Shares Based on Redemption Range The aggregate number of Sponsor Earnout Shares will be determined as follows, based on the applicable Redemption Range:

 

Redemption Percentage

  

Less than 50.00%

  

Equal to or greater
than 50.00% but
less than or equal
to 62.50%

  

Greater than
62.50% but less
than or equal to
75.00%

  

Greater than
75.00% but less
than 87.50%

  

Equal to or greater
than 87.50%

Aggregate Sponsor Earnout Shares

  

251,686

  

629,220

  

1,090,646

  

1,552,074

  

2,013,504