Liquidity and Capital Resources
In November 2017, Gores IIIs Former Sponsor purchased an aggregate of 10,781,250 Founder Shares for an aggregate purchase price of $25,000, or
approximately $0.002 per share. Subsequently, the Former Sponsor transferred an aggregate of 75,000 Founder Shares to Messrs. Randall Bort, William Patton and Jeffrey Rea, former independent directors of Gores III. On October 22, 2018,
following the expiration of the unexercised portion of the underwriters over-allotment option, the Former Sponsor forfeited 781,250 Founder Shares so that the remaining Founder Shares held by Gores IIIs Initial Stockholders represented
20.0% of the outstanding shares upon IPO Closing Date.
On September 11, 2018, Gores III consummated an IPO of 40,000,000 Units at a price of $10.00
per Unit, including 2,500,000 Units as a result of the underwriters partial exercise of their over-allotment option, generating gross proceeds of $400,000,000. On the IPO Closing Date, Gores III completed the private sale of an aggregate of
6,666,666 Private Placement Warrants, each exercisable to purchase one share of Common Stock at $11.50 per share, to our Former Sponsor, at a price of $1.50 per Private Placement Warrant, generating gross proceeds, before expenses, of $10,000,000.
After deducting the underwriting discounts and commissions (excluding any deferred underwriting commissions (the Deferred Discount), which amount became payable upon consummation of the Business Combination) and the estimated
offering expenses, the total net proceeds from the IPO and the sale of the Private Placement Warrants were 401,100,000, of which $400,000,000 (or $10.00 per share sold in the IPO) was placed in the Trust Account. The amount of proceeds not deposited
in the Trust Account was $1,100,000 at the closing of our IPO. Interest earned on the funds held in the Trust Account could be released to fund Gores IIIs regulatory compliance requirements and other costs related thereto (Regulatory
Withdrawals) (subject to an annual limit of $750,000, for a maximum of 24 months) and/or additional amounts necessary to pay franchise and income taxes.
On November 3, 2017, the Former Sponsor loaned Gores III an aggregate of $150,000 by the issuance of an unsecured promissory note for $150,000 to cover
expenses related to the IPO, and on August 30, 2018, the Former Sponsor loaned Gores III an additional $150,000 by the issuance of a second unsecured promissory note for $150,000 to cover expenses related to the IPO (collectively, the
Notes). These Notes were non-interest bearing and payable on the earlier of November 30, 2018 or the completion of the IPO. These Notes were repaid in full upon the completion of the
IPO.
As of December 31, 2019 and 2018, Gores III had cash held outside of the Trust Account of $244,960 and $856,182, respectively, which was
available to fund Gores IIIs working capital requirements.
As of December 31, 2019 and 2018, Gores III had current liabilities of $4,517,373
and $687,370, respectively and working capital of ($4,187,865) and $375,661, respectively, largely due to amounts owed to professionals, consultants, advisors and others who were working on seeking a Business Combination.
Off-balance sheet financing arrangements
Gores III had no obligations, assets or liabilities which would be considered off-balance sheet arrangements as of
December 31, 2019 and 2018. Gores III did not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for
the purpose of facilitating off-balance sheet arrangements.
Gores III did not enter into any off-balance sheet financing arrangements, establish any special purpose entities, guarantee any debt or commitments of other entities, or enter into any non-financial
agreements involving assets as of December 31, 2019 and 2018.
Contractual obligations
Gores III did not have any long-term debt obligations, capital lease obligations, operating lease obligations, purchase obligations or long-term liabilities at
December 31, 2019 other than an administrative services agreement to pay a monthly recurring expense of $20,000 to The Gores Group for office space, utilities and secretarial support. The administrative services agreement terminated upon the
completion of the Business Combination.
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