Business Context and Reporting Period
This Form 8-K reports on events occurring on September 19, 2019, for Apex Technology Acquisition Corporation (not Avepoint, Inc., as noted in the metadata). The registrant is a Delaware corporation and an emerging growth company. The filing details the consummation of its Initial Public Offering (IPO) and a concurrent private placement.
Key Financial Metrics
- Gross Proceeds (IPO): $350,000,000 from the sale of 35,000,000 Units at $10.00 per Unit.
- Gross Proceeds (Private Placement): $8,100,000 from the sale of 810,000 Private Placement Units.
- Total Funds in Trust: $350,000,000 deposited in a U.S.-based trust account at J.P. Morgan Chase Bank, N.A.
- Trust Composition: Includes $341,900,000 from IPO proceeds (incorporating $13,150,000 of deferred underwriting discount) and $8,100,000 from the Private Placement.
- Warrant Exercise Price: $11.50 per share.
Material Changes
The primary material change is the transition from a private entity to a public company via the IPO. The underwriters exercised their over-allotment option in part, resulting in the issuance of 4,500,000 additional Units. Consequently, the Sponsor forfeited 18,750 Founder Shares, which were cancelled by the Company. An audited balance sheet as of September 19, 2019, reflecting these proceeds, has been issued.
Outlook and Management Commentary
The filing confirms the successful closing of the IPO and the placement of funds into a trust account, a standard procedure for Special Purpose Acquisition Companies (SPACs) to preserve capital for a future business combination. No specific forward-looking guidance regarding a target acquisition or timeline is provided in this text. The deferred underwriting discount of $13,150,000 remains payable upon the completion of a business combination.
Investor Verification Checklist
- Verify the identity of the registrant as Apex Technology Acquisition Corporation (Ticker: APXTU/APXTX/APXTW), distinct from Avepoint, Inc.
- Confirm the total amount held in the trust account ($350,000,000) and the trustee (Continental Stock Transfer & Trust Company).
- Review Exhibit 99.1 for the full audited balance sheet as of September 19, 2019.
- Understand the terms of the deferred underwriting discount ($13,150,000) and its impact on net proceeds available for a future merger.
- Note the forfeiture of 18,750 Founder Shares by the Sponsor due to the partial exercise of the over-allotment option.