Filing Overview
This Form 8-K was filed by Oaktree Acquisition Corp., not Hims & Hers Health, Inc. The report date was July 22, 2019, and it describes the company’s initial public offering and related private placement.
Business Context and Reporting Period
Oaktree Acquisition Corp. was a Cayman Islands special purpose acquisition company (SPAC) formed to pursue an initial business combination. On July 22, 2019, it completed its IPO and deposited the applicable proceeds into a trust account.
Key Financial and Capital Markets Metrics
- IPO: 20,125,000 units issued at $10.00 per unit.
- Private placement: 4,016,667 warrants sold to Oaktree Acquisition Holdings, L.P. at $1.50 per warrant.
- Offering proceeds placed in trust: $201.25 million in aggregate, including applicable IPO and private-placement proceeds.
- Warrants included in IPO units are exercisable at $11.50 per whole warrant for one Class A ordinary share.
- The filing text does not provide detailed revenue, profit, operating cash flow, margin, debt, or liquidity figures beyond the trust-account proceeds.
- An audited balance sheet as of July 22, 2019 was filed as Exhibit 99.1, but its detailed balances are not included in the provided text.
Material Changes and Terms
The principal event was the completion of the IPO and private placement. The $201.25 million of offering proceeds was placed in a trust account for the benefit of public shareholders and the IPO underwriters.
Trust funds generally cannot be released until the earlier of completion of an initial business combination or redemption of 100% of the public Class A ordinary shares if no business combination is completed within 24 months after the IPO closing.
Outlook, Risks, and Unusual Items
- The company had up to 24 months from the IPO closing to complete an initial business combination; otherwise, the public shares were subject to redemption as described in the filing.
- Permitted trust-account withdrawals included interest used for regulatory compliance and related costs, subject to an annual limit of $325,000, income taxes, and certain shareholder redemptions associated with amendments to the company’s governing documents.
- The filing does not identify a target business, provide operating guidance, or discuss forecast revenue or earnings.
- As a SPAC, the company’s principal risks included failure to complete a business combination, shareholder redemptions, and limitations on access to trust-account funds.
Investor Verification Items
- Confirm that the filing issuer is Oaktree Acquisition Corp. rather than Hims & Hers Health, Inc.
- Review Exhibit 99.1 for the audited July 22, 2019 balance sheet and detailed cash, liabilities, and shareholders’ equity balances.
- Verify the trust-account amount, permitted withdrawals, and 24-month business-combination deadline.
- Review the IPO unit, warrant, redemption, and liquidation terms before assessing dilution or downside protection.