UWM Holdings Corp quarterly report, Q1 FY2020

Filing summary

Registrant identity: The supplied filing is for Gores Holdings IV, Inc., a blank-check company, not UWM Holdings Corp. It is a Form 10-Q for the quarter ended March 31, 2020.

Business context and reporting period

Gores Holdings IV completed its IPO on January 28, 2020, raising $425.0 million, and was seeking a business combination. As of March 31, it had not identified a target or begun substantive discussions with one. It had no operating business or operating revenue.

Financial results and position

  • Revenue and profit: Revenue was zero. Net income was $516,825, including $880,040 of interest and dividend income, offset by $236,200 of operating and franchise-tax expenses and $127,015 of income-tax provision. Basic and diluted earnings per share were $0.02 for Class A and a loss of $0.01 for Class F.
  • Cash and liquidity: Cash outside the trust was $1.107 million; trust assets were $425.879 million, held in money-market funds. Current assets were $1.497 million and current liabilities were $624,246; reported working capital was $872,501.
  • Cash flow: Operating activities provided $534,289. Investing activities used $425.879 million, primarily for the trust deposit. Financing activities provided $426.451 million. Cash at quarter-end was $1.107 million.
  • Debt and obligations: No long-term debt was reported. The company had $14.875 million of deferred underwriting compensation, payable only if it completes a business combination. It also pays a sponsor affiliate $20,000 monthly for administrative services.
  • Margins: Not meaningful because the company had no operating revenue.

Changes versus the prior period

The company completed its IPO during the quarter, moving from $412,494 in total assets at December 31, 2019 to $427.376 million at March 31, 2020, largely because of IPO proceeds placed in trust. Working capital changed from a deficit of $14,002 to a surplus of $872,501. The filing does not provide a prior-year comparable quarterly income statement or cash-flow period.

Outlook, risks, and unusual items

  • The company had 24 months from the IPO closing—through January 28, 2022—to complete a business combination. If it does not, it must wind up and redeem public shares, subject to the filing’s terms; warrants would expire worthless.
  • Management said available funds were expected to support the search, but warned that costs could exceed estimates and that additional financing might be needed. Completion of a business combination was not assured.
  • COVID-19 could disrupt target identification, negotiations, travel, financing, and transaction completion; the company could not determine the pandemic’s ultimate impact.
  • Public shares totaling 40,681,707 were classified outside permanent equity at a $406.817 million redemption value. The company stated it would not redeem shares if doing so reduced net tangible assets below $5,000,001.
  • The trust’s reported annualized return was approximately 0.1%. The filing reported no legal proceedings, defaults, or off-balance-sheet financing arrangements.

Important facts to verify

  • Confirm that this Gores Holdings IV filing—not a UWM Holdings Corp. filing—is the intended source.
  • Verify the business-combination deadline, redemption terms, and treatment of warrants if no transaction is completed.
  • Check the status and terms of any subsequent business-combination agreement, financing, or material COVID-19-related developments.
  • Reconcile the filing’s trust balance, outside cash, working capital, and deferred underwriting compensation with subsequent reports.