Katapult Holdings (KPLT) Registration filing summary

Company overview and business model

• Newly formed Delaware blank-check vehicle seeking a merger, acquisition, reorganization or similar business combination; no target selected or substantive target discussions begun as of Oct. 11, 2019.

• Search focus: financial-services and FinTech targets with $500M–$1.5B equity value, including asset and wealth management and specialty finance; other industries remain eligible.

• Target criteria include differentiated offerings, experienced management, recurring revenue, strong free cash flow, niche or leading positions, and potential to improve operations or strategy.

• Business combination must acquire at least 50% of target voting securities or otherwise obtain control; Nasdaq-listed vehicle intends to meet the 80% trust-asset fair-value test.

Financial performance and metrics

• No operations or revenue through Sept. 30, 2019; net loss was $1,000 for the period from Aug. 9 inception through Sept. 30.

• Sept. 30, 2019 unaudited balance sheet: assets $132,091, liabilities $108,091, stockholders’ equity $24,000, and working-capital deficiency $107,383.

• Pro forma net tangible book value per share after the offering was estimated at $0.75 without over-allotment and $0.66 with full over-allotment; public-stockholder dilution was $9.25 and $9.34 per share, respectively.

Use of proceeds and capital allocation

• Proposed public offering: $200M; sponsor placement: $6.25M. $200M, or $230M with full over-allotment, would be deposited in trust at $10 per public unit.

• Of $1.5M outside trust, estimated allocation: $1.2M for business-combination diligence and transaction costs, $150K for regulatory reporting, and $150K for working capital.

• Trust funds are restricted to specified redemptions, taxes and transaction completion; remaining funds may fund target consideration, working capital, debt repayment or acquisitions.

• Additional financing may include debt, private placements or securities issued to target sellers; up to $1.5M of potential working-capital loans may convert into units at $10 each.