Axar Acquisition (AXAR) 10-K 19 Feb 16 2015 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2015	Feb. 19, 2016
Document and Entity Information [Abstract]
Entity Registrant Name	AR Capital Acquisition Corp.
Entity Central Index Key	1,615,892
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-K
Document Period End Date	Dec. 31, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Common Stock, Shares Outstanding		30,000,000
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float	$ 233,520,000

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Current assets:
Cash	$ 700,873	$ 1,570,214
Accounts receivable	2,817	0
Prepaid expenses and other assets	0	28,133
Total current assets	703,690	1,598,347
Non-current assets:
Investments held in Trust Account	240,018,972	240,002,671
Total assets	240,722,662	241,601,018
Current liabilities:
Accounts payable and accrued expenses	135,937	59,921
Franchise tax payable	116,877	78,411
Due to affiliates	63,919	95,056
Total current liabilities	316,733	233,388
Deferred underwriting commissions and advisory fees	8,400,000	8,400,000
Total liabilities	8,716,733	8,633,388
Common stock subject to possible redemption; 22,700,592 and 22,796,762 shares (at redemption value of approximately $10.00 per share) as of December 31, 2015 and December 31, 2014, respectively	227,005,919	227,967,620
Preferred stock, $0.0001 par value, 1,000,000 authorized, none issued and outstanding	0	0
Common stock, $0.0001 par value, 400,000,000 shares authorized, 7,299,408 and 7,203,238 shares issued and outstanding (excluding 22,700,592 and 22,796,762 shares subject to possible redemption) at December 31, 2015 and December 31, 2014, respectively	730	720
Additional paid-in capital	6,276,986	5,312,478
Accumulated deficit	(1,277,706)	(313,188)
Total stockholders' equity	5,000,010	5,000,010
Total liabilities and stockholders' equity	$ 240,722,662	$ 241,601,018

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common stock, subject to redemption	22,700,592	22,796,762
Common stock, redemption value	$ 10	$ 10
Preferred stock, par value per share	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	7,299,408	7,276,502
Common stock, shares outstanding	7,299,408	7,276,502

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	5 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
Revenues:
Interest income from Trust Account	$ 2,671	$ 16,301
Interest income from operating account	406	1,155
Total interest income	3,077	17,456
Expenses:
Professional fees	96,818	234,240
State franchise taxes	78,411	180,605
Compensation reimbursement fee	44,516	180,000
Administrative fee	29,677	120,000
Other expenses	66,843	267,129
Total expenses	316,265	981,974
Net loss	$ (313,188)	$ (964,518)
Basic and diluted net loss per share (in dollars per share)	$ (0.04)	$ (0.13)
Weighted average number of common shares outstanding basic and diluted (in shares)	8,080,989	7,240,479

STATEMENTS OF CHANGES IN STOCKH

STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)	Total	Common Shares	Additional Paid-In Capital	Accumulated Deficit	Private Placement	Private PlacementCommon Shares	Private PlacementAdditional Paid-In Capital	IPO	IPOCommon Shares	IPOAdditional Paid-In Capital
Balance (in shares) at Jul. 24, 2014		0
Balance at Jul. 24, 2014	$ 0	$ 0	$ 0	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of common stock (in shares)						8,625,000			24,000,000
Sale of common stock					$ 25,000	$ 863	$ 24,137	$ 240,000,000	$ 2,400	$ 239,997,600
Sponsor shares forfeited (in shares)						(2,625,000)
Sponsor shares forfeited	0	(263)	263
Sale of 6,550,000 of Private Placement Warrants on October 7, 2014 at $1.00 per warrant					6,550,000		6,550,000
Underwriters commissions, advisory fees and offering costs (net of reimbursement)	(13,294,182)		(13,294,182)
Common stock subject to possible redemption: 22,828,685 (at redemption value of approximately $10.00 per share) (in shares)						(22,829,846)
Common stock subject to possible redemption: 22,829,846 (at redemption value of approximately $10.00 per share) at October 7, 2014					$ (228,298,461)	$ (2,283)	$ (228,296,178)
Change in proceeds subject to possible redemption (in shares)						33,084
Change in common stock subject to possible redemption	330,841	$ 3	330,838
Net loss	(313,188)			(313,188)
Balance (in shares) at Dec. 31, 2014		7,203,238
Balance at Dec. 31, 2014	5,000,010	$ 720	5,312,478	(313,188)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Underwriters commissions, advisory fees and offering costs (net of reimbursement)	2,817		2,817
Change in proceeds subject to possible redemption (in shares)		96,170
Change in common stock subject to possible redemption	961,701	$ 10	961,691
Net loss	(964,518)			(964,518)
Balance (in shares) at Dec. 31, 2015		7,299,408
Balance at Dec. 31, 2015	$ 5,000,010	$ 730	$ 6,276,986	$ (1,277,706)

STATEMENTS OF CHANGES IN STOCK6

STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY (Parenthetical) - $ / shares	5 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2014	Oct. 07, 2014
Common Stock redemption price	$ 10	$ 10
Redeemable common stock (in shares)	22,796,762	22,796,762
Common Shares
Shares possible for redemption		22,829,846
Common Stock redemption price	$ 10	$ 10
Redeemable common stock (in shares)	22,796,762	22,796,762
Private Placement | Common Shares
Share price			$ 0.003
Private placement warrants	8,625,000
Shares possible for redemption	22,829,846
IPO | Common Shares
Share price			$ 10
Private placement warrants	24,000,000
IPO | Warrant
Share price	$ 1	$ 1
Private placement warrants		6,550,000

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	5 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
Cash flows from operating activities:
Net loss	$ (313,188)	$ (964,518)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest on Trust Account	(2,671)	(16,301)
Changes in assets and liabilities:
Prepaid expenses and other assets	(28,133)	28,133
Accounts payable and accrued expenses	59,921	76,016
Due to affiliates	95,056	(17,437)
Franchise tax payable	78,411	38,466
Net cash used in operating activities:	(110,604)	(855,641)
Cash flows from investing activities
Trust Account proceeds invested	(240,002,671)	(16,301)
Interest on Trust Account	2,671	16,301
Net cash used in investing activities	(240,000,000)	0
Cash flows from financing activities:
Proceeds from sale of common stock to initial stockholder	25,000	0
Proceeds from sale of common stock through public offering, net of underwriting discounts	235,200,000	0
Proceeds from Sponsor to purchase private placement warrants	6,550,000	0
Offering cost reimbursement received from underwriter	500,000	0
Payment of offering costs	(594,182)	(13,700)
Proceeds from promissory note from Sponsor	79,702	0
Repayment of Sponsor promissory note	(79,702)	0
Net cash provided by (used in) financing activities:	241,680,818	(13,700)
Net (decrease) increase in cash	1,570,214	(869,341)
Cash, beginning of period	0	1,570,214
Cash, end of period	1,570,214	700,873
Supplemental disclosure of cash flow activities:
Cash paid for franchise taxes	0	142,139
Supplemental disclosure of financing activities:
Deferred underwriting commissions and advisory fees	8,400,000	0
Receivable for offering costs	$ 0	$ 2,817

Organization and Business Opera

Organization and Business Operations	12 Months Ended
	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	Organization and Business Operations Incorporation The Company was incorporated in Delaware on July 25, 2014. Sponsor The Company’s sponsor is AR Capital, LLC, a Delaware limited liability company (the “Sponsor”). Business Purpose The Company is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more operating businesses (“Initial Business Combination”). The Company has neither engaged in any operations nor generated significant revenue to date. The Company’s management has broad discretion with respect to the Initial Business Combination. However, there is no assurance that the Company will be able to successfully effect an Initial Business Combination. Financing The registration statement for the Company’s initial public offering (the “Public Offering”, See Note 3) was declared effective by the United States Securities and Exchange Commission (“SEC”) on October 1, 2014. On October 7, 2014, the Company consummated the Public Offering of 24,000,000 of its units (See Note 3). The Sponsor purchased simultaneously with the consummation of the Public Offering $6,550,000 of warrants in a private placement (See Note 4). Upon consummation of the Public Offering of 24,000,000 of its units and the $6,550,000 in private placement warrants, $240,000,000 (which is net of the upfront underwriting discounts of $4,800,000 , expenses related to the offering of $750,000 and proceeds not held in the trust account of $1,000,000 ) was placed in the trust account (the "Trust Account") with Continental Stock Transfer & Trust Company acting as trustee. Additionally, the Sponsor loaned $79,702 through the issuance of an unsecured promissory note (the "Note") on August 1, 2014 to cover expenses related to the Public Offering. The Note outstanding was payable without interest upon the consummation of the Public Offering. The Note was repaid in full on October 8, 2014. Trust Account The funds held in the Trust Account can be invested only in U.S. government treasury securities with a maturity of one hundred and eighty days or less or in money market funds meeting certain conditions under Rule 2a-7 of the Investment Company Act of 1940, as amended, which invest only in direct U.S. government treasury obligations. The Company’s amended and restated certificate of incorporation provides that, other than the withdrawal of interest to pay franchise and income taxes, none of the funds held in the Trust Account will be released until the earlier of: (i) the completion of the Initial Business Combination; or (ii) the redemption of 100% of the shares of common stock included in the units sold in the Public Offering if the Company is unable to complete an Initial Business Combination within 24 months from the closing of the Public Offering. Initial Business Combination An Initial Business Combination must occur with one or more target businesses that together have an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding deferred underwriting commissions, advisory fees and taxes payable on the income earned by the Trust Account) at the time of the agreement to enter into the Initial Business Combination. The Company, after signing a definitive agreement for the Initial Business Combination, will either (i) seek stockholder approval of the Initial Business Combination at a meeting called for such purpose in connection with which stockholders may seek to redeem their shares, regardless of whether they vote for or against the Initial Business Combination (provided they in fact vote for or against the Initial Business Combination), for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the Initial Business Combination, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay franchise and income taxes, or (ii) provide stockholders with the opportunity to sell their shares to the Company by means of a tender offer (and thereby avoid the need for a stockholder vote) for an amount in cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to commencement of the tender offer, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay franchise and income taxes. The decision as to whether the Company will seek stockholder approval of the Initial Business Combination or will allow stockholders to sell their shares in a tender offer will be made by the Company, solely in its discretion, and will be based on a variety of factors such as the timing of the transaction and whether the terms of the transaction would otherwise require the Company to seek stockholder approval. If the Company seeks stockholder approval, it will complete the Initial Business Combination only if a majority of the outstanding shares of common stock voted are voted in favor of the Initial Business Combination. In the event the Company seeks stockholder approval or conduct redemptions pursuant to the tender offer rules, then in no event will the Company redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001 . In such case, the Company would not proceed with the redemption of its Public Shares and the related Initial Business Combination, and instead may search for an alternate Initial Business Combination. The Company will only have 24 months from the closing of the Public Offering to complete its Initial Business Combination. If the Company does not complete the Initial Business Combination within this period of time, it shall (i) cease all operations except for the purposes of winding up; (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem 100% of the Public Shares at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay franchise and income taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then Public Shares outstanding, and (iii) as promptly as possible following such redemption, dissolve and liquidate the balance of the Company’s net assets to its remaining stockholders, as part of its plan of dissolution and liquidation. In the event of such distribution, it is possible that the per-share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than the initial public offering price per unit in the Public Offering. Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) permits emerging growth companies to delay complying with new or revised financial accounting standards that do not yet apply to private companies (that is, those that have not had a Securities Act of 1933, as amended (the “Securities Act”) registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act")). The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Fiscal Year End The Company has selected December 31 as its fiscal year end.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and pursuant to the rules and regulations of the SEC. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Recently Adopted Accounting Standards On January 1, 2015, the Company adopted Accounting Standards Update ("ASU") No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as “Development Stage Entities” (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and stockholders’ equity. On September 30, 2015, the Company adopted ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern," which provided guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued and to provide related footnote disclosures. As of December 31, 2015 , the Company’s financial statements have been presented to conform with the reporting and disclosure requirements of the above standards. Going Concern Consideration If the Company does not complete an Initial Business Combination by October 7, 2016, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the common stock sold as part of the units in the Public Offering, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its franchise and income taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company's remaining stockholders and the Company's board of directors, dissolve and liquidate, subject in each case to the Company's obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. This mandatory liquidation and subsequent dissolution requirement raises substantial doubt about the Company’s ability to continue as a going concern. There will be no redemption rights or liquidating distributions with respect to the Company's warrants, which will expire worthless if the Company fails to complete an Initial Business Combination by October 7, 2016. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Net Loss Per Common Share Net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding during the period, plus to the extent dilutive, the incremental number of shares of common stock to settle warrants, as calculated using the treasury stock method. As the Company reported a net loss for the year ended December 31, 2015 and for the period from July 24, 2014 (inception) to December 31, 2014, the effect of the 12,000,000 warrants issued in the Public Offering and 6,550,000 warrants issued to the Sponsor in connection with the private placement have not been considered in the diluted loss per common share because their effect would be anti-dilutive. As a result, diluted loss per common share is the same as basic loss per common share for the period. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times, may exceed the federal depository insurance coverage. The Company has not experienced losses on these accounts. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. Offering Costs The Company complies with the requirements of FASB ASB 340-10-S99-1 and SEC Staff Accounting Bulletin (SAB) Topic 5A - "Expenses of Offering". Offering costs consist principally of professional and registration fees incurred in connection with the Public Offering and that were charged to stockholders' equity. At December 31, 2015 , the Company expects to receive a reimbursement of offering expenses of $2,817 . At December 31, 2014, offering costs of $13,294,182 (including $13,200,000 in underwriting commissions and advisory fees and $94,182 in fees in connection with the Public Offering, which is net of reimbursable offering expenses of $500,000 ) have been charged to stockholders' equity. Organizational Costs Organizational costs include accounting and legal fees and the costs of incorporation. These costs are expensed as incurred. No organizational costs were incurred for the year ended December 31, 2015. For the period of July 25, 2014 (inception) to December 31, 2014, the Company had incurred organizational costs of $22,979 . Redeemable Common Stock All of the 24,000,000 shares of common stock sold as part of the units in the Public Offering contain a redemption feature which allows for the redemption of such shares under the Company’s liquidation or tender offer/stockholder approval provisions. In accordance with FASB ASC 480, redemption provisions not solely within the control of the Company require the security to be classified outside of permanent equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of FASB ASC 480. Although the Company did not specify a maximum redemption threshold, its charter provides that in no event will it redeem the units sold in the Public Offering in an amount that would cause its net tangible assets (stockholders’ equity) to be less than $5,000,001 . The Company recognizes changes in redemption value immediately as they occur and will adjust the carry value of the security to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable common stock shall be affected by charges against additional paid-in capital in accordance with ASC 480. Accordingly, at December 31, 2015 and 2014, 22,700,592 and 22,796,762 of the 24,000,000 Public Shares were classified outside of permanent equity at its redemption value. Income Taxes The Company complies with the accounting and reporting requirements of FASB ASC 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. A valuation allowance is established when necessary to reduce deferred tax assets when it is determined that it is more likely than not that some portion of the deferred tax asset will not be realized. At December 31, 2015 , the Company has a deferred tax asset of approximately $447,197 related to startup costs and net operating loss. Management has determined that a full valuation allowance of the deferred tax asset is appropriate at this time. FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" (FIN 48) (now incorporated into FASB ASC 740, Income Taxes), sets out a consistent framework to determine the appropriate level of tax reserves to maintain for uncertain tax positions. This interpretation uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained upon examination by taxing authorities. The amount of the benefit is then measured to be the highest tax benefit that is greater than 50% likely to be realized. Based on its analysis, the Company has determined that the it has no unrecognized tax benefits as of December 31, 2015 . The Company's conclusion may be subject to review and adjustment at a later date based on factors including, but not limited to, on-going analyses of and changes to tax laws, regulations and interpretations thereof. The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and other expenses, respectively. No interest expense or penalties have been recognized as of December 31, 2015 . The Company files an income tax return in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions. The Company may be subject to potential examination by U.S. federal, U.S. states or foreign jurisdiction authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with U.S. federal, U.S. state and foreign tax laws. The reconciliation of the U.S. federal statutory income tax rate to the Company's effective tax rate for the year ended December 31, 2015 was as follows: Year Ended December 31, 2015 U.S. federal statutory income tax rate 35 % Increase (decrease) in tax rate resulting from: State and local income taxes net of federal benefit 3 % Change in Valuation Allowance (38 )% Effective tax rate 0 % As of December 31, 2015, the Company has federal net operating loss of approximately $254,830 , which expires in the year 2034. Reclassification and Presentation The Company previously disclosed insurance expenses separately on the Company's Statements of Operations. For the year ended December 31, 2015 and for the period from July 25, 2014 (inception) to December 31, 2014, insurance expenses were condensed to other expenses of $267,129 and $66,843 , respectively, on the Company's Statements of Operations presented in this Annual Report on Form 10-K.

Public Offering

Public Offering	12 Months Ended
	Dec. 31, 2015
Equity [Abstract]
Public Offering	Public Offering On October 7, 2014, the Company completed the Public Offering pursuant to which it sold 24,000,000 units at a price of $10.00 per unit (the "Public Units") in the Public Offering. Each Public Unit consists of one share of the Company's common stock, $0.0001 par value per share, and one-half of one redeemable common stock purchase warrant (the "Warrants"). Each whole Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share. Each Warrant will become exercisable on the later of 30 days after the completion of the Company’s Initial Business Combination or 12 months from the closing of the Public Offering, provided an effective registration statement under the Securities Act exists covering the shares of common stock issuable upon exercise of the Warrants and a current prospectus relating to the Warrants is available (or the Company permits holders to exercise the Warrants on a cashless basis under the circumstances specified in the warrant agreement). The Warrants will expire at 5:00 p.m., New York City time, five years after the completion of the Initial Business Combination or earlier upon redemption or liquidation. The Company paid an upfront underwriting discount of $0.20 per Public Unit ( $4,800,000 in the aggregate) to the underwriters at the closing of the Public Offering. Additional fees (the “Deferred Fees”) of $8,400,000 ( $0.35 per Public Unit sold), comprised of (a) $5,760,000 payable to the underwriters for deferred underwriting commissions and (b) $2,640,000 payable to RCS Capital ("RCS"), a division of Realty Capital Securities, LLC, an entity under common control with the Sponsor, for financial advisory services in connection with the identification, evaluation, negotiation and completion of the Initial Business Combination, were included with the proceeds deposited in the Trust Account at the closing of the Public Offering and will become payable to the underwriters and RCS from the amounts held in the Trust Account solely in the event the Company completes an Initial Business Combination. The underwriters and RCS are not entitled to any interest accrued on the Deferred Fees. On January 22, 2016, due to the exigent circumstances publicly announced by RCS’s parent company, including but not limited to its stated intention to file for Chapter 11 bankruptcy protection and shut down all of its businesses other than its retail advisor platform by the end of January 2016 (which bankruptcy filing did subsequently occur on January 31, 2016), which resulted in RCS’s inability to provide the services contemplated by an M&A services agreement, the Company provided notice of termination for cause. Stockholder’s Equity Common Stock - The authorized common stock of the Company includes up to 400,000,000 shares. Holders of the Company’s common stock are entitled to one vote for each share of common stock. At December 31, 2015 and 2014, there were 30,000,000 shares of common stock outstanding, including 22,700,592 and 22,796,762 , respectively of shares subject to possible redemption. Preferred Stock - The authorized preferred stock of the Company includes up to 1,000,000 shares. At December 31, 2015 and 2014, there were no shares of preferred stock issued and outstanding.

Related Party Transactions and

Related Party Transactions and Arrangements	12 Months Ended
	Dec. 31, 2015
Related Party Transactions [Abstract]
Related Party Transactions and Arrangements	Related Party Transactions and Arrangements Founder Shares On August 1, 2014, the Sponsor purchased 8,625,000 shares of the Company’s common stock (the “Founder Shares”) for $25,000 , or approximately $0.003 per share. The Founder Shares are identical to the common stock included in the Public Units except that the Founder Shares are subject to certain transfer restrictions, as described in more detail below. On October 1, 2014, in connection with a reduction in the size of the Public Offering, the Sponsor contributed 1,725,000 Founder Shares back to the Company, which the Company canceled. Thereafter, the Sponsor sold 20,000 Founder Shares at their original price to each of the Company's independent directors. On December 4, 2014, as a result of the underwriters' election not to exercise the over-allotment option in connection with the Public Offering, the initial stockholders forfeited an aggregate of 900,000 Founder Shares, consisting of a forfeiture of 2,609 Founder Shares by each of David Gong, P. Sue Perrotty and Dr. Robert J. Froehlich, and a forfeiture of 892,173 Founder Shares by the Sponsor. As a result of the forfeiture, the Sponsor held 5,947,827 Founder Shares, and each of David Gong, P. Sue Perrotty and Dr. Robert J. Froehlich held 17,391 Founder Shares, so that there were 6,000,000 Founder Shares outstanding. The number of Founder Shares represents 20% of the outstanding shares. The Founder Shares are identical to the common stock included in the Public Units sold in the Public Offering except that the Founder Shares are subject to certain transfer restrictions. The initial stockholders have agreed not to transfer, assign or sell any of their Founder Shares until the earlier of (a) one year after the completion of the Initial Business Combination, or earlier if, subsequent to the Initial Business Combination, the last sale price of the Company’s common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30 -trading day period commencing at least 150 days after the consummation of the Initial Business Combination or (b) the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of common stock for cash, securities or other property (the “Lock Up Period”). Ownership of Founder Shares Sponsor Independent Directors Total Founder Shares Sale of common stock to initial stockholder on August 1, 2014 8,625,000 — 8,625,000 Forfeiture of shares on October 1, 2014 (1) (1,725,000 ) — (1,725,000 ) Sale of Founder Shares to Company's independent directors on October 1, 2014 (60,000 ) 60,000 — Forfeiture of shares on December 4, 2014 (2) (892,173 ) (7,827 ) (900,000 ) 5,947,827 52,173 6,000,000 ____________________________ (1) In connection with a reduction in the size of the Public Offering, the Sponsor contributed 1,725,000 Founder Shares back to the Company, which the Company canceled. (2) As a result of the underwriters' election not to exercise the over-allotment option in connection with the Public Offering, the initial stockholders forfeited an aggregate of 900,000 Founder Shares. Private Placement Warrants On October 7, 2014, the Sponsor purchased from the Company an aggregate of 6,550,000 Warrants at a price of $1.00 per Warrant (a purchase price of $6,550,000 ), in a private placement that occurred simultaneously with the completion of the Public Offering (the "Private Placement Warrants"). Each Private Placement Warrant entitles the holder to purchase one share of common stock at $11.50 per share. Of the $6,550,000 purchase price of the Private Placement Warrants, $4,300,000 of the Private Placement Warrants (which is net of the estimated offering expenses of $750,000 , proceeds not held in the Trust Account of $1,000,000 and Reimbursement of $500,000 ) was added to the proceeds from the Public Offering to be held in the Trust Account pending completion of the Initial Business Combination. The Private Placement Warrants (including the common stock issuable upon exercise of the Private Placement Warrants) will not be transferable, assignable or salable until 30 days after the completion of the Initial Business Combination and they will be non-redeemable so long as they are held by the initial purchasers of the Private Placement Warrants or their permitted transferees (except as described in the prospectus relating to the Public Offering under “Principal Stockholders—Escrow of Founder Shares and Private Placement Warrants and Transfer Restrictions”). In addition, the Private Placement Warrants are exercisable on a cashless basis so long as they are held by their initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers of the Private Placement Warrants or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the warrants included in the Public Units. Otherwise, the Private Placement Warrants have terms and provisions that are identical to those of the Warrants included in the Public Units and have no net cash settlement provisions. If the Company does not complete an Initial Business Combination, then the proceeds from the sale of the Private Placement Warrants will be part of the liquidating distribution to the public stockholders and the Private Placement Warrants will expire worthless. Sponsor Loans The Sponsor agreed to loan the Company up to an aggregate of $200,000 by the issuance of the Note on August 1, 2014 to cover expenses related to the Public Offering. The Note was payable without interest upon the consummation of the Public Offering. From inception through October 7, 2014, the Sponsor loaned a total of $79,702 to the Company. The Note was repaid in full on October 8, 2014. Additionally, the Company had a due to affiliate of $88,800 to the Sponsor for costs incurred by the Company, which was repaid on October 8, 2014. Administrative Services Agreement On September 8, 2014, the Company entered into an administrative services agreement to pay RCS Advisory Services, LLC, an entity under common control with the Sponsor, a total of $10,000 per month for office space, utilities, secretarial support and administrative services commencing on the date the Company’s securities were first listed on The NASDAQ Capital Market ("NASDAQ"). During the year ended December 31, 2015 and for the period from July 25, 2014 (inception) through December 31, 2014, the Company incurred $120,000 and $29,677 , respectively, related to services under this agreement. On January 22, 2016, due to the exigent circumstances publicly announced by RCS Advisory’s parent company, including but not limited to its stated intention to file for Chapter 11 bankruptcy protection and shut down all of its businesses other than its retail advisor platform by the end of January 2016 (which bankruptcy filing did subsequently occur on January 31, 2016), which resulted in RCS Advisory’s inability to provide the services contemplated by the administrative services agreement, the Company provided notice of termination of the administrative services agreement. The space formerly sublet by RCS Advisory for the Company’s office space is currently leased by the Sponsor and will be provided to the Company free of charge. M&A Advisory Agreement On October 1, 2014, the Company entered into an agreement with RCS to act as a financial advisor in connection with the Company’s identification, negotiation and consummation of an Initial Business Combination (the “M&A Services Agreement”). The M&A Services Agreement provided that RCS would perform customary financial analyses of potential Initial Business Combination targets, assist in coordinating the business due diligence process with potential targets, assist in the Company’s review and consideration of the financial aspects of business combination proposals, assist in negotiating the financial aspects of an Initial Business Combination and provide other mutually agreed upon financial advisory services rendered in advance of a determination by the Company’s board to execute definitive documentation related to any business combination. Additionally, in the event that the Company executes a definitive agreement with respect to an Initial Business Combination, the M&A Services Agreement provided that RCS would provide post-signing and pre-closing financial advisory services as may be mutually agreed upon. In exchange for these services, the M&A Services Agreement provided that the Company would pay RCS a transaction fee equal to 1.1% of the total gross proceeds raised in the Public Offering. This fee would be payable upon consummation of an Initial Business Combination out of the proceeds of the Trust Account released to the Company. The M&A Services Agreement also provided that the Company would reimburse RCS for reasonable out-of-pocket expenses, irrespective of whether an Initial Business Combination was consummated, and in the event that the Company failed to complete an Initial Business Combination within 24 months from the closing of the Public Offering, such out-of-pocket expenses would not be paid out of the Trust Account. The M&A Services Agreement could be terminated by either party at any time with or without cause. On January 22, 2016, due to the exigent circumstances publicly announced by RCS’s parent company, including but not limited to its stated intention to file for Chapter 11 bankruptcy protection and shut down all of its businesses other than its retail advisor platform by the end of January 2016 (which bankruptcy filing did subsequently occur on January 31, 2016), which resulted in RCS’s inability to provide the services contemplated by the M&A Services Agreement, the Company provided notice of termination for cause. Compensation Reimbursement On October 1, 2014, the Company entered into an agreement to pay the Sponsor an amount not to exceed $15,000 per month as reimbursement for a portion of the compensation paid to its personnel, including certain of the Company’s officers who work on the Company’s behalf, commencing on the date the Company’s securities are first listed on NASDAQ (the "Compensation Reimbursement Agreement"). Upon the earlier of the completion of the Initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. During the year ended December 31, 2015 and for the period from July 25, 2014 (inception) through December 31, 2014, the Company incurred $180,000 and $44,516 , respectively related to services under this agreement. Fees paid in Connection with Operations of the Company During the year ended December 31, 2015 and for the period from July 25, 2014 (inception) through December 31, 2014, the Company incurred $66,832 and $7,162 , respectively, of related party legal costs in connection with the operations of the Company. Registration Rights Agreement The holders of the Founder Shares, Private Placement Warrants and Warrants that may be issued upon conversion of working capital loans (and any shares of common stock issuable upon the exercise of the Private Placement Warrants and Warrants that may be issued upon conversion of working capital loans) will be entitled to registration rights pursuant to a registration rights agreement signed on October 1, 2014 (the "Registration Rights Agreement"). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the Company’s completion of the Initial Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. However, the Registration Rights Agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lock-up period, which occurs (a) in the case of the Founder Shares, one year after the date of the consummation of the Initial Business Combination or earlier if, subsequent to the Initial Business Combination, (i) the last sale price of the Company’s common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30 -trading day period commencing at least 150 days after the Initial Business Combination, or (ii) the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of its stockholders having the right to exchange their shares of common stock for cash, securities or other property and (b) in the case of the Private Placement Warrants and the respective common stock underlying such Warrants, 30 days after the completion of the Initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Deferred Underwriting Commissio

Deferred Underwriting Commissions	12 Months Ended
	Dec. 31, 2015
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Deferred Underwriting Commissions	Deferred Underwriting Commissions The Company is committed to pay a portion of the Deferred Fees totaling $5,760,000 or 2.4% of gross offering proceeds of the Public Offering, to the underwriters upon the Company's consummation of an Initial Business Combination. The underwriters will not be entitled to any interest accrued on their portion of the Deferred Fees, and no portion of the Deferred Fee is payable to the underwriters if there is no Initial Business Combination.

Trust Account

Trust Account	12 Months Ended
	Dec. 31, 2015
Equity [Abstract]
Trust Account	Trust Account A total of $240,000,000 , which includes $235,200,000 of the net proceeds from the Public Offering, $4,300,000 from the sale of the Private Placement Warrants and $500,000 reimbursement from the underwriters for offering expenses incurred in connection with the Public Offering, has been placed in the Trust Account. As of December 31, 2015 and 2014, the balance in the Trust Account was $240,018,972 and $240,002,671 , respectively.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2015
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements The Company complies with ASC 820, “Fair Value Measurement”, for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2015 and 2014, and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and includes situations where there is little, if any, market activity for the asset or liability: Description December 31, 2015 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Money market funds held in Trust Account $ 240,018,972 $ 240,018,972 $ — $ — Description December 31, 2014 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Money market funds held in Trust Account $ 240,002,671 $ 240,002,671 $ — $ —

Stockholder_s Equity

Stockholder’s Equity	12 Months Ended
	Dec. 31, 2015
Equity [Abstract]
Stockholder's Equity	Public Offering On October 7, 2014, the Company completed the Public Offering pursuant to which it sold 24,000,000 units at a price of $10.00 per unit (the "Public Units") in the Public Offering. Each Public Unit consists of one share of the Company's common stock, $0.0001 par value per share, and one-half of one redeemable common stock purchase warrant (the "Warrants"). Each whole Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share. Each Warrant will become exercisable on the later of 30 days after the completion of the Company’s Initial Business Combination or 12 months from the closing of the Public Offering, provided an effective registration statement under the Securities Act exists covering the shares of common stock issuable upon exercise of the Warrants and a current prospectus relating to the Warrants is available (or the Company permits holders to exercise the Warrants on a cashless basis under the circumstances specified in the warrant agreement). The Warrants will expire at 5:00 p.m., New York City time, five years after the completion of the Initial Business Combination or earlier upon redemption or liquidation. The Company paid an upfront underwriting discount of $0.20 per Public Unit ( $4,800,000 in the aggregate) to the underwriters at the closing of the Public Offering. Additional fees (the “Deferred Fees”) of $8,400,000 ( $0.35 per Public Unit sold), comprised of (a) $5,760,000 payable to the underwriters for deferred underwriting commissions and (b) $2,640,000 payable to RCS Capital ("RCS"), a division of Realty Capital Securities, LLC, an entity under common control with the Sponsor, for financial advisory services in connection with the identification, evaluation, negotiation and completion of the Initial Business Combination, were included with the proceeds deposited in the Trust Account at the closing of the Public Offering and will become payable to the underwriters and RCS from the amounts held in the Trust Account solely in the event the Company completes an Initial Business Combination. The underwriters and RCS are not entitled to any interest accrued on the Deferred Fees. On January 22, 2016, due to the exigent circumstances publicly announced by RCS’s parent company, including but not limited to its stated intention to file for Chapter 11 bankruptcy protection and shut down all of its businesses other than its retail advisor platform by the end of January 2016 (which bankruptcy filing did subsequently occur on January 31, 2016), which resulted in RCS’s inability to provide the services contemplated by an M&A services agreement, the Company provided notice of termination for cause. Stockholder’s Equity Common Stock - The authorized common stock of the Company includes up to 400,000,000 shares. Holders of the Company’s common stock are entitled to one vote for each share of common stock. At December 31, 2015 and 2014, there were 30,000,000 shares of common stock outstanding, including 22,700,592 and 22,796,762 , respectively of shares subject to possible redemption. Preferred Stock - The authorized preferred stock of the Company includes up to 1,000,000 shares. At December 31, 2015 and 2014, there were no shares of preferred stock issued and outstanding.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2015
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Termination of Related Party Arrangements On September 8, 2014, the Company entered into an agreement to pay RCS Advisory, an entity under common control with the Sponsor, a total of $10,000 per month for office space, utilities, secretarial support and administrative services. On January 22, 2016, due to the exigent circumstances publicly announced by RCS Advisory’s parent company, including but not limited to its stated intention to file for Chapter 11 bankruptcy protection and shut down all of its businesses other than its retail advisor platform by the end of January 2016 (which bankruptcy filing did subsequently occur on January 31, 2016), which resulted in RCS Advisory’s inability to provide the services contemplated by the administrative services agreement, the Company provided notice of termination of the administrative services agreement. No early termination penalties were incurred in connection with such termination. The space formerly sublet by RCS Advisory for the Company’s office space is currently leased by the Sponsor and will be provided to the Company free of charge. On October 1, 2014, the Company entered into an M&A Services Agreement with RCS, a division of Realty Capital Securities, LLC, an entity under common with the Sponsor, to act as a financial advisor in connection with the Company’s identification, negotiation and consummation of an initial business combination. The M&A Services Agreement provided that RCS would perform customary financial analyses of potential initial business combination targets, assist in coordinating the business due diligence process with potential targets, assist in the Company’s review and consideration of the financial aspects of business combination proposals, assist in negotiating the financial aspects of an initial business combination and provide other mutually agreed upon financial advisory services rendered in advance of a determination by the Company’s board to execute definitive documentation related to any business combination. On January 22, 2016, due to the exigent circumstances publicly announced by RCS Advisory’s parent company, including but not limited to its stated intention to file for Chapter 11 bankruptcy protection and shut down all of its businesses other than its retail advisor platform by the end of January 2016 (which bankruptcy filing did subsequently occur on January 31, 2016), which resulted in RCS’s inability to provide the services contemplated by the M&A Services Agreement, the Company provided notice of termination for cause. No early termination penalties were incurred in connection with such termination.

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and pursuant to the rules and regulations of the SEC.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Recently Adopted Accounting Standards	Recently Adopted Accounting Standards On January 1, 2015, the Company adopted Accounting Standards Update ("ASU") No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as “Development Stage Entities” (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and stockholders’ equity. On September 30, 2015, the Company adopted ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern," which provided guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued and to provide related footnote disclosures. As of December 31, 2015 , the Company’s financial statements have been presented to conform with the reporting and disclosure requirements of the above standards.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.
Net Loss Per Common Share	Net Loss Per Common Share Net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding during the period, plus to the extent dilutive, the incremental number of shares of common stock to settle warrants, as calculated using the treasury stock method. As the Company reported a net loss for the year ended December 31, 2015 and for the period from July 24, 2014 (inception) to December 31, 2014, the effect of the 12,000,000 warrants issued in the Public Offering and 6,550,000 warrants issued to the Sponsor in connection with the private placement have not been considered in the diluted loss per common share because their effect would be anti-dilutive. As a result, diluted loss per common share is the same as basic loss per common share for the period.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times, may exceed the federal depository insurance coverage. The Company has not experienced losses on these accounts.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet.
Offering Costs	Offering Costs The Company complies with the requirements of FASB ASB 340-10-S99-1 and SEC Staff Accounting Bulletin (SAB) Topic 5A - "Expenses of Offering". Offering costs consist principally of professional and registration fees incurred in connection with the Public Offering and that were charged to stockholders' equity.
Organizational Costs	Organizational Costs Organizational costs include accounting and legal fees and the costs of incorporation. These costs are expensed as incurred.
Redeemable Common Stock	Redeemable Common Stock All of the 24,000,000 shares of common stock sold as part of the units in the Public Offering contain a redemption feature which allows for the redemption of such shares under the Company’s liquidation or tender offer/stockholder approval provisions. In accordance with FASB ASC 480, redemption provisions not solely within the control of the Company require the security to be classified outside of permanent equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of FASB ASC 480. Although the Company did not specify a maximum redemption threshold, its charter provides that in no event will it redeem the units sold in the Public Offering in an amount that would cause its net tangible assets (stockholders’ equity) to be less than $5,000,001 . The Company recognizes changes in redemption value immediately as they occur and will adjust the carry value of the security to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable common stock shall be affected by charges against additional paid-in capital in accordance with ASC 480.
Income Taxes	Income Taxes The Company complies with the accounting and reporting requirements of FASB ASC 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. A valuation allowance is established when necessary to reduce deferred tax assets when it is determined that it is more likely than not that some portion of the deferred tax asset will not be realized. At December 31, 2015 , the Company has a deferred tax asset of approximately $447,197 related to startup costs and net operating loss. Management has determined that a full valuation allowance of the deferred tax asset is appropriate at this time. FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" (FIN 48) (now incorporated into FASB ASC 740, Income Taxes), sets out a consistent framework to determine the appropriate level of tax reserves to maintain for uncertain tax positions. This interpretation uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained upon examination by taxing authorities. The amount of the benefit is then measured to be the highest tax benefit that is greater than 50% likely to be realized. Based on its analysis, the Company has determined that the it has no unrecognized tax benefits as of December 31, 2015 . The Company's conclusion may be subject to review and adjustment at a later date based on factors including, but not limited to, on-going analyses of and changes to tax laws, regulations and interpretations thereof. The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and other expenses, respectively. No interest expense or penalties have been recognized as of December 31, 2015 . The Company files an income tax return in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions. The Company may be subject to potential examination by U.S. federal, U.S. states or foreign jurisdiction authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with U.S. federal, U.S. state and foreign tax laws.
Reclassification and Presentation	Reclassification and Presentation The Company previously disclosed insurance expenses separately on the Company's Statements of Operations.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Schedule of Effective Income Tax Rate Reconciliation	The reconciliation of the U.S. federal statutory income tax rate to the Company's effective tax rate for the year ended December 31, 2015 was as follows: Year Ended December 31, 2015 U.S. federal statutory income tax rate 35 % Increase (decrease) in tax rate resulting from: State and local income taxes net of federal benefit 3 % Change in Valuation Allowance (38 )% Effective tax rate 0 %

Related Party Transactions an19

Related Party Transactions and Arrangements (Tables)	12 Months Ended
	Dec. 31, 2015
Related Party Transactions [Abstract]
Related Party Ownership	Ownership of Founder Shares Sponsor Independent Directors Total Founder Shares Sale of common stock to initial stockholder on August 1, 2014 8,625,000 — 8,625,000 Forfeiture of shares on October 1, 2014 (1) (1,725,000 ) — (1,725,000 ) Sale of Founder Shares to Company's independent directors on October 1, 2014 (60,000 ) 60,000 — Forfeiture of shares on December 4, 2014 (2) (892,173 ) (7,827 ) (900,000 ) 5,947,827 52,173 6,000,000 ____________________________ (1) In connection with a reduction in the size of the Public Offering, the Sponsor contributed 1,725,000 Founder Shares back to the Company, which the Company canceled. (2) As a result of the underwriters' election not to exercise the over-allotment option in connection with the Public Offering, the initial stockholders forfeited an aggregate of 900,000 Founder Shares.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2015
Fair Value Disclosures [Abstract]
Fair Value, Assets Measured on Recurring Basis	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2015 and 2014, and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and includes situations where there is little, if any, market activity for the asset or liability: Description December 31, 2015 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Money market funds held in Trust Account $ 240,018,972 $ 240,018,972 $ — $ — Description December 31, 2014 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Money market funds held in Trust Account $ 240,002,671 $ 240,002,671 $ — $ —

Organization and Business Ope21

Organization and Business Operations (Narrative) (Details) - USD ($)	Oct. 07, 2014	Dec. 31, 2014	Dec. 31, 2015	Oct. 01, 2014	Aug. 01, 2014
Debt Instrument [Line Items]
Common stock, shares authorized (in shares)		400,000,000	400,000,000
Proceeds from Sponsor to purchase private placement warrants	$ 6,550,000	$ 6,550,000	$ 0
Proceeds from sale of common stock through public offering, net of underwriting discounts	240,000,000	$ 235,200,000	0
Upfront underwriting commissions			$ 4,800,000
Expenses related to the offering	750,000
Aggregate fair market value			80.00%
Required asset minimum			$ 5,000,001
Closing of public offering requirement			24 months
Proceeds from sale of trust assets to pay expenses			$ 100,000
Investor
Debt Instrument [Line Items]
Proceeds from warrant exercises not held in trust	$ 1,000,000
Investor | Unsecured Debt
Debt Instrument [Line Items]
Debt amount					$ 79,702
IPO
Debt Instrument [Line Items]
Common stock, shares authorized (in shares)	24,000,000		24,000,000	24,000,000

Summary of Significant Accoun22

Summary of Significant Accounting Policies (Narrative) (Details) - USD ($)	5 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015	Oct. 07, 2014	Oct. 01, 2014
Class of Stock [Line Items]
Percentage of common stock to be redeemed		100.00%
Maximum amount to pay dissolution expenses		$ 100,000
Accounts receivable	$ 0	2,817
Underwriting commissions and advisory fees		13,294,182
Underwriting commissions		13,200,000
Advisory fees		94,182
Reimbursable underwriting commissions and advisory fees		500,000
Organizational costs	$ 22,979	$ 0
Common stock, shares authorized (in shares)	400,000,000	400,000,000
Temporary equity, maximum redemption threshold of net tangible assets		$ 5,000,001
Redeemable common stock (in shares)	22,796,762	22,700,592
Deferred tax assets, tax deferred expense		$ 447,197
Other expenses	$ 66,843	267,129
Domestic Tax Authority
Class of Stock [Line Items]
Operating loss carryforwards		$ 254,830
IPO
Class of Stock [Line Items]
Common stock, shares authorized (in shares)		24,000,000	24,000,000	24,000,000
Warrant
Class of Stock [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)		12,000,000
Sponsor | Investor | Warrant
Class of Stock [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)		6,550,000

Summary of Significant Accoun23

Summary of Significant Accounting Policies (Income Tax Reconciliation) (Details)	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
U.S. federal statutory income tax rate	35.00%
State and local income taxes net of federal benefit	3.00%
Change in Valuation Allowance	(38.00%)
Effective tax rate	0.00%

Public Offering (Narrative) (De

Public Offering (Narrative) (Details) - USD ($)	Oct. 07, 2014	Dec. 31, 2015	Dec. 31, 2014	Oct. 01, 2014
Related Party Transactions [Abstract]
Common stock, shares authorized (in shares)		400,000,000	400,000,000
Common stock, par value per share (in dollars per share)		$ 0.0001	$ 0.0001
Class of warrant or right, exercise price (in dollars per share) of warrants or rights	$ 11.50
IPO
Related Party Transactions [Abstract]
Common stock, shares authorized (in shares)	24,000,000	24,000,000		24,000,000
Sale of stock (in dollars per share)	$ 10
Common stock, par value per share (in dollars per share)	0.0001
Class of warrant or right, exercise price (in dollars per share) of warrants or rights	$ 11.50
Expiration period	5 years
Expense related to distribution or servicing and underwriting fees (in dollars per share)	$ 0.20
Expense related to distribution or servicing and underwriting fees	$ 4,800,000
Deferred offering costs	$ 8,400,000
Public offering, discounted underwriting per unit	$ 0.35
IPO | Underwriter
Related Party Transactions [Abstract]
Deferred offering costs	$ 5,760,000
IPO | RCS Capital
Related Party Transactions [Abstract]
Deferred offering costs	$ 2,640,000

Related Party Transactions an25

Related Party Transactions and Arrangements (Narrative) (Details) - USD ($)	Dec. 04, 2014		Oct. 07, 2014	Oct. 01, 2014		Sep. 08, 2014	Aug. 01, 2014	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Oct. 08, 2014
Related Party Transaction [Line Items]
Proceeds from sale of common stock to initial stockholder								$ 25,000	$ 0
Common stock, shares outstanding (in shares)								7,276,502	7,299,408	7,276,502
Class of warrant or right, exercise price (in dollars per share) of warrants or rights			$ 11.50
Common stock held in trust			$ 4,300,000
Promissory note to affiliate							$ 200,000
Franchise tax payable			$ 79,702					$ 78,411	$ 116,877	$ 78,411
Administrative fee								29,677	$ 120,000
Closing of public offering requirement									24 months
Compensation reimbursement fee								44,516	$ 180,000
IPO
Related Party Transaction [Line Items]
Sale of stock (in dollars per share)			$ 10
Class of warrant or right, exercise price (in dollars per share) of warrants or rights			$ 11.50
IPO | Warrant
Related Party Transaction [Line Items]
Sale of common stock (in shares)										6,550,000
Fees Paid in Connection with Operation of the Company
Related Party Transaction [Line Items]
Administrative fees expense								$ 7,162	$ 66,832
Investor
Related Party Transaction [Line Items]
Sale of common stock (in shares)				(60,000)			8,625,000
Proceeds from sale of common stock to initial stockholder							$ 25,000
Sale of stock (in dollars per share)							$ 0.003
Public offering, forfeited shares (in shares)	892,173	[1]		1,725,000	[2]
Common stock, shares outstanding (in shares)	5,947,827								5,947,827
Percentage of shares outstanding	20.00%
Trading period allowed after business combination				1 year
Common stock, conversion basis, cash payout (in dollars per share)				$ 12
Trading period for initial stockholders commencing date				20 days
Trading day period commencing after business combination				30 days
Period after initial business combination for initial business trading				150 days
Temporary equity, shares authorized (in shares)			6,550,000
Class of warrant or right, exercise price (in dollars per share) of warrants or rights			$ 1
Proceeds from warrant exercises			$ 6,550,000
Estimated offering expenses from private placement			750,000
Proceeds from warrant exercises not held in trust			1,000,000
Reimbursement proceeds from public offering			$ 500,000
Due to affiliate											$ 88,800
Investor | Warrant
Related Party Transaction [Line Items]
Period after initial business combination for initial business trading				30 days
Investor | Sponsor
Related Party Transaction [Line Items]
Common stock sold, founders shares (in shares)				20,000
Investor | Shares Forfeited by Founder
Related Party Transaction [Line Items]
Common stock, shares outstanding (in shares)	6,000,000
Investor | Shares Forfeited by Sue Perrotty
Related Party Transaction [Line Items]
Maximum subject to forfeiture (in shares)	2,609
Common stock, shares outstanding (in shares)	17,391
Investor | Shares Forfeited by David Gong
Related Party Transaction [Line Items]
Maximum subject to forfeiture (in shares)	2,609
Common stock, shares outstanding (in shares)	17,391
Investor | Shares Forfeited by Dr. Robert. J. Froehlich
Related Party Transaction [Line Items]
Maximum subject to forfeiture (in shares)	2,609
Common stock, shares outstanding (in shares)	17,391
Investor | Shares Forfeited by Sponsor
Related Party Transaction [Line Items]
Maximum subject to forfeiture (in shares)	892,173
Founder
Related Party Transaction [Line Items]
Sale of common stock (in shares)				0			8,625,000
Public offering, forfeited shares (in shares)	900,000	[1]		1,725,000	[2]
Common stock, shares outstanding (in shares)									6,000,000
Founder | Shares Forfeited by Founder
Related Party Transaction [Line Items]
Maximum subject to forfeiture (in shares)	900,000
Affiliated Entity
Related Party Transaction [Line Items]
Closing of public offering requirement									24 months
Affiliated Entity | Office Space, Utilities, Secretarial Support and Administrative Services | IPO
Related Party Transaction [Line Items]
Administrative fees expense						$ 10,000
Affiliated Entity | Transaction Fee
Related Party Transaction [Line Items]
Related party, advisory fee, as a percentage of transaction value									1.10%
Affiliated Entity | Reimbursement for Compensation | IPO
Related Party Transaction [Line Items]
Administrative fees expense				$ 15,000
[1]	As a result of the underwriters' election not to exercise the over-allotment option in connection with the Public Offering, the initial stockholders forfeited an aggregate of 900,000 Founder Shares.
[2]	In connection with a reduction in the size of the Public Offering, the Sponsor contributed 1,725,000 Founder Shares back to the Company, which the Company canceled.

Related Party Transactions an26

Related Party Transactions and Arrangements (Ownership of Shares) (Details) - shares	Dec. 04, 2014		Oct. 01, 2014		Aug. 01, 2014	Dec. 31, 2015	Dec. 31, 2014
Related Party Transaction [Line Items]
Common stock, shares outstanding (in shares)						7,299,408	7,276,502
Investor
Related Party Transaction [Line Items]
Sale of common stock (in shares)			(60,000)		8,625,000
Forfeiture of shares (in shares)	(892,173)	[1]	(1,725,000)	[2]
Common stock, shares outstanding (in shares)	5,947,827					5,947,827
Independent Director
Related Party Transaction [Line Items]
Sale of common stock (in shares)			60,000		0
Forfeiture of shares (in shares)	(7,827)	[1]	0	[2]
Common stock, shares outstanding (in shares)						52,173
Founder
Related Party Transaction [Line Items]
Sale of common stock (in shares)			0		8,625,000
Forfeiture of shares (in shares)	(900,000)	[1]	(1,725,000)	[2]
Common stock, shares outstanding (in shares)						6,000,000
[1]	As a result of the underwriters' election not to exercise the over-allotment option in connection with the Public Offering, the initial stockholders forfeited an aggregate of 900,000 Founder Shares.
[2]	In connection with a reduction in the size of the Public Offering, the Sponsor contributed 1,725,000 Founder Shares back to the Company, which the Company canceled.

Deferred Underwriting Commiss27

Deferred Underwriting Commissions (Narrative) (Details)	Dec. 31, 2015USD ($)
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Deferred underwriting commissions and advisory fees required to be repaid	$ 5,760,000
Deferred underwriting commissions and advisory fees required to be repaid, percentage of gross proceeds	2.40%

Trust Account (Narrative) (Deta

Trust Account (Narrative) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Equity [Abstract]
Proceeds deposited into trust account for investments	$ 240,000,000
Proceeds from issuance initial public offering, net for deposit in restricted investments	235,200,000
Proceeds of private placement warrants for deposit in restricted investments	4,300,000
Proceeds paid by underwriters for deposit in restricted investments	500,000
Investments held in Trust Account	$ 240,018,972	$ 240,002,671

Fair Value Measurements (Summar

Fair Value Measurements (Summary of Fair Values of Assets) (Details) - Fair Value, Measurements, Recurring - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds held in Trust Account	$ 240,018,972	$ 240,002,671
Quoted Prices in Active Markets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds held in Trust Account	240,018,972	240,002,671
Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds held in Trust Account	0	0
Significant Other Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds held in Trust Account	$ 0	$ 0

Stockholder_s Equity (Narrative

Stockholder’s Equity (Narrative) (Details)	Dec. 31, 2015voteshares	Dec. 31, 2014shares
Equity [Abstract]
Common stock, shares authorized (in shares)	400,000,000	400,000,000
Votes per share | vote	1
Common and temporary stock outstanding (in shares)	30,000,000	30,000,000
Redeemable common stock (in shares)	22,700,592	22,796,762
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred Stock, shares outstanding (in shares)	0	0

Subsequent Events (Narrative) D

Subsequent Events (Narrative) Details)	Sep. 08, 2014USD ($)
IPO | Office Space, Utilities, Secretarial Support and Administrative Services | Affiliated Entity
Subsequent Event [Line Items]
Administrative fees expense	$ 10,000