Hostess Brands (TWNK) 10-Q 16 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	4 Months Ended
	Sep. 30, 2015	Nov. 13, 2015
Document And Entity Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3
Trading Symbol	GRSHU
Entity Registrant Name	Gores Holdings, Inc.
Entity Central Index Key	1,644,406
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Class A Common Stock
Document And Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		37,500,000
Class F Common Stock
Document And Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		9,375,000

CONDENSED BALANCE SHEET (Unaudi

CONDENSED BALANCE SHEET (Unaudited)	Sep. 30, 2015USD ($)
CURRENT ASSETS:
Cash and cash equivalents	$ 1,305,026
Prepaid expenses	292,921
Total current assets	1,597,947
Investments and cash held in Trust Account	375,001,130
Total assets	376,599,077
Current liabilities:
Accrued expenses, formation and offering costs	440,000
State franchise tax accrual	135,000
Total current liabilities	575,000
Deferred underwriting compensation	13,125,000
Total liabilities	$ 13,700,000
Commitments and Contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized, none issued or outstanding
Additional paid-in-capital	$ 5,217,705
Deficit accumulated	(218,807)
Total stockholders’ equity	5,000,007
Total liabilities and stockholders’ equity	376,599,077
Class A Common Stock
Current liabilities:
Shares of Class A common stock subject to possible redemption; 35,789,907 shares at a redemption value of $10.00 per share	357,899,070
Stockholders’ equity:
Common stock, value	171
Class F Common Stock
Stockholders’ equity:
Common stock, value	$ 938

CONDENSED BALANCE SHEET (Unaud3

CONDENSED BALANCE SHEET (Unaudited) (Parenthetical)	3 Months Ended	4 Months Ended
	Sep. 30, 2015$ / sharesshares	Sep. 30, 2015$ / sharesshares
Preferred stock, par value | $ / shares	$ 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 | $ / shares	$ 0.0001	$ 0.0001
Common stock, shares authorized	220,000,000	220,000,000
Class A Common Stock
Common stock, shares subject to possible redemption	35,789,907	35,789,907
Common stock, shares subject to possible redemption per share | $ / shares	$ 10	$ 10
Common stock, par value | $ / shares	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	1,710,093	1,710,093
Common stock, shares outstanding	1,710,093	1,710,093
Class F Common Stock
Common stock, par value | $ / shares	$ 0.0001	$ 0.0001
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares issued	9,375,000	9,375,000
Common stock, shares outstanding	9,375,000	9,375,000
Common stock, shares forfeited	2,125,000	2,125,000

CONDENSED STATEMENT OF OPERATIO

CONDENSED STATEMENT OF OPERATIONS (Unaudited) - USD ($)		3 Months Ended	4 Months Ended
		Sep. 30, 2015	Sep. 30, 2015
Income Statement [Abstract]
Professional fees and other expenses		$ (73,223)	$ (85,223)
State franchise taxes, other than income tax		(135,000)	(135,000)
Loss from operations		(208,223)	(220,223)
Other income - Interest income		1,416	1,416
Net loss		$ (206,807)	$ (218,807)
Weighted average common shares outstanding	[1]	11,085,093	11,085,093
Basic and diluted
Net loss per common share:		$ (0.02)	$ (0.02)
[1]	Reflects the forfeiture of 2,125,000 shares of Class F common stock. See Note 4.

CONDENSED STATEMENT OF OPERATI5

CONDENSED STATEMENT OF OPERATIONS (Unaudited) (Parenthetical) - shares	3 Months Ended	4 Months Ended
	Sep. 30, 2015	Sep. 30, 2015
Class F Common Stock
Common stock, shares forfeited	2,125,000	2,125,000

CONDENSED STATEMENT OF CHANGES

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - 4 months ended Sep. 30, 2015 - USD ($)	Total	Private Placement	Class F Common Stock		Class A Common Stock	Class A Common StockInitial Public Offering	Common Stock	Common StockClass F Common Stock	[1]	Common StockClass A Common Stock	Common StockClass A Common StockInitial Public Offering	Additional Paid In Capital	Additional Paid In CapitalPrivate Placement	Additional Paid In CapitalClass F Common Stock	[1]	Additional Paid In CapitalClass A Common Stock	Additional Paid In CapitalClass A Common StockInitial Public Offering	Deficit Accumulated During the ‘Development Stage
Beginning Balance, values at May. 31, 2015	$ 0						$ 0					$ 0						$ 0
Sale of common stock, values			$ 25,000	[1]		$ 375,000,000		$ 938			$ 3,750			$ 24,062			$ 374,996,250
Sale of common stock, shares						37,500,000		9,375,000			37,500,000
Sale of Private Placement Warrants to Sponsor, values		$ 9,500,000											$ 9,500,000
Underwriters' discounts and commissions and offering expenses	(8,282,116)											(8,282,116)
Deferred underwriting compensation	(13,125,000)											(13,125,000)
Class A common stock subject to possible redemption, value					$ (357,899,070)					$ (3,579)						$ (357,895,491)
Class A common stock subject to possible redemption, shares					(35,789,907)					(35,789,907)
Net loss	(218,807)																	(218,807)
Ending Balance, values at Sep. 30, 2015	$ 5,000,007						$ 1,109					$ 5,217,705						$ (218,807)
Ending Balance, shares at Sep. 30, 2015			9,375,000		1,710,093		11,085,093
[1]	Reflects the forfeiture of 2,125,000 shares of Class F common stock. See Note 4.

CONDENSED STATEMENT OF CHANGES7

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) (Parenthetical) - $ / shares	Aug. 19, 2015	Sep. 30, 2015	Sep. 30, 2015
Class F Common Stock
Common stock, shares forfeited		2,125,000	2,125,000
Class A Common Stock
Common stock, redemption shares			35,789,907
Warrant		$ 10	$ 10
Class A Common Stock | Initial Public Offering
Price per share in public offering	$ 10
Sale of common stock, shares	37,500,000		37,500,000
Gores Sponsor LLC
Private placement Warrant purchased by sponsor (shares)	19,000,000
Exercise price per private placement warrant	$ 0.50

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS (Unaudited)	4 Months Ended
	Sep. 30, 2015USD ($)
Cash flows from operating activities:
Net loss	$ (218,807)
Changes in prepaid expenses	(292,921)
Changes in state franchise tax accrual	135,000
Changes in accrued expenses, formation and offering costs	15,000
Net cash used by operating activities	(361,728)
Cash flows from investing activities:
Cash deposited in Trust Account	(375,000,000)
Interest reinvested in Trust Account	(1,130)
Net cash used in investing activities	(375,001,130)
Cash flows from financing activities:
Proceeds from notes payable – related party	300,000
Proceeds from sale of Class F common stock to Sponsor	25,000
Proceeds from sale of Units in initial public offering	375,000,000
Proceeds from sale of Private Placement Warrants to Sponsor	9,500,000
Repayment of notes payable – related party	(300,000)
Payment of underwriters’ discounts and commissions	(7,500,000)
Payment of offering costs	(357,116)
Net cash provided by financing activities	376,667,884
Increase in cash	1,305,026
Cash at end of period	1,305,026
Supplemental disclosure of non-cash financing activities:
Deferred underwriting compensation	13,125,000
Offering costs included in accrued expenses	$ 425,000

Description of Organization and

Description of Organization and Business Operations	4 Months Ended
	Sep. 30, 2015
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Description of Organization and Business Operations	Note 1 — Description of Organization and Business Operations Organization and General: Gores Holdings, Inc. (the “Company”) was incorporated in Delaware on June 1, 2015. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company’s entire activity from June 1, 2015 through August 19, 2015, was in preparation for the Company’s initial public offering (“Public Offering”), which was consummated on August 19, 2015. Subsequent to August 19, 2015, the Company’s activities have mainly consisted of identifying and evaluating prospective acquisition candidates for a Business Combination. The Company has selected December 31st as its fiscal year end. The Company’s management has broad discretion with respect to the specific application of the net proceeds of its initial public offering of Units (as defined in Note 3 below), although substantially all of the net proceeds of the Public Offering and the private placement of warrants (as described in Note 4 below, the “Private Placement” and such warrants issued in connection with the Private Placement, the “Private Placement Warrants”) are intended to be generally applied toward completing a Business Combination. Furthermore, there is no assurance that the Company will be able to successfully effect a Business Combination. Sponsor: The Company’s sponsor is Gores Sponsor LLC, a Delaware limited liability company (the “Sponsor”). Financing: On June 12, 2015, the Sponsor loaned the Company an aggregate of $150,000 by the issuance of an unsecured promissory note for $150,000 to cover expenses related to the Public Offering, and on August 6, 2015, the Sponsor loaned the Company an additional $150,000 by the issuance of a second unsecured promissory note for $150,000 (together, the “Notes”) to cover expenses related to the Public Offering. On August 13, 2015, the registration statement for the Company’s Public Offering was declared effective by the Securities and Exchange Commission (the “SEC”). On August 19, 2015 (the “Close Date”), the Company consummated the Public Offering and received proceeds, net of the underwriter’s discounts and commissions, of $367,500,000 (including $13,125,000 of the underwriters’ deferred commissions) and simultaneously received $9,500,000 from the issuance of 19,000,000 Private Placement Warrants. The Notes were repaid in full upon the completion of the Public Offering. The Trust Account: On the Close Date, $375,000,000 of the proceeds from the Public Offering and the Private Placement was placed in a U.S.-based trust account (the “Trust Account”). Funds held in the Trust Account will be invested only in U.S. government treasury bills with a maturity of one hundred and eighty (180) days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended, which invest only in direct U.S. government obligations. Funds will remain in the Trust Account until the earlier of (i) the consummation of the Business Combination or (ii) the distribution of the Trust Account as described below. The remaining proceeds outside the Trust Account may be used to pay for business, legal and accounting due diligence on prospective acquisitions, offering costs and continuing general and administrative expenses. The Company amended and restated its certificate of incorporation on August 13, 2015, to provide that, other than the withdrawal of interest income to pay taxes, if any, none of the funds held in trust will be released until the earliest of: (i) the completion of the Business Combination; (ii) the redemption of any shares of Class A common stock included in the Units being sold in the Public Offering that have been properly tendered in connection with a stockholder vote to amend its amended and restated certificate of incorporation to modify the substance or timing of its obligation to redeem 100% of such shares of Class A Common Stock if it does not complete a Business Combination within 24 months from the closing of the Public Offering and (iii) the redemption of 100% of the shares of Class A common stock included in the Units sold in the Public Offering if the Company is unable to complete a Business Combination within 24 months from the closing of the Public Offering (subject to the requirements of law). The Company held $2,000,000 of the proceeds from the Public Offering and the Private Placement outside the Trust Account at the Close Date, of which $300,000 was used to repay the Notes payable to the Sponsor. Business Combination: The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Public Offering, although substantially all of the net proceeds of the Public Offering are intended to be generally applied toward consummating a Business Combination with (or acquisition of) a Target Business. As used herein, “Target Business” must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the trust account (less any deferred underwriting commissions and taxes payable on interest income earned) at the time of the Company signing a definitive agreement in connection with the Business Combination. Furthermore, there is no assurance that the Company will be able to successfully effect a Business Combination. The Company, after signing a definitive agreement for a Business Combination, will either (i) seek stockholder approval of the 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 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 Business Combination, including interest income but less taxes payable, 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 the consummation of the Business Combination, including interest income but less taxes payable. The decision as to whether the Company will seek stockholder approval of the 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, unless a vote is required by law or under NASDAQ rules. If the Company seeks stockholder approval, it will complete its Business Combination only if a majority of the outstanding shares of common stock voted are voted in favor of the Business Combination. However, in no event will the Company redeem its public shares of Class A common stock 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 of Class A common stock and the related Business Combination, and instead may search for an alternate Business Combination. If the Company holds a stockholder vote or there is a tender offer for shares in connection with a Business Combination, a public stockholder will have the right to redeem its shares for an amount in cash equal to its 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 Business Combination, including interest income but less taxes payable. As a result, such shares of Class A common stock will be recorded at redemption amount and classified as temporary equity upon the completion of the Public Offering, in accordance with ASC 480, “ Distinguishing Liabilities from Equity The Company will only have 24 months from the closing date of the Public Offering to complete its Business Combination. If the Company does not complete a 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 the public shares of Class A common stock for a per share pro rata portion of the Trust Account, including interest income, but less taxes payable (less up to $50,000 of such net interest income to pay dissolution expenses) 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. The Sponsor and the Company’s officers and directors have entered into a letter agreement with the Company, pursuant to which they waived their rights to participate in any redemption with respect to their initial shares; however, if the Sponsor or any of the Company’s officers, directors or affiliates acquire shares of Class A common stock in or after the Public Offering, they will be entitled to a pro rata share of the Trust Account in the event the Company does not complete a Business Combination within the required time period. 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.

Summary of Significant Accounti

Summary of Significant Accounting Policies	4 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 — Summary of Significant Accounting Policies Basis of Presentation: The accompanying interim condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the accounting and disclosure rules and regulations of the SEC, and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the financial position as of September 30, 2015 and the results of operations and cash flows for the periods presented. Certain information and disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s (i) audited financial statements as of June 12, 2015 and for the period from June 1, 2015 through June 12, 2015 included in the final prospectus filed with the SEC on August 14, 2015, (ii) unaudited condensed financial statements as of June 30, 2015 and for the period from June 1, 2015 through June 30, 2015 included in the Company’s Quarterly Report on Form 10-Q filed with the SEC on October 2, 2015, and (iii) audited balance sheet as of August 19, 2015 included in the Form 8-K filed with the SEC on August 24, 2015. The interim results for the period ended September 30, 2015 are not necessarily indicative of the results to be expected for the period from June 1, 2015 (Inception) through December 31, 2015 or for any future interim periods. Development Stage Company: The Company complies with the reporting requirements of ASC 915, “ Development Stage Entities Emerging Growth Company: Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. 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 an 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. Redeemable Ordinary Shares: All 37,500,000 shares of Class A common stock sold as part of the units in the Public Offering contain a redemption feature as discussed above. In accordance with 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 ASC 480. Although the Company did not specify a maximum redemption threshold, its amended and restated certificate of incorporation provides that in no event will it redeem its Class A common stock in an amount that would cause its net tangible assets, or total shareholders’ equity, to fall below $5,000,001. Accordingly, at September 30, 2015, 35,789,907 of the Company’s 37,500,000 shares of Class A common stock were classified outside of permanent equity. Loss Per Common Share: Net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the period, plus to the extent dilutive the incremental number of shares of Class A common stock to be issued in connection with the conversion of Class F common stock or to settle warrants, as calculated using the treasury stock method. The Company has not considered the effect of (i) warrants sold in the Public Offering to purchase 18,750,000 shares of Class A common stock and (ii) the Private Placement Warrants to purchase 9,500,000 shares of Class A common stock, in the calculation of diluted loss per share, since the exercise of the warrants is contingent on the occurrence of future events. At September 30, 2015, the Company did not have any other dilutive securities or other contracts that could, potentially, be exercised or converted into common stock and then share in the earnings of the Company under the treasury stock method. 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 concentrations of credit risk consist of cash accounts in a financial institution, which at times, may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Financial Instruments: The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “ Fair Value Measurements and Disclosures, Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company’s 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Offering Costs: The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (SAB) Topic 5A — “ Expenses of Offering Income Taxes: The Company follows the asset and liability method of accounting for income taxes under ASC, 740, “ Income Taxes ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties at September 30, 2015. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. State Franchise Taxes: The Company is incorporated in Delaware and is required to pay franchise taxes to the State of Delaware on an annual basis. Recent Accounting Pronouncements: In June 2014, the Financial Accounting Standards Board issued ASU 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 shareholder equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. The Company has adopted ASU 2014-10. Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Public Offering

Public Offering	4 Months Ended
	Sep. 30, 2015
Public Offering [Abstract]
Public Offering	Note 3 — Public Offering On August 19, 2015, the Company sold 37,500,000 units at a price of $10.00 per unit (the “Units”), including 2,500,000 Units as a result of the underwriters’ partial exercise of their over-allotment option, generating gross proceeds of $375,000,000. Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value, and one redeemable common stock purchase warrant (the “Warrants”). Each Warrant entitles the holder to purchase one-half of one share of Class A common stock. Each Warrant will become exercisable on the later of 30 days after the completion of the Business Combination or 12 months from the closing of the Public Offering and will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation. However, if the Company does not complete the Business Combination on or prior to the 24-month period allotted to complete the Business Combination, the Warrants will expire at the end of such period. The Warrants were issued in registered form under a warrant agreement between Continental Stock Transfer & Trust Company, as warrant agent, and the Company. The Company did not register the shares of Class A common stock issuable upon exercise of the Warrants under the Securities Act of 1933, as amended (the “Securities Act”) or any state securities law. Under the terms of the warrant agreement, the Company has agreed to use its best efforts to file a registration statement under the Securities Act following the completion of the Business Combination covering the shares of Class A common stock issuable upon exercise of the Warrants. The Company paid an upfront underwriting discount of 2.00% ($7,500,000) of the per Unit offering price to the underwriters at the closing of the Public Offering, with an additional fee (the “Deferred Commissions”) of 3.50% of the per Unit offering price payable upon the Company’s completion of a Business Combination. The Deferred Commissions will become payable to the underwriters from the amounts held in the Trust Account solely in the event the Company completes its Business Combination.

Related Party Transactions

Related Party Transactions	4 Months Ended
	Sep. 30, 2015
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 — Related Party Transactions Founder Shares: On June 12, 2015, the Sponsor purchased 11,500,000 shares of Class F common stock (the “Founder Shares”) for $25,000, or approximately $0.002 per share. On August 5, 2015, the Sponsor transferred an aggregate of 50,000 Founder Shares to the Company’s independent directors (together with the Sponsor, the “Initial Stockholders”) at their original purchase price. Immediately prior to the pricing of the Public Offering, the Sponsor forfeited 1,437,500 Founder Shares and following the expiration of the underwriters’ remaining over-allotment option, the Sponsor forfeited an additional 687,500 Founder Shares, so that the remaining Founder Shares held by the Initial Stockholders would represent 20.0% of the outstanding shares of common stock following completion of the Public Offering. Such forfeitures were retroactively applied as indicated in the condensed statement of changes in stockholders’ equity to reflect an initial sale of 9,375,000 Founder Shares to the Sponsor in June 2015. The Founder Shares are identical to the Class A common stock included in the Units sold in the Public Offering except that the Founder Shares are convertible under the circumstances described below. The Founder Shares will automatically convert into shares of Class A common stock at the time of the Business Combination on a one-for-one basis, subject to adjustment as described in the Company’s certificate of incorporation. Private Placement Warrants: On the Close Date, simultaneously with the completion of the Public Offering, the Sponsor purchased 19,000,000 Private Placement Warrants for an aggregate purchase price of $9,500,000. Each Private Placement Warrant entitles the holder to purchase one-half of one share of Class A common stock at $5.75 per half share. The Private Placement Warrants have terms and provisions that are identical to those of the Warrants sold as part of the Units in the Public Offering, except that the Private Placement Warrants may be net cash settled and are not redeemable so long as they are held by the Sponsor or its permitted transferees. Registration Rights: The holders of Founder Shares, Private Placement Warrants and warrants issued upon conversion of working capital loans, if any, have registration rights (in the case of the Founder Shares, only after conversion of such shares to shares of Class A common stock) pursuant to a registration rights agreement entered into by the Company, the Sponsor and the other security holders named therein on August 13, 2015. These holders will also have certain demand and “piggy back” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Sponsor Loan: On June 12, 2015, the Sponsor loaned the Company an aggregate of $150,000 by the issuance of an unsecured promissory note for $150,000 to cover expenses related to the Public Offering, and on August 6, 2015, the Sponsor loaned the Company an additional $150,000 by the issuance of a second unsecured promissory note for $150,000 to cover expenses related to the Public Offering. These Notes were non-interest bearing and payable on the earlier of December 31, 2015 or the completion of the Public Offering. These Notes were repaid in full upon the completion of the Public Offering. Administrative Services Agreement: The Company entered into an administrative services agreement on August 13, 2015, pursuant to which it has agreed to pay to an affiliate of the Sponsor $10,000 a month for office space, utilities and secretarial support. Services commenced on the date the securities were first listed on the NASDAQ Capital Market and will terminate upon the earlier of the consummation by the Company of a Business Combination or the liquidation of the Company. For the period from June 1, 2015 (inception) to September 30, 2015, the Company paid an affiliate of the Sponsor $15,000 for such services.

Cash Held in Trust Account

Cash Held in Trust Account	4 Months Ended
	Sep. 30, 2015
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract]
Cash Held in Trust Account	Note 5 — Cash Held in Trust Account Gross proceeds of $375,000,000 and $9,500,000 from the Public Offering and the sale of the Private Placement Warrants, respectively, less underwriting discounts of $7,500,000 and $2,000,000 designated to fund the Company’s business, legal and accounting due diligence on prospective acquisitions, offering costs and continuing general and administrative expenses, were placed in the Trust Account at the Close Date. Of $2,000,000 held outside the Trust Account at the Close Date, $300,000 was used to repay the Notes payable to the Sponsor. At September 30, 2015, funds in the Trust Account totaled $375,001,130 and were held in investment securities and cash, with investment securities consisting only of money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended, which invest only in direct U.S. government obligations. Such investment securities are carried at cost, which approximates fair value.

Deferred Underwriting Commissio

Deferred Underwriting Commission	4 Months Ended
	Sep. 30, 2015
Deferred Underwriting Commission [Abstract]
Deferred Underwriting Commission	Note 6 — Deferred Underwriting Commission The Company is committed to pay the Deferred Commissions of 3.50% of the gross proceeds of the Public Offering, or $13,125,000, to the underwriters upon the Company’s completion of a Business Combination. The underwriters are not entitled to receive any of the interest earned on Trust Account funds that would be used to pay the Deferred Commissions, and no Deferred Commissions are payable to the underwriters if a Business Combination is not completed within 24 months after the Close Date.

Stockholders' Equity

Stockholders' Equity	4 Months Ended
	Sep. 30, 2015
Equity [Abstract]
Stockholder's Equity	Note 7 — Stockholders’ Equity Common Stock: The Company is authorized to issue 220,000,000 shares of common stock, consisting of 200,000,000 shares of Class A common stock, par value $0.0001 per share (the “Class A common stock”) and 20,000,000 shares of Class F common stock, par value $0.0001 per share (the “Class F common stock”). Holders of the Company’s common stock are entitled to one vote for each share of common stock. At September 30, 2015, there were 37,500,000 shares of Class A common stock and 9,375,000 shares of Class F common stock issued and outstanding. Preferred Stock: The Company is authorized to issue 1,000,000 shares of preferred stock, par value $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. At September 30, 2015, there were no shares of preferred stock issued and outstanding.

Subsequent Events

Subsequent Events	4 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
Subsequent Events	Note 8 — Subsequent Events Management has performed an evaluation of subsequent events through the date of issuance of the condensed financial statements, noting no items which require adjustment or disclosure other than those set forth in the preceding notes to the condensed financial statements.

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Policies)	4 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation: The accompanying interim condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the accounting and disclosure rules and regulations of the SEC, and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the financial position as of September 30, 2015 and the results of operations and cash flows for the periods presented. Certain information and disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s (i) audited financial statements as of June 12, 2015 and for the period from June 1, 2015 through June 12, 2015 included in the final prospectus filed with the SEC on August 14, 2015, (ii) unaudited condensed financial statements as of June 30, 2015 and for the period from June 1, 2015 through June 30, 2015 included in the Company’s Quarterly Report on Form 10-Q filed with the SEC on October 2, 2015, and (iii) audited balance sheet as of August 19, 2015 included in the Form 8-K filed with the SEC on August 24, 2015. The interim results for the period ended September 30, 2015 are not necessarily indicative of the results to be expected for the period from June 1, 2015 (Inception) through December 31, 2015 or for any future interim periods.
Development Stage Company	Development Stage Company: The Company complies with the reporting requirements of ASC 915, “ Development Stage Entities
Emerging Growth Company	Emerging Growth Company: Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. 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 an 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.
Redeemable Ordinary Shares	Redeemable Ordinary Shares: All 37,500,000 shares of Class A common stock sold as part of the units in the Public Offering contain a redemption feature as discussed above. In accordance with 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 ASC 480. Although the Company did not specify a maximum redemption threshold, its amended and restated certificate of incorporation provides that in no event will it redeem its Class A common stock in an amount that would cause its net tangible assets, or total shareholders’ equity, to fall below $5,000,001. Accordingly, at September 30, 2015, 35,789,907 of the Company’s 37,500,000 shares of Class A common stock were classified outside of permanent equity.
Loss Per Common Share	Loss Per Common Share: Net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the period, plus to the extent dilutive the incremental number of shares of Class A common stock to be issued in connection with the conversion of Class F common stock or to settle warrants, as calculated using the treasury stock method. The Company has not considered the effect of (i) warrants sold in the Public Offering to purchase 18,750,000 shares of Class A common stock and (ii) the Private Placement Warrants to purchase 9,500,000 shares of Class A common stock, in the calculation of diluted loss per share, since the exercise of the warrants is contingent on the occurrence of future events. At September 30, 2015, the Company did not have any other dilutive securities or other contracts that could, potentially, be exercised or converted into common stock and then share in the earnings of the Company under the treasury stock method. 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 concentrations of credit risk consist of cash accounts in a financial institution, which at times, may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Financial Instruments	Financial Instruments: The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “ Fair Value Measurements and Disclosures,
Use of Estimates	Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company’s 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.
Offering Costs	Offering Costs: The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (SAB) Topic 5A — “ Expenses of Offering
Income Taxes	Income Taxes: The Company follows the asset and liability method of accounting for income taxes under ASC, 740, “ Income Taxes ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties at September 30, 2015. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.
State Franchise Taxes	State Franchise Taxes: The Company is incorporated in Delaware and is required to pay franchise taxes to the State of Delaware on an annual basis.
Recent Accounting Pronouncements	Recent Accounting Pronouncements: In June 2014, the Financial Accounting Standards Board issued ASU 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 shareholder equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. The Company has adopted ASU 2014-10. Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Description of Organization a18

Description of Organization and Business Operations - Additional Information (Details) - USD ($)	Aug. 19, 2015	Aug. 06, 2015	Jun. 12, 2015	Sep. 30, 2015	Sep. 30, 2015
Organization And Basis Of Presentation [Line Items]
Proceeds from notes payable – related party		$ 150,000	$ 150,000		$ 300,000
Notes and advances payable – related party		$ 150,000	$ 150,000
Proceed from issuance of private placement					$ 9,500,000
Investment in trust account	$ 375,000,000
Business combination completion period from closing date of public offering	24 months				24 months
Proceeds from issuance public offering and private placement	$ 2,000,000
Repayments of notes payable					$ 300,000
Minimum fair market value of target business as percentage of assets				80.00%	80.00%
Minimum value of net tangible assets shares redeemed				$ 5,000,001	$ 5,000,001
Interest income to pay dissolution expenses if business combination is not completed				50,000
Class A Common Stock
Organization And Basis Of Presentation [Line Items]
Redemption percentage of shares in certificate of incorporation	100.00%
Minimum value of net tangible assets shares redeemed				$ 5,000,001	5,000,001
Gores Sponsor LLC
Organization And Basis Of Presentation [Line Items]
Repayments of notes payable	$ 300,000				$ 300,000
Initial Public Offering
Organization And Basis Of Presentation [Line Items]
Proceeds from public offering net of underwriter's discounts and commissions	367,500,000
Underwriters deferred commissions	13,125,000
Initial Public Offering | Gores Sponsor LLC
Organization And Basis Of Presentation [Line Items]
Proceed from issuance of private placement	$ 9,500,000
Warrants purchased by sponsor (shares)	19,000,000

Summary of Significant Accoun19

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	Aug. 19, 2015	Sep. 30, 2015
Summary Of Significant Accounting Policies [Line Items]
Minimum value of net tangible assets shares redeemed		$ 5,000,001
Dilutive securities		0
Federal depository insurance coverage amount		$ 250,000
Offering costs associated with public offering		21,407,116
Offering costs for underwriters discounts and fees		20,625,000
Deferred tax assets		74,394
Unrecognized tax benefits, income tax penalties and interest accrued		0
Class A Common Stock
Summary Of Significant Accounting Policies [Line Items]
Minimum value of net tangible assets shares redeemed		$ 5,000,001
Common stock, redemption shares		35,789,907
Class A Common Stock | Initial Public Offering
Summary Of Significant Accounting Policies [Line Items]
Number of units sold in public offering	37,500,000	37,500,000
Warrant sold to purchase common stock, shares		18,750,000
Class A Common Stock | Private Placement
Summary Of Significant Accounting Policies [Line Items]
Warrant sold to purchase common stock, shares		9,500,000

Public Offering - Additional In

Public Offering - Additional Information (Details) - USD ($)	Aug. 19, 2015	Sep. 30, 2015
Capital Unit [Line Items]
Gross proceeds from public offering		$ 375,000,000
Common stock, par value		$ 0.0001
Description of public offering transaction		Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value, and one redeemable common stock purchase warrant (the “Warrants”). Each Warrant entitles the holder to purchase one-half of one share of Class A common stock. Each Warrant will become exercisable on the later of 30 days after the completion of the Business Combination or 12 months from the closing of the Public Offering and will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation.
Public offering warrants exercisable after business combination	30 days
Public offering warrants exercisable from closing of public offering	12 months
Public offering warrants expiration period	5 years
Business combination completion period from closing date of public offering	24 months	24 months
Underwriting discount percentage for per unit of offering price	2.00%
Underwriting discount on offering price	$ 7,500,000
Underwriters deferred commissions percentage	3.50%
Initial Public Offering
Capital Unit [Line Items]
Gross proceeds from public offering		$ 375,000,000
Over-Allotment Option
Capital Unit [Line Items]
Number of units sold in public offering	2,500,000
Class A Common Stock
Capital Unit [Line Items]
Common stock, par value	$ 0.0001	$ 0.0001
Class A Common Stock | Initial Public Offering
Capital Unit [Line Items]
Number of units sold in public offering	37,500,000	37,500,000
Price per share in public offering	$ 10
Class A Common Stock | Private Placement
Capital Unit [Line Items]
Share purchase		one-half of one share

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Details) - USD ($)	Aug. 19, 2015	Aug. 06, 2015	Aug. 05, 2015	Jun. 12, 2015	Jun. 30, 2015	Sep. 30, 2015	Sep. 30, 2015	Aug. 13, 2015
Related Party Transaction [Line Items]
Proceeds from sale of Class F common stock to Sponsor							$ 25,000
Common stock, value per share						$ 0.0001	$ 0.0001
Sale of founder shares description							Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value, and one redeemable common stock purchase warrant (the “Warrants”). Each Warrant entitles the holder to purchase one-half of one share of Class A common stock. Each Warrant will become exercisable on the later of 30 days after the completion of the Business Combination or 12 months from the closing of the Public Offering and will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation.
Proceed from issuance of private placement							$ 9,500,000
Proceeds from notes payable – related party		$ 150,000		$ 150,000			$ 300,000
Notes and advances payable – related party		$ 150,000		$ 150,000
Over-Allotment Option
Related Party Transaction [Line Items]
Sale of common stock, shares	2,500,000
Class F Common Stock
Related Party Transaction [Line Items]
Issuance of common stock shares						9,375,000	9,375,000
Common stock, value per share						$ 0.0001	$ 0.0001
Common stock, shares forfeited						2,125,000	2,125,000
Class A Common Stock
Related Party Transaction [Line Items]
Issuance of common stock shares						1,710,093	1,710,093
Common stock, value per share	$ 0.0001					$ 0.0001	$ 0.0001
Class A Common Stock | Initial Public Offering
Related Party Transaction [Line Items]
Sale of common stock, shares	37,500,000						37,500,000
Class A Common Stock | Private Placement
Related Party Transaction [Line Items]
Share purchase							one-half of one share
Gores Sponsor LLC
Related Party Transaction [Line Items]
Common stock of class F shares transferred			50,000
Gores Sponsor LLC | Administrative Services Agreement
Related Party Transaction [Line Items]
Payment to affiliate for office space								$ 10,000
Payment to affiliate for administrative services							$ 15,000
Gores Sponsor LLC | Initial Public Offering
Related Party Transaction [Line Items]
Founder shares as a percentage of total common stock outstanding							20.00%
Warrants purchased by sponsor (shares)	19,000,000
Proceed from issuance of private placement	$ 9,500,000
Gores Sponsor LLC | Class F Common Stock
Related Party Transaction [Line Items]
Issuance of common stock shares				11,500,000
Proceeds from sale of Class F common stock to Sponsor				$ 25,000
Common stock, value per share				$ 0.002
Sale of common stock, shares					9,375,000
Gores Sponsor LLC | Class F Common Stock | Prior To Pricing Of Public Offering
Related Party Transaction [Line Items]
Common stock, shares forfeited							1,437,500
Gores Sponsor LLC | Class F Common Stock | Over-Allotment Option
Related Party Transaction [Line Items]
Common stock, shares forfeited							687,500
Gores Sponsor LLC | Class A Common Stock
Related Party Transaction [Line Items]
Sale of founder shares description							The Founder Shares will automatically convert into shares of Class A common stock at the time of the Business Combination on a one-for-one basis, subject to adjustment as described in the Company’s certificate of incorporation.
Gores Sponsor LLC | Class A Common Stock | Private Placement
Related Party Transaction [Line Items]
Share purchase							one-half of one share
Warrants exercise price per share						$ 5.75	$ 5.75

Cash Held in Trust Account - Ad

Cash Held in Trust Account - Additional Information (Details) - USD ($)	Aug. 19, 2015	Sep. 30, 2015
Cash Held In Trust Account [Line Items]
Gross proceeds from public offering		$ 375,000,000
Proceed from issuance of private placement		9,500,000
Payment of underwriters’ discounts and commissions		7,500,000
Public offering cost legal general and administrative expense designated fund		2,000,000
Cash held out of trust account		2,000,000
Repayments of notes payable		300,000
Investments and cash held in Trust Account		375,001,130
Gores Sponsor LLC
Cash Held In Trust Account [Line Items]
Repayments of notes payable	$ 300,000	$ 300,000

Deferred Underwriting Commiss23

Deferred Underwriting Commission - Additional Information (Details)	4 Months Ended
	Sep. 30, 2015USD ($)
Investment Banking Advisory Brokerage And Underwriting Fees And Commissions Alternative Presentation For Banks [Abstract]
Deferred underwriting commission, Description	The Company is committed to pay the Deferred Commissions of 3.50% of the gross proceeds of the Public Offering, or $13,125,000, to the underwriters upon the Company’s completion of a Business Combination. The underwriters are not entitled to receive any of the interest earned on Trust Account funds that would be used to pay the Deferred Commissions, and no Deferred Commissions are payable to the underwriters if a Business Combination is not completed within 24 months after the Close Date.
Deferred underwriting commissions upon business combination, Percentage of gross proceed	3.50%
Deferred underwriting compensation	$ 13,125,000

Stockholder's Equity - Addition

Stockholder's Equity - Additional Information (Detail)	4 Months Ended
	Sep. 30, 2015Vote$ / sharesshares	Aug. 19, 2015$ / shares
Stockholders Equity [Line Items]
Common stock, shares authorized	220,000,000
Common stock, par value | $ / shares	$ 0.0001
Common stock, voting rights	Holders of the Company’s common stock are entitled to one vote for each share of common stock
Common stock, vote per share | Vote	1
Preferred stock, shares authorized	1,000,000
Preferred stock, par value | $ / shares	$ 0.0001
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Class A Common Stock
Stockholders Equity [Line Items]
Common stock, shares authorized	200,000,000
Common stock, par value | $ / shares	$ 0.0001	$ 0.0001
Common stock, shares issued	37,500,000
Common stock, shares issued	1,710,093
Common stock, shares outstanding	37,500,000
Common stock, shares outstanding	1,710,093
Class F Common Stock
Stockholders Equity [Line Items]
Common stock, shares authorized	20,000,000
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares issued	9,375,000
Common stock, shares outstanding	9,375,000