Modern Media Acquisition (MMDM) 10-Q 14 Feb 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Dec. 31, 2018	Feb. 06, 2019
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Dec. 31, 2018
Document Fiscal Year Focus	2,019
Document Fiscal Period Focus	Q3
Trading Symbol	MMDM
Entity Registrant Name	Modern Media Acquisition Corp.
Entity Central Index Key	1,695,098
Current Fiscal Year End Date	--03-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Transition Period	false
Entity Common Stock, Shares Outstanding		25,875,000

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Dec. 31, 2018	Mar. 31, 2018
Current Assets
Cash	$ 297,627	$ 558,398
Prepaid expenses and other current assets	11,670	42,083
Total Current Assets	309,297	600,481
Marketable securities held in Trust Account	212,196,202	210,502,923
Total Assets	212,505,499	211,103,404
Current Liabilities
Accounts payable and accrued expenses	194,913	97,627
Income taxes payable	3,650	435,503
Total Current Liabilities	198,563	533,130
Deferred underwriting fees	7,785,000	7,785,000
Deferred legal fees payable	300,000	300,000
Total Liabilities	8,283,563	8,618,130
Commitments and Contingencies (See note 3)
Common stock subject to possible redemption, $0.0001 par value; 19,724,944 and 19,552,997 shares at redemption value of approximately $10.10 as of December 31, 2018 and March 31, 2018, respectively	199,221,934	197,485,269
Stockholders' Equity
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, none issued or outstanding as of December 31, 2018 or March 31, 2018
Common stock, $0.0001 par value; 100,000,000 shares authorized; 6,150,056 and 6,322,003 shares issued and outstanding (excluding 19,724,944 and 19,552,997 shares subject to possible redemption) as of December 31, 2018 and March 31, 2018, respectively	615	632
Additional paid-in capital	2,813,180	4,549,828
Retained earnings	2,186,207	449,545
Total Stockholders' Equity	5,000,002	5,000,005
Total Liabilities and Stockholders' Equity	$ 212,505,499	$ 211,103,404

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2018	Mar. 31, 2018
Statement of Financial Position [Abstract]
Common stock subject to possible redemption, par value	$ 0.0001	$ 0.0001
Common stock subject to possible redemption, shares issued	19,724,944	19,552,997
Common stock subject to possible redemption, shares outstanding	19,724,944	19,552,997
Common stock subject to possible redemption, redemption value per share	$ 10.10	$ 10.10
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	6,150,056	6,322,003
Common stock, shares outstanding	6,150,056	6,322,003

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2018	Dec. 31, 2017
Income Statement [Abstract]
Operating costs	$ 178,409	$ 194,992	$ 490,439	$ 526,751
Loss from operations	(178,049)	(194,992)	(490,439)	(526,751)
Interest income	1,047,854	474,396	2,779,342	954,456
Income before provision for income taxes	869,805	279,404	2,288,903	427,705
Provision for income taxes	(209,550)	(152,460)	(552,241)	(281,680)
Net Income	$ 660,255	$ 126,944	$ 1,736,662	$ 146,025
Weighted average shares outstanding:
Basic	6,214,717	6,364,925	6,269,841	6,165,157
Diluted	25,875,000	25,875,000	25,875,000	22,399,818
Basic and diluted net income per common share:
Basic	$ 0.11	$ 0.02	$ 0.28	$ 0.02
Diluted	$ 0.03	$ 0	$ 0.07	$ 0.01

Condensed Statement of Cash Flo

Condensed Statement of Cash Flows - USD ($)	9 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Cash Flows from Operating Activities:
Net income	$ 1,736,662	$ 146,025
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on marketable securities held in Trust Account	(2,779,342)	(954,456)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	30,413	(23,367)
Account payable and accrued expenses	97,286	171,836
Income taxes payable	(431,853)	281,680
Net cash used in operating activities	(1,346,834)	(378,282)
Cash Flows from Investing Activities:
Cash withdrawn from Trust Account	1,086,063
Investment of cash in Trust Account		(209,070,000)
Net cash provided by (used in) investing activities	1,086,063	(209,070,000)
Cash Flows from Financing Activities:
Proceeds from sale of Units, net of underwriting discounts paid		203,400,000
Proceeds from sale of Private Placement Warrants		7,320,000
Proceeds from promissory note - related party		200,000
Repayment of promissory note - related party		(350,000)
Payment of offering costs		(482,325)
Net cash provided by financing activities		210,087,675
Net Change in Cash	(260,771)	639,393
Cash - Beginning	558,398	30,005
Cash - Ending	297,627	669,398
Supplement cash flow information:
Cash paid for income taxes	984,094
Non-Cash Investing and Financing Activities:
Change in value of common stock subject to possible redemption	$ 1,736,655	162,832
Deferred underwriting fees charged to additional paid-in capital		7,785,000
Deferred legal fees charged to additional paid-in capital		300,000
Initial classification of common stock subject to possible redemption		197,015,862
Offering costs charged to additional paid-in capital		$ 924,271

Description of Organization and

Description of Organization and Business Operations	9 Months Ended
	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Modern Media Acquisition Corp. (the “Company,” “we,” “us” or “our”) was initially formed as a Delaware limited liability company on June 9, 2014 under the name of M Acquisition Company I LLC. On January 3, 2017, the Company converted from a limited liability company to a Delaware C Corporation and changed its name to Modern Media Acquisition Corp. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, recapitalization or similar business combination with one or more businesses that the Company has not yet identified (a “Business Combination”). The Company has neither engaged in any operations nor generated significant revenue to date. All activity through December 31, 2018 relates to the Company’s formation, its initial public offering 20,700,000 units (the “Initial Public Offering”), the simultaneous sale of 7,320,000 warrants (the “Private Placement Warrants”) in a private placement to the Company’s sponsor, Modern Media Sponsor LLC (the “Sponsor”), its search for a Business Combination and activities in connection with the proposed acquisition of Akazoo Limited, a private company incorporated under the laws of Scotland (“Akazoo”) (see Note 6). Under the Company’s Certificate of Incorporation, the Company had until November 17, 2018 (the “Initial Date”) to complete a Business Combination, or February 17, 2019 if the Company executed a letter of intent, agreement in principle or definitive agreement for a Business Combination by the Initial Date but had not completed a Business Combination by such date (the “Combination Period”). Effective October 31, 2018, the Company signed a non-binding Going Concern As of December 31, 2018, the Company had approximately $298,000 in its operating bank account, approximately $3,126,000 of interest available to pay franchise and income taxes (less up to $50,000 of interest to pay dissolution expenses) and working capital of approximately $111,000. Until the consummation of a Business Combination, the Company will be using the funds not held in the Trust Account for identifying and evaluating prospective acquisition candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to acquire, and structuring, negotiating and consummating the Business Combination. If the Company’s estimates of the costs of identifying a target business, undertaking in-depth In order to finance transaction costs in connection with a Business Combination, (i) the Sponsor has committed to loan the Company up to an aggregate of $500,000, to be provided in the event that funds held outside of the Trust Account are insufficient to fund the Company’s expenses relating to investigating and selecting a target business and other working capital requirements prior to a Business Combination and (ii) the Sponsor, one or more affiliates of the Sponsor or certain of the Company’s officers or directors may, but are not obligated to, loan the Company any additional funds as may be required. If the Company completes a Business Combination, the Company would repay such loaned amounts. In the event that a Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay any such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1,000,000 of such loans may be convertible into working capital loan warrants of the post business combination entity at a price of $1.00 per warrant at the option of the lender. The working capital loan warrants will be identical to the Private Placement Warrants issued to the Sponsor. Other than as set forth above, the terms of such loans by the Sponsor, an affiliate of the Sponsor or certain of the Company’s officers or directors, if any, have not been determined and no written agreements exist with respect to such loans. The Company does not expect to seek loans from parties other than the Sponsor, an affiliate of the Sponsor or certain of the Company’s officers or directors, if any, as the Company does not believe third parties will be willing to loan such funds and provide a waiver against any and all rights to seek access to funds in the Trust Account. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, suspending the pursuit of a potential transaction. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern through June 17, 2019, the scheduled liquidation date of the Company. These condensed financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Dec. 31, 2018
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K 10-K Use of estimates The preparation of financial statements in conformity with 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 revenues and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Net income per common share Net income per common share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Shares of common stock subject to possible redemption at December 31, 2018 and 2017 have been excluded from the calculation of basic income per share since such shares, if redeemed, only participate in their pro rata share of the Trust Account earnings. The Company has not considered the effect of (1) warrants sold in the Initial Public Offering and private placement to purchase 17,670,000 shares of common stock and (2) rights sold in the Initial Public Offering that are convertible into 2,070,000 shares of common stock, in the calculation of diluted income per share, since the exercise of the warrants and the conversion of the rights into shares of common stock is contingent upon the occurrence of future events. Diluted net income per share for the three and nine months ended December 31, 2018 and 2017 includes the impact of 25,875,000 shares of common stock. Common stock subject to possible redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2018 and March 31, 2018, 19,724,944 shares and 19,552,997 shares, respectively, of common stock subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets. Recently issued accounting standards In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, 10-Q 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 condensed financial statements.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	3. COMMITMENTS AND CONTINGENCIES Registration Rights Pursuant to a registration rights agreement entered into on the Closing Date, the holders of the Founder Shares and Private Placement Warrants and warrants that may be issued upon conversion of working capital loans, if any, and their respective permitted transferees (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, if any) are entitled to registration rights. The holders of these securities are entitled to make up to three demands, in the case of the Founder Shares and the Private Placement Warrants (and any shares of common stock issuable upon the exercise of the Private Placement Warrants), excluding short form demands, and one demand, in the case of the warrants that may be issued upon the conversion of working capital loans (and any shares of common stock issuable upon the exercise of such warrants), that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to other registration statements filed by the Company and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act of 1933 (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 any applicable lock-up Deferred Underwriting Commission The underwriters are entitled to a deferred fee of $0.38 per Unit, or $7,785,000 in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Right of First Refusal The Company granted Macquarie Capital (USA) Inc., an affiliate of the Sponsor and an underwriter of the Initial Public Offering, a right of first refusal for a period of 36 months from the closing date of the Initial Public Offering to provide to the Company certain financial advisory, underwriting, capital raising, and other services for which they may receive fees. The actual amount of fees to be paid will vary significantly based on the size of any transaction and the extent to which other investment banks are involved. Deferred Legal Fees The Company is obligated to pay deferred legal fees of $300,000 upon the consummation of a Business Combination for services performed in connection with the Initial Public Offering. If no Business Combination is consummated, the Company will not be obligated to pay such fees.

Stockholder's Equity

Stockholder's Equity	9 Months Ended
	Dec. 31, 2018
Federal Home Loan Banks [Abstract]
Stockholder's Equity	4. STOCKHOLDERS’ EQUITY Preferred Stock Common Stock

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Dec. 31, 2018
Fair Value Disclosures [Abstract]
Fair Value Measurements	5. FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured non-financial re-measured The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at December 31, 2018 and March 31, 2018, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, 2018 March 31, 2018 (unaudited) (audited) Assets: Marketable securities held in Trust Account 1 $ 212,196,202 $ 210,502,923

Subsequent Events

Subsequent Events	9 Months Ended
	Dec. 31, 2018
Subsequent Events [Abstract]
Subsequent Events	6. SUBSEQUENT EVENTS The Company evaluates subsequent events and transactions that occur after the balance sheet date up to the date that the financial statements were issued. Other than as described below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. On January 24, 2019, the Company, Akazoo, Apostolos N. Zervos (“ Mr. Zervos 100-17 société anonyme LuxCo 100-17 société anonyme PubCo Business Transaction Agreement Transactions Business Combination The Akazoo Business Combination will be effected as follows: (i) in accordance with Luxembourg law and the Delaware General Corporation Law (the “ DGCL Merger LuxCo Shares Share Exchange Luxembourg Merger Subject to the terms of the Business Transaction Agreement and at the consummation of the Merger, each share of Company common stock (“ Company Common Stock Company Warrant PubCo Warrant Existing Akazoo shareholders will receive an aggregate number of PubCo Shares equal to an assumed Akazoo enterprise value of $380 million (less any cash payment to them) divided by the per share redemption price applicable to any redemptions by public stockholders of the Company. The existing Akazoo shareholders prior to the Luxembourg Merger will receive a cash distribution of up to $20 million, in exchange for a portion of their shares, if and to the extent that cash available in the Company’s Trust Account, after the payment of transaction fees and expenses and any redemptions, exceeds $110 million. Additionally, subject to the terms of the Business Transaction Agreement, as consideration for the cancellation of their LuxCo shares (“ LuxCo Shares The Business Transaction Agreement provides for customary conditions precedent to closing, including (i) approval by the Company’s stockholders of (A) the adoption of the Business Transaction Agreement and the transactions contemplated thereby pursuant to Section 251 of the DGCL, and (B) any other proposals the parties deem necessary or desirable to consummate the Akazoo Business Combination (collectively, the “ Transaction Proposals F-4 In connection with the Company’s special meeting of stockholders held on February 8, 2019, the Company’s Sponsor agreed to contribute to the Company as a loan $0.0333 for each share of the Company’s common stock issued in its initial public offering (each, a “Public Share”) that did not redeem in connection with the stockholder vote to approve the Charter Amendment for each month, or portion thereof, that is needed by the Company to complete a business combination from February 17, 2019 until the Combination Deadline (the “Contribution”). The Contribution was conditional upon the approval of the Charter Amendment, which did occur on February 8, 2019. The amount of the Contribution will not bear interest and will be repayable by the Company to the Sponsor upon consummation of the Company’s initial business combination in cash; provided, however, that the Sponsor may, at its option, convert each $1.00 outstanding of the Contribution into one warrant to purchase a share of common stock of the Company on the same terms and conditions as the Private Placement Warrants. The Sponsor will have sole discretion to determine whether to continue making the Contribution for additional months until the Combination Deadline, and if the Sponsor determines not to continue making such advances, then its obligation to make the Contribution will terminate and the Company will dissolve and liquidate in accordance with the Charter. In connection with the approval of the Charter Amendment, and pursuant to the terms of the Charter, stockholders elected to redeem an aggregate of 5,942,681 shares of the Company’s Common Stock. Following the completion of such redemptions, the Company will have approximately $151.7 million in cash remaining in the trust account and 19,932,319 shares of Common Stock issued and outstanding.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Dec. 31, 2018
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K 10-K
Use of estimates	Use of estimates The preparation of financial statements in conformity with 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 revenues and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Net income per common share	Net income per common share Net income per common share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Shares of common stock subject to possible redemption at December 31, 2018 and 2017 have been excluded from the calculation of basic income per share since such shares, if redeemed, only participate in their pro rata share of the Trust Account earnings. The Company has not considered the effect of (1) warrants sold in the Initial Public Offering and private placement to purchase 17,670,000 shares of common stock and (2) rights sold in the Initial Public Offering that are convertible into 2,070,000 shares of common stock, in the calculation of diluted income per share, since the exercise of the warrants and the conversion of the rights into shares of common stock is contingent upon the occurrence of future events. Diluted net income per share for the three and nine months ended December 31, 2018 and 2017 includes the impact of 25,875,000 shares of common stock.
Common stock subject to possible redemption	Common stock subject to possible redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2018 and March 31, 2018, 19,724,944 shares and 19,552,997 shares, respectively, of common stock subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets.
Recently issued accounting standards	Recently issued accounting standards In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, 10-Q 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 condensed financial statements.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Dec. 31, 2018
Fair Value Disclosures [Abstract]
Summary of Assets Measured at Fair Value on Recurring Basis	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at December 31, 2018 and March 31, 2018, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, 2018 March 31, 2018 (unaudited) (audited) Assets: Marketable securities held in Trust Account 1 $ 212,196,202 $ 210,502,923

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)	9 Months Ended
	Dec. 31, 2018	Mar. 31, 2018
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Cash	$ 297,627	$ 558,398
Working capital	$ 111,000
Debt conversion in to working capital loan warrant rate	$ 1
Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Loans convertible in to working capital loan warrants	$ 1,000,000
Maximum [Member] | Sponsor [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Maximum borrowing capacity	500,000
Franchise and Income Taxes Expenses [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Interest available to pay	3,126,000
Dissolution Expenses [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Interest available to pay	$ 50,000
Private Placement [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Number of warrants issued	7,320,000
Initial Public Offering [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Number of warrants issued	20,700,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Detail) - shares	3 Months Ended	9 Months Ended
	Dec. 31, 2018	Dec. 31, 2018	Mar. 31, 2018
Summary Of Significant Accounting Policies [Line Items]
Number of shares of common stock subject to possible redemption	19,724,944	19,724,944	19,552,997
Common Stock [Member]
Summary Of Significant Accounting Policies [Line Items]
Diluted securities for net income per share calculation	25,875,000	25,875,000
Warrant [Member] | Common Stock [Member]
Summary Of Significant Accounting Policies [Line Items]
Warrants or rights sold to purchase shares	17,670,000	17,670,000
Rights [Member] | Common Stock [Member]
Summary Of Significant Accounting Policies [Line Items]
Warrants or rights sold to purchase shares	2,070,000	2,070,000

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail)	9 Months Ended
	Dec. 31, 2018USD ($)$ / shares
Commitments and Contingencies Disclosure [Abstract]
Deferred fee | $ / shares	$ 0.38
Underwriters deferred discount amount	$ 7,785,000
Deferred legal fees	$ 300,000

Stockholder's Equity - Addition

Stockholder's Equity - Additional Information (Detail) - $ / shares	Dec. 31, 2018	Mar. 31, 2018
Equity [Abstract]
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	100,000,000	100,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	6,150,056	6,322,003
Common stock, shares outstanding	6,150,056	6,322,003
Common stock subject to possible redemption, shares issued	19,724,944	19,552,997
Common stock subject to possible redemption, shares outstanding	19,724,944	19,552,997

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Assets Measured at Fair Value on Recurring Basis (Detail) - USD ($)	Dec. 31, 2018	Mar. 31, 2018
Assets:
Marketable securities held in Trust Account	$ 212,196,202	$ 210,502,923
Fair Value, Inputs, Level 1 [Member]
Assets:
Marketable securities held in Trust Account	$ 212,196,202	$ 210,502,923

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail) - USD ($)	Jan. 24, 2019	Feb. 04, 2019	Dec. 31, 2018	Mar. 31, 2018
Subsequent Event [Line Items]
Common stock, shares issued			6,150,056	6,322,003
Common stock, shares outstanding			6,150,056	6,322,003
PubCo [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Warrants to purchase each common stock share	0.1
Value of shares given to existing shareholders	$ 380,000,000
PubCo [Member] | Maximum [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Cash received by existing shareholders	20,000,000
Fund contained in trust account and available additional capital	60,000,000
PubCo [Member] | Minimum [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Payment after transaction fees and expenses and redemptions	$ 110,000,000
Charter Amendment [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Loan amount per each share of common stock		$ 0.0333
Redeemable common stock shares		5,942,681
Debt conversion price per warrant, per share		$ 1
Cash held in trust		$ 151,700,000
Common stock, shares issued		19,932,319
Common stock, shares outstanding		19,932,319