Exhibit 99.1
SC HEALTH CORPORATION
PRO FORMA BALANCE SHEET
Actual as of July 16, | Pro Forma | As Adjusted | |||||||||||
2019 | Adjustments | as of July 16, 2019 | |||||||||||
(unaudited) | (unaudited) | ||||||||||||
ASSETS | |||||||||||||
Current asset – Cash | $ | 2,031,957 | $ | — | $ | 2,031,957 | |||||||
Cash held in Trust Account | 150,000,000 | 22,500,000 | (a) | 172,500,000 | |||||||||
450,000 | (b) | ||||||||||||
(450,000 | ) | (c) | |||||||||||
Total Assets | $ | 152,031,957 | $ | 22,500,000 | $ | 174,531,957 | |||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||||||
Current liabilities: | |||||||||||||
Accrued expenses | $ | 2,500 | $ | — | $ | 2,500 | |||||||
Accrued offering costs | 489,625 | — | 489,625 | ||||||||||
Promissory note – related party | 254,595 | — | 254,595 | ||||||||||
Total Current Liabilities | 746,720 | — | 746,720 | ||||||||||
Deferred underwriting fee payable | 5,250,000 | 787,500 | (d) | 6,037,500 | |||||||||
Total Liabilities | 5,996,720 | 787,500 | 6,784,220 | ||||||||||
Commitments and Contingencies | |||||||||||||
Ordinary shares subject to possible redemption, 14,103,523 and 16,274,773 shares as of July 16, 2019 and as adjusted as of July 16, 2019, respectively, at redemption value | 141,035,230 | 21,712,500 | (e) | 162,747,730 | |||||||||
Shareholders’ Equity: | |||||||||||||
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | — | — | — | ||||||||||
Class A ordinary shares, $0.0001 par value; 180,000,000 shares authorized; 896,477 and 975,227 shares as of July 16, 2019 and as adjusted as of July 16, 2019, respectively, issued and outstanding (excluding 14,103,523 and 16,274,773 shares, respectively, subject to possible redemption) | 90 | 225 | (a) | 98 | |||||||||
(217 | ) | (e) | |||||||||||
Class B ordinary shares, $0.00008 par value; 25,000,000 shares authorized; 5,562,500 shares issued and outstanding | 445 | — | 445 | ||||||||||
Additional paid-in capital | 5,002,328 | 22,499,775 | (a) | 5,002,320 | |||||||||
450,000 | (b) | ||||||||||||
(450,000 | ) | (c) | |||||||||||
(787,500 | ) | (d) | |||||||||||
(21,712,283 | ) | (e) | |||||||||||
Accumulated deficit | (2,856 | ) | — | (2,856 | ) | ||||||||
Total Shareholders’ Equity | 5,000,007 | — | 5,000,007 | ||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 152,031,957 | $ | 22,500,000 | $ | 174,531,957 |
See accompanying note to the pro forma balance sheet.
SC HEALTH CORPORATION
NOTE TO PRO FORMA BALANCE SHEET
(unaudited)
NOTE 1 - CLOSING OF OVER-ALLOTMENT OPTION AND ADDITIONAL PRIVATE PLACEMENT
The accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of SC Health Corporation (the “Company”) as of July 16, 2019, adjusted for the closing of the underwriters’ over-allotment option in full and related transactions which occurred on August 2, 2019, as described below.
On August 2, 2019, the Company consummated the closing of the sale of 2,250,000 additional units (the “Units”) at a price of $10.00 per unit upon receiving notice of the underwriters’ election to fully exercise their over-allotment option, generating additional gross proceeds of $22,500,000 to the Company. Each Unit consists of one share of the Company’s Class A ordinary shares and one-half of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one share of the Company’s Class A ordinary shares at a price of $11.50 per share. Simultaneously with the exercise of the over-allotment, the Company consummated the private placement of an additional 450,000 warrants (the “Private Placement Warrants”) to SC Health Holdings Limited (the “Sponsor”), generating aggregate gross proceeds of $450,000 to the Company. Transaction costs amounted to $1,237,500, consisting of $450,000 in cash underwriting fees and $787,500 of additional underwriting fees, which have been deferred until the completion of the Company’s Business Combination. As a result of the underwriters’ election to fully exercise their over-allotment option, 562,500 Founder Shares are no longer subject to forfeiture. Pro forma adjustments to reflect the exercise of the underwriters’ over-allotment option are as follows:
Pro forma entries: | Debit | Credit | |||||||
a. | Cash held in Trust Account | 22,500,000 | |||||||
Class A ordinary shares | 225 | ||||||||
Additional paid-in capital | 22,499,775 | ||||||||
To record sale of 2,250,000 Units on over-allotment option at $10.00 per Unit. | |||||||||
b. | Cash held in Trust Account | 450,000 | |||||||
Additional paid-in capital | 450,000 | ||||||||
To record sale of 450,000 Private Placement Warrants at $1.00 per Private Placement Warrant. | |||||||||
c. | Additional paid-in capital | 450,000 | |||||||
Cash held in Trust Account | 450,000 | ||||||||
To record payment of 2.0% of cash underwriting fee on over-allotment option. | |||||||||
d. | Additional paid-in capital | 787,500 | |||||||
Deferred underwriting fees | 787,500 | ||||||||
To record the liability for deferred underwriting fees on over-allotment option. | |||||||||
e. | Class A ordinary shares | 217 | |||||||
Additional paid-in capital | 21,712,283 | ||||||||
Common Stock Subject to Redemption | 21,712,500 | ||||||||
To reclassify ordinary shares out of permanent equity into mezzanine redeemable shares. |