H.I.G. ACQUISITION CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
Net Income (Loss) per Ordinary Share
The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, Earnings Per Share. Net income (loss) per common share is
computed by dividing net income (loss) by the weighted average number of shares of ordinary shares outstanding during the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and Private Placement to
purchase an aggregate of 18,317,434 shares of the Companys ordinary shares in the calculation of diluted loss per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants
would be anti-dilutive.
The Companys unaudited condensed consolidated statement of operations includes a presentation of income per share for
ordinary shares subject to redemption in a manner similar to the two-class method of income per share. Net income per share, basic and diluted for Class A ordinary shares is calculated by dividing the
investment income earned on the Trust Account of approximately $9,000 for the three months ended March 31, 2021 by the weighted average number of Class A ordinary shares outstanding for the period. Net income per share, basic and diluted
for Class B ordinary shares is calculated by dividing the net income of approximately $3.5 million, less income attributable to Class A ordinary shares, by the weighted average number of Class B ordinary shares outstanding for
the period.
Recent Issued Accounting Standards
The Companys management does not believe that any recently issued, but not yet effective, accounting standards updates, if currently adopted, would have
a material effect on the accompanying financial statement.
Note 3 Initial Public Offering
On October 23, 2020, the Company consummated the Initial Public Offering of 32,500,000 Units, at $10.00 per Unit, generating gross proceeds of
$325.0 million, and incurring offering costs of approximately $18.6 million, inclusive of approximately $11.4 million in deferred underwriting commissions. The underwriter is granted a 45-day
option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 4,875,000 additional Units to cover over-allotments, if any, at $10.00 per Unit. On November 25, 2020, the underwriters partially exercised
the over-allotment option and on December 1, 2020, purchased an additional 3,894,500 Over-Allotment Units, generating gross proceeds of approximately $38.9 million, and incurring additional offering costs of approximately $2.1 million
in underwriting fees (inclusive of approximately $1.4 million in deferred underwriting fees).
Each Unit consists of one Class A ordinary share,
and one-third of one redeemable warrant (each, a Public Warrant). Each Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to
adjustment (see Note 6).
Note 4 Related Party Transactions
Founder Shares
On September 3, 2020, the
Sponsor paid $25,000 to cover certain expenses on behalf of the Company in exchange for issuance of 19,406,250 Class B ordinary shares, par value $0.0001, (the Founder Shares). On September 28, 2020, the Sponsor effected a
surrender of 6,468,750 Founder Shares to the Company for no consideration. On October 15, 2020, the Sponsor effected a surrender of 3,593,750 Founder Shares to the Company for no consideration, resulting in a decrease in the total number of
Class B ordinary shares outstanding to 9,343,750 shares. All shares and associated per share amounts have been retroactively restated to reflect all shares surrendered. The Sponsor agreed to forfeit up to 1,218,750 Founder Shares to the extent
that the over-allotment option is not exercised in full by the underwriters, so that the Founder Shares will represent 20.0% of the Companys issued and outstanding shares after the Initial Public Offering. The underwriters partially exercised
their over-allotment option on November 25, 2020; thus, only 245,125 shares of Class B ordinary shares were forfeited in conjunction with the underwriters partial exercise of the over-allotment. The Sponsor transferred to four
independent directors of the Company an aggregate of 35,000 Founder Shares each, for a total of 140,000 shares, in September 2020.
The Sponsor and the
Companys directors and executive officers have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (a) one year after the completion of the
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