Item 8.01 Other Events.

The Company’s Current Report on Form 8-K filed on December 10, 2019 disclosed that following the consummation of the Business Combination, Vertiv would be favorably positioned to explore future financing options to further optimize its capital structure. On January 31, 2020, Vertiv commenced a process to refinance its existing term loan credit facility and amend and extend its existing asset-based revolving credit facility. The proposed refinancing transaction is expected to reduce Vertiv’s debt service requirements and leverage and extend the maturity profile of its indebtedness. It is anticipated that the proposed refinancing transaction will close during the first quarter of 2020 following the Business Combination. As the terms of the proposed refinancing transaction have not been finalized, the structure, timing and anticipated impact are subject to change.

Forward-Looking Statements

This Current Report on Form 8-K (this “Current Report”) contains “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, statements regarding the consummation of the Business Combination and Vertiv’s proposed refinancing transactions. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this Current Report, words such as “pro forma,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. When the Company discusses strategies or plans, including as they relate to the Business Combination or the proposed refinancing transaction, it is making projections, forecasts and forward-looking statements. Such statements are based on the beliefs of, as well as assumptions made by and information currently available to, the Company’s management.

These forward-looking statements involve significant risk and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company’s and Vertiv’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the Company’s ability to complete the Business Combination and related transactions or, if the Company does not complete the Business Combination, any other initial business combination; (2) satisfaction or waiver (if applicable) of the conditions to the Business Combination, including with respect to the approval of the stockholders of the Company; (3) the ability to maintain the listing of the combined company’s securities on the New York Stock Exchange; (4) the inability of Vertiv to complete the proposed refinancing transaction on the anticipated timeframe or terms, or with the expected benefits or at all; (5) the risk that the Business Combination or the proposed refinancing transaction disrupt current plans and operations of the Company or Vertiv; (6) the ability to recognize the anticipated benefits of the Business Combination or the proposed refinancing transaction, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (7) costs related to the Business Combination or the proposed refinancing transaction; (8) changes in applicable laws or regulations and delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals required to complete the Business Combination; (9) the possibility that the Company and Vertiv may be adversely affected by other economic, business, and/or competitive factors; (10) the outcome of any legal proceedings that may be instituted against the Company, Vertiv or any of their respective directors or officers; (11) the failure to realize anticipated pro forma results and underlying assumptions, including with respect to estimated stockholder redemptions and purchase price and other adjustments; and (12) other risks and uncertainties indicated from time to time in the Definitive Proxy Statement (as defined below), including those under “Risk Factors” therein, and other documents filed or to be filed with the SEC by the Company.