LIVEVOX HOLDINGS, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements (Unaudited)
The Company may redeem the outstanding Public Warrants for cash at a price of $0.01 per
warrant if the Reference Value equals or exceeds $18.00 per share. The warrant holders have the right to exercise their outstanding warrants prior to the scheduled redemption date during the Redemption Period at $11.50 per share. If the Company
calls the Public Warrants for redemption, the Company will have the option to require all holders that wish to exercise the Public Warrants to do so on a cashless basis, as described in the warrant agreement.
The Forward Purchase Warrants are identical to the Public Warrants except that the Forward Purchase Warrants are not transferable, assignable
or salable until 30 days after the completion of the Merger, subject to certain limited exceptions. Additionally, the Forward Purchase Warrants are exercisable on a cashless basis and are non-redeemable so
long as they are held by the initial purchasers or their permitted transferees. If the Forward Purchase Warrants are held by someone other than the initial purchasers or their permitted transferees then such warrants will be redeemable by the
Company and exercisable by the warrant holders on the same basis as the Public Warrants.
On July 16, 2021, the Company filed a
Registration Statement on Form S-1 (as amended on July 22, 2021). This Registration Statement relates to the registration of an aggregate of up to 13,333,333 shares of common stock issuable upon the
exercise of the Warrants, and the registration of up to 833,333 Warrants to purchase Class A common stock. Such Registration Statement has been declared effective by the SEC on August 2, 2021. As of June 30, 2021, there were
13,333,333 Warrants outstanding, and no Warrants have been exercised.
Common Stock
On
June 22, 2021, the Companys Class A common stock, publicly traded warrants and publicly traded units began trading on Nasdaq under the ticker symbols LVOX, LVOXW and LVOXU, respectively. Pursuant
to the Companys certificate of incorporation, the Company is authorized to issue 500,000,000 shares of Class A common stock with a par value of $0.0001 per share. As of June 30, 2021, the Company had 87,084,637 shares of common stock
issued and outstanding (94,628,387 shares of common stock, less 7,543,750 of which are held in escrow).
The cumulative translation
adjustment and accumulated deficit is included in stockholders equity.
At June 30, 2021 and December 31, 2020, the
cumulative translation adjustment totaled $0.2 million and $0.2 million, respectively. The Companys accumulated deficit totaled $104.8 million and $24.8 million at June 30, 2021 and December 31, 2020,
respectively. Prior to the Merger, Old LiveVox had 1,000 outstanding shares of common stock. Upon the Closing, holders of these outstanding common stock received shares of the Companys common stock in an amount determined by application of the
exchange ratio, as discussed in Note 3. After converting the prior period share amounts retrospectively, 500,000,000 shares of common stock were authorized, and 66,637,092 shares were issued and outstanding as of December 31, 2020.
Preferred Stock
Pursuant
to the Companys certificate of incorporation, the Company is authorized to issue 25,000,000 shares of preferred stock having a par value of $0.0001 per share. As of June 30, 2021, no shares of LiveVox preferred stock were issued and
outstanding. As of December 31, 2020, no shares of preferred stock were authorized, issued and outstanding.
15.
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Stock-Based Compensation
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Stock-based compensation expenses related to Management Incentive Units for the three and six months ended June 30, 2021 and 2020 were as
follows (dollars in thousands):
32