Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2019 | |
Document And Entity Information [Abstract] | |
Document Type | S-4/A |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2019 |
Entity Registrant Name | Social Capital Hedosophia Holdings Corp. |
Entity Central Index Key | 0001706946 |
Entity Filer Category | Accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets | |||
Cash | $ 274,295 | $ 462,162 | $ 696,382 |
Due from underwriter | 657,138 | ||
Prepaid expenses | 79,812 | 45,339 | 272,217 |
Total Current Assets | 354,107 | 507,501 | 1,625,737 |
Marketable securities held in Trust Account | 712,534,665 | 704,250,272 | 691,941,351 |
Total Assets | 712,888,772 | 704,757,773 | 693,567,088 |
Current Liabilities | |||
Accounts payable and accrued expenses | 2,466,601 | 200,529 | 230,153 |
Advances from related party | 759,414 | 381,675 | 126,378 |
Total Current Liabilities | 3,226,015 | 582,204 | 356,531 |
Deferred underwriting fees | 24,150,000 | 24,150,000 | 24,150,000 |
Total Liabilities | 27,376,015 | 24,732,204 | 24,506,531 |
Commitments | |||
Class A ordinary shares subject to possible redemption | 680,512,756 | 675,025,568 | 664,060,556 |
Shareholders' Equity | |||
Preferred shares, Value | |||
Additional paid-incapital | 3,667,278 | ||
Retained earnings | 4,997,966 | 4,997,990 | 1,330,720 |
Total Shareholders' Equity | 5,000,001 | 5,000,001 | 5,000,001 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 712,888,772 | 704,757,773 | 693,567,088 |
Common Class A [Member] | |||
Shareholders' Equity | |||
Common Stock, Value, Issued | 310 | 286 | 278 |
Common Class B [Member] | |||
Shareholders' Equity | |||
Common Stock, Value, Issued | $ 1,725 | $ 1,725 | $ 1,725 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Sep. 18, 2017 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | 5,000,000 | |
Preferred Stock, Shares Issued | 0 | 0 | 0 | |
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | |
Common Class A [Member] | ||||
Temporary Equity, Shares Subscribed but Unissued | 65,899,081 | 66,136,664 | 66,219,742 | |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | |
Common Stock, Shares, Issued | 3,100,919 | 2,863,336 | 2,780,258 | |
Common Stock, Shares, Outstanding | 3,100,919 | 2,863,336 | 2,780,258 | |
Common Class B [Member] | ||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 | 50,000,000 | |
Common Stock, Shares, Issued | 17,250,000 | 17,250,000 | 17,250,000 | |
Common Stock, Shares, Outstanding | 17,250,000 | 17,250,000 | 17,250,000 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |||||||
Income Statement [Abstract] | ||||||||||||
Operating costs | $ 2,664,159 | $ 525,012 | $ 2,797,205 | $ 991,317 | $ 610,631 | $ 1,343,909 | ||||||
Loss from operations | (2,664,159) | (525,012) | (2,797,205) | (991,317) | (610,631) | (1,343,909) | ||||||
Other income: | ||||||||||||
Interest income on marketable securities held in Trust Account | 4,360,454 | 3,034,352 | 8,554,415 | 5,355,748 | 2,082,636 | 12,579,571 | ||||||
Unrealized loss on marketable securities held in Trust Account | (252,102) | (68,224) | (270,022) | (165,291) | (141,285) | (270,650) | ||||||
Other income, net | 4,108,352 | 2,966,128 | 8,284,393 | 5,190,457 | 1,941,351 | 12,308,921 | ||||||
Net income | $ 1,444,193 | $ 2,441,116 | $ 5,487,188 | $ 4,199,140 | $ 1,330,720 | $ 10,965,012 | ||||||
Weighted average shares outstanding, basic and diluted | 20,109,415 | [1] | 20,067,699 | [1] | 20,111,365 | [1] | 20,049,082 | [1] | 14,652,083 | [2] | 20,080,848 | [2] |
Basic and diluted net income (loss) per ordinary share | $ (0.12) | [3] | $ (0.02) | [3] | $ (0.12) | [3] | $ (0.04) | [3] | $ (0.04) | [4] | $ (0.04) | [4] |
[1] | Excludes an aggregate of up to 65,899,081 and 66,142,325 shares subject to redemption at June 30, 2019 and 2018, respectively. | |||||||||||
[2] | Excludes an aggregate of up to 66,136,664 and 66,219,742 shares subject to redemption at December 31, 2018 and 2017, respectively. | |||||||||||
[3] | Net loss per ordinary share - basic and diluted excludes income attributable to ordinary shares subject to redemption of $3,923,887 and $7,912,424 for the three and six months ended June 30, 2019, respectively, and $2,843,330 and $4,975,572 for the three and six months ended June 30, 2018, respectively. | |||||||||||
[4] | Net loss per ordinary shares - basic and diluted excludes income attributable to ordinary shares subject to redemption of $11,798,101 and $1,863,155 for the year ended December 31, 2018 and for the period from May 5, 2017 (inception) through December 31, 2017, respectively. |
CONDENSED STATEMENTS OF OPERA_2
CONDENSED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) | 3 Months Ended | 6 Months Ended | 8 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 65,899,081 | 66,142,325 | 66,219,742 | 66,136,664 | ||
Interest on Convertible Debt, Net of Tax | $ 3,923,887 | $ 2,843,330 | $ 7,912,424 | $ 4,975,572 | $ 1,863,155 | $ 11,798,101 |
CONDENSED STATEMENTS OF CHANGES
CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) | Total | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional Paid in Capital [Member] | Retained Earnings [Member] |
Balance at May. 04, 2017 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Issuance of Class B ordinary shares to sponsor | 25,000 | 0 | $ 2,013 | 22,987 | 0 |
Issuance of Class B ordinary shares to sponsor (in shares) | 20,125,000 | ||||
Forfeiture of Class B ordinary shares | 0 | 0 | $ (288) | 288 | 0 |
Forfeiture of Class B ordinary shares (in shares) | (2,875,000) | ||||
Sale of 69,000,000 Units, net of underwriting discount and offering expenses | 655,704,837 | $ 6,900 | 655,697,937 | 0 | |
Sale of 69,000,000 Units, net of underwriting discount and offering expenses (in shares) | 69,000,000 | ||||
Sale of 8,000,000 Private Placement Warrants | 12,000,000 | $ 0 | $ 0 | 12,000,000 | 0 |
Change in value of ordinary shares subject to possible redemption | (664,060,556) | $ (6,622) | 0 | (664,053,934) | 0 |
Change in value of ordinary shares subject to possible redemption (in shares) | (66,219,742) | ||||
Net income | 1,330,720 | $ 0 | 0 | 0 | 1,330,720 |
Balance at Dec. 31, 2017 | 5,000,001 | $ 278 | $ 1,725 | 3,667,278 | 1,330,720 |
Balance (in shares) at Dec. 31, 2017 | 2,780,258 | 17,250,000 | |||
Change in value of ordinary shares subject to possible redemption | (1,758,024) | $ 4 | (1,758,028) | 0 | |
Change in value of ordinary shares subject to possible redemption (in shares) | 37,441 | 37,441 | |||
Net income | 1,758,024 | 0 | 1,758,024 | ||
Balance at Mar. 31, 2018 | 5,000,001 | $ 282 | $ 1,725 | 1,909,250 | 3,088,744 |
Balance (in shares) at Mar. 31, 2018 | 2,817,699 | 17,250,000 | |||
Balance at Dec. 31, 2017 | 5,000,001 | $ 278 | $ 1,725 | 3,667,278 | 1,330,720 |
Balance (in shares) at Dec. 31, 2017 | 2,780,258 | 17,250,000 | |||
Net income | 4,199,140 | ||||
Balance at Jun. 30, 2018 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Jun. 30, 2018 | 2,857,675 | 17,250,000 | |||
Balance at Dec. 31, 2017 | 5,000,001 | $ 278 | $ 1,725 | 3,667,278 | 1,330,720 |
Balance (in shares) at Dec. 31, 2017 | 2,780,258 | 17,250,000 | |||
Change in value of ordinary shares subject to possible redemption | (10,965,012) | $ 8 | $ 0 | (3,667,278) | (7,297,742) |
Change in value of ordinary shares subject to possible redemption (in shares) | 83,078 | ||||
Net income | 10,965,012 | $ 0 | 0 | 0 | 10,965,012 |
Balance at Dec. 31, 2018 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Dec. 31, 2018 | 2,863,336 | 17,250,000 | |||
Balance at Mar. 31, 2018 | 5,000,001 | $ 282 | $ 1,725 | 1,909,250 | 3,088,744 |
Balance (in shares) at Mar. 31, 2018 | 2,817,699 | 17,250,000 | |||
Change in value of ordinary shares subject to possible redemption | (2,441,116) | $ 4 | (1,909,250) | (531,870) | |
Change in value of ordinary shares subject to possible redemption (in shares) | 39,976 | ||||
Net income | 2,441,116 | 2,441,116 | |||
Balance at Jun. 30, 2018 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Jun. 30, 2018 | 2,857,675 | 17,250,000 | |||
Balance at Dec. 31, 2018 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Dec. 31, 2018 | 2,863,336 | 17,250,000 | |||
Change in value of ordinary shares subject to possible redemption | (4,042,995) | $ 0 | 0 | (4,042,995) | |
Change in value of ordinary shares subject to possible redemption (in shares) | (3,921) | ||||
Net income | 4,042,995 | $ 0 | 0 | 0 | 4,042,995 |
Balance at Mar. 31, 2019 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Mar. 31, 2019 | 2,859,415 | 17,250,000 | |||
Balance at Dec. 31, 2018 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Dec. 31, 2018 | 2,863,336 | 17,250,000 | |||
Net income | 5,487,188 | ||||
Balance at Jun. 30, 2019 | 5,000,001 | $ 310 | $ 1,725 | 0 | 4,997,966 |
Balance (in shares) at Jun. 30, 2019 | 3,100,919 | 17,250,000 | |||
Balance at Mar. 31, 2019 | 5,000,001 | $ 286 | $ 1,725 | 0 | 4,997,990 |
Balance (in shares) at Mar. 31, 2019 | 2,859,415 | 17,250,000 | |||
Change in value of ordinary shares subject to possible redemption | (1,444,193) | $ 24 | $ 0 | 0 | (1,444,217) |
Change in value of ordinary shares subject to possible redemption (in shares) | 241,504 | ||||
Net income | 1,444,193 | 0 | 0 | 1,444,193 | |
Balance at Jun. 30, 2019 | $ 5,000,001 | $ 310 | $ 1,725 | $ 0 | $ 4,997,966 |
Balance (in shares) at Jun. 30, 2019 | 3,100,919 | 17,250,000 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | 8 Months Ended | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||||
Net income | $ 5,487,188 | $ 4,199,140 | $ 1,330,720 | $ 10,965,012 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Interest earned on marketable securities held in Trust Account | (8,554,415) | (5,355,748) | (2,082,636) | (12,579,571) |
Unrealized loss on marketable securities held in Trust Account | 270,022 | 165,291 | 141,285 | 270,650 |
Changes in operating assets and liabilities: | ||||
Prepaid expenses | (34,473) | 150,252 | (272,217) | 226,878 |
Accounts payable and accrued expenses | 2,266,072 | 84,185 | 230,153 | (29,624) |
Net cash used in operating activities | (565,606) | (756,880) | (652,695) | (1,146,655) |
Cash flows from investing activities: | ||||
Investment of cash in Trust Account | (690,000,000) | 0 | ||
Net cash used in investing activities | (690,000,000) | 0 | ||
Cash flows from financing activities: | ||||
Receipt of amounts due from underwriter | 0 | 657,138 | 0 | 657,138 |
Advances from related parties | 377,739 | 346,895 | 126,378 | 381,675 |
Repayment of advances from related parties | 0 | (126,378) | 0 | (126,378) |
Proceeds from sale of Units, net of underwriting discounts paid | 680,000,000 | 0 | ||
Proceeds from sale of Private Placement Warrants | 12,000,000 | 0 | ||
Proceeds from issuance of Class B ordinary shares | 25,000 | 0 | ||
Proceeds from promissory note | 100,000 | 0 | ||
Repayment of promissory note | (100,000) | 0 | ||
Payment of offering costs | (802,301) | 0 | ||
Net cash provided by financing activities | 377,739 | 877,655 | 691,349,077 | 912,435 |
Net change in cash | (187,867) | 120,775 | 696,382 | (234,220) |
Cash at beginning of period | 462,162 | 696,382 | 696,382 | |
Cash at ending of period | 274,295 | 817,157 | 696,382 | 462,162 |
Non-cash investing and financing activities: | ||||
Change in value of ordinary shares subject to possible redemption | $ 5,487,188 | $ 4,199,140 | 2,001,573 | 10,965,012 |
Initial classification of ordinary shares subject to possible redemption | 662,058,983 | 0 | ||
Deferred underwriting fee payable | 24,150,000 | 0 | ||
Reimbursement of offering costs due from underwriter | $ 657,138 | $ 0 |
CONDENSED STATEMENTS OF CHANG_2
CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical) | 8 Months Ended |
Dec. 31, 2017shares | |
Statement of Stockholders' Equity [Abstract] | |
Number Of Private Placement Warrants Issued | 8,000,000 |
Organization, Consolidation and
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1. ORGANIZATION AND PLAN OF BUSINESS OPERATIONS Social Capital Hedosophia Holdings Corp. (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”). All activity from May 5, 2017 (inception) through June 30, 2019 related to the Company’s formation, the Company’s initial public offering of 69,000,000 units (the “Public Offering”), the simultaneous sale of 8,000,000 warrants (“Private Placement Warrants”) in a private placement (the “Private Placement”) at a price of $1.50 per warrant to SCH Sponsor Corp. (the “Sponsor”), identifying a target company for a Business Combination and activities in connection with the proposed Virgin Galactic Business Combination (as defined below), as more fully described in Note 8. | NOTE 1. ORGANIZATION AND PLAN OF BUSINESS OPERATIONS Social Capital Hedosophia Holdings Corp. (the “Company”) is a blank check company incorporated in 2017 as a Cayman Islands exempted company and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”). All activity from May 5, 2017 (inception) through December 31, 2018 related to the Company’s formation, the offering described below and identifying a target company for a Business Combination. The registration statements for the Company’s initial public offering were declared effective on September 13, 2017. The Company consummated a public offering of 69,000,000 units on September 18, 2017 (the “Public Offering”), including 9,000,000 units subject to the underwriters’ over-allotment option, generating gross proceeds of $690,000,000 and net proceeds of $679,854,837 after deducting $10,145,163 of transaction costs ($24,150,000 of deferred underwriting expenses may be paid upon the completion of a Business Combination), which is discussed in Note 4. The units (“Units”) sold pursuant to the Offering were sold at an offering price of $10.00 per Unit. Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share, and one-third In connection with the closing of the Offering and the Private Placement on September 18, 2017 (the “Closing Date”), an amount of $690,000,000 (or $10.00 per Class A ordinary share sold to the public in the Offering included in the Units (“Public Shares”)) from the sale of the Units and Private Placement Warrants was placed in a trust account (the “Trust Account”). Funds held in the Trust Account are invested only in U.S. “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), having a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Public Offering and Private Placement, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination. The Company’s Units, warrants and Class A ordinary shares are listed on the New York Stock Exchange (“NYSE”). Pursuant to the NYSE listing rules, the Company’s initial Business Combination must be with a target business or businesses whose collective fair market value is at least equal to 80% of the balance in the Trust Account (excluding deferred underwriting commissions and taxes payable on the income earned on the Trust Account) at the time of the execution of a definitive agreement for such Business Combination, although this may entail simultaneous acquisitions of several target businesses. There is no assurance that the Company will be able to effect a Business Combination successfully. In connection with any proposed initial Business Combination, the Company will either (1) seek shareholder approval of such initial Business Combination at a meeting called for such purpose or (2) provide shareholders with the opportunity to sell their Public Shares to the Company by means of a tender offer, in each case where shareholders may seek to redeem their Public Shares into their pro rata share of the aggregate amount then on deposit in the Trust Account, less any taxes then due but not yet paid. If the Company seeks shareholder approval of a Business Combination and it does not conduct redemptions in connection with a Business Combination pursuant to the tender offer rules, the Company’s Amended and Restated Memorandum and Articles of Association provides that a public shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its Public Shares with respect to an aggregate of more than 15% of the Public Shares sold in the Public Offering. The Company will proceed with a Business Combination only if it has net tangible assets of at least $5,000,001 upon consummation of the Business Combination and, in the case of a shareholder vote, a majority of the issued and outstanding shares of the Company voted are voted in favor of the Business Combination. In connection with any shareholder vote required to approve any Business Combination, the Sponsor has agreed (i) to vote any of its respective ordinary shares in favor of the initial Business Combination and (ii) not to redeem any of its respective ordinary shares in connection therewith. Holders of warrants sold as part of the Units will not be entitled to vote on the proposed Business Combination and will have no conversion or liquidation rights with respect to their ordinary shares underlying such warrants. Pursuant to the Company’s Amended and Restated Memorandum and Articles of Association, if the Company is unable to complete its initial Business Combination by September 18, 2019, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the outstanding Public Shares and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining holders of ordinary shares and the Company’s board of directors, dissolve and liquidate. If the Company is unable to consummate an initial Business Combination by September 18, 2019 and is forced to redeem 100% of the outstanding Public Shares for a pro rata portion of the funds held in the Trust Account, each holder will receive a full pro rata portion of the amount then in the Trust Account, plus any pro rata interest earned on the funds held in the Trust Account and not released to the Company to pay any of its taxes payable and less up to $100,000 of interest that may be released to the Company to pay dissolution expenses. The Sponsor has entered into a letter agreement with the Company, pursuant to which it has waived its right to liquidating distributions from the Trust Account with respect to its Founder Shares (as defined in Note 8) if the Company fails to complete a Business Combination by September 18, 2019. However, if the Sponsor acquires Public Shares after the Public Offering, it will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete the Business Combination by September 18, 2019. If the Company is unable to complete its initial Business Combination by September 18, 2019 and expends all of the net proceeds of the Public Offering not deposited in the Trust Account, without taking into account any interest earned on the Trust Account, the Company expects that the per-share per-share |
Liquidity _Text Block_
Liquidity [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Liquidity [Abstract] | ||
Liquidity [Text Block] | NOTE 2. LIQUIDITY AND GOING CONCERN The Company has principally financed its operations from inception using proceeds from the sale of its equity securities to its shareholders prior to the Public Offering and such amount of proceeds from the Public Offering that were placed in an account outside of the Trust Account (as defined below) for working capital purposes. In connection with the closing of the Offering and the Private Placement on September 18, 2017, an amount of $690,000,000 (or $10.00 per Class A ordinary share sold to the public in the Offering included in the Units) from the sale of the Units and Private Placement Warrants was placed in a trust account (the “Trust Account”). As of June 30, 2019, the Company had $274,295 in its operating bank accounts, $712,534,665 in securities held in the Trust Account to be used for a Business Combination or to repurchase or redeem its ordinary shares in connection therewith and a working capital deficit of $2,871,908, which includes the deferral of approximately $759,000 of payments until the consummation of a Business Combination. 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. The Company may need to raise additional capital through loans or additional investments from its Sponsor, stockholders, officers, directors or third parties. In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial Business Combination, the Company’s Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (other than the Sponsor’s commitment to provide the Company an aggregate of $200,000 in loans in order to finance transaction costs in connection with a Business Combination). Accordingly, the Company may not be able to obtain additional financing. 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, curtailing operations, suspending the pursuit of a potential transaction and reducing overhead expenses. 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 September 18, 2019, the scheduled liquidation date. The Company filed a preliminary proxy statement to, among other things, seek stockholder approval to extend the date by which the Company is required to consummate a Business Combination from September 18, 2019 to December 18, 2019 (see Note 8). These 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. | NOTE 2. LIQUIDITY The Company has principally financed its operations from inception using proceeds from the sale of its equity securities to its shareholders prior to the Public Offering and such amount of proceeds from the Public Offering that were placed in an account outside of the Trust Account for working capital purposes. As of December 31, 2018, the Company had $462,162 in its operating bank accounts, $704,250,272 in securities held in the Trust Account to be used for a Business Combination or to repurchase or redeem its ordinary shares in connection therewith and a working capital deficit of $74,703, which includes the deferral of approximately $382,000 of payments until the consummation of a Business Combination. The Sponsor has committed to provide up to an aggregate of $200,000 in loans to the Company (see Note 10). Based on the foregoing, the Company believes it will have sufficient cash to meet its needs through September 18, 2019, the scheduled liquidation date. |
Significant Accounting Policies
Significant Accounting Policies [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies [Text Block] | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted 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 period. 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 from those estimates. Net Loss per Ordinary Share Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class Reconciliation of Net Loss per Ordinary Share The Company’s net income is adjusted for the portion of income that is attributable to ordinary shares subject to possible redemption, as these shares only participate in the earnings of the Trust Account and not the income or losses of the Company. Accordingly, basic and diluted loss per ordinary share is calculated as follows: Three Months Ended Six Months Ended 2019 2018 2019 2018 Net income $ 1,444,193 $ 2,441,116 $ 5,487,188 $ 4,199,140 Less: Income attributable to ordinary shares subject to possible redemption (3,923,887 ) (2,843,330 ) (7,912,424 ) (4,975,572 ) Adjusted net loss $ (2,479,694 ) $ (402,214 ) $ (2,425,236 ) $ (776,432 ) Weighted average shares outstanding, basic and diluted 20,109,415 20,067,699 20,111,365 20,049,082 Basic and diluted net loss per ordinary share $ (0.12 ) $ (0.02 ) $ (0.12 ) $ (0.04 ) Recent accounting pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on our financial statements. | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are presented in U.S. dollars and conformity with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the JOBS Act, and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disc losure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging 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 period. 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 from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2018 and 2017. Marketable Securities Held in Trust Account At December 31, 2018 and 2017, substantially all of the assets held in the Trust Account were held in U.S. Treasury Bills. Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature 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) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheets. Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not The Company may be subject to potential examination by foreign taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with foreign tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company’s tax provision is zero because the Company is organized in the Cayman Islands with no connection to any other taxable jurisdiction. As such, the Company has no deferred tax assets or liabilities. The Company is considered to be an exempted Cayman Islands company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. Net Loss per Ordinary Share Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class Reconciliation of Net Loss per Ordinary Share The Company’s net income is adjusted for the portion of income that is attributable to ordinary shares subject to redemption, as these shares only participate in the income of the Trust Account and not the losses of the Company. Accordingly, basic and diluted loss per ordinary share is calculated as follows: Year December 31, For the Net income $ 10,965,012 $ 1,330,720 Less: Income attributable to ordinary shares subject to redemption (11,798,101 ) (1,863,115 ) Adjusted net loss $ (833,089 ) $ (532,395 ) Weighted average shares outstanding, basic and diluted 20,080,848 14,652,083 Basic and diluted net loss per ordinary share $ (0.04 ) $ (0.04 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage of $250,000. At December 31, 2018 and 2017, the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures” (“ASC 820”), approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Recently Issued Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements. |
Related Party Transactions Disc
Related Party Transactions Disclosure [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions Disclosure [Text Block] | NOTE 4. RELATED PARTY TRANSACTIONS Advance from Related Party During the six months ended June 30, 2019 and the year ended December 31, 2018, a related party advanced an aggregate of $377,739 and $381,675, respectively, for working capital purposes. The advances are non-interest Administrative Services Agreement The Company entered into an agreement whereby, commencing on September 18, 2017 through the earlier of the consummation of a Business Combination or the Company’s liquidation, the Company will pay an affiliate of the Sponsor a monthly fee of $10,000 for office space and administrative and support services. For each of the three and six months ended June 30, 2019 and 2018, the Company incurred $30,000 and $60,000 in fees for these services. At June 30, 2019 and December 31, 2018, fees amounting to $215,000 and $155,000, respectively, are included in accounts payable and accrued expenses in the accompanying condensed balance sheets. Related Party Loans In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial Business Combination, the Company’s Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (other than the Sponsor’s commitment to provide the Company an aggregate of $200,000 in loans in order to finance transaction costs in connection with a Business Combination). In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1,500,000 of such loans may be convertible into warrants of the post business combination entity at a price of $1.50 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants. | NOTE 6. RELATED PARTY TRANSACTIONS Advance from Related Party During the years ended December 31, 2018 and 2017, a related party advanced an aggregate of $381,675 and $126,378, respectively, for working capital purposes and for costs associated with the formation of the Company and offering costs. The advances are non-interest Administrative Services Agreement The Company entered into an agreement whereby, commencing on September 18, 2017 through the earlier of the consummation of a Business Combination or the Company’s liquidation, the Company will pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, administrative and support services. For the year ended December 31, 2018 and for the period from May 5, 2017 (inception) through December 31, 2017, the Company incurred $120,000 and $35,000 in fees for these services, respectively. At December 31, 2018 and 2017, $155,000 and $35,000, respectively, is included in accounts payable and accrued expenses in the accompanying balance sheets. |
Commitments and Contingencies D
Commitments and Contingencies Disclosure [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies Disclosure [Text Block] | NOTE 5. COMMITMENTS The underwriters of the Company’s Public Offering are entitled to a deferred fee of three and one-half The underwriters agreed to reimburse the Company for an amount equal to 10% of the discount paid to the underwriters for financial advisory services provided by Connaught (UK) Limited in connection with the Public Offering, of which $1,000,000 was paid at the closing of the Public Offering and up to $2,415,000 will be payable at the time of the closing of the initial Business Combination. The Sponsor, the holders of the Private Placement Warrants (or underlying Class A ordinary shares) and the holders of any warrants (or underlying Class A ordinary shares) issued upon conversion of working capital loans made by the Company’s Sponsor, officers, directors or their affiliates, if any such loans are issued, will be entitled to registration rights with respect to their securities pursuant to an agreement dated as of September 13, 2017. The holders of 30% of the registrable securities are entitled to demand that the Company register these securities. In addition, the holders have certain “piggy-back” registration rights on registration statements filed after the Company’s consummation of a Business Combination. However, the registration rights agreement will provide that the Company will not permit any registration statement to become effective until termination of applicable lock-up | NOTE 7. COMMITMENTS AND CONTINGENCIES The Company granted the underwriters a 45-day one-half The underwriters agreed to reimburse the Company for an amount equal to 10% of the discount paid to the underwriters for financial advisory services provided by Connaught (UK) Limited in connection with the Public Offering, of which $1,000,000 was paid at the closing of the Public Offering and up to $2,415,000 will be payable at the time of the closing of the initial Business Combination. The underwriters also agreed to reimburse the Company for certain offering expenses. As of December 31, 2017, the amount to be reimbursed from the underwriters amounted to $657,138, which was recorded as a receivable, with a corresponding credit to additional paid in capital. The amount was repaid during the year ended December 31, 2018. The Sponsor, the holders of the Private Placement Warrants (or underlying Class A ordinary shares) and the holders of any warrants (or underlying Class A ordinary shares) issued upon conversion of working capital loans made by the Company’s Sponsor, officers, directors or their affiliates, if any such loans are issued, will be entitled to registration rights with respect to their securities pursuant to an agreement dated as of September 13, 2017. The holders of 30% of the registrable securities are entitled to demand that the Company register these securities. In addition, the holders have certain “piggy-back” registration rights on registration statements filed after the Company’s consummation of a Business Combination. However, the registration rights agreement will provide that the Company will not permit any registration statement to become effective until termination of applicable lock-up |
Stockholders' Equity Note Discl
Stockholders' Equity Note Disclosure [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | ||
Stockholders' Equity Note Disclosure [Text Block] | NOTE 6. SHAREHOLDERS’ EQUITY Preferred Shares The Company is authorized to issue 5,000,000 preferred shares with a par value of $0.0001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors. As of June 30, 2019 and December 31, 2018, there were no preferred shares issued or outstanding. Ordinary Shares The Company is authorized to issue 500,000,000 Class A ordinary shares and 50,000,000 Class B ordinary shares, both with a par value of $0.0001 per share. At June 30, 2019 and December 31, 2018, there were 3,100,919 and 2,863,336 Class A ordinary shares issued and outstanding, excluding 65,899,081 and 66,136,664 Class A ordinary shares subject to possible redemption, respectively. At June 30, 2019 and December 31, 2018, 17,250,000 Class B ordinary shares were issued and outstanding. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination, on a one-for-one | NOTE 8. SHAREHOLDERS’ EQUITY Preferred Shares The Company is authorized to issue 5,000,000 preferred shares with a par value of $0.0001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors. As of December 31, 2018 and 2017, there were no preferred shares issued or outstanding. Ordinary Shares The Company is authorized to issue 500,000,000 Class A ordinary shares and 50,000,000 Class B ordinary shares, both with a par value of $0.0001 per share. Holders of the Class A ordinary shares are entitled to one vote for each Class A ordinary share and holders of Class B ordinary shares are entitled to one vote for each Class B ordinary share. Holders of Class B ordinary shares will have the right to elect all of the Company’s directors prior to a Business Combination. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders except as required by law. At December 31, 2018 and 2017, there were 2,863,336 and 2,780,258 Class A ordinary shares issued and outstanding, excluding 66,136,664 and 66,219,742 Class A ordinary shares subject to possible redemption, respectively. The Company had entered into a Securities Subscription Agreement, dated as of May 10, 2017 (the “Founder’s Purchase Agreement”), with the Sponsor pursuant to which the Sponsor subscribed for an aggregate of 14,375,000 Class B ordinary shares, par value $0.0001 per share of the Company, for an aggregate purchase price of $25,000. On May 18, 2017, the Sponsor surrendered 2,875,000 Class B ordinary shares for no value, and on August 23, 2017 and September 13, 2017, the Company approved share capitalizations resulting in an aggregate of 17,250,000 Class B ordinary shares issued and outstanding and held by the Sponsor (including the Class A ordinary shares issuable upon conversion thereof, the “Founder Shares”), of which 2,250,000 were subject to forfeiture. As a result of the underwriters’ election to fully exercise their over-allotment option on September 14, 2017, no Founder Shares are subject to forfeiture. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination, on a one-for-one The holders of the Class B ordinary shares agreed not to transfer such shares until one year after the date of the consummation of an initial Business Combination or earlier if, subsequent to an initial Business Combination, (i) the last reported sales price of the Company’s Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions reorganizations recapitalizations and the like) for any 20 trading days within any 30-trading |
Fair Value Disclosures _Text Bl
Fair Value Disclosures [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Disclosures [Text Block] | NOTE 7. 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 June 30, 2019 and December 31, 2018, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level June 30, 2019 December 31, 2018 Assets: Marketable securities held in Trust Account 1 $ 712,534,665 $ 704,250,272 | NOTE 9. 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 2017, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, 2018 December 31, Assets: Marketable securities held in Trust Account 1 $ 704,250,272 $ 691,941,351 |
Subsequent Events _Text Block_
Subsequent Events [Text Block] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Subsequent Events [Abstract] | ||
Subsequent Events [Text Block] | NOTE 8. 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. Merger Agreement On July 9, 2019, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Vieco 10 Limited, a company limited by shares under the laws of the British Virgin Islands (“V10”), Foundation Sub 1, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub A”), Foundation Sub 2, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub B”), Foundation Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company (“Merger Sub LLC” and, collectively with Merger Sub A and Merger Sub B, the “Merger Subs”), TSC Vehicle Holdings, Inc., a Delaware corporation and an indirect wholly owned subsidiary of V10 (“Company A”), Virgin Galactic Vehicle Holdings, Inc., a Delaware corporation and an indirect wholly owned subsidiary of V10 (“Company B”), and VGH, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of V10 (“Company LLC” and, collectively with Company A and Company B, the “VG Companies” and together with V10, “VG”). The Merger Agreement provides that, among other things and upon the terms and subject to the conditions thereof, the following transactions will occur (together with the other agreements and transactions contemplated by the Merger Agreement, including the Purchase Agreement, the “Virgin Galactic Business Combination”): (i) at the closing of the transactions contemplated by the Merger Agreement (the “Closing”), upon the terms and subject to the conditions of the Merger Agreement, (x) Merger Sub A will merge with and into Company A, the separate corporate existence of Merger Sub A will cease and Company A will be the surviving corporation and a wholly owned subsidiary of the Company (“Corp Merger A”), (y) Merger Sub B will merge with and into Company B, the separate corporate existence of Merger Sub B will cease and Company B will be the surviving corporation and a wholly owned subsidiary of the Company (“Corp Merger B”) and (z) Merger Sub LLC will merge with and into Company LLC, the separate company existence of Merger Sub LLC will cease and Company LLC will be the surviving company and a wholly owned subsidiary of the Company (the “LLC Merger” collectively with Corp Merger A and Corp Merger B, the “Mergers”); (ii) as a result of the Mergers, among other things, all outstanding shares of common stock or limited liability company interests, as applicable, of each of the VG Companies will be cancelled in exchange for the right to receive 130,000,000 shares of the Company’s common stock (after the Domestication (as defined below)). Domestication Pursuant to the Merger Agreement, prior to the Closing, and in accordance with the Delaware General Corporation Law (the “DGCL”), Cayman Islands Companies Law (2018 Revision) (the “CICL”) and the Company’s Amended and Restated Memorandum and Articles of Association, as amended by the Extension Amendment (defined below) the Company will effect a deregistration under the CICL and a domestication under Section 388 of the DGCL (by means of filing a certificate of domestication with the Secretary of State of Delaware), pursuant to which the Company’s jurisdiction of incorporation will be changed from the Cayman Islands to the State of Delaware (the “Domestication”). In connection with the Domestication, (i) each of the then issued and outstanding Class A ordinary shares, will convert automatically, on a one-for-one one-for-one one-third Repurchase Pursuant to the Merger Agreement, promptly following the Close (and in no event later than ten business thereafter), if the Available SCH Cash (as defined in the Merger Agreement) is greater than $500,000,000 (the amount by which the Available SCH Cash exceeds $500,000,000, the “Remaining Cash”), then the Company will, at V10’s election (to be made within five business days after the Closing), use cash in an amount up to the lesser of $200,000,000 and the Remaining Cash to repurchase shares of the Company’s common stock from V10 at a purchase price of $10.00 per share. Extension In connection with the transactions contemplated by the Merger Agreement, on September 9, 2019, the Company held an extraordinary general meeting of its shareholders whereby the Company’s shareholders approved (x) an amendment to the Company’s Amended and Restated Memorandum and Articles of Association to extend the date by which the Company is required to consummate a Business Combination from September 18, 2019, to December 18, 2019, and (y) an amendment to the Investment Management Trust Agreement, dated September 13, 2017, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, (the “Trust Agreement”) to extend the date on which the trustee thereunder must liquidate the Trust Account if the Company has not completed a Business Combination, from September 18, 2019, to December 18, 2019 (collectively, the “Extension Amendment”). The number of ordinary shares redeemed in connection with the Extension Amendment was 3,771,178. The Company distributed $39,096,085.27, or approximately, $10.37 per share, to redeeming Company shareholders. As of September 9, 2019, the balance in the Trust Account, after deduction of the amount required to redeem the 3,771,178 ordinary shares, was $676,232,091.37. To the extent required by the Merger Agreement and subject to the approval of the Company’s shareholders, the Company will further extend the period within which the Company must have completed a Business Combination to April 18, 2020. Purchase Agreement On July 9, 2019, the Company entered into a Purchase Agreement (the “Purchase Agreement”), in connection with the transactions contemplated by the Merger Agreement, with Chamath Palihapitiya and V10, pursuant to which Mr. Palihapitiya has agreed to, concurrently with the consummation of the Mergers, at the option of V10, (i) purchase a number of newly issued shares of the Company’s common stock from the Company in exchange for cash to be retained by the Company, or (ii) purchase a number of shares of the Company’s common stock from V10, which will reduce the number of shares purchased directly from the Company pursuant to clause (i), in each case, subject to the terms and conditions contemplated by the Purchase Agreement; provided that the aggregate number of shares of the Company’s common stock to be purchased by Mr. Palihapitiya pursuant to the Purchase Agreement will not, in any event, exceed 10,000,000, and the aggregate price paid for such shares will be equal to $100,000,000. The Virgin Galactic Business Combination will be consummated subject to the deliverables and provisions as further described in the Merger Agreement. | NOTE 10. 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 March 12, 2019, the Sponsor committed to provide up to an aggregate of $200,000 in loans to the Company. |
Public Offering Disclosure _Tex
Public Offering Disclosure [Text Block] | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Public Offering Disclosure [Text Block] | NOTE 4. INITIAL PUBLIC OFFERING In its Public Offering, the Company sold 69,000,000 Units at a price of $10.00 per Unit in the Public Offering. Each Unit consists of one Class A ordinary share and one-third 30-trading |
Private Placement Disclosure _T
Private Placement Disclosure [Text Block] | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Private Placement Disclosure [Text Block] | NOTE 5. PRIVATE PLACEMENT Simultaneously with the Public Offering, the Company’s Sponsor purchased an aggregate of 8,000,000 Private Placement Warrants at $1.50 per warrant (for an aggregate purchase price of $12,000,000) from the Company. All of the proceeds received from these purchases were placed in the Trust Account. The Private Placement Warrants are identical to the Warrants included in the Units sold in the Public Offering except that the Private Placement Warrants: (i) are not redeemable by the Company, (ii) may be exercised for cash or on a cashless basis, so long as they are held by the Sponsor or any of its permitted transferees and (iii) are entitled to registration rights (including the ordinary shares issuable upon exercise of the Private Placement Warrants). Additionally, the purchasers have agreed not to transfer, assign or sell any of the Private Placement Warrants, including the Class A ordinary shares issuable upon exercise of the Private Placement Warrants (except to certain permitted transferees), until 30 days after the completion of the Company’s initial Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial Business Combination, the Company’s Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (other than the Sponsor’s commitment to provide the Company an aggregate of $200,000 in loans in order to finance transaction costs in connection with a Business Combination). In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1,500,000 of such loans may be convertible into warrants of the post business combination entity at a price of $1.50 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants. |
Significant Accounting Polici_2
Significant Accounting Policies [Text Block] (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted 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 | Basis of Presentation The accompanying financial statements are presented in U.S. dollars and conformity with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). |
Use of Estimates, Policy [Policy Text Block] | 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 period. 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 from those 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 period. 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 from those estimates. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss per Ordinary Share Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class Reconciliation of Net Loss per Ordinary Share The Company’s net income is adjusted for the portion of income that is attributable to ordinary shares subject to possible redemption, as these shares only participate in the earnings of the Trust Account and not the income or losses of the Company. Accordingly, basic and diluted loss per ordinary share is calculated as follows: Three Months Ended Six Months Ended 2019 2018 2019 2018 Net income $ 1,444,193 $ 2,441,116 $ 5,487,188 $ 4,199,140 Less: Income attributable to ordinary shares subject to possible redemption (3,923,887 ) (2,843,330 ) (7,912,424 ) (4,975,572 ) Adjusted net loss $ (2,479,694 ) $ (402,214 ) $ (2,425,236 ) $ (776,432 ) Weighted average shares outstanding, basic and diluted 20,109,415 20,067,699 20,111,365 20,049,082 Basic and diluted net loss per ordinary share $ (0.12 ) $ (0.02 ) $ (0.12 ) $ (0.04 ) | Net Loss per Ordinary Share Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class Reconciliation of Net Loss per Ordinary Share The Company’s net income is adjusted for the portion of income that is attributable to ordinary shares subject to redemption, as these shares only participate in the income of the Trust Account and not the losses of the Company. Accordingly, basic and diluted loss per ordinary share is calculated as follows: Year December 31, For the Net income $ 10,965,012 $ 1,330,720 Less: Income attributable to ordinary shares subject to redemption (11,798,101 ) (1,863,115 ) Adjusted net loss $ (833,089 ) $ (532,395 ) Weighted average shares outstanding, basic and diluted 20,080,848 14,652,083 Basic and diluted net loss per ordinary share $ (0.04 ) $ (0.04 ) |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent accounting pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on our financial statements. | Recently Issued Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements. |
Company Growth, Policy [Policy Text Block] | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the JOBS Act, and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disc losure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging | |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2018 and 2017. | |
Marketable Securities, Policy [Policy Text Block] | Marketable Securities Held in Trust Account At December 31, 2018 and 2017, substantially all of the assets held in the Trust Account were held in U.S. Treasury Bills. | |
Common Stock Subject To Mandatory Redemption, Policy [Policy Text Block] | Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature 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) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheets. | |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not The Company may be subject to potential examination by foreign taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with foreign tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company’s tax provision is zero because the Company is organized in the Cayman Islands with no connection to any other taxable jurisdiction. As such, the Company has no deferred tax assets or liabilities. The Company is considered to be an exempted Cayman Islands company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. | |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage of $250,000. At December 31, 2018 and 2017, the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures” (“ASC 820”), approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. |
Significant Accounting Polici_3
Significant Accounting Policies [Text Block] (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Accordingly, basic and diluted loss per ordinary share is calculated as follows: Three Months Ended Six Months Ended 2019 2018 2019 2018 Net income $ 1,444,193 $ 2,441,116 $ 5,487,188 $ 4,199,140 Less: Income attributable to ordinary shares subject to possible redemption (3,923,887 ) (2,843,330 ) (7,912,424 ) (4,975,572 ) Adjusted net loss $ (2,479,694 ) $ (402,214 ) $ (2,425,236 ) $ (776,432 ) Weighted average shares outstanding, basic and diluted 20,109,415 20,067,699 20,111,365 20,049,082 Basic and diluted net loss per ordinary share $ (0.12 ) $ (0.02 ) $ (0.12 ) $ (0.04 ) | Accordingly, basic and diluted loss per ordinary share is calculated as follows: Year December 31, For the Net income $ 10,965,012 $ 1,330,720 Less: Income attributable to ordinary shares subject to redemption (11,798,101 ) (1,863,115 ) Adjusted net loss $ (833,089 ) $ (532,395 ) Weighted average shares outstanding, basic and diluted 20,080,848 14,652,083 Basic and diluted net loss per ordinary share $ (0.04 ) $ (0.04 ) |
Fair Value Disclosures _Text _2
Fair Value Disclosures [Text Block] (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | ||
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at June 30, 2019 and December 31, 2018, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level June 30, 2019 December 31, 2018 Assets: Marketable securities held in Trust Account 1 $ 712,534,665 $ 704,250,272 | 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 2017, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, 2018 December 31, Assets: Marketable securities held in Trust Account 1 $ 704,250,272 $ 691,941,351 |
ORGANIZATION AND PLAN OF BUSINE
ORGANIZATION AND PLAN OF BUSINESS OPERATIONS (Textual) (Detail) - USD ($) | May 05, 2017 | Sep. 18, 2017 | Jun. 30, 2019 | Dec. 31, 2017 | Dec. 31, 2018 |
Sale of Stock, Number of Shares Issued in Transaction | 69,000,000 | 69,000,000 | 69,000,000 | 69,000,000 | |
Entity Incorporation, State Country Name | Cayman Islands | ||||
Entity Incorporation, Date of Incorporation | May 5, 2017 | ||||
Proceeds from Issuance Initial Public Offering | $ 690,000,000 | $ 680,000,000 | $ 0 | ||
Sale of Stock, Consideration Received on Transaction | 679,854,837 | ||||
Initial Public Offering Costs | 10,145,163 | ||||
Share Price | $ 10 | ||||
Deferred underwriting fee payable | $ 24,150,000 | 24,150,000 | $ 0 | ||
Sale of Stock, Price Per Share | $ 10 | $ 10 | |||
Proceeds from Issuance of Private Placement | $ 12,000,000 | $ 0 | |||
Equity Method Investment, Ownership Percentage | 100.00% | ||||
Equity Method Investment, Description of Principal Activities | the Company's initial Business Combination must be with a target business or businesses whose collective fair market value is at least equal to 80% of the balance in the Trust Account | ||||
Net Tangible Assets To Be Maintained to Proceed Business Combination | $ 5,000,001 | ||||
Business Acquisition, Description of Acquired Entity | the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the outstanding Public Shares and (iii) as promptly as reasonably possible | ||||
Consequences of Failure to Complete Business Combination Within Specific Date ,Description | Pursuant to the Company's Amended and Restated Memorandum and Articles of Association, if the Company is unable to complete its initial Business Combination by September 18, 2019, the Company will (i) cease all operations except for the purpose of winding | ||||
Cost of Trust Assets Sold to Pay Expenses | $ 100,000 | ||||
Private Placement Warrants [Member] | |||||
Class of Warrant or Right, Numbers Issued | 8,000,000 | 8,000,000 | 8,000,000 | 8,000,000 | |
Class of Warrant or Right, Per Warrant | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | |
Proceeds from Issuance of Private Placement | $ 12,000,000 | ||||
Over-Allotment Option [Member] | |||||
Sale of Stock, Number of Shares Issued in Transaction | 9,000,000 | ||||
Common Class A [Member] | |||||
Proceeds from Issuance Initial Public Offering | $ 690,000,000 | ||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | 0.0001 | |
Share Price | 11.50 | $ 10 | |||
Sale of Stock, Price Per Share | $ 10 | ||||
Percentage of Stock Sold in Initial Public Offering | 15.00% |
LIQUIDITY AND GOING CONCERN (Te
LIQUIDITY AND GOING CONCERN (Textual) (Detail) - USD ($) | 1 Months Ended | 8 Months Ended | 12 Months Ended | ||
Sep. 18, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Proceeds from Issuance Initial Public Offering | $ 690,000,000 | $ 680,000,000 | $ 0 | ||
Sale of Stock, Price Per Share | $ 10 | $ 10 | |||
Cash and Cash Equivalents, at Carrying Value | $ 696,382 | $ 462,162 | $ 274,295 | $ 817,157 | |
Marketable Securities, Current | 704,250,272 | 712,534,665 | |||
Working Capital | 74,703 | 2,871,908 | |||
Business Combination Of Deferral Payment | 382,000 | 759,000 | |||
Common Class A [Member] | |||||
Proceeds from Issuance Initial Public Offering | $ 690,000,000 | ||||
Sale of Stock, Price Per Share | $ 10 | ||||
Sponsor [Member] | |||||
Debt Instrument, Face Amount | $ 200,000 | $ 200,000 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Textual) (Detail) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Cash, FDIC Insured Amount | $ 250,000 | $ 250,000 | |
Common Class A [Member] | |||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 31,000,000 | 31,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |||||||
Accounting Policies [Abstract] | ||||||||||||||
Net income | $ 1,444,193 | $ 4,042,995 | $ 2,441,116 | $ 1,758,024 | $ 5,487,188 | $ 4,199,140 | $ 1,330,720 | $ 10,965,012 | ||||||
Less: Income attributable to ordinary shares subject to possible redemption | (3,923,887) | (2,843,330) | (7,912,424) | (4,975,572) | (1,863,115) | (11,798,101) | ||||||||
Adjusted net loss | $ (2,479,694) | $ (402,214) | $ (2,425,236) | $ (776,432) | $ (532,395) | $ (833,089) | ||||||||
Weighted average shares outstanding, basic and diluted | 20,109,415 | [1] | 20,067,699 | [1] | 20,111,365 | [1] | 20,049,082 | [1] | 14,652,083 | [2] | 20,080,848 | [2] | ||
Basic and diluted net loss per ordinary share | $ (0.12) | [3] | $ (0.02) | [3] | $ (0.12) | [3] | $ (0.04) | [3] | $ (0.04) | [4] | $ (0.04) | [4] | ||
[1] | Excludes an aggregate of up to 65,899,081 and 66,142,325 shares subject to redemption at June 30, 2019 and 2018, respectively. | |||||||||||||
[2] | Excludes an aggregate of up to 66,136,664 and 66,219,742 shares subject to redemption at December 31, 2018 and 2017, respectively. | |||||||||||||
[3] | Net loss per ordinary share - basic and diluted excludes income attributable to ordinary shares subject to redemption of $3,923,887 and $7,912,424 for the three and six months ended June 30, 2019, respectively, and $2,843,330 and $4,975,572 for the three and six months ended June 30, 2018, respectively. | |||||||||||||
[4] | Net loss per ordinary shares - basic and diluted excludes income attributable to ordinary shares subject to redemption of $11,798,101 and $1,863,155 for the year ended December 31, 2018 and for the period from May 5, 2017 (inception) through December 31, 2017, respectively. |
RELATED PARTY TRANSACTIONS (Tex
RELATED PARTY TRANSACTIONS (Textual) (Detail) - USD ($) | May 05, 2017 | Sep. 18, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 |
Notes Payable, Related Parties, Current | $ 759,414 | $ 759,414 | $ 126,378 | $ 381,675 | ||||
Sponsor Monthly Fee Payable | $ 10,000 | |||||||
Services Fee | 30,000 | $ 60,000 | 30,000 | $ 60,000 | 35,000 | 120,000 | ||
Due to Related Parties, Current | 759,414 | 759,414 | 126,378 | 381,675 | ||||
Repayments of Related Party Debt | $ 0 | $ 126,378 | 0 | $ 126,378 | ||||
Private Placement Warrants [Member] | ||||||||
Class of Warrant or Right, Per Warrant | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | ||||
Maximum [Member] | ||||||||
Convertible Debt | 1,500,000 | $ 1,500,000 | $ 1,500,000 | |||||
Sponsor [Member] | ||||||||
Long-term Line of Credit | 200,000 | 200,000 | 200,000 | |||||
Accounts Payable and Accrued Liabilities [Member] | ||||||||
Due to Related Parties, Current | 215,000 | 215,000 | 35,000 | 155,000 | ||||
Notes Payable, Other Payables [Member] | ||||||||
Debt Instrument, Face Amount | $ 377,739 | $ 377,739 | $ 126,378 | $ 381,675 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Textual) (Detail) - USD ($) | Sep. 14, 2017 | Jun. 30, 2019 | Dec. 31, 2017 | Dec. 31, 2018 |
Underwriting Commitments | The underwriters of the Company's Public Offering are entitled to a deferred fee of three and one-half percent (3.5%) of the gross proceeds of the Public Offering, or $24,150,000, payable upon the closing of a Business Combination from the amounts held in the Trust Account, subject to the terms of the underwriting agreement entered into in connection with the Public Offering. | In addition, the underwriters are entitled to a deferred fee of three and one-half percent (3.5%) of the gross proceeds of the Public Offering, or $24,150,000, payable upon the closing of a Business Combination from the amounts held in the Trust Account, subject to the terms of the underwriting agreement. | ||
Underwriting Discount, Percentage | 10.00% | 10.00% | ||
Refunds From Underwriting Discount | $ 2,415,000 | $ 2,415,000 | ||
Registrable Securities Holders, Percentage | 30.00% | 30.00% | ||
Proceeds from Refund of Underwriting Discount | $ 1,000,000 | $ 1,000,000 | ||
Payments for Underwriting Expense | 10,000,000 | |||
Reimbursement Of Offering Costs Due From Under writer | $ 657,138 | $ 0 | ||
Fourty Five Day Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 9,000,000 | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 10 |
SHAREHOLDERS' EQUITY (Textual)
SHAREHOLDERS' EQUITY (Textual) (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
May 18, 2017 | Dec. 31, 2018 | Jun. 30, 2019 | Dec. 31, 2017 | Sep. 18, 2017 | May 10, 2017 | |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | 5,000,000 | |||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Issued | 0 | 0 | 0 | |||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | |||
Common Class A [Member] | ||||||
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | |||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Common Stock, Shares, Issued | 2,863,336 | 3,100,919 | 2,780,258 | |||
Common Stock, Shares, Outstanding | 2,863,336 | 3,100,919 | 2,780,258 | |||
Temporary Equity, Shares Subscribed but Unissued | 66,136,664 | 65,899,081 | 66,219,742 | |||
Common Class B [Member] | ||||||
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 | 50,000,000 | |||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common Stock, Shares, Issued | 17,250,000 | 17,250,000 | 17,250,000 | |||
Common Stock, Shares, Outstanding | 17,250,000 | 17,250,000 | 17,250,000 | |||
Common Shares Outstanding Percentage | 20.00% | 20.00% | ||||
Conversion of Common Stock Description | "The holders of the Class B ordinary shares agreed not to transfer such shares until one year after the date of the consummation of an initial Business Combination or earlier if, subsequent to an initial Business Combination, (i) the last reported sales price of the Company's Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions reorganizations recapitalizations and the like) for any 20 trading days within any 30-tradingday period commencing at least 150 days after the initial Business Combination or (ii) the Company consummates a subsequent liquidation, merger, share exchange or other similar transaction which results in all of the Company's shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property." | |||||
Common Class B [Member] | Founder's Purchase Agreement [Member] | ||||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | |||||
Common Stock, Shares, Issued | 17,250,000 | |||||
Common Stock, Shares Subscribed but Unissued | 14,375,000 | |||||
Common Stock, Value, Subscriptions | $ 25,000 | |||||
Shares, Surrendered | 2,875,000 | |||||
Shares Outstanding, Subject To Forfeiture | 2,250,000 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Detail) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||
Marketable securities held in Trust Account | $ 712,534,665 | $ 704,250,272 | $ 691,941,351 |
SUBSEQUENT EVENTS (Textual) (De
SUBSEQUENT EVENTS (Textual) (Detail) | Sep. 09, 2019USD ($)$ / sharesshares | Jul. 09, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / shares | Mar. 12, 2019USD ($) | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017$ / shares | Sep. 18, 2017$ / shares |
Common Class A [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common Class B [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Sponsor [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Debt Instrument, Face Amount | $ 200,000 | $ 200,000 | |||||
Subsequent Event | Repurchase Agreements | |||||||
Subsequent Event [Line Items] | |||||||
Available SCH Cash | $ 500,000,000 | ||||||
Cash to be used | $ 200,000,000 | ||||||
Purchase price per share | $ / shares | $ 10 | ||||||
Subsequent Event | Purchase Agreement | |||||||
Subsequent Event [Line Items] | |||||||
Aggregate number of shares to be repurchased | shares | 10,000,000 | ||||||
Subsequent Event | Purchase Agreement | Maximum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Aggregate price paid for shares | $ 100,000,000 | ||||||
Subsequent Event | Merger Extension [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number of ordinary shares redeemed | shares | 3,771,718 | ||||||
Required amount for redemption of ordinary shares | $ 39,096,085.27 | ||||||
Ordinary stock redeeming price per share | $ / shares | $ 10.37 | ||||||
Balance in the trust account | $ 676,232,091.37 | ||||||
Subsequent Event | Common Class A [Member] | Domestication | |||||||
Subsequent Event [Line Items] | |||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | ||||||
Conversion ratio | 1 | ||||||
Subsequent Event | Common Class B [Member] | Domestication | |||||||
Subsequent Event [Line Items] | |||||||
Conversion ratio | 1 | ||||||
Subsequent Event | Domesticated Warrants | Domestication | |||||||
Subsequent Event [Line Items] | |||||||
Conversion ratio | 1 | ||||||
Subsequent Event | Merger Agreement | |||||||
Subsequent Event [Line Items] | |||||||
Shares exchangeable on cancellation of each of the VG companies | shares | 130,000,000 | ||||||
Subsequent Event | Sponsor [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Debt Instrument, Face Amount | $ 200,000 |
INITIAL PUBLIC OFFERING (Textua
INITIAL PUBLIC OFFERING (Textual) (Detail) - $ / shares | May 05, 2017 | Sep. 18, 2017 | Jun. 30, 2019 | Dec. 31, 2018 |
Sale of Stock, Number of Shares Issued in Transaction | 69,000,000 | 69,000,000 | 69,000,000 | 69,000,000 |
Shares Issued, Price Per Share | $ 10 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 11.50 | |||
Class Of Warrant Or Right Redemption Price Of Warrants Or Rights | 0.01 | |||
Minimum [Member] | ||||
Shares Issued, Price Per Share | $ 18 |
PRIVATE PLACEMENT (Textual) (De
PRIVATE PLACEMENT (Textual) (Detail) - USD ($) | May 05, 2017 | Sep. 18, 2017 | Jun. 30, 2019 | Dec. 31, 2018 |
Proceeds from Issuance of Warrants | $ 12,000,000 | |||
Sponsor [Member] | ||||
Long-term Line of Credit | $ 200,000 | 200,000 | ||
Maximum [Member] | ||||
Convertible Debt | $ 1,500,000 | $ 1,500,000 | ||
Private Placement Warrants [Member] | ||||
Class of Warrant or Right, Numbers Issued | 8,000,000 | 8,000,000 | 8,000,000 | 8,000,000 |
Class of Warrant or Right, Per Warrant | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 |