Repay Holdings Corp. filed a shelf registration for the issuance of up to 17,615,000 shares of its class A common stock from time to time.
Of the total amount, 8 million and 4,115,000 shares are subject to transfer restrictions until 120 days and at least 150 days, respectively, after the close of Thunder Bridge Acquisition Ltd.'s acquisition of Hawk Parent Holdings LLC.
Repay Holdings also filed for the sale of up to 2 million of its class A common shares issuable upon the exercise of 8 million warrants, which were originally issued in a private placement in connection with the initial public offering of Thunder Bridge. These shares will be subject to transfer restrictions until 120 days after the closing of the business combination between Thunder Bridge and Hawk Parent Holdings.
The selling securityholders that hold these warrants may from time to time offer and sell such class A common shares issuable upon the exercise of the warrants. The company will not receive any proceeds from the sale of the class A common shares by the selling securityholders.
However, it will receive up to $23.0 million from the exercise of the warrants, assuming the exercise in full of all of the warrants for cash, but not from the sale of the class A common shares issuable upon such exercise.
Repay Holdings expects to use the net proceeds from the exercise of the warrants for general corporate purposes.