We are a newly organized blank check company formed as a Delaware corporation for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. Throughout this prospectus we will refer tothis as our initial business combination. While our efforts to identify a target business may span many industries and regions worldwide, we intend to focus our search for prospects within the software and internet technology industries. Software is Eating the World This statement about the technological forces driving change was coined by Netscape founder Marc Andreessen in a Wall Street Journal article from the summer of 2011. We believe his words are even truer today, and our management team believes that the forces driving software’s innovation and importance have accelerated in the past eight years. A wide range of compounding breakthroughs, including cloud computing and the globalization of broadband internet, have sped up cycles of change, impacting industries and business models across the world. The transformative effects of innovations as diverse as big data, artificial intelligence, machine learning, cybersecurity and ubiquitous mobile computing have upended industries, and sparked change that touches almost everything in our lives. We believe these changes have been particularly transformative in the business world. Major shifts are happening in entertainment, financial services, healthcare and retail sectors, as well as communications, manufacturing, transportation, and travel sectors. We believe this software-driven change is breaking new frontiers, rewarding those who understand and anticipate its trajectory, and that it will not wait for late adopters. An array of visionary private technology companies, such as Uber, SpaceX, AirBnB and Palantir, that drove these changes, also remodeled industries and scaled rapidly to become household names. They, in turn, rewarded their stockholders handsomely. Capital markets continue to support this expanding opportunity. Global venture capital nearly tripled in the past five years, from less than $50 billion in 2012 to more than $145 billion in 2018, according to the research of both Ernst & Young and PWC/CB Insights. Those dollars are spread widely, with more than 10,000 separate company financings in the aggregate during 2016, 2017 and the first three quarters of 2018, according to a PWC MoneyTree study on the venture capital market. This combination of significant change and abundant capital has led to what we believe are many opportunities for wealth creation. NASDAQ and NYSE host more than 200 publicly traded technology US companies with a market capitalization exceeding $1 billion. Moreover, the number of private companies globally valued at more than $1 billion has soared from 239 in June 2018 to 305 as of December 2018, according to PWC/CB Insights. While the business press showcases “unicorns” — private companies valued at more than $1 billion — our management team believes an even larger number of equally disruptive software and internet companies with valuations between $500 million and $1 billion provide significant growth and wealth creation opportunities. These less visible software and internet entities may not get the headline-grabbing attention of the unicorns, but we believe that they too boast remarkable economic performance, outstanding key metrics and deep management talent and carry potential for substantial financial upside for our investors. --- Our Mission Our objective is to complete a business combination with a leading software or internet company that is valued between $500 million and $1 billion. We will seek to effectively employ our management team’s industry skills and experience as well as their broad personal network to add substantive value to any acquired company. These benefits include the following: Expertise in growing successful software and internet companies: Our management team has demonstrated consistent prowess in building, nurturing and leading software and internet companies. We believe they can spot unique ideas or disruptive business models and grow them from local sensation to global ubiquity. We believe we can also recruit top talent and use that intellectual capital to great competitive advantage; Ability to mentor and support exceptional executives: Our Chief Executive Officers, directors and advisors have served on more than 50 public and private boards of directors in North America, Europe and Asia, both within and outside the software and internet sectors. They have overseen more than 100 acquisitions, taken companies public, thrived amid complex governance dilemmas and enhanced their companies’ global growth; Maximizing the value of becoming a publicly traded entity: As a public entity, we believe we offer a wide range of advantages to stakeholders. These include but are not limited to: (i) a liquid currency for accretive acquisitions (ii) an expanded exposure vis-à-vis the client base, (iii) a monetization instrument for motivating and incentivizing employees and (iv) better access to debt and equity providers. --- Our executive offices are located at 533 Airport Blvd, Suite 400, Burlingame, CA 94010, and our telephone number is (619) 736-6855.